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REGISTERED NUMBER: 03634495 (England and Wales)


















Report of the Director and

Financial Statements for the Year Ended 30 December 2022

for

Violia Media Services Limited

Violia Media Services Limited (Registered number: 03634495)






Contents of the Financial Statements
for the Year Ended 30 December 2022




Page

Company Information 1

Report of the Director 2

Report of the Independent Auditors 3

Income Statement 6

Other Comprehensive Income 7

Balance Sheet 8

Statement of Changes in Equity 9

Notes to the Financial Statements 10


Violia Media Services Limited

Company Information
for the Year Ended 30 December 2022







DIRECTOR: E C Matthews III





SECRETARY: VP Secretarial Limited





REGISTERED OFFICE: 4 Coleman Street
6th Floor
Moorgate
London
EC2E 5AR





REGISTERED NUMBER: 03634495 (England and Wales)





AUDITORS: George Hay Partnership LLP
Chartered Accountants
and Statutory Auditor
Unit 1B
Focus 4
Fourth Avenue
Letchworth
Hertfordshire
SG6 2TU

Violia Media Services Limited (Registered number: 03634495)

Report of the Director
for the Year Ended 30 December 2022

The director presents his report with the financial statements of the company for the year ended 30 December 2022.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of a holding company.

DIVIDENDS
No dividends will be distributed for the year ended 30 December 2022.

DIRECTOR
E C Matthews III held office during the whole of the period from 31 December 2021 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he 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, George Hay Partnership LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





E C Matthews III - Director


29 September 2023

Report of the Independent Auditors to the Members of
Violia Media Services Limited

Opinion
We have audited the financial statements of Violia Media Services Limited (the 'company') for the year ended 30 December 2022 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 30 December 2022;
-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
The financial statements have been prepared on a basis other than going concern as the company is not trading and the director intends to restructure the group to remove this company in the near future.

Other information
The director is responsible for the other information. The other information comprises the information in the Report of the Director, 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 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 the audit:
- the information given in the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Director has 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 Report of the Director.

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 director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Report of the Independent Auditors to the Members of
Violia Media Services Limited


Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page two, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory framework applicable to the Company, and the industry in which it operates by making enquiries of management. We also enquired as to whether there were any instances of non compliance with laws and regulations or whether there were any instances of fraud detected or suspected. The key laws and regulations considered include the UK Companies Act and UK Tax Legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included compliance with Health and Safety legislation.

We obtained an understanding of the Company's operations, including the nature of the company, its control environment, business performance and its key performance indicators.

We considered the extent to which non-compliance would have a material impact on the financial statements. We also evaluated the managements incentives and opportunities for fraudulent manipulation of the financial statements (including the management override of controls) and determined that the principal risks were related to:

We assessed the susceptibility of the Company's financial statements to material misstatement.

As the company has ceased trading, there is no bank account open and the only items on the balance are fixed asset investments we have effectively tested all transactions in the period and did not deem any further testing on irregularities was necessary.

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.

Report of the Independent Auditors to the Members of
Violia Media Services Limited


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.




Martin Williams ACA (Senior Statutory Auditor)
for and on behalf of George Hay Partnership LLP
Chartered Accountants
and Statutory Auditor
Unit 1B
Focus 4
Fourth Avenue
Letchworth
Hertfordshire
SG6 2TU

29 September 2023

Violia Media Services Limited (Registered number: 03634495)

Income Statement
for the Year Ended 30 December 2022

2022 2021
Notes £    £   

TURNOVER - -

Administrative expenses - (1,868 )
OPERATING PROFIT - 1,868

Gain/loss on revaluation of assets (10,000 ) -
(LOSS)/PROFIT BEFORE TAXATION (10,000 ) 1,868

Tax on (loss)/profit 5 - -
(LOSS)/PROFIT FOR THE FINANCIAL
YEAR

(10,000

)

1,868

Violia Media Services Limited (Registered number: 03634495)

Other Comprehensive Income
for the Year Ended 30 December 2022

2022 2021
Notes £    £   

(LOSS)/PROFIT FOR THE YEAR (10,000 ) 1,868


OTHER COMPREHENSIVE INCOME
Group debt forgiven - 248,833
Income tax relating to other
comprehensive income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

-

248,833
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

(10,000

)

250,701

Violia Media Services Limited (Registered number: 03634495)

Balance Sheet
30 December 2022

2022 2021
Notes £    £   
FIXED ASSETS
Investments 7 200,000 210,000
TOTAL ASSETS LESS CURRENT
LIABILITIES

200,000

210,000

CAPITAL AND RESERVES
Called up share capital 8 2 2
Retained earnings 9 199,998 209,998
SHAREHOLDERS' FUNDS 200,000 210,000

The financial statements were approved by the director and authorised for issue on 29 September 2023 and were signed by:





E C Matthews III - Director


Violia Media Services Limited (Registered number: 03634495)

Statement of Changes in Equity
for the Year Ended 30 December 2022

Called up
share Retained Total
capital earnings equity
£    £    £   

Balance at 31 December 2020 2 (40,703 ) (40,701 )

Changes in equity
Total comprehensive income - 250,701 250,701
Balance at 30 December 2021 2 209,998 210,000

Changes in equity
Total comprehensive income - (10,000 ) (10,000 )
Balance at 30 December 2022 2 199,998 200,000

Violia Media Services Limited (Registered number: 03634495)

Notes to the Financial Statements
for the Year Ended 30 December 2022

1. STATUTORY INFORMATION

Violia Media Services 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.

2. STATEMENT OF COMPLIANCE

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.

3. ACCOUNTING POLICIES

Going concern
The financial statements have been prepared on a basis other than going concern as the company is no longer trading.

The director has reviewed the accounting treatment of items in the accounts but does not believe any changes are necessary as a result of the above.

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 requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and
11.48(c).

Preparation of consolidated financial statements
The financial statements contain information about Violia Media Services Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, United Independent Distributors Ltd, 4 Coleman Street, 6th Floor, London, England, EC2R 5AR.

Investments in subsidiaries and associates
Investment in subsidiary undertakings and associates are initially measured at cost and are subsequently measured at cost less any accumulated impairment loss. Interests in subsidiaries and associates are assessed for impairment at each reporting date. Any impairment losses or reversals of impairment losses are recognised immediately in profit and loss.

4. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 30 December 2022 nor for the year ended 30 December 2021.

The average number of employees during the year was NIL (2021 - NIL).

2022 2021
£    £   
Directors' remuneration - -

Violia Media Services Limited (Registered number: 03634495)

Notes to the Financial Statements - continued
for the Year Ended 30 December 2022

5. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 30 December 2022 nor for the year ended 30 December 2021.

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 30 December 2022.

2021
Gross Tax Net
£    £    £   
Group debt forgiven 248,833 - 248,833

6. OTHER COMPREHENSIVE INCOME

During the prior year a debt due to other group companies totalling £248,833 was forgiven resulting in other comprehensive income of the same.

7. FIXED ASSET INVESTMENTS
Interest
Shares in in
group associate
undertakings undertakings Totals
£    £    £   
COST
At 31 December 2021 10,000 200,000 210,000
Impairments (10,000 ) - (10,000 )
At 30 December 2022 - 200,000 200,000
NET BOOK VALUE
At 30 December 2022 - 200,000 200,000
At 30 December 2021 10,000 200,000 210,000

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Associated company

Flame Tree Publishing Limited
Registered office: 160 Eastern Avenue, Milton Park, Abingdon, OX14 4SB
Nature of business: publishing books and other printed media.
%
Class of shares: holding
B Ordinary 39.09

The company has the following subsidiaries all of which are fully consolidated in the accounts of the parent undertaking, United Independent Distributors Limited.

Marston Book Services Limited
Marston Lindsay Ross International Limited (dormant) - this company was dissolved in March 2023.

Violia Media Services Limited (Registered number: 03634495)

Notes to the Financial Statements - continued
for the Year Ended 30 December 2022

8. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2022 2021
value: £    £   
2 Ordinary 1 2 2

9. RESERVES
Retained
earnings
£   

At 31 December 2021 209,998
Deficit for the year (10,000 )
At 30 December 2022 199,998

10. OTHER FINANCIAL COMMITMENTS

The company is a co-guarantor for the lease on Building 2, G Park, Biggleswade along with Turpin Holdings Limited, Eurospan Limited and Marston Book Services Limited. At the balance sheet date the maximum amount due under the lease was £10,037,350.

11. ULTIMATE PARENT UNDERTAKING

The parent undertaking is United Independent Distributors Limited and ultimate parent undertaking is Chicago Review Press Inc, a company registered in Illinois, USA

The ultimate controlling party is E C Matthews III.