Tylney Hall Hotel Limited - Limited company accounts 18.2

REGISTERED NUMBER: 01853685 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2019

FOR

TYLNEY HALL HOTEL LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

G C Bateman

S J Willis

R S Callaghan

SECRETARY:

R S Callaghan

REGISTERED OFFICE:

Ashdown Park

Wych Cross

Forest Row

East Sussex

RH18 5RJ

REGISTERED NUMBER:

01853685 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

The directors present their strategic report for the year ended 31 March 2019.

REVIEW OF BUSINESS

The hotel continues to operate in the luxury hotel market always aiming to deliver distinctly memorable experiences. The directors

view the hotel performance as reasonable for the year ended 31 March 2019. Sales for the year ended 31 March 2019 were

£6,751,486 (2018: £6,603,449). Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA) were £430,190 (2018:

£512,324).

KEY PERFORMANCE INDICATORS

The company's main key performance indicators are EBITDA and Turnover which are monitored monthly by the directors. Interest

Cover and Loan to value are also evaluated in line with bank covenants.

PRINCIPAL RISKS AND UNCERTAINTIES

Market and Competition risk - The company is exposed to normal market and economic risks and manages competition by

concentrating on its strengths and maintaining its established luxury brand with the focus on guest experience.

Financial risk - The company is exposed to interest rate rises, however the directors have fully considered financial risk and are

extremely confident these will not threaten the company's going concern.

Regulatory risk - The company minimises regulatory risk by training key personnel and appointing external experts where

appropriate, to assess any potential non compliance. Health and safety, hygiene and accounting are examples of externally audited

areas.

PEOPLE

Elite Hotels group understand and appreciate the vital role its employees play in the current and future success of the business. To

encourage employee development the group continues to operate and enhance its training and development programmes and

remains an active member of Investors in People. Employees are kept informed on a wide range of matters including the future

strategy of company.

CORPORATE SOCIAL RESPONSIBILITY

Elite Hotels group places great importance on its Corporate Social Responsibility. Each hotel aims to ensure that they are a key

player within the heart of respective local communities, values passed down by its ultimate parent, The Incorporated Trustees of the

Rotherwick Foundation, a UK registered charity.

ENVIRONMENTAL

Elite Hotels group continue to actively monitor energy consumption and has again decreased the amount reported as part of the

carbon reduction commitment scheme by 12%. The group has embraced the Energy Saving Opportunities Scheme and will use the

findings to enhance its future energy management strategy.

FUTURE DEVELOPMENTS

The directors' strategy remains to continue investment in refurbishing, upgrading and developing the hotel facilities to enhance

guest experience and increase return on investment.

COMPLIANCE WITH MODERN SLAVERY ACT

Following the enactment of the Modern Slavery Act in October 2015 the company has reviewed its procurement and human rights

practices and those of its supply chain in light of this act. Elite Hotels (Rotherwick) Limited's suppliers are UK based entities and,

having reviewed the requirements of the Modern Slavery Act, it has taken action to comply with the regulations. Elite Hotels group

does not support forced and compulsory labour or the exploitation of children.

ON BEHALF OF THE BOARD:

G C Bateman - Director

23 September 2019

The directors present their report with the financial statements of the company for the year ended 31 March 2019.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2019.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2018 to the date of this report.

G C Bateman

S J Willis

R S Callaghan

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in

accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have

elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United

Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements

unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the

company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's

transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that

the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company

and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of

which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order

to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Oury Clark Chartered Accountants, are deemed to be re-appointed under Section 487 (2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

G C Bateman - Director

23 September 2019

Opinion

We have audited the financial statements of Tylney Hall Hotel Limited (the 'company') for the year ended 31 March 2019 which

comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the

Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been

applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard

102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted

Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2019 and of its profit for the year then ended;

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

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our

responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements

section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit

of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities

in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide

a basis for our opinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and

the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in

our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider

whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or

otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are

required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other

information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information,

we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not

identified material misstatements in the Strategic Report or the Report of the Directors.

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

opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the

preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the

directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due

to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going

concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the

directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance

is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in

the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial

statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's

website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act

2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to

them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the

opinions we have formed.

Derrick Smith (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

23 September 2019

TURNOVER

3

6,751,486

6,603,449

Cost of sales

3,279,995

3,219,823

GROSS PROFIT

3,471,491

3,383,626

Administrative and overhead expenses

3,337,179

3,124,009

OPERATING PROFIT

6

134,312

259,617

Interest payable and similar expenses

7

8,995

7,455

PROFIT BEFORE TAXATION

125,317

252,162

Tax on profit

8

-

-

PROFIT FOR THE FINANCIAL YEAR

125,317

252,162

PROFIT FOR THE YEAR

125,317

252,162

OTHER COMPREHENSIVE INCOME

Release of deferred tax on revaluation

-

1,135,742

Transfer to Unrealised revenue reserve

-

(1,135,742

)

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

125,317

252,162

FIXED ASSETS

Tangible assets

10

17,055,534

16,845,652

CURRENT ASSETS

Stocks

11

80,730

80,034

Debtors

12

241,628

208,956

Cash at bank and in hand

251,897

65,850

574,255

354,840

CREDITORS

Amounts falling due within one year

13

1,172,503

1,023,826

NET CURRENT LIABILITIES

(598,248

)

(668,986

)

TOTAL ASSETS LESS CURRENT LIABILITIES

16,457,286

16,176,666

CREDITORS

Amounts falling due after more than one year

14

356,671

201,368

NET ASSETS

16,100,615

15,975,298

CAPITAL AND RESERVES

Called up share capital

17

1,000

1,000

Share premium

18

6,999,100

6,999,100

Unrealised revenue reserve

18

6,680,837

6,680,837

Retained earnings

18

2,419,678

2,294,361

SHAREHOLDERS' FUNDS

16,100,615

15,975,298

The financial statements were approved by the Board of Directors on 23 September 2019 and were signed on its behalf by:

G C Bateman - Director

Called up

Unrealised

share

Retained

Share

revenue

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 April 2017

1,000

2,042,199

6,999,100

5,545,095

14,587,394

Changes in equity

Total comprehensive income

-

252,162

-

1,135,742

1,387,904

Balance at 31 March 2018

1,000

2,294,361

6,999,100

6,680,837

15,975,298

Changes in equity

Total comprehensive income

-

125,317

-

-

125,317

Balance at 31 March 2019

1,000

2,419,678

6,999,100

6,680,837

16,100,615

1.	STATUTORY INFORMATION

Tylney Hall Hotel Limited is a private company, limited by shares , registered in England and Wales. The company's

registered number and registered office address can be found on the Company Information page.

The company's trading address is Rotherwick, Hook, Hampshire RG27 9AZ.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in

operational existence and meet its liabilities as they fall due for the foreseeable future, being a period in excess of twelve

months and 1 day from the date the audit report was approved. Accordingly they continue to adopt the going concern basis

in preparing the financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as

permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of Section 33 Related Party Disclosures paragraph 33.7.

Significant judgements and estimates

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect

the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other

factors, including expectations of future events that are believed to be reasonable under the circumstances.

Turnover

Turnover represents income from hotel and restaurant operations, excluding value added tax and is recognised on provision

of the related service.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Plant & machinery

-

5% on cost

Fixtures, fittings & equipment

-

Straight line between 3 and 8 years

Motor vehicles

-

30% on reducing balance

Following the adoption of FRS102 the directors have adopted the cost model for tangible fixed assets.

Depreciation is provided on freehold land and buildings at 0% per annum on the basis that the hotel is an historical

building, hence the useful economic life cannot be reasonably estimated. Additionally the directors' opinion is that the

valuation of the property is higher than the book value and given the type of building depreciation. This is in accordance

with accounting standard FRS 102. The directors have considered the value of the property, in light of the recent valuation,

and do not believe any impairment to the value included in the financial statements is necessary.

The directors deem that fixtures and fittings are disposed of after eight years and so at the end of this period a disposal is

included to remove the accumulated cost and depreciation from the financial statements.

Stocks

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

items.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent

that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively

enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in

which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted

or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be

recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire

purchase contracts are depreciated over their estimated useful lives or the lease term, whichever is shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the

future payments is treated as a liability.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are

charged to profit or loss in the period to which they relate.

Financial instruments

Basic Financial Instruments as covered by Section 11 of FRS 102 are measured at amortised cost. The company does not

have any Other Financial Instruments as covered by Section 12 of FRS 102.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

31.3.19

31.3.18

£

£

Accommodation

2,807,997

2,785,661

Food & beverages

3,142,615

3,079,110

Non-bedroom room hire

377,722

326,976

Leisure & spa

423,152

411,702

6,751,486

6,603,449

4.	EMPLOYEES AND DIRECTORS

31.3.19

31.3.18

£

£

Wages and salaries

2,674,290

2,546,173

Social security costs

193,639

183,288

Other pension costs

47,266

39,717

2,915,195

2,769,178

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

31.3.19

31.3.18

Hotel services and catering staff

139

133

Management and administration

24

23

163

156

5.	DIRECTORS' EMOLUMENTS

31.3.19

31.3.18

£

£

Directors' remuneration

-

6,000

6.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.3.19

31.3.18

£

£

Hire of plant and machinery

9,666

6,405

Other operating leases

16,586

15,966

Depreciation - owned assets

287,049

249,577

Depreciation - assets on hire purchase contracts

8,827

3,131

Profit on disposal of fixed assets

(120

)

-

Auditors' remuneration

20,300

20,000

Direct operating expenses

1,273,339

1,281,806

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.3.19

31.3.18

£

£

Intercompany loan interest

8,995

7,455

8.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 March 2019 nor for the year ended 31 March 2018.

Reconciliation of total tax charge included in profit and loss

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

below:

31.3.19

31.3.18

£

£

Profit before tax

125,317

252,162

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2018 - 19%)

23,810

47,911

Effects of:

Expenses not deductible for tax purposes

767

(967

)

Capital allowances in excess of depreciation

(30,394

)

(9,892

)

Losses carried forward

5,817

-

Group relief

-

(37,052

)

Total tax charge

-

-

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 March 2019.

31.3.18

Gross

Tax

Net

£

£

£

Release of deferred tax on revaluation

1,135,742

-

1,135,742

Transfer to Unrealised revenue reserve

(1,135,742

)

-

(1,135,742

)

-

-

-

9.	PRIOR YEAR ADJUSTMENT

Deferred tax had previously been provided on revalued hotels which is not relevant under current legislation if the hotels

were sold at the revalued figure.

10.	TANGIBLE FIXED ASSETS

Freehold

Fixtures,

land &

Plant &

fittings

Motor

buildings

machinery

& equipment

vehicles

Totals

£

£

£

£

£

COST

At 1 April 2018

15,750,013

436,669

1,489,717

102,147

17,778,546

Additions

1,839

45,549

437,049

21,321

505,758

Disposals

-

-

(136,724

)

-

(136,724

)

At 31 March 2019

15,751,852

482,218

1,790,042

123,468

18,147,580

DEPRECIATION

At 1 April 2018

-

112,813

724,265

95,816

932,894

Charge for year

-

24,110

263,471

8,295

295,876

Eliminated on disposal

-

-

(136,724

)

-

(136,724

)

At 31 March 2019

-

136,923

851,012

104,111

1,092,046

NET BOOK VALUE

At 31 March 2019

15,751,852

345,295

939,030

19,357

17,055,534

At 31 March 2018

15,750,013

323,856

765,452

6,331

16,845,652

The freehold land & buildings together with the fixtures, fittings & equipment were revalued on an open market basis at

£17,800,000 in July 2018 by Christie & Co, Chartered Surveyors. The freehold land & building are held at deemed cost,

following the adoption of FRS102 in 2016. In the opinion of the directors, as the open market value exceeds this deemed

cost, no impairment of freehold land & buildings is necessary.

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Fixtures,

fittings

& equipment

£

COST

At 1 April 2018

31,309

Additions

28,481

At 31 March 2019

59,790

DEPRECIATION

At 1 April 2018

9,393

Charge for year

8,827

At 31 March 2019

18,220

NET BOOK VALUE

At 31 March 2019

41,570

At 31 March 2018

21,916