Company registration number 04140970 (England and Wales)
THE GROUCHO CLUB LONDON LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 DECEMBER 2025
THE GROUCHO CLUB LONDON LIMITED
COMPANY INFORMATION
Directors
S S Fox
(Appointed 5 May 2026)
P R Soblik
(Appointed 5 May 2026)
C Hoffmann
(Appointed 11 June 2026)
Secretary
S Pass
Company number
04140970
Registered office
6 Grosvenor Street
London
England
W1K 4PZ
Auditor
HW Fisher Audit
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
THE GROUCHO CLUB LONDON LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 25
THE GROUCHO CLUB LONDON LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 1 -
The directors present the strategic report for the period ended 28 December 2025.
Fair review of the business
The Groucho Club, a private members’ club focusing on the arts and creative industries, based in Soho London (the “Club”).
On 11 August 2022, Artfarm Group Limited acquired 100% of the share capital of the Club’s holding company, Oval (2287) Limited. With a longstanding dedication to artists and a rich history in the creative industries, The Groucho Club shares a common long-term vision for growth with the Artfarm group.
2025 was a challenging year for the Groucho Club following the temporary suspension of the licence at the end of 2024. At that time, we made the decision to close the club until the end of January 2025 in order to enhance various front of house elements including the refurbishment of the Soho bar and two bedrooms. Processes were put in place to improve the visibility of members and guests within the club, including the introduction of digital sign-in, alongside temporary measures restricting the scale of private events, which impacted revenues. Management changes also took place with investment into programming, the membership team and communications. Revenues were £7.8m, down on 2024 (£8.8m) and delivered EBITDA of £(0.9m).
The directors believe that the Club remains well-placed for growth due to the unique identity and heritage of the Club and a long-term strategy based on the core values of Art, Community and Sustainability.
The Groucho is known internationally as a home for the creative and free-spirited, with a rich history of engagement with loyal members drawn from art and the creative industries. This is showcased both by the unique artwork that adorns every wall of the Club and an extensive programme of activities that take place throughout the year.
The directors aim to deliver growth via improved member experience based on exceptional service and design, community building, and engagement based on art and carefully curated programmes that animate and inspire, alongside commercial events whereby spaces within the club are available to hire for a fee.
Future Developments
There have been no future developments since the balance sheet date that require disclosure in these financial statements.
Principal risks and uncertainties
Economic Risk
The Group’s revenue is dependent on demand for membership of central London members’ clubs. This risk is reduced by the strength of the brand and the longevity of the term of the existing members.
Terrorism Risk
The Group’s main operating business is located in central London, resulting in it being more susceptible to terrorism risks than a business operating in less densely populated locations. This is managed by having regular security reviews and restricting access to the club to members and their guests.
Liquidity Risk
The objective of the Group in managing liquidity risk is to ensure that it can meet its financial obligations as they fall due. The Group expects to meet its obligations through membership fees and operating cash flows.
Interest Rate Risk
The Group borrows on variable rate terms from its bankers (linked to SONIA). Interest rate risks are managed with hedging instruments as and when the Group deems this appropriate.
THE GROUCHO CLUB LONDON LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 2 -
Key performance indicators
The directors consider the financial key performance indicators (“KPIs”) of the Club are as follows:
2025
2024
£000
£000
Revenue
£8,000
£9,000
EBITDA
£(904)
£598
Gross assets
£23,960
£29,468
Net assets
£7,127
£9,282
Staff numbers
123
133
S S Fox
Director
18 August 2026
THE GROUCHO CLUB LONDON LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 3 -
The directors present their annual report and financial statements for the period ended 28 December 2025.
Principal activities
The principal activity of the company is the ownership and operation of The Groucho Club based in Soho, London.
Results and dividends
The results for the period are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
E A Venters
(Resigned 28 January 2025)
J J Cornaby
(Resigned 14 April 2026)
A K M Emmott
(Appointed 29 January 2025 and resigned 30 June 2026)
S S Fox
(Appointed 5 May 2026)
P R Soblik
(Appointed 5 May 2026)
C Hoffmann
(Appointed 11 June 2026)
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the information on and exposure to financial risk and future
developments.
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.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
S S Fox
Director
18 August 2026
THE GROUCHO CLUB LONDON LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 4 -
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:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
THE GROUCHO CLUB LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THE GROUCHO CLUB LONDON LIMITED
- 5 -
Opinion
We have audited the financial statements of The Groucho Club London Limited (the 'company') for the period ended 28 December 2025 which comprise the profit and loss account, 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:
give a true and fair view of the state of the company's affairs as at 28 December 2025 and of its profit for the period 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.
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.
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 information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
THE GROUCHO CLUB LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THE GROUCHO CLUB LONDON LIMITED (CONTINUED)
- 6 -
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:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the 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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
As part of our planning process:
We enquired of management the systems and controls the company has in place, the areas of the financial statements that are most susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud.
The company did not inform us of any known, suspected or alleged fraud.
We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: FRS 102, Companies Act 2006, health and safety laws, employment law, food standards and alcohol licensing.
We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.
Using our knowledge of the company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.
The key procedures we undertook to detect irregularities including fraud during the course of the audit included:
Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.
Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.
Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to valuation of freehold and leasehold property.
Assessing the extent of compliance, or lack of, with the relevant laws and regulations.
Testing key revenue lines, in particular cut-off, for evidence of management bias.
Performing a physical verification of key assets.
Obtaining third-party confirmation of material bank balances.
Documenting and verifying all significant related party balances and transactions.
THE GROUCHO CLUB LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THE GROUCHO CLUB LONDON LIMITED (CONTINUED)
- 7 -
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors.
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.
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 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 members as a body, for our audit work, for this report, or for the opinions we have formed.
Russell Nathan (Senior Statutory Auditor)
For and on behalf of HW Fisher Audit, Statutory Auditor
Chartered Accountants
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
18 August 2026
THE GROUCHO CLUB LONDON LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 8 -
52 weeks
52 weeks
ended
ended
28 December
29 December
2025
2024
Notes
£
£
Turnover
3
7,848,161
8,822,382
Cost of sales
(4,981,815)
(4,635,787)
Gross profit
2,866,346
4,186,595
Administrative expenses
(4,028,639)
(3,940,509)
Other operating income
5,000
5,174
Operating (loss)/profit
4
(1,157,293)
251,260
Interest payable and similar expenses
7
(858)
(Loss)/profit before taxation
(1,157,293)
250,402
Tax on (loss)/profit
8
4,227,841
Profit for the financial period
3,070,548
250,402
The profit and loss account has been prepared on the basis that all operations are continuing operations.
THE GROUCHO CLUB LONDON LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 9 -
52 weeks
52 weeks
ended
ended
28 December
29 December
2025
2024
£
£
Profit for the period
3,070,548
250,402
Other comprehensive income
Revaluation of tangible fixed assets
(5,224,808)
(5,513,050)
Total comprehensive income for the period
(2,154,260)
(5,262,648)
THE GROUCHO CLUB LONDON LIMITED
BALANCE SHEET
AS AT
28 DECEMBER 2025
28 December 2025
- 10 -
28 December 2025
29 December 2024
Notes
£
£
£
£
Fixed assets
Intangible assets
9
231,320
100,370
Tangible assets
10
22,844,446
27,456,755
23,075,766
27,557,125
Current assets
Stocks
13
88,634
132,045
Debtors
14
647,235
609,223
Cash at bank and in hand
148,019
1,169,557
883,888
1,910,825
Creditors: amounts falling due within one year
15
(16,832,297)
(15,958,492)
Net current liabilities
(15,948,409)
(14,047,667)
Total assets less current liabilities
7,127,357
13,509,458
Provisions for liabilities
Deferred tax liability
16
4,227,841
-
(4,227,841)
Net assets
7,127,357
9,281,617
Capital and reserves
Called up share capital
18
5,000,000
5,000,000
Share premium account
100,000
100,000
Revaluation reserve
1,131,685
6,356,493
Profit and loss reserves
895,672
(2,174,876)
Total equity
7,127,357
9,281,617
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 18 August 2026 and are signed on its behalf by:
S S Fox
Director
Company registration number 04140970 (England and Wales)
THE GROUCHO CLUB LONDON LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 11 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2024
5,000,000
100,000
11,869,543
(2,425,278)
14,544,265
Period ended 29 December 2024:
Profit
-
-
-
250,402
250,402
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
(5,513,050)
-
(5,513,050)
Total comprehensive income
-
-
(5,513,050)
250,402
(5,262,648)
Balance at 29 December 2024
5,000,000
100,000
6,356,493
(2,174,876)
9,281,617
Period ended 28 December 2025:
Profit
-
-
-
3,070,548
3,070,548
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
(5,224,808)
-
(5,224,808)
Total comprehensive income
-
-
(5,224,808)
3,070,548
(2,154,260)
Balance at 28 December 2025
5,000,000
100,000
1,131,685
895,672
7,127,357
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 12 -
1
Accounting policies
Company information
The Groucho Club London Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6 Grosvenor Street, London, England, W1K 4PZ.
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. The principal accounting policies adopted are set out below.
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:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Artfarm Group Limited. These consolidated financial statements are available from the UK Registrar of Companies.
1.2
Going concern
As referred to in the strategic report, in the current and prior period, there was a temporary suspension of the clubs licence, following an incident at the club. The club license was re-instated in the current period and the club is compliant with all conditions set out by the licensing authority. Failure to meet these conditions could result in the clubs license being removed. The directors have a reasonable expectation that the club will maintain it's license going forward.true
The company has the financial support of the ultimate parent company for a period of at least twelve months from the date of the approval of these financial statements. Accordingly, the directors have a reasonable expectation that the company has adequate resources to continue in operation for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Reporting period
The current accounting period is for the 52 week period to 28 December 2025. The comparative period is for the 52 week period to 29 December 2024.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
Membership income is accounted for in the period to which it relates. Where membership income is received in advance, it is included in deferred income.
Accommodation and related service income is recognised at the point at which the services is provided, and is shown net of VAT and other sales related taxes.
Sales in relation to food and beverages are recognised at the point of sale.
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
Ten years straight line
Patents & licences
Ten years straight line
1.6
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 recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
7 to 100 years straight line
Leasehold land and buildings
Over the life of the lease
Fixtures and fittings
5 years straight line
Computer equipment
3 years
Artwork
Not depreciated
Assets are not depreciated until they are brought into use at the location which is operated by the company.
Freehold land is not depreciated on the basis that the residual value is considered equal to the carrying value of the assets.
Works of art are considered to be long life assets with a residual value which is aligned with the carrying value of the asset. As such, they are not depreciated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.8
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.9
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
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.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
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.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 17 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Valuation of artwork
Works of art are considered to be long life assets with a residual value which is aligned with the carrying value of the asset. They are therefore not depreciated. Management assess the carrying value of artwork on a regular basis. No depreciation is charged on the assets. However, they are reviewed for impairment with reference to the 3 yearly professional valuations.
Property valuation
The company carries its freehold and leasehold property used in the business at fair value, with changes in fair value being recognised through the statement of other comprehensive income. The company has consulted with external valuers to ascertain the fair value of the land and buildings. The valuation of the company’s land and buildings is inherently subjective.
The most recent valuation took place at 31 December 2025 and is reflected in the financial statements. The directors believe that the net book value is materially in line with the market value at the year-end date. The effect of this valuation has led to a revaluation downwards described in note 9.
Estimated useful life and valuation tangible fixed assets
The company, due to the nature of operations, invests heavily in freehold land and buildings, property improvements, fixtures and fittings and artwork at operational locations. As a result of this, it is necessary to make estimations of the useful lives of the capitalised assets. The estimation of the useful life of the asset is made based on historic trends and judgements relating to the timing of purchase of replacements and refurbishments and the expected residual value of assets. This is reviewed internally on a regular basis in order to determine if there are any indicators of impairment.
Freehold land and works of art are considered to be long life assets with a residual value which is aligned with the carrying value of the asset. They are therefore not depreciated.
At 28 December 2025, no impairments had been recognised against tangible fixed assets (2024: £nil).
3
Turnover and other revenue
28 December
29 December
2025
2024
£
£
Turnover analysed by class of business
Food and Drink
4,078,735
5,026,851
Accommodation
591,440
583,061
Subscriptions
3,020,904
3,035,824
Other
157,082
176,646
7,848,161
8,822,382
28 December
29 December
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
7,848,161
8,822,382
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 18 -
4
Operating (loss)/profit
28 December
29 December
2025
2024
Operating (loss)/profit for the period is stated after charging/(crediting):
£
£
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
570
(62)
Depreciation of owned tangible fixed assets
129,080
286,691
Loss on disposal of tangible fixed assets
95,248
34,474
Amortisation of intangible assets
28,747
25,092
Operating lease charges
237,168
232,194
Amortisation and depreciation are recognised within administrative expenses.
5
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
28 December
29 December
2025
2024
Number
Number
Staff
123
133
Their aggregate remuneration comprised:
28 December
29 December
2025
2024
£
£
Wages and salaries
3,936,769
3,614,138
Social security costs
403,205
288,751
Pension costs
113,665
99,999
4,453,639
4,002,888
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
15,750
66,250
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 19 -
7
Interest payable and similar expenses
28 December
29 December
2025
2024
£
£
Interest on bank overdrafts and loans
-
858
8
Taxation
28 December
29 December
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
(4,227,841)
The actual (credit)/charge for the period can be reconciled to the expected (credit)/charge for the period based on the profit or loss and the standard rate of tax as follows:
29 December
31 December
2025
2024
£
£
(Loss)/profit before taxation
(1,157,293)
250,402
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(289,323)
62,601
Tax effect of expenses that are not deductible in determining taxable profit
822
Fixed asset timing differences
47,625
Movement in deferred tax not recognised
(3,986,965)
(62,601)
Taxation credit for the period
(4,227,841)
-
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 20 -
9
Intangible fixed assets
Software
Patents & licences
Total
£
£
£
Cost
At 30 December 2024
125,462
125,462
Additions
16,771
16,771
Reclassification
314,636
314,636
At 28 December 2025
331,407
125,462
456,869
Amortisation and impairment
At 30 December 2024
25,092
25,092
Amortisation charged for the period
17,629
11,118
28,747
Reclassification
171,710
171,710
At 28 December 2025
189,339
36,210
225,549
Carrying amount
At 28 December 2025
142,068
89,252
231,320
At 29 December 2024
100,370
100,370
During the period ended 28 December 2025, the directors have reclassified assets with a cost of £314,636 and depreciation of £171,710 from tangible fixed assets to intangible fixed assets to better reflect their nature.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 21 -
10
Tangible fixed assets
Freehold land and buildings
Leasehold land and buildings
Fixtures and fittings
Computer equipment
Artwork
Total
£
£
£
£
£
£
Cost or valuation
At 30 December 2024
17,939,917
6,360,083
4,679,489
2,278,802
31,258,291
Additions
817,550
12,506
82,032
67,665
979,753
Disposals
(95,248)
(95,248)
Revaluation
(832,219)
(4,392,589)
(5,224,808)
Reclassification
(433,910)
119,274
(314,636)
At 28 December 2025
17,830,000
1,980,000
4,327,611
119,274
2,346,467
26,603,352
Depreciation and impairment
At 30 December 2024
3,801,536
3,801,536
Depreciation charged in the period
92,261
36,819
129,080
Reclassification
(233,517)
61,807
(171,710)
At 28 December 2025
3,660,280
98,626
3,758,906
Carrying amount
At 28 December 2025
17,830,000
1,980,000
667,331
20,648
2,346,467
22,844,446
At 29 December 2024
17,939,917
6,360,083
877,953
2,278,802
27,456,755
Freehold and leasehold property with a carrying amount of £19,800,000 were revalued at 31 December 2025 by CBRE, independent valuers not connected with the company on the basis of market value. The valuation conforms to International Valuation Standards and was based on recent market transactions on arm's length terms for similar properties. As at 28 December 2025 the directors believe that the carrying value of the land and buildings correctly reflect their fair value.
Freehold and Leasehold property are carried at valuation. If freehold and leasehold property were measured using the historical cost convention they would have a NBV of £15,411,536 (2024: £14,937,669).
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 22 -
11
Fixed asset investments
28 December
29 December
2025
2024
£
£
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 30 December 2024 & 28 December 2025
1,188,396
Impairment
At 30 December 2024 & 28 December 2025
1,188,396
Carrying amount
At 28 December 2025
-
At 29 December 2024
-
12
Subsidiaries
Details of the company's subsidiaries at 28 December 2025 are as follows:
Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Redpalm Limited
1
Ordinary
0
100.00
Registered office addresses (all UK unless otherwise indicated):
1
The company shares the same registered office as its subsidiary companies.
All of the subsidiaries of the Company were dormant and in the process of being struck off at the year end.
13
Stocks
28 December
29 December
2025
2024
£
£
Food, beverage and other consumables
88,634
132,045
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 23 -
14
Debtors
28 December
29 December
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
278,780
169,182
Amounts owed by group undertakings
555
Other debtors
248,640
286,026
Prepayments and accrued income
119,260
154,015
647,235
609,223
15
Creditors: amounts falling due within one year
28 December
29 December
2025
2024
Notes
£
£
Trade creditors
52,696
219,898
Amounts owed to group undertakings
14,554,832
13,483,602
Taxation and social security
787,884
851,720
Deferred income
681,967
695,663
Other creditors
143,675
61,626
Accruals
611,243
645,983
16,832,297
15,958,492
16
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
28 December
29 December
2025
2024
Balances:
£
£
Accelerated capital allowances
-
931,268
Tax losses
-
(941,379)
Investments
-
(3,591)
Capital gain
-
4,241,543
-
4,227,841
2025
Movements in the period:
£
Liability at 30 December 2024
4,227,841
Credit to profit or loss
(4,227,841)
Liability at 28 December 2025
-
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 24 -
17
Retirement benefit schemes
28 December
29 December
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
113,665
99,999
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.
18
Share capital
28 December
29 December
28 December
29 December
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
5,000,000
5,000,000
5,000,000
5,000,000
All shares rank pari passu and do not confer rights to redemption.
19
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
28 December
29 December
2025
2024
£
£
Within one year
207,500
214,412
Between two and five years
830,000
857,648
In over five years
964,167
1,167,708
2,001,667
2,239,768
20
Capital commitments
Amounts contracted for but not provided in the financial statements:
28 December
29 December
2025
2024
£
£
Contracted for but not provided in these financial statements
493,236
198,211
21
Financial commitments, guarantees and contingent liabilities
A cross guarantee is in place between the company and its parent undertaking, The Groucho Club Limited. Under this agreement, the assets of the company were secured by way of fixed and floating charges over the assets in favour of the Santander UK Plc. The total secured amount under the agreement at 28 December 2025 totalled £10,300,000. This cross guarantee also contains a negative pledge.
THE GROUCHO CLUB LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 25 -
22
Events after the reporting date
On 30 July 2026, the company entered into a loan facility for £10,000,000 with C. Hoare & Co. as part of a group refinancing arrangement. The facility incurs interest of 2.25% plus the banks managed variable rate and has a 5-year term before becoming repayable in full. Loans are secured by way of fixed charges over the company's freehold and leasehold properties, in addition to cross guarantees over the assets of fellow group undertakings. In addition to this, loans to which the entity is guarantor for were repaid in full, releasing the entity from its obligations under the agreement on 3 August 2026.
23
Related party transactions
Transactions with related parties
During the period the company entered into the following transactions with related parties:
2025
2024
£
£
Debtors
18,780
27,880
Costs recharged
(7,583)
47,010
24
Ultimate controlling party
The immediate parent company is The Groucho Club Limited, a company incorporated in England and Wales. The ultimate controlling parties are I Wirth and M Wirth Hauser.
The smallest group into which this entity is consolidated is Artfarm Group Limited, with the registered address of 6 Grosvenor Street, London, England, W1K 4PZ. Copies of the group financial statements can be obtained from the UK Registrar of Companies.
The largest group into which this entity is consolidated is Elidalbo AG, a company registered in Switzerland with a registered address of Grafenaustrasse 5, 6300 Zug. The group financial statements are not publically available.
2025-12-282024-12-30falsefalsefalseCCH SoftwareCCH Accounts Production 2026.100E A VentersJ J CornabyA K M EmmottS S FoxP R SoblikC Hoffmann041409702024-12-302025-12-2804140970bus:Director42024-12-302025-12-2804140970bus:Director52024-12-302025-12-2804140970bus:Director62024-12-302025-12-2804140970bus:Director12024-12-302025-12-2804140970bus:Director22024-12-302025-12-2804140970bus:Director32024-12-302025-12-2804140970bus:RegisteredOffice2024-12-302025-12-28041409702025-12-28041409702024-01-012024-12-2904140970core:RetainedEarningsAccumulatedLosses2024-01-012024-12-2904140970core:RetainedEarningsAccumulatedLosses2024-12-302025-12-2804140970core:RevaluationReserve2024-12-302025-12-2804140970core:OtherResidualIntangibleAssets2025-12-2804140970core:OtherResidualIntangibleAssets2024-12-2904140970core:ComputerSoftware2025-12-2804140970core:PatentsTrademarksLicencesConcessionsSimilar2025-12-2804140970core:ComputerSoftware2024-12-2904140970core:PatentsTrademarksLicencesConcessionsSimilar2024-12-29041409702024-12-2904140970core:LandBuildingscore:OwnedOrFreeholdAssets2025-12-2804140970core:LandBuildings2025-12-2804140970core:FurnitureFittings2025-12-2804140970core:ComputerEquipment2025-12-2804140970core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2025-12-2804140970core:LandBuildingscore:OwnedOrFreeholdAssets2024-12-2904140970core:LandBuildings2024-12-2904140970core:FurnitureFittings2024-12-2904140970core:ComputerEquipment2024-12-2904140970core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2024-12-2904140970core:CurrentFinancialInstrumentscore:WithinOneYear2025-12-2804140970core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-2904140970core:ShareCapital2025-12-2804140970core:ShareCapital2024-12-2904140970core:SharePremium2025-12-2804140970core:SharePremium2024-12-2904140970core:RevaluationReserve2025-12-2804140970core:RevaluationReserve2024-12-2904140970core:RetainedEarningsAccumulatedLosses2025-12-2804140970core:RetainedEarningsAccumulatedLosses2024-12-2904140970core:ShareCapital2023-12-3104140970core:SharePremium2023-12-3104140970core:RevaluationReserve2023-12-3104140970core:RetainedEarningsAccumulatedLosses2023-12-3104140970core:ShareCapitalOrdinaryShareClass12025-12-2804140970core:ShareCapitalOrdinaryShareClass12024-12-2904140970core:IntangibleAssetsOtherThanGoodwill2024-12-302025-12-2804140970core:ComputerSoftware2024-12-302025-12-2804140970core:PatentsTrademarksLicencesConcessionsSimilar2024-12-302025-12-2804140970core:LandBuildingscore:OwnedOrFreeholdAssets2024-12-302025-12-2804140970core:LandBuildingscore:LongLeaseholdAssets2024-12-302025-12-2804140970core:FurnitureFittings2024-12-302025-12-2804140970core:ComputerEquipment2024-12-302025-12-2804140970core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2024-12-302025-12-2804140970core:UKTax2024-12-302025-12-2804140970core:UKTax2024-01-012024-12-290414097012024-12-302025-12-280414097012024-01-012024-12-290414097022024-12-302025-12-280414097022024-01-012024-12-2904140970core:ComputerSoftware2024-12-2904140970core:PatentsTrademarksLicencesConcessionsSimilar2024-12-29041409702024-12-2904140970core:ComputerSoftwarecore:ExternallyAcquiredIntangibleAssets2024-12-302025-12-2804140970core:PatentsTrademarksLicencesConcessionsSimilarcore:ExternallyAcquiredIntangibleAssets2024-12-302025-12-2804140970core:ExternallyAcquiredIntangibleAssets2024-12-302025-12-2804140970core:LandBuildingscore:OwnedOrFreeholdAssets2024-12-2904140970core:LandBuildingscore:LeasedAssetsHeldAsLessee2024-12-2904140970core:FurnitureFittings2024-12-2904140970core:ComputerEquipment2024-12-2904140970core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2024-12-2904140970core:LandBuildingscore:LeasedAssetsHeldAsLessee2025-12-2804140970core:LandBuildingscore:LeasedAssetsHeldAsLessee2024-12-302025-12-2804140970core:Non-currentFinancialInstruments2025-12-2804140970core:Non-currentFinancialInstruments2024-12-2904140970core:Subsidiary12024-12-302025-12-2804140970core:Subsidiary112024-12-302025-12-2804140970core:CurrentFinancialInstruments2025-12-2804140970core:CurrentFinancialInstruments2024-12-2904140970bus:OrdinaryShareClass12024-12-302025-12-2804140970bus:OrdinaryShareClass12025-12-2804140970bus:OrdinaryShareClass12024-12-2904140970core:WithinOneYear2025-12-2804140970core:WithinOneYear2024-12-2904140970core:BetweenTwoFiveYears2025-12-2804140970core:BetweenTwoFiveYears2024-12-2904140970core:MoreThanFiveYears2025-12-2804140970core:MoreThanFiveYears2024-12-2904140970bus:PrivateLimitedCompanyLtd2024-12-302025-12-2804140970bus:FRS1022024-12-302025-12-2804140970bus:Audited2024-12-302025-12-2804140970bus:FullAccounts2024-12-302025-12-28xbrli:purexbrli:sharesiso4217:GBP