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REGISTERED NUMBER: 05346833 (England and Wales)


















Strategic Report, Report of the Director and

Financial Statements for the Year Ended 30 December 2022

for

Turpin Holdings Limited

Turpin Holdings Limited (Registered number: 05346833)






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




Page

Company Information 1

Strategic Report 2

Report of the Director 3

Report of the Independent Auditors 4

Profit and Loss Account 7

Balance Sheet 8

Statement of Changes in Equity 9

Notes to the Financial Statements 10


Turpin Holdings Limited

Company Information
for the Year Ended 30 December 2022







DIRECTOR: E C Matthews III





REGISTERED OFFICE: 4 Coleman Street
6th Floor
London
EC2R 5AR





REGISTERED NUMBER: 05346833 (England and Wales)





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

Turpin Holdings Limited (Registered number: 05346833)

Strategic Report
for the Year Ended 30 December 2022

The director presents his strategic report for the year ended 30 December 2022.

REVIEW OF BUSINESS
The principal activity of the Company is that of a holding company for its subsidiary Turpin Distribution Services Limited.

There were no dividends in the year. (2021 - £310,988).

In October 2022, Turpin Distribution Services Limited, the subsidiary was put into administration. There have been no transactions throughout the year.

PRINCIPAL RISKS AND UNCERTAINTIES
The Company faces no risks and uncertainties separate from those affecting the group.

KEY PERFORMANCE INDICATORS
In its position as an intermediate holding company, the company has no material performance indicators. Those for the group are dealt with in the accounts of the parent company and those at subsidiary level are included In those accounts.

ON BEHALF OF THE BOARD:





E C Matthews III - Director


29 September 2023

Turpin Holdings Limited (Registered number: 05346833)

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.

DIVIDENDS
There were no dividends paid in the year. (2021 - £310,988)

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 Strategic Report, 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
Turpin Holdings Limited

Opinion
We have audited the financial statements of Turpin Holdings Limited (the 'company') for the year ended 30 December 2022 which comprise the Profit and Loss Account, 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 ceased operations as a holding company during 2021.

Other information
The director is responsible for the other information. The other information comprises the information in the Strategic Report and 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 Strategic Report and the Report of the Director 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 Director 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 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
Turpin Holdings Limited


Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page three, 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.

We considered the legal and regulatory framework that the group operates in, focusing on provisions of these law and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. Key laws considered include the UK Companies Act and UK Tax Legislation We also considered those laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the companies ability to operate or to avoid a material penalty, these include Health & Safety Legislation.

Audit response to risks identified:

The only transaction in the year is the payment of the prior year audit fee by a fellow group company. We have tested this transaction and have not assessed that any further testing is required in response to detecting irregularities.

We remained alert to any indications of fraud or non compliance throughout the entire audit process.

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
Turpin Holdings 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

30 September 2023

Turpin Holdings Limited (Registered number: 05346833)

Profit and Loss Account
for the Year Ended 30 December 2022

2022 2021
Notes £    £   

TURNOVER - -

Administrative expenses - 2,350
OPERATING LOSS 5 - (2,350 )

Amounts written off investments 6 - 45,263
LOSS BEFORE TAXATION - (47,613 )

Tax on loss 7 - -
LOSS FOR THE FINANCIAL YEAR - (47,613 )

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

-

(47,613

)

Turpin Holdings Limited (Registered number: 05346833)

Balance Sheet
30 December 2022

2022 2021
Notes £    £   
CURRENT ASSETS
Debtors 9 - 650

CREDITORS
Amounts falling due within one year 10 2,600 3,250
NET CURRENT LIABILITIES (2,600 ) (2,600 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(2,600

)

(2,600

)

CAPITAL AND RESERVES
Called up share capital 11 25,000 25,000
Retained earnings 12 (27,600 ) (27,600 )
SHAREHOLDERS' FUNDS (2,600 ) (2,600 )

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


Turpin Holdings Limited (Registered number: 05346833)

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 25,000 331,001 356,001

Changes in equity
Dividends - (310,988 ) (310,988 )
Total comprehensive income - (47,613 ) (47,613 )
Balance at 30 December 2021 25,000 (27,600 ) (2,600 )

Changes in equity
Balance at 30 December 2022 25,000 (27,600 ) (2,600 )

Turpin Holdings Limited (Registered number: 05346833)

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

1. STATUTORY INFORMATION

Turpin Holdings 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 financial statements are presented in sterling which is the functional currency of the company.

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. The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared on a basis other than going concern as the company ceased trading in 2021.

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 exemption 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.

Preparation of consolidated financial statements
The financial statements contain information about Turpin Holdings 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 Publishers Limited, 4 Coleman Street, 6th Floor, London EC2R 5AR.

Debtors and creditors receivable / payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

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 - -

Turpin Holdings Limited (Registered number: 05346833)

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

5. OPERATING LOSS

The operating loss is stated after charging:

2022 2021
£    £   
Auditors remuneration - 2,350

6. AMOUNTS WRITTEN OFF INVESTMENTS
2022 2021
£    £   
Impairment - 45,263

7. 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.

8. DIVIDENDS
2022 2021
£    £   
Ordinary A shares of £1 each
Interim - 310,988

9. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
£    £   
Sundry Debtors and Prepayments - 650

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
£    £   
Amounts owed to group undertakings 2,600 -
Sundry Creditors and Accruals - 3,250
2,600 3,250

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2022 2021
value: £    £   
25,000 Ordinary £1 25,000 25,000

Turpin Holdings Limited (Registered number: 05346833)

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

12. RESERVES
Retained
earnings
£   

At 31 December 2021 (27,600 )
Profit for the year -
At 30 December 2022 (27,600 )

Called-up share capital - represents the nominal value of shares that have been issued.

Profit and loss account - includes all current and prior period retained profits and losses.

13. ULTIMATE PARENT COMPANY

The parent undertaking is United Independent Distributors Limited.

The ultimate parent company is Chicago Review Press Inc (t/a Independent Distributors Group), a company incorporated in the United States. The registered office is 222 N La Salle Street, Suite 2800, Chicago IL 30601.

14. OTHER FINANCIAL COMMITMENTS

The company is a co-guarantor for the lease on Building 2, G Park, Biggleswade along with Marston Book Services Limited, Eurospan Limited and Violia Media Services Limited. The balance payable over the term of the lease is £9,504,713 at the balance sheet date.

15. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

16. GENERAL INFORMATION

Turpin Holdings Limited is a limited company incorporated in England. The addresses of its registered office and principal place of business are disclosed in the directors' report.

The principal activity of the company is that of a holding company.