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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
COMPANY INFORMATION
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CHELSEA HARBOUR ESTATES LIMITED
CONTENTS
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CHELSEA HARBOUR ESTATES LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their Strategic Report for the financial year ended 31 December 2025.
During the year ended 31 December 2025, the Group delivered a strong and resilient operational performance. Occupancy levels remained consistently high, with only minimal movement throughout the period, while rental income continued to grow, reflecting sustained occupier demand and the effectiveness of the Group’s proactive asset management strategy.
The fair value of the Group’s investment property increased from £331,425,000 to £350,000,000 as at 31 December 2025. This uplift was achieved against a backdrop of cautiously improving sentiment within the UK commercial property market, where recovery remains uneven and increasingly dependent on asset quality, supply constraints, and specialist positioning. Within this context, the Design Centre Chelsea Harbour continues to demonstrate the characteristics of a prime, best-in-class asset. Its globally recognised concentration of luxury showrooms, leading design brands, and curated events underpins its position as a distinctive, experience-led destination. The asset benefits from strong occupier demand and limited direct competition, aligning with investor preference for high-quality, operationally vibrant environments. This positioning supports its long-term resilience and reinforces its status as a differentiated and defensible asset within an increasingly selective investment market. Notwithstanding these positive fundamentals, the Board remains mindful of the potential for rapid changes in investor sentiment and consumer behaviour. The Group will therefore continue to monitor market conditions, valuation movements, and occupier trends closely to inform its ongoing strategic approach.
The Group is exposed to a range of principal risks that could affect its operational and financial performance. These include financing and liquidity risk, property valuation risk, tenant credit risk, occupancy risk, and third-party risk. Each of these is actively managed within the Group’s established risk management framework.
Financing and liquidity risk The Company operates within a wider group structure that utilises external debt financing. The current loan facility matures in December 2026. To manage liquidity and refinancing risk, the Company prepares detailed long-term cash flow forecasts and financing projections, which are subject to regular review and updated for changes in market conditions. This approach supports ongoing financial resilience and alignment with the Company’s strategic objectives.With respect to the refinacing and as discussed in note 2.3 the directors directors have undertaken a comprehensive refinancing process and discussions with prospective lenders are well advanced. The directors have a high degree of confidence that replacement financing will be secured well in advance of the current facility's maturity. Property valuation risk The valuation of the Group’s investment property is inherently sensitive to market conditions, including changes in interest rates, macroeconomic factors, and investor sentiment. Movements in valuation may impact the Group’s balance sheet and, in certain scenarios, its financing arrangements or strategic plans. The Group mitigates this risk through regular independent valuations, active monitoring of market data, and ongoing engagement with lenders and other stakeholders.
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CHELSEA HARBOUR ESTATES LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Tenant credit risk
The Group’s income stream is dependent on the financial stability of its tenant base. A material tenant default could adversely affect rental income and cash flow. To mitigate this risk, the Group undertakes rigorous credit assessments at the point of lease inception and maintains ongoing monitoring of tenant performance. The diversity and quality of the tenant mix further support income resilience. Occupancy risk A decline in occupancy levels could negatively affect rental income and profitability. As at 31 December 2025, occupancy remained strong at 96% (2024: 99%), excluding landlord-occupied and development areas. The Group continues to prioritise active asset management, close tenant engagement, and targeted marketing initiatives to sustain high occupancy and tenant retention. Third-party risk The Group relies on third-party providers for key services, including property management, maintenance, and development. Underperformance or failure by these providers could disrupt operations or give rise to compliance risks. To mitigate this exposure, the Group engages experienced and reputable service providers and undertakes regular performance monitoring and review.
The directors consider occupancy to be a primary driver of financial performance and a key indicator of asset strength. The Group maintained an occupancy rate of 96% as at 31 December 2025 (2024: 99%), excluding landlord-occupied and development areas. This sustained level of occupancy reflects the continued attractiveness of the asset and the effectiveness of the Group’s leasing and asset management strategy.
This report was approved by the board and signed on its behalf.
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CHELSEA HARBOUR ESTATES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements 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 Group 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 the Group and to 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Group's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
The profit for the year, after taxation, amounted to £13,929,000 (2024: loss £344,000).
During the year no dividends were paid (2024: none).
The directors who served during the year were:
The directors intend to further grow the Group's revenue and investment property value by investing in the further development and improvement of the property.
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CHELSEA HARBOUR ESTATES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditors, HaysMac LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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CHELSEA HARBOUR ESTATES LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR ESTATES LIMITED
We have audited the financial statements of Chelsea Harbour Estates Limited (the 'parent company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, 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 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 or 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.
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CHELSEA HARBOUR ESTATES LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR ESTATES LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
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 Directors' Report.
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CHELSEA HARBOUR ESTATES LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR ESTATES LIMITED (CONTINUED)
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 an Auditors' Report 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 Group financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud. Based on our understanding of the Group and industry, we identified that the principal risks of non-compliance with laws and regulations related to compliance with the Companies Act and tax law, and we considered the extent to which non-compliance might have a material effect on the financial statements. 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 revenue and management bias in the preparation of accounting estimates. Audit procedures performed by the engagement team included:
∙inspecting correspondence with regulators and tax authorities;
∙discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
∙evaluating management's controls designed to prevent and detect irregularities;
∙identifying and testing journals, in particular journal entries posted which exhibited certain characteristics which we considered to be possible indicators of fraud or irregularity; and
∙challenging assumptions and judgements made by management in their critical accounting estimates, principally being the Group's investment property valuation.
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CHELSEA HARBOUR ESTATES LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR ESTATES LIMITED (CONTINUED)
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 Auditors' 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 an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditors
10 Queen Street Place
EC4R 1AG
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CHELSEA HARBOUR ESTATES LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
REGISTERED NUMBER: 03870584
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 July 2026.
The notes on pages 16 to 30 form part of these financial statements.
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CHELSEA HARBOUR ESTATES LIMITED
REGISTERED NUMBER: 03870584
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 16 to 30 form part of these financial statements.
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CHELSEA HARBOUR ESTATES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Chelsea Harbour Estate Limited is a private company, limited by shares, incorporated and registered in England and Wales. The Company's registered number is 03870584 and registered office address is 219 Harbour Yard, Chelsea Harbour, London, SW10 0XD.
The Company's principal activity is property investment and the provision of property management services.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The financial statements have been prepared on the going concern basis.
The Group is the parent of a property-owning group within the wider CHEL Shares LLP group. The group’s subsidiary, Chelsea Harbour Limited, owns the principal investment property and generates the majority of the Group's recurring rental income and underlying property value. The property within Chelsea Harbour Limited is financed by the parent entity preparing this set of accounts which in turn borrows external debt. As the external debt is serviced primarily from the property company’s operating cash flows, the financial performance and cash generation of the property company are intrinsically linked to those of the wider Group. Accordingly, the directors have assessed the Group's ability to continue as a going concern by considering the financial position and prospects of the property company and other group entities as a whole. In assessing the appropriateness of the going concern basis, the directors have reviewed detailed cash flow forecasts covering a period of at least twelve months from the date of approval of these financial statements. These forecasts incorporate assumptions regarding forecast rental income, operating expenditure, capital expenditure, financing costs and compliance with the Group's lending covenants. The Group's existing external borrowing facilities mature in December 2026. The directors have undertaken a comprehensive refinancing process and discussions with prospective lenders are well advanced. Based on the significant progress made to date, the level of lender engagement and the strength of the underlying property asset and operating performance, the directors have a high degree of confidence that replacement financing will be secured well in advance of the current facility's maturity. Furthermore, as an additional contingency, the directors have held constructive discussions regarding the availability of a short-term extension to the existing facilities should this ever be required to facilitate an orderly completion of the refinancing process. Accordingly, the directors do not consider there to be a realistic risk that the Group would be unable to meet its obligations as they fall due. Having considered the matters set out above, the directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for a period of at least twelve months from the date of approval of these financial statements. The directors have therefore concluded that it remains appropriate to prepare the financial statements on the going concern basis and that no material uncertainty exists in relation to the Company's ability to continue as a going concern.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Revenue principally comprises income recognised by the Group in respect of rent charged and other ancillary services supplied during the year, exclusive of Value Added Tax and trade discounts. Rent and ancillary services are recognised on an accruals basis over the term of the lease. Amounts invoiced in advance of a tenancy period are deferred accordingly and recognised as income in the period to which they relate. Equally, amounts invoiced after the commencement of a lease, are adjusted so the total receivable over the lease term is recognised on a straight-line basis. Revenue in relation to marketing and advertising services is in respect of amounts received for marketing services as well as event sales. Revenue is recognised or appropriately deferred on performance of the service in the period relating to the service being provided. As included within other operating Income; property management income and other fees receivable are recognised on an accruals basis over time as services are provided to customers in relation to the management of service charges and marketing. Amounts demanded prior to services being completed are deferred accordingly and recognised as income in the period to which they relate.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Gains or losses arising from changes in the fair value are included in profit or loss in the financial period in which they arise, including the tax effect. Fair values are determined on using a yield methodology. This uses market rental values capitalised at a market capitalisation rate but there is an inevitable degree of judgmental involved in that each property is unique and value can be only ultimately be reliably tested in the market itself. Investment properties are not subject to depreciation.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Significant judgements: The following are the significant judgements, apart from those involving estimations (which are dealt with separately below), that the directors have made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements. Going concern Significant judgement is required in the Group’s assessment of the going concern basis, and further information on this is included in note 2.3. These estimates include preparing cash-flow forecasts and revenue projections, assessing future loan covenant compliance and considering the future refinancing of the group in or before December 2026. Critical accounting estimates: Valuation of investment properties As described in note 13 to the financial statements, investment properties are stated at fair value based on the valuation performed by an in-house qualified valuer with recent experience in the location and category of property valued. The valuer used observable market prices adjusted as necessary for any difference in the future, location or condition of the specific asset. The valuation has been prepared using an income capitalisation approach with a blended net initial yield of 4.53%. The valuation uses expected rental values of the company's properties net of estimated running costs, adjusted as necessary for any difference in the future, location or condition of the specific asset. Should the NIY vary from the estimated figure used and should actual rental values achieved or running costs incurred in future periods vary from those used in the valuation, the valuation of the properties would change.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
3.Judgements in applying accounting policies (continued)
Deferred tax Deferred tax liabilities are assessed on the basis of assumptions regarding the future, the likelihood that assets will be realised and liabilities will be settled, and estimates as to the timing of those future events and as to the future tax rates that will be applicable.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
There were no factors that may affect future tax charges.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Group utilises bank and other finance. The Group loan facility is secured against the investment property and other assets by way of a first legal mortgage and fixed and floating charges.
The Group's investment property has been valued at market value at 31 December 2025. The 2025 valuation was provided by the group's in-house RICS qualified valuer and adopted by the directors. The valuation has been prepared using an income capitalisation approach and a net initial yield of between 4.30% (2024: 4.8%) and 5.50% (2024: 5.5%) depending on the part of property being valued. There was a blended net initial yield of 4.53% (2024 4.94%). As disclosed in Note 3, the valuation includes an estimation of the Net Initial Yield and expected rental values of the company’s property adjusted as necessary for any difference in the future, location or condition of the specific asset.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
13.Debtors (continued)
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
18.Deferred taxation (continued)
Share premium account
Profit and loss account
The Group has entered into a cross guarantee and debenture across the Group's investment properties in respect of the indebtness of its parent undertaking and fellow subsidiaries. Chelsea Harbour Estates Limited has entered into a cross guarantee with Chelsea Harbour Limited, CHEL (No.2) Limited, CHEL (No.3) Limited, Chelsea Harbour Property Management Limited and Creative Hat Limited. As at 31 December 2025 the total amount outstanding subject to the guarantee was £217,500,000 (2024: £217,500,000).
The Group operates a defined contribution pension scheme. The pension cost for the year represents contributions payable by the Group to the fund and amounts to £103,000 (2024: £97,000). No amounts were outstanding at the year end.
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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CHELSEA HARBOUR ESTATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
24.Related party transactions (continued)
The immediate parent undertaking of Chelsea Harbour Estates Limited is CHEL (No.3) Limited. The results of the Group are consolidated into the financial statements of CHEL (Shares) LLP, an entity incorporated in England and Wales, which prepares the largest consolidated financial statements, and acts as the ultimate parent entity. Copies of the financial statements can be obtained from Companies House.
The directors do not consider there to be an ultimate controlling party.
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