White Sands Hotel & Spa Notice

COMPANY STATUS

UK, 27^TH AUGUST 2025 – A small number of shareholders have requested clarification on the status of the Company with specific reference to the United Kingdom rules relating to “Taxable Property” as it applies to assets suitable for holding in a UK Pension Scheme such as a Self-Invested Pension Plan (SIPP) or a Small Self-Administered Scheme (SSAS).

The Company is not representing itself as an expert or advisor on UK pension or tax rules, and provides this information to support shareholders in assessing their options where they are trustees of a UK-based pension scheme affected by the rules.  Service providers in the SSAS and SIPP market have their own policies and affected shareholders are advised to liaise with their Pension Administrators and seek professional advice where they have any uncertainty.

Taxable Property

The Company does not hold and does not at any time intend to hold any taxable property as defined by PTM121000 of the HMRC Pensions Tax Manual updated 12th August 2025. 

Aside from any cash held in bank accounts the assets of the Company are Promissory Contracts associated with the development, purchase and rental of commercial hotel property on the island of Boa Vista in Cape Verde.  Shareholding in the Company does not convey any rights or use or enjoyment of the properties.

The properties in question are hotel rooms within a resort and are specifically zoned within the consents of the Government of Cape Verde as touristic accommodation and are not suitable for dwelling.

The Company does not hold any moveable assets (such as furniture or other tangible moveable assets).

Trading Status

The Company currently holds a series of Promissory Contracts and will seek to improve the value of those contracts in the following ways:

-           Work with the developer – currently The Resort Group – to ensure the partly completed development of properties subject to the contracts is completed.

-           Negotiate improved terms to improve the rental income derived from completed rooms.

-           Formalise the land-registered interest in the properties

-           Seek buyers of completed properties.

-           Seek partners to improve the value, occupancy and ultimate value of the properties.

The Directors will take such action as they see appropriate within the terms of the Articles of the Company to ensure the success.

Shareholders will have no executive powers.  However, a non-executive committee is being established, elected by Shareholders to observe Board activity and to report to Shareholders independently.

Genuinely Diverse Commercial Vehicle

At the current time the Company holds interests in properties via Promissory Contract only.  However, in time the Company is expected to own the Commercial Properties, each with their own title, more conventionally through locally deeded title.

At the current time the Company holds 250 such interests, and this is expected to grow over time – indeed over 20 further acquisitions are currently being considered.

In the opinion of the Board the value of the holdings at market would be in excess of £1m collectively, and no one property would carry 40% of the value of the portfolio.

No individual beneficial owner holds in excess of 10% of the shares in issue.

Close Company

The Company is not a Close Company as defined by the HMRC Company Taxation Manual (CTM60060) as updated 4th July 2025.  The Company has significantly greater than five Participators (as defined by HMRC CTM60107).

THIS STATEMENT WAS APPROVED BY THE BOARD AT ITS MEETING ON THE 27TH AUGUST 2025.

About Company White Sands Hotel & Spa Limited; the Company has been established to create a cost effective and professionally managed unified structure for those holding interests in the White Sands Hotel & Spa development on Boa Vista, Cape Verde.  The Company does not exist within The Resort Group plc, and is entirely owned by those who have acquired interests in the hotel rooms, suites and villas that are currently in development.