Versa London Studios Limited
Versa London Studios Limited
Registered number: 12059162
Directors' Report and
Financial Statements
For The Year Ended
31 December 2022
Versa London Studios Limited
Directors' Report and Financial Statements
For The Year Ended
31 December 2022
Directors' Report and Financial Statements
Versa London Studios Limited
Company Information
For The Year Ended
31 December 2022
Company Information
| Directors |
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| Company Number |
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| Registered Office | C/O Allied London, Suite 1 Bonded Warehouse |
| 18 Lower Byrom Street | |
| Manchester | |
| Greater Manchester | |
| M3 4AP | |
| Auditors |
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| Regency House | |
| 45-53 Chorley New Road | |
| Bolton | |
| BL1 4QR | |
Versa London Studios Limited
Company No. 12059162
Directors' Report For The Year Ended
31 December 2022
Directors' Report
The directors present their report and the financial statements for the year ended
31 December 2022
.
Principal Activity
The principal activity of the business is that of letting of studio facilities.
Review of the Business
During the year the company made a loss of £1,049,277 (2021: £953,610 loss).
Directors
The directors who held office during the year were as follows:
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Statement of Directors' Responsibilities
The directors are responsible for preparing the Directors' 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 the financial statements the directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgments 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Versa London Studios Limited
Directors' Report (continued)
For The Year Ended
31 December 2022
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved:
- so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
- they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.
Small Company Rules
This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.
Auditors
In March 2023, Cowgill Holloway LLP were appointed as auditors. Cowgill Holloway LLP have expressed their willingness to continue in office and a resolution to re-appoint them will be proposed at the annual general meeting.
On behalf of the board
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Director
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Independent Auditor's Report
to the Members of
Versa London Studios Limited
Independent Auditor's Report
Opinion
In our opinion:
• the financial statements give a true and fair view of the state of the Company’s affairs as at 31 December 2022 and of its loss for the year then ended;
• the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of Versa London Studios Limited (the ‘Company’) for the year ended 31 December 2022 which comprises Statement of Comprehensive Income, Statement of Financial Position, 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).
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
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.
Material Uncertainty related to Going Concern
We draw attention to note 2.2 to the financial statements, which indicates that the Company is in a net current liability position and is dependent on group and related party support as well as investment in its operations in order for the Company to become profitable and independently cash generative. As stated in note 2.2, these events or conditions, along with other matters as set out in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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.
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 directors are responsible for the other information. The other information comprises the information included in the Directors report, other than the financial statements and our auditor’s report 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. 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.
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 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 by the Company, 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; or
• the Directors were not entitled to prepare the financial statements in accordance with the small companies’ regime and take advantage of the small companies’ exemptions in preparing the Directors’ report and from the requirement to prepare a Strategic report.
Independent Auditor's Report (continued)
to the Members of
Versa London Studios Limited
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.
Extent to which the audit was capable of detecting irregularities, including fraud
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:
Based on our understanding and accumulated knowledge of the Company and the sector in which it operates we considered the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud and whether such actions or non-compliance might have a material effect on the financial statements. These included but were not limited to those that relate to the form and content of the financial statements, such as the accounting policies and the UK Companies Act 2006; and industry related such as compliance with health and safety and advertising standards legislation. All team members were briefed to ensure they were aware of any relevant regulations in relation to their work.
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries and management bias in accounting estimates as well as inappropriate revenue cut-off. Our audit procedures included, but were not limited to:
• Agreement of the financial statement disclosures to underlying supporting documentation;
• Challenging assumptions and judgements made by management in their significant accounting estimates, in particular around the fixed assets and any impairment considerations;
• Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or including specific keywords;
• Revenue year end cut-off procedures;
• Discussions with management and those charged with governance, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
• Obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries to management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of board minutes and other evidence gathered during the course of the audit.
• Evaluated the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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 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.
Independent Auditor's Report (continued)
to the Members of
Versa London Studios Limited
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for and on behalf of
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Regency House
45-53 Chorley New Road
Bolton
BL1 4QR
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Versa London Studios Limited
Statement of Comprehensive Income
For The Year Ended
31 December 2022
Statement of Comprehensive Income
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| Notes | £ | £ | ||
| TURNOVER |
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| Cost of sales |
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| GROSS PROFIT |
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| Administrative expenses |
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| OPERATING LOSS AND LOSS FOR THE FINANCIAL YEAR |
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| LOSS FOR THE FINANCIAL YEAR |
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| OTHER COMPREHENSIVE INCOME FOR THE YEAR | - | - | ||
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
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The notes on pages 10 to 13 form part of these financial statements.
Versa London Studios Limited
Statement of Financial Position
As At
31 December 2022
Statement of Financial Position
| 2022 | 2021 | ||||
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| Notes | £ | £ | £ | £ | |
| FIXED ASSETS | |||||
| Tangible Assets | 5 |
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| CURRENT ASSETS | |||||
| Debtors | 6 |
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| Cash at bank and in hand |
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| Creditors: Amounts Falling Due Within One Year | 7 |
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| NET CURRENT ASSETS (LIABILITIES) |
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| TOTAL ASSETS LESS CURRENT LIABILITIES |
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| NET LIABILITIES |
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| CAPITAL AND RESERVES | |||||
| Called up share capital | 8 |
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| Income Statement |
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| SHAREHOLDERS' FUNDS | (2,720,748) | (1,671,471) | |||
On behalf of the board
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Director
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The notes on pages 10 to 13 form part of these financial statements.
Versa London Studios Limited
Statement of Changes in Equity
For The Year Ended
31 December 2022
Statement of Changes in Equity
| Share Capital | Income Statement | Total | |
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| As at 1 January 2021 |
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(717,861) |
| Loss for the year and total comprehensive income | - |
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(953,610) |
| As at 31 December 2021 and 1 January 2022 |
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(1,671,471) |
| Loss for the year and total comprehensive income | - |
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(1,049,277) |
| As at
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(2,720,748) |
The notes on pages 10 to 13 form part of these financial statements.
Versa London Studios Limited
Notes to the Financial Statements
For The Year Ended
31 December 2022
Notes to the Financial Statements
1.
General Information
Versa London Studios Limited
is a private company, limited by shares, incorporated in England & Wales, registered number
12059162
. The registered office is C/O Allied London, Suite 1 Bonded Warehouse, 18 Lower Byrom Street, Manchester, Greater Manchester, M3 4AP.
2.
Accounting Policies
2.1.
Basis of Preparation of Financial Statements
The financial statements are prepared under the historical cost convention and in accordance with the FRS 102 Section 1A Small Entities - The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 2.3).
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 pound.
2.2.
Going Concern Disclosure
The company is in net current liability position as at
31 December 2022
of £6,633,441. Versa London Studios Limited has various obligations it is required to meet and as a result has undertaken a thorough going concern review to ensure the company will continue to be able to meet its liabilities for the next year from the signing date of the accounts.
The company has £5,651,054 that is owed to group undertakings as at
31 December 2022
. These are repayable on demand and not interest bearing. However, the directors have received confirmation from the parties that these liabilities will not be demanded within the next 12-month period from the signing date of the accounts. Other creditors include £532,148 relating to a rent-free accounting adjustment. This amount is not required to be settled in cash terms. Furthermore, the company had a cash balance of £119,240 as at
31 December 2022
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The company is now fully operational and will utilise cash generated from revenues to settle liabilities as they fall due, where possible.
However, the net current liability position, the group and related party support that is not legally binding and requirement for further investment in the company’s operations to facilitate the company becoming more profitable and independently cash generative indicates the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern and therefore that it may be unable to realise it’s assets and discharge its liabilities in the normal course of business.
Despite the uncertainty described above, following a review of the make-up of the balance sheet and existence of support offered by group undertakings, combined with an assessment of the company’s cashflow forecasts for a period of at least 12 months from the signing date of the financial statements, the board has concluded that the company will be able to continue to meet its liabilities as they fall due and continue in operational existence for at least 12 months from the date of approval of these financial statements. For these reasons, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements. The financial statements do not include the adjustments that would result if the Company was unable to continue as a going concern.
2.3.
Significant judgements and estimations
In preparing these financial statements, the directors consider that there are no significant judgements in applying the accounting policies. Nor are there any key sources of uncertainty.
2.4.
Turnover
Turnover comprises the invoiced value of goods and services supplied by the company, net of Value Added Tax and trade discounts and is predominantly rental income.
2.5.
Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
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| Plant & Machinery |
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| Computer Equipment |
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2.6.
Leases
A lease is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership. Their annual rents are charged to the Statement of Comprehensive Income on a straight-line basis over the lease term. Reverse premiums and similar incentives received to enter into operating leases are released to the Statement of Comprehensive Income over the term of the lease.
Versa London Studios Limited
Notes to the Financial Statements (continued)
For The Year Ended
31 December 2022
2.7.
Financial Instruments
Financial assets
Financial assets, other than investments and derivatives, are initially measured at transaction price (including transaction costs) and subsequently held at cost, less any impairment.
Financial liabilities and equity
Financial liabilities and equity are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instrument's legal form. Financial liabilities, excluding convertible debt and derivatives, are initially measured at transaction price (including transaction costs) and subsequently held at amortised cost.
2.8.
Taxation
Deferred balances are recognised in respect of all timing differences that have originated but not reversed by the statement of financial position date, except:
• The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
• Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
• Where timing differences relate to interests in subsidiaries, associates, branches and joint ventures and the group can control their reversal and such reversal is not considered probable in the foreseeable future.
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 income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
3.
Operating Loss
The company had no employees during the year other than the directors, who received no remuneration.
The operating loss is stated after charging:
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| Depreciation of tangible fixed assets |
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Average Number of Employees
Average number of employees, including directors, during the year was as follows:
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| Directors |
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Versa London Studios Limited
Notes to the Financial Statements (continued)
For The Year Ended
31 December 2022
5.
Tangible Assets
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| Leasehold | Plant & Machinery | Computer Equipment | Total | |
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| Depreciation | ||||
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| Provided during the period |
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6.
Debtors
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| £ | £ | ||
| Due within one year | |||
| Trade debtors |
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| Prepayments and accrued income |
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| Other debtors |
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Creditors: Amounts Falling Due Within One Year
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| Trade creditors |
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| Other creditors |
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| Accruals and deferred income |
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| Amounts owed to group undertakings |
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| Amounts owed to related parties |
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Amounts due to group undertakings and related parties are repayable on demand and not interest bearing.
9.
Financial Instruments
The company considers that the fair value of cash and cash equivalents, loans, trade and other receivables, and trade and other payables are not materially different to their carrying value. There are no financial instruments at fair value through profit and loss.
Versa London Studios Limited
Notes to the Financial Statements (continued)
For The Year Ended
31 December 2022
10.
Other Commitments
The total of future minimum lease payments under non-cancellable operating leases are as following:
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| Not later than one year |
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| Later than one year and not later than five years |
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| Later than five years |
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11.
Related Party Transactions
The company has taken advantage of the exemption allowed by Financial Reporting Standard 102, "Related party disclosures" Section 33.1A not to disclose details of related party transactions with entities that are 100% owned members of the same group. There are no other related party transactions other than as disclosed.
Panorama Capital Limited
Panorama Capital Limited and Versa London Studios Limited share common directors.
The company owes £nil (2021: £133,333) to Panorama Capital Limited.
12.
Ultimate Controlling Party
The company's parent company is Versa Holdco (Investment) Limited, a company registered in England & Wales. In the opinion of the directors Versa Holdco (Investment) Limited has no controlling party.