Company registration number 01491604 (England and Wales)
THE STAFFORD HOTEL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
THE STAFFORD HOTEL LIMITED
COMPANY INFORMATION
Directors
M Bakr-Ibrahim
O Elsharkawy
Company number
01491604
Registered office
16-18 St. James's Place
London
SW1A 1NJ
Auditor
Taylor Associates
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
THE STAFFORD HOTEL LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 26
THE STAFFORD HOTEL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Financial review

The principal activity of the Company continued to be the operation of The Stafford London.

 

The London luxury hotel market remained highly competitive during 2025, with additional supply and major refurbishments increasing pressure on occupancy and rates. Management responded through targeted promotions, active cost management and continued focus on service and brand positioning.

 

In September 2025, the hotel commenced its partnership with Michelin-starred chef Michael Caines MBE and launched Michael Caines at The Stafford, strengthening its Food & Beverage offering. The restaurant subsequently achieved 3 AA Rosettes and its first Michelin Star in 2026.

 

Key performance indicators

 

The company employs a comprehensive set of key performance indicators (KPIs), both financial and strategic, to monitor performance against its business objectives. These are tracked on a daily and periodic basis. Senior management review these KPIs regularly and they form part of the business’s internal reporting framework. The measures included are those considered most relevant in assessing the performance of the business and its progress against strategic priorities.

 

2025

2024

Turnover from continuing operations (£m)

£21m

£22m

Gross margin

30%

31%

EBITDA (£)

£5.3m

£6.1m

EBITDA margin

25.7%

27.6%

 

Revenue per Available Room (RevPAR)

RevPAR is a primary metric used by management and the hotel industry to assess hotel performance. Room RevPAR comprises hotel rooms revenue divided by the number of room nights available and can be mathematically derived from occupancy multiplied by average daily rate. Occupancy is rooms occupied by hotel guests expressed as a percentage of rooms available. Average daily rate is rooms revenue divided by the number of rooms sold.

 

During 2025, RevPAR was £384, reflecting an occupancy-driven decline of 5.2% on the previous year.

 

Occupancy

Occupancy is the total number of occupied rooms divided by the total number of available rooms. It is monitored closely by management, with pricing and sales strategies adjusted where appropriate to support performance.

 

Occupancy reduced to 65.2% on prior year, a decline of 10.2%. This level of room utilisation reflects the tougher market conditions in London but also the hotel’s strategy to maintain a higher profitable rate above occupancy-driven sales.

 

Total Gross Revenue

Total gross revenue provides a measure of the overall scale and strength of the business and brand. It includes revenue generated from hotel operations, food and beverage venues and other operating income such as guest transportation or guest laundry.

 

Hotel Turnover 2025 was £20,691,167. The year-on-year movement of (6.9%) reflects a slower trading across all revenue streams albeit management ensured that the hotel reduced its cost base accordingly.

THE STAFFORD HOTEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

The directors consider that, due to the nature of the business, The Stafford Hotel Limited’s operations and earnings are subject to several market and financial risks. The business operates in the luxury hospitality sector and is thus exposed to broader macroeconomic uncertainty, inflationary pressures affecting payroll, operating costs and utilities, labour market challenges and fluctuations in customer demand across business and leisure travel segments.

 

Events that adversely impact domestic or international travel

The ability to sustain given levels of occupancy and room rates can be adversely affected by events that reduce domestic and international travel. Such events may include acts of terrorism, epidemics, natural disasters, increased cost of travel and industrial action.

 

Key personnel

Implementation of the company's strategy depends on its ability to attract, develop and retain employees with the appropriate skills, experience and aptitude. Implementation and development of a company induction scheme as well as ongoing training and development combined with attractive compensation, benefit and incentive schemes all help to minimise the risk.

 

Information technology systems and infrastructure

The company invests in systems that are appropriate to the business to maximise client relationship management, provide effective communication internally and externally and provide comprehensive reporting capabilities with suitable levels of security and data protection. The monitoring and development of such systems are outsourced to provide continuity and a cost-​effective solution.

 

Financial risk management

The company's operations expose it to a variety of financial risks that include the effects of changes in price risk, treasury risk, credit risk, liquidity and cash flow risk.

 

Price risk - The hotel industry supply and demand cycle

The hotel industry operates in an inherently cyclical marketplace. A weakening in demand or an increase in market supply may lead to downward pressure on room rates and/​or occupancies. The company has systems in place that are designed to minimise the impact of such fluctuations as far as possible to optimise operating profits.

 

Treasury risk

In view of the company's exposure to upward fluctuations in interest rates, hedging instruments are used to minimise the potential impact on profitability.

 

Credit risk - The ability to borrow and satisfy debt covenants

The company funds its operational and refurbishment programmes through facilities provided by its bankers, together with support from its ultimate controlling party. The availability of such funding depends on conditions in the marketplace and on the company's ability to service its facilities, and the facilities are subject to debt covenants which management reviews regularly to monitor compliance throughout the year.

 

During 2026 the directors have taken steps to strengthen the company's financing and liquidity position, including refinancing activity in respect of the company's junior indebtedness and the provision of additional working capital. The directors maintain regular dialogue with the company's senior lenders and advisers and monitor the company's liquidity requirements and its obligations under its financing arrangements on an ongoing basis.

 

The directors recognise that the company's ability to meet its obligations as they fall due depends on the continued availability of these facilities, the outcome of financing initiatives that remain in progress, and the continued support of the ultimate controlling party. The directors' assessment of these matters, including the downside scenarios considered and the mitigating actions available, is set out in the going concern and outlook section below.

Liquidity and cash flow risk

The company manages liquidity risk by maintaining adequate reserves and by monitoring forecast and actual cash flows. The company's loan facility ensures continuity of funding. The company's operations are impacted by the currently elevated levels of inflation. The company aims to mitigate the impacts of inflation through increased prices for its customers and by seeking cost efficiencies.

THE STAFFORD HOTEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Financial instruments

The company finances its assets and operations using retained earnings, group funding and bank borrowings. The company is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control procedures.

Going concern and outlook

In light of the broader economic and geopolitical environment and its continuing impact on the luxury hospitality sector, the directors have maintained close oversight of the Company's trading performance, liquidity position and financial forecasts throughout 2026. Detailed cash flow forecasts, budgets and operational plans are reviewed and updated regularly to reflect actual trading performance, forward bookings, financing costs and known changes in the business. This disciplined approach to financial planning, forecasting and cash management will continue.

Trading during the first half of 2026 was below the Company's original expectations, particularly during the first quarter. Performance was affected by softer demand from certain key international markets, geopolitical uncertainty and the timing of the recovery in luxury travel. These factors placed additional pressure on operational cash flow and liquidity during the period.

In response, the directors and management implemented a range of measures to strengthen trading and improve the Company's financial position. These included increased investment in sales and marketing, targeted activity across the Company's principal international and domestic markets, initiatives to improve occupancy and Average Daily Rate, continued development of corporate and group business, and measures to enhance both rooms and Food & Beverage revenues.

The Company has continued to invest in the positioning of The Stafford London as an independent luxury hotel and in strengthening its Food & Beverage offering. The strategic partnership with chef Michael Caines MBE, which obtained a Michelin star in 2026, together with the continued development of the hotel's restaurant and bar proposition, forms an important part of the strategy to increase both resident and non-resident revenues and broaden the hotel's overall revenue base.

The commercial initiatives undertaken during the year have contributed to an improving outlook for the second half of 2026. The directors expect H2 2026 trading to be stronger than H1, supported by forward bookings, increased international and domestic sales activity, continued focus on occupancy and room rates and further development of Food & Beverage revenues. The directors nevertheless continue to monitor trading performance closely and have considered downside scenarios in which the anticipated improvement is delayed or is below current expectations.

In parallel with these operational initiatives, the directors have taken significant steps during 2026 to strengthen the Company's financing and liquidity position. This has included refinancing activity in respect of the Company's junior indebtedness, together with the provision of additional working capital to the business. The directors continue to maintain regular dialogue with the Company's senior lenders and advisers and actively monitor the Company's liquidity requirements and obligations under its financing arrangements.

Where further financing initiatives or amendments to existing financing arrangements remain under discussion at the date of approval of these financial statements, the directors have not assumed completion of those arrangements unless there is sufficient certainty regarding their availability. The going-concern assessment has therefore been prepared having regard to financing arrangements actually available to the Company, together with other sources of support which the directors reasonably expect to remain available.

As part of their going-concern assessment, the directors have reviewed detailed cash flow forecasts covering a period of at least 12 months from the date of approval of the financial statements. These forecasts take into account anticipated trading performance, forward bookings, operating expenditure, financing costs, debt-service obligations and available liquidity.

THE STAFFORD HOTEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors have also considered appropriate downside scenarios, including lower-than-forecast revenue and EBITDA and the resulting impact on liquidity and the Company's ability to meet its obligations as they fall due. In such circumstances, the directors consider that a number of mitigating actions would be available, including further operational and cash-management measures, control of discretionary expenditure and, where appropriate, additional financial support from the Company's ultimate controlling party.

The Company's ultimate controlling party has historically provided financial support to the Company when required and has confirmed its willingness to continue to provide additional financial support, if necessary. This is supported by previous financial contributions and the provision of a formal letter of support.

Having considered the Company's current trading position, cash flow forecasts and downside scenarios, available financing arrangements, mitigating actions available to management and the directors, and the continued financial support available from the ultimate controlling party, the directors have a reasonable expectation that the Company will have adequate resources to continue in operational existence and meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements.

Accordingly, the directors consider it appropriate to prepare the financial statements on a going concern basis.

 

On behalf of the board

M Bakr-Ibrahim
Director
22 September 2026
THE STAFFORD HOTEL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company in the year under review, which has remained unchanged during the

financial year, was that of luxury hoteliers.

 

The company continues to own and manage the hotel.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

M Bakr-Ibrahim
O Elsharkawy
A Balch
(Resigned 21 October 2025)
Qualifying third party indemnity provisions

During the year and up to the date of this report, the company maintained liability insurance and third-party

indemnification provisions for its directors, under which the company has agreed to indemnify the directors to the

extent permitted by law in respect of all liabilities to third parties arising out of, or in connection with, the

execution of their powers, duties and responsibilities of the company.

Auditor

Taylor Associates were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report 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:

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.

THE STAFFORD HOTEL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
M Bakr-Ibrahim
Director
22 September 2026
THE STAFFORD HOTEL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF THE STAFFORD HOTEL LIMITED
- 7 -
Opinion

We have audited the financial statements of The Stafford Hotel Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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:

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 Auditor's 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 other information comprises the information included in the annual report other than the financial statements and our auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

THE STAFFORD HOTEL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF THE STAFFORD HOTEL LIMITED (CONTINUED)
- 8 -
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 directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 is 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.

Auditor's 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 an auditor's 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 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 Company and industry, we identified that the principal risks of noncompliance with laws and regulations related to regulatory requirements and trade regulations, 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 preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax.

 

We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and management bias in accounting estimates. Audit procedures performed by the engagement team included:

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.

THE STAFFORD HOTEL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF THE STAFFORD HOTEL LIMITED (CONTINUED)
- 9 -

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's 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 member, for our audit work, for this report, or for the opinions we have formed.

Asif Hassan (Senior Statutory Auditor)
For and on behalf of Taylor Associates, Statutory Auditor
Chartered Accountants
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
22 September 2026
THE STAFFORD HOTEL LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
Turnover
3
20,691,167
22,211,085
Cost of sales
(14,442,149)
(15,284,300)
Gross profit
6,249,018
6,926,785
Administrative expenses
(1,808,680)
(2,297,753)
Operating profit
4
4,440,338
4,629,032
Interest receivable and similar income
6
200
8,185
Interest payable and similar expenses
7
(6,074,167)
(6,591,769)
Loss before taxation
(1,633,629)
(1,954,552)
Tax on loss
8
488,809
983,532
Loss for the financial year
(1,144,820)
(971,020)
Other comprehensive income
Revaluation of tangible fixed assets
(1,400,000)
-
0
Tax relating to other comprehensive income
350,000
-
0
Total comprehensive income for the year
(2,194,820)
(971,020)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

THE STAFFORD HOTEL LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
9
157,268,281
159,441,025
Current assets
Stocks
10
264,190
298,196
Debtors
11
37,981,288
38,439,123
Cash at bank and in hand
51,108
827,383
38,296,586
39,564,702
Creditors: amounts falling due within one year
12
(5,300,572)
(6,436,828)
Net current assets
32,996,014
33,127,874
Total assets less current liabilities
190,264,295
192,568,899
Creditors: amounts falling due after more than one year
13
(79,189,944)
(78,390,615)
Provisions for liabilities
Deferred tax liability
15
19,155,023
19,993,832
(19,155,023)
(19,993,832)
Net assets
91,919,328
94,184,452
Capital and reserves
Called up share capital
17
100,000
100,000
Revaluation reserve
97,237,901
98,287,901
Fixtures, fitting and equipment reserve
445,628
515,932
Profit and loss reserves
(5,864,201)
(4,719,381)
Total equity
91,919,328
94,184,452

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 22 September 2026 and are signed on its behalf by:
M Bakr-Ibrahim
Director
Company registration number 01491604 (England and Wales)
THE STAFFORD HOTEL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Revaluation reserve
Fixtures, fittings and equipment reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2024
100,000
98,287,901
694,560
(3,926,989)
95,155,472
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(971,020)
(971,020)
Other movements
-
-
(178,628)
178,628
-
Balance at 31 December 2024
100,000
98,287,901
515,932
(4,719,381)
94,184,452
Year ended 31 December 2025:
Loss
-
-
-
(1,144,820)
(1,144,820)
Other comprehensive income:
Revaluation of tangible fixed assets
-
(1,400,000)
-
-
(1,400,000)
Tax relating to other comprehensive income
-
350,000
-
-
0
350,000
Total comprehensive income
-
(1,050,000)
-
(1,144,820)
(2,194,820)
Other movements
-
-
(70,304)
-
(70,304)
Balance at 31 December 2025
100,000
97,237,901
445,628
(5,864,201)
91,919,328
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
1
Accounting policies
Company information

The Stafford Hotel Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act 2006. The registered office is given on the company information page and the nature of the companies operations and principal activity are set out in the Directors’ report. The principal place of trading is 16-18 St James's Pl, St. James's, London SW1A 1NJ.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

Financial Reporting Standard FRS 102 - reduced disclosure exemptions

 

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of BHL Global Limited. these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.2
Going concern

These financial statements have been prepared on the going concern basis. In assessing the appropriateness of this basis, the directors have prepared and reviewed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements, taking into account the company's trading performance, forward bookings, operating costs, financing costs and available facilities, together with a range of downside sensitivities.true

 

The company's principal bank facilities are committed until February 2029. The company's ultimate controlling party has confirmed its willingness to provide additional financial support to the company for at least 12 months from the date of approval of these financial statements, should it be required, as evidenced by previous financial support and a formal letter of support.

 

A significant proportion of the company's assets comprises amounts owed by group undertakings, which are unsecured, interest-free and repayable on demand. In forming their assessment, the directors have considered the recoverability of these balances and the ability of the wider group to settle them as required, having regard to the group's cash flow forecasts and the continued financial support of the ultimate controlling party. The company participates in the group's cash management arrangements, and the directors are satisfied that funding will remain available to meet the company's own liabilities as they fall due.

 

Having considered these matters, the mitigating actions available to management and the continued support of the ultimate controlling party, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and to meet its liabilities as they fall due for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

1.3
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. The following criteria must also be met before turnover is recognised:

 

Sale of goods

 

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

 

 

The company’s revenues are derived from sale of hotel rooms , food and beverage.

Hotel rooms

Hotel revenue is recognised when the rooms are occupied, and the services are performed. Deferred revenue consisting of deposits paid in advance is recognised as revenue when the customer occupies.

 

Food and beverage

The revenues are recorded net of value added tax collected from customers and are recognised as the related services are delivered. When payments are received from customers in advance of the services provided, the amounts are recognised as deferred income and included within creditors within one year.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is provided on the following basis:

Freehold land and buildings
Held at valuation
Fixtures and fittings
5 years
Motor vehicles
5 years
Other fixed assets
Not depreciated

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

 

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

1.5
Impairment of fixed assets

Assets that are subject to depreciation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows. Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

1.6
Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

1.7
Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

1.8
Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

 

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, 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, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

 

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

 

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

 

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

 

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.9
Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

 

 

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

1.10
Pensions

 

Defined contribution pension plan

 

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

 

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

1.11
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
2
Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors have had to make the following judgements:

Tangible fixed assets

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors, such as technological innovation, product life cycles and maintenance programmes. In re-assessing asset lives, factors such as life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values. In addition the value of land and buildings is supported by regular external valuation, location, reputation and continual reinvestment.

 

The Company is required to evaluate the carrying values of tangible fixed assets for impairment whenever circumstances indicate, in management's judgement, that the carrying value of such assets may not be recoverable. An impairment review requires management to make subjective judgements concerning the cash flows, growth rates and discount rates of the cash generating units under review. Management concluded that no impairment was required in respect of fixed assets at the year end on the basis of the known information at this date.

Recoverability of intercompany debtors

Judgement is required in assessing the recoverability of the intercompany debtors. When considering this, forecast expected trading results for the company, its subsidiaries and the wider group are considered. These forecasts are based on estimates which include assumptions and estimates on future performance. If the actual results differ from the forecasts then material impairment to the intercompany debtors may be required.

3
Turnover and other revenue

An analysis of turnover by class of business is as follows:

2025
2024
£
£
Turnover analysed by class of business
Accommodation
14,828,843
15,715,206
Food and beverage
5,608,779
6,003,005
Other
253,545
492,874
20,691,167
22,211,085
2025
2024
£
£
Other revenue
Interest income
200
8,185

All turnover arose within the United Kingdom.

THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
2,078
(14,985)
Fees payable to the company's auditor for the audit of the company's financial statements
53,267
27,550
Depreciation of tangible fixed assets
845,744
1,503,720
Loss on disposal of tangible fixed assets
35,316
-
Operating lease charges
95,325
58,745
5
Employees

The average monthly number of employees, including the directors, during the year was as follows:

2025
2024
Number
Number
Administrative and hotel staff
172
183
Management staff
12
15
Total
184
198

Staff costs were as follows:

2025
2024
£
£
Wages and salaries
5,865,008
6,457,058
Social security costs
666,671
567,684
Pension costs
97,111
129,114
6,628,790
7,153,856
6
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
200
8,185
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
7
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
5,760,810
6,489,707
Finance costs for financial instruments measured at fair value through profit or loss
122,474
102,062
Other interest
190,883
-
0
6,074,167
6,591,769
8
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
(488,809)
(983,532)

The actual credit for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Loss before taxation
(1,633,629)
(1,954,552)
Expected tax credit based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
(408,407)
(488,638)
Effects of:
Expenses that are not deductible in determining taxable profit
225,034
390,920
Unutilised tax losses carried forward
316,234
223,677
Movement in deferred tax
(488,809)
(983,532)
Fixed asset difference
(132,861)
(125,959)
Taxation credit in the financial statements
(488,809)
(983,532)

In addition to the amount credited to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£
£
Deferred tax arising on:
Revaluation of property
(350,000)
-
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
9
Tangible fixed assets
Freehold land and buildings
Fixtures and fittings
Motor vehicles
Other fixed assets
Total
£
£
£
£
£
Cost or valuation
At 1 January 2025
157,500,000
26,116,233
20,495
35,316
183,672,044
Additions
-
0
108,316
-
0
-
0
108,316
Disposals
-
0
-
0
-
0
(35,316)
(35,316)
Revaluation
(1,400,000)
-
0
-
0
-
0
(1,400,000)
At 31 December 2025
156,100,000
26,224,549
20,495
-
0
182,345,044
Depreciation and impairment
At 1 January 2025
-
0
24,210,524
20,495
-
0
24,231,019
Depreciation charged in the year
-
0
845,744
-
0
-
0
845,744
At 31 December 2025
-
0
25,056,268
20,495
-
0
25,076,763
Carrying amount
At 31 December 2025
156,100,000
1,168,281
-
0
-
0
157,268,281
At 31 December 2024
157,500,000
1,905,709
-
0
35,316
159,441,025

The carrying value of land and buildings comprises:

2025
2024
£
£
Freehold
156,100,000
157,500,000

The bank loans in note 14 is secured against the Company’s assets through fixed and floating charges and are further guaranteed by the immediate parent company.

Freehold land and buildings with a carrying value of £156.1 million were revalued as at 23 April 2026 by CBRE Limited, independent external valuers not connected with the Company for refinancing purposes.

 

The valuation has been prepared in accordance with the RICS Valuation – Global Standards (“Red Book”) and on the basis of Market Value.

 

The property has been valued as a fully fitted and equipped operational hotel, having regard to its trading potential and assuming vacant possession, with value derived primarily using a discounted cash flow methodology supported by income capitalisation and market evidence.

10
Stocks
2025
2024
£
£
Consumables
264,190
298,196
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Stocks
(Continued)
- 23 -

The consumables consist of food and beverage, merchandise for sale, housekeeping and maintenance materials. The directors are of the opinion that the replacement costs of these stocks is not significantly different to their carrying value.

11
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,189,263
340,329
Amounts owed by group undertakings
35,122,662
36,499,834
Other debtors
239,453
36,758
Prepayments and accrued income
1,429,910
1,562,202
37,981,288
38,439,123

Amounts owed by group undertakings and other participating interests are unsecured, interest free and repayable on demand.

12
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
1,334,787
1,094,354
Amounts owed to group undertakings
-
0
2,391,302
Taxation and social security
1,873,817
1,057,210
Other creditors
1,117,008
1,005,428
Accruals and deferred income
974,960
888,534
5,300,572
6,436,828

Amounts owed to group undertakings and other participating interests are unsecured, interest free and repayable on demand.

13
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
14
79,189,944
78,390,615
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
14
Loans and overdrafts
2025
2024
£
£
Bank loans
79,189,944
78,390,615
Payable after one year
79,189,944
78,390,615

The loan comprises three distinct facilities totaling £77 million, allocated as follows: £50 million, £20 million, and £7 million. All facilities are structured as interest-only, with interest payable on a quarterly basis.

 

The £50 million facility bears interest at a rate of 4.098% plus SONIA, while the £20 million facility accrues interest at 2.5% plus SONIA. The £7 million facility has prepaid interest of £1.64 million, which is being amortised over an 18-month period.

 

These facilities are secured by fixed and floating charges over the Company’s assets and are additionally guaranteed by the immediate parent company.

 

Repayment of the facilities is scheduled for February 2029

15
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
(323,994)
3,323,641
Tax losses
(1,645,013)
(1,910,676)
Revaluations
21,124,030
18,633,867
Short term timing difference
-
(53,000)
19,155,023
19,993,832
2025
Movements in the year:
£
Liability at 1 January 2025
19,993,832
Credit to profit or loss
(488,809)
Credit to other comprehensive income
(350,000)
Liability at 31 December 2025
19,155,023
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
16
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
97,111
129,114

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions were payable to the fund at the reporting date and are included in creditors.

17
Share capital
2025
2024
£
£
Allotted, called up and fully paid
100,000 Ordinary share of £1.00 each
100,000
100,000
THE STAFFORD HOTEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
18
Reserves

Revaluation reserve

 

The revaluation reserve represents the unrealised surplus on revaluation of the freehold property.

 

Profit and loss account

 

The profit and loss account represents the cumulative profits or losses, net of dividends paid and other adjustments.

 

Fixtures, fitting and equipment reserve

 

The fixtures, fitting and equipment reserve is a budgeted amount needed to replace the building's furniture, fixtures, and equipment over time.

19
Related party transactions

The company has taken advantage of the exemption available under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transactions with other wholly owned members of the group.

20
Controlling party

The ultimate controlling party of the group is the WARM Foundation which is registered in Liechtenstein. The immediate parent company is BHL Global Limited which is incorporated in England & Wales.

 

The largest and smallest group into which the results of the company have been consolidated is the report and financial statements of BHL Global Limited. Copies of the group financial statements are available from Companies House, Crown Way, Cardiff, CF 14 3UZ.

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