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COMPANY REGISTRATION NUMBER: 13780627
Brouhaha Firebrand Limited
Financial Statements
31 May 2023
Brouhaha Firebrand Limited
Financial Statements
Period from 20 June 2022 to 31 May 2023
Contents
Page
Strategic report
1
Directors' report
2
Independent auditor's report to the members
4
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12
Brouhaha Firebrand Limited
Strategic Report
Period from 20 June 2022 to 31 May 2023
The directors present their strategic report for the period ended 19 June 2022. Business Review The principal activity of the company was production of a film. The film was in production during the period. The company made a no profit or loss after tax. Principal Risks and Uncertainties The company manages it credit risk by appointing a sales agent and a collection agent to mitigate the risk that the counterparty is unable to pay amounts when they fall due. The appointment of these agents ensure only reputable counterparties are used as distributors. The company has managed its liquidity and cash-flow risk by entering into financing agreements and completion bonds, to ensure the company can meet obligations as they arise in respect of the production of the film. Other key areas on consideration involved an assessment of price risk and exposure to interest rate risk. The company has deemed these risks do not have a material effect. Future Developments The directors expect the film to be completed in the next financial year, and do not anticipate any other significant change in the activities and results of the company in the foreseeable future.
This report was approved by the board of directors on 19 September 2023 and signed on behalf of the board by:
Ms Gabrielle Tana
Director
Registered office:
99 Kenton Road
Harrow
England
HA3 0AN
Brouhaha Firebrand Limited
Directors' Report
Period from 20 June 2022 to 31 May 2023
The directors present their report and the financial statements of the company for the period ended 31 May 2023 .
Directors
The directors who served the company during the period were as follows:
Ms Gabrielle Tana
Mr Andrew James Mason
Mr Troy Andrew Lum
Dividends
The directors do not recommend the payment of a dividend.
Disclosure of information in the strategic report
Information normally required to be included in the Director's Report has not been done so, because it is shown in the Strategic Report under as allowed under Companies Act 2006 s.414C(11).
Directors' responsibilities statement
The directors are responsible for preparing the strategic report, 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 period. 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 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 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. Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on 19 September 2023 and signed on behalf of the board by:
Ms Gabrielle Tana
Director
Registered office:
99 Kenton Road
Harrow
England
HA3 0AN
Brouhaha Firebrand Limited
Independent Auditor's Report to the Members of Brouhaha Firebrand Limited
Period from 20 June 2022 to 31 May 2023
Opinion
We have audited the financial statements of Brouhaha Firebrand Limited (the 'company') for the period ended 31 May 2023 which comprise the statement of comprehensive income, statement of financial position, statement of changes in equity, statement of cash flows and the related notes, 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 FRS 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 May 2023 and of its result for the period then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - 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 auditor's 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
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.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. 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 directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the directors' report 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 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, 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 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. 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: Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. Owing to the inherent limitations in our audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Based on our understanding of the legal and regulatory frameworks that are applicable to the company, we determined the most significant to be Companies Act 2006, and taxation legislation. The company is also subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an an effect: health and safety, employment matters, anti-bribery and corruption practices, and certain aspects of relevant legislation in the countries where the company operates. We also evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls. The principal risks are determined to be the posting of inappropriate journals to revenue, and to management bias in accounting estimates. Audit procedures performed by the audit team include: Inspecting correspondence with regulators and tax authorities; Discussion with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud; Understanding and evaluating managements' control environment designed to prevent and detect irregularities; Identifying and testing journals; Challenging assumptions and judgements made by management in their critical accounting estimates. 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 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.
CHIRAG SIRISH MALDE (FCCA)
(Senior Statutory Auditor)
For and on behalf of
Malde & Co
Chartered Certified Accountants & statutory auditor
99 Kenton Road
Kenton Harrow
Middlesex
HA3 0AN
19 September 2023
Brouhaha Firebrand Limited
Statement of Comprehensive Income
Period from 20 June 2022 to 31 May 2023
Period from
Period from
20 Jun 22 to
3 Dec 21 to
31 May 23
19 Jun 22
Note
£
£
Cost of sales
386,718
3,206,500
---------
------------
Gross loss
( 386,718)
( 3,206,500)
Administrative expenses
10,000
15,000
---------
------------
Operating loss
( 396,718)
( 3,221,500)
---------
------------
Loss before taxation
( 396,718)
( 3,221,500)
Tax on loss
6
( 396,718)
( 3,221,500)
---------
------------
Result for the financial period and total comprehensive income
---------
------------
All the activities of the company are from continuing operations.
Brouhaha Firebrand Limited
Statement of Financial Position
31 May 2023
31 May 23
19 Jun 22
Note
£
£
Current assets
Stocks
7
16,184,187
14,262,816
Debtors
8
418,403
4,901,577
Cash at bank and in hand
350,735
650,246
-------------
-------------
16,953,325
19,814,639
Creditors: amounts falling due within one year
9
16,953,324
19,814,638
-------------
-------------
Net current assets
1
1
----
----
Total assets less current liabilities
1
1
----
----
Net assets
1
1
----
----
Capital and reserves
Called up share capital
10
1
1
----
----
Shareholders funds
1
1
----
----
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.
These financial statements were approved by the board of directors and authorised for issue on 19 September 2023 , and are signed on behalf of the board by:
Ms Gabrielle Tana
Director
Company registration number: 13780627
Brouhaha Firebrand Limited
Statement of Changes in Equity
Period from 20 June 2022 to 31 May 2023
Called up share capital
Profit and loss account
Total
£
£
£
At 3 December 2021
Profit for the period
Issue of shares
1
1
----
----
----
Total investments by and distributions to owners
1
1
At 19 June 2022
1
1
Profit for the period
----
----
----
At 31 May 2023
1
1
----
----
----
Brouhaha Firebrand Limited
Statement of Cash Flows
Period from 20 June 2022 to 31 May 2023
31 May 23
19 Jun 22
£
£
Cash flows from operating activities
Profit for the financial period
Adjustments for:
Tax on loss
( 396,718)
( 3,221,500)
Changes in:
Stocks
( 1,921,371)
( 14,262,816)
Trade and other debtors
4,483,174
( 4,901,577)
Trade and other creditors
( 1,749,434)
4,295,033
------------
-------------
Cash generated from operations
415,651
( 18,090,860)
Tax received
396,718
3,221,500
---------
-------------
Net cash from/(used in) operating activities
812,369
( 14,869,360)
---------
-------------
Cash flows from financing activities
Proceeds from issue of ordinary shares
1
Proceeds from borrowings
15,519,605
Repayments of borrowings
( 1,111,880)
------------
-------------
Net cash (used in)/from financing activities
( 1,111,880)
15,519,606
------------
-------------
Net (decrease)/increase in cash and cash equivalents
( 299,511)
650,246
Cash and cash equivalents at beginning of period
650,246
---------
---------
Cash and cash equivalents at end of period
350,735
650,246
---------
---------
Brouhaha Firebrand Limited
Notes to the Financial Statements
Period from 20 June 2022 to 31 May 2023
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 99 Kenton Road, Harrow, England, HA3 0AN.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Judgements and key sources of estimation uncertainty
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.
Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Work in progress
Work in progress relates to direct production costs incurred on the production of the film during the period. The costs are recorded at the lower of costs and net realisable value, and are net of Value Added Tax.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.
4. Auditor's remuneration
Period from
Period from
20 Jun 22 to
3 Dec 21 to
31 May 23
19 Jun 22
£
£
Fees payable for the audit of the financial statements
5,000
7,500
-------
-------
5. Staff costs
The average number of persons employed by the company during the period, including the directors, amounted to:
31 May 23
19 Jun 22
No.
No.
Production staff
3
70
----
----
The aggregate payroll costs of £173,124 incurred during the period, relating to the above, comprises of: Wages and salaries £153,380 Social security £ 18,383 Pension contribution £ 1,161
6. Tax on loss
Major components of tax income
Period from
Period from
20 Jun 22 to
3 Dec 21 to
31 May 23
19 Jun 22
£
£
Current tax:
UK current tax income
( 396,718)
( 3,221,500)
---------
------------
Tax on loss
( 396,718)
( 3,221,500)
---------
------------
Reconciliation of tax income
The tax assessed on the loss on ordinary activities for the period is lower than (2022: lower than) the standard rate of corporation tax in the UK of 19 % (2022: 19 %).
Period from
Period from
20 Jun 22 to
3 Dec 21 to
31 May 23
19 Jun 22
£
£
Loss on ordinary activities before taxation
( 396,718)
( 3,221,500)
---------
------------
Effect of film tax credit
( 396,718)
( 3,221,500)
---------
------------
7. Stocks
31 May 23
19 Jun 22
£
£
Work in progress
16,184,187
14,262,816
-------------
-------------
8. Debtors
31 May 23
19 Jun 22
£
£
Corporation tax repayable
396,711
3,221,500
Other debtors
21,692
1,680,077
---------
------------
418,403
4,901,577
---------
------------
9. Creditors: amounts falling due within one year
31 May 23
19 Jun 22
£
£
Trade creditors
158,581
Accruals and deferred income
2,522,992
3,860,705
Social security and other taxes
22,606
275,747
Other creditors
14,407,726
15,519,605
-------------
-------------
16,953,324
19,814,638
-------------
-------------
10. Called up share capital
Issued, called up and fully paid
31 May 23
19 Jun 22
No.
£
No.
£
Ordinary shares of £ 1 each
1
1
1
1
----
----
----
----
11. Analysis of changes in net debt
At 20 Jun 2022
Cash flows
At 31 May 2023
£
£
£
Cash at bank and in hand
650,246
(299,511)
350,735
---------
---------
---------
Brouhaha Firebrand Limited
Notes to the Financial Statements (continued)
Period from 20 June 2022 to 31 May 2023
12. Contingencies
Charges have been made against the company's assets including its rights, title and interest in and to the film, in favour of the following entities who have advanced funds to finance film production costs: - Film Finances Inc. - Natixis Coficine S.A. - Carolyn Marks Blackwood - Magnolia Mae Films Limited - MBK Productions Limited An amount of £316,310 is payable as interest on one of the loans but such amount is only payable when sufficient income is generated from the exploitation of the film.
13. Related party transactions
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. One of the Company's directors also serves as a director of Magnolia Mae Films Limited. During the period Magnolia Mae Films Limited provided services as a producer of the film and was entitled to £124,533 (2022: £403,828). At the period end there was nothing outstanding (2022: £403,828). In addition Magnolia Mae Films Limited lent £Nil (2022: £830,803) to the Company as per the loan agreement. The amount outstanding at the period end amounted to £789,666 (2022: £790,803) which is only payable out of the income generated from the exploitation of the film.
14. Controlling party
The company's immediate parent is Brouhaha Entertainment UK Limited . The company's ultimate parent company and ultimate controlling party is Brouhaha Entertainment Limited, a company incorporated in the United Kingdom.