Limited Liability Partnership registration number OC339129 (England and Wales)
PHOENIX FILM PARTNERS LLP
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 5 APRIL 2023
PHOENIX FILM PARTNERS LLP
LIMITED LIABILITY PARTNERSHIP INFORMATION
Designated members
Waterloo Film Partner 1 Limited
Waterloo Film Partner 2 Limited
LLP registration number
OC339129
Registered office
Parcels Building
14 Bird Street
London
United Kingdom
W1U 1BU
Auditor
Shipleys LLP
10 Orange Street
Haymarket
London
WC2H 7DQ
PHOENIX FILM PARTNERS LLP
CONTENTS
Page
Members' report
1 - 2
Independent auditor's report
3 - 5
Income statement
6
Statement of financial position
7
Reconciliation of members' interests
8 - 9
Notes to the financial statements
10 - 14
PHOENIX FILM PARTNERS LLP
MEMBERS' REPORT
FOR THE YEAR ENDED 5 APRIL 2023
- 1 -

The members present their annual report and financial statements for the year ended 5 April 2023.

Principal activities

As an integrated film business, the Partnership was formed to undertake both film co-marketing and production. Its objective was to focus the majority of its capital on worldwide co-marketing of films while also producing film projects for distribution through the studio network. It has adopted a sophisticated selection policy to manage risks from the outset and has only produced films where there is a strong likelihood of distribution and where it is able to secure a participation in gross sales receipts arising from that distribution, thereby potentially benefiting from "hit" film production profits.

Fair review of the business

Further to the delivery of three films to the commissioning distributors and their theatrical release, the Partnership continues to participate in distribution receipts arising from sales made of the films by the commissioning distributors.

 

Results for the year and allocation to members

The profit for the year before members' remuneration and profit shares was £29,870 (2022: £32,444).

 

Members' drawings, contributions and repayments

The Designated members are not entitled to drawings. In accordance with the Members' Agreement, drawings shall be made at the discretion of Goldwoodshire Limited the operator of the Partnership.

 

Members' capital is subscribed in accordance with the current Members' Agreement, and retained by the Partnership until such time as the members agree to repay that capital. There were no transfers of members' capital to debt during the year.

 

The operating cash requirements of the Partnership shall be met out of the members' initial contributions and no member shall be required to make any further funding available after their admission as a member (save to the extent of their liability on a winding up).

Designated members

The designated members who held office during the year and up to the date of signature of the financial statements were as follows:

Waterloo Film Partner 1 Limited
Waterloo Film Partner 2 Limited
Future developments

The Partnership is well placed to benefit from the future exploitation by the commissioning distributor of the three films produced by the Partnership as its remuneration for the production of those films is calculated by reference to their respective gross sales receipts.

Auditor

The auditor, Shipleys LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

PHOENIX FILM PARTNERS LLP
MEMBERS' REPORT (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
- 2 -
Statement of members' responsibilities

The members are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) requires the members to prepare financial statements for each financial year. Under that law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice. Under company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members 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 limited liability partnership and of the profit or loss of the limited liability partnership for that period. In preparing these financial statements, the members are required to:

 

The members are responsible for keeping adequate accounting records that are sufficient to show and explain the limited liability partnership’s transactions and disclose with reasonable accuracy at any time the financial position of the limited liability partnership and enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008). They are also responsible for safeguarding the assets of the limited liability partnership and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Small LLPs exemption

This report has been prepared in accordance with the special provisions relating to small LLPs within Part 15 of the Companies Act 2006.

Approved by the members on 17 October 2023 and signed on behalf by:
17 October 2023
Duncan Reid - Waterloo Film Partner 1 Limited
Designated Member
PHOENIX FILM PARTNERS LLP
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PHOENIX FILM PARTNERS LLP
- 3 -
Opinion

We have audited the financial statements of Phoenix Film Partners LLP (the 'limited liability partnership') for the year ended 5 April 2023 which comprise the income statement, the statement of financial position, the reconciliation of members' interests and notes to the financial statements, including 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:

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 limited liability partnership 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 members' 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 limited liability partnership’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 members 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 members are responsible for the other information contained within the annual report. 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.

PHOENIX FILM PARTNERS LLP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PHOENIX FILM PARTNERS LLP
- 4 -
Matters on which we are required to report by exception

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 as applied to limited liability partnerships requires us to report to you if, in our opinion:

Responsibilities of members

As explained more fully in the members' responsibilities statement, the members 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 members 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 members are responsible for assessing the limited liability partnership'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 members either intend to liquidate the limited liability partnership 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.

We obtained an understanding of the Company’s business, controls, legal and regulatory frameworks, laws and regulations and assessed the susceptibility of the Company’s financial statements to material misstatements from irregularities, including fraud, and instances of non-compliance with laws and regulations.

 

Based on this understanding we designed our audit procedures to detect irregularities, including fraud. Testing undertaken included making enquiries of the management; journal entry testing; review of board minutes; reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

PHOENIX FILM PARTNERS LLP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PHOENIX FILM PARTNERS LLP
- 5 -

Use of our report

This report is made solely to the limited liability partnership's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. Our audit work has been undertaken so that we might state to the limited liability partnership'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 limited liability partnership and the limited liability partnership's members as a body, for our audit work, for this report, or for the opinions we have formed.

Terrence Bourne
Senior Statutory Auditor
For and on behalf of Shipleys LLP
17 October 2023
Chartered Accountants
Statutory Auditor
10 Orange Street
Haymarket
London
WC2H 7DQ
PHOENIX FILM PARTNERS LLP
INCOME STATEMENT
FOR THE YEAR ENDED 5 APRIL 2023
- 6 -
2023
2022
£
£
Turnover
35,549
38,160
Administrative expenses
(5,679)
(5,716)
Profit for the financial year before members' remuneration and profit shares available for discretionary division among members
29,870
32,444

The income statement has been prepared on the basis that all operations are continuing operations.

PHOENIX FILM PARTNERS LLP
STATEMENT OF FINANCIAL POSITION
AS AT 5 APRIL 2023
05 April 2023
- 7 -
2023
2022
Notes
£
£
£
£
Current assets
Debtors
4
20,826
25,964
Cash at bank and in hand
297,030
285,389
317,856
311,353
Creditors: amounts falling due within one year
5
(264,111)
(268,860)
Net current assets and net assets attributable to members
53,745
42,493
Represented by:
Members' other interests
Members' capital classified as equity
54,481,553
54,481,553
Other reserves classified as equity
(54,427,808)
(54,439,060)
53,745
42,493

These financial statements have been prepared in accordance with the provisions applicable to limited liability partnerships subject to the small limited liability partnerships regime.

The financial statements were approved by the members and authorised for issue on 17 October 2023 and are signed on their behalf by:
17 October 2023
Duncan Reid - Waterloo Film Partner 1 Limited
Designated member
Limited Liability Partnership registration number OC339129 (England and Wales)
PHOENIX FILM PARTNERS LLP
RECONCILIATION OF MEMBERS' INTERESTS
FOR THE YEAR ENDED 5 APRIL 2023
- 8 -
Current financial year
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2023
£
£
£
Members' interests at 6 April 2022
54,481,553
(54,439,060)
42,493
Profit for the financial year available for discretionary division among members
-
29,870
29,870
Members' interests after profit for the year
54,481,553
(54,409,190)
72,363
Drawings
-
(18,618)
(18,618)
Members' interests at 5 April 2023
54,481,553
(54,427,808)
53,745
PHOENIX FILM PARTNERS LLP
RECONCILIATION OF MEMBERS' INTERESTS (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
- 9 -
Prior financial year
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2022
£
£
£
Members' interests at 6 April 2021
54,481,553
(54,449,382)
32,171
Profit for the financial year available for discretionary division among members
-
32,444
32,444
Members' interests after profit for the year
54,481,553
(54,416,938)
64,615
Drawings
-
(22,122)
(22,122)
Members' interests at 5 April 2022
54,481,553
(54,439,060)
42,493
PHOENIX FILM PARTNERS LLP
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 5 APRIL 2023
- 10 -
1
Accounting policies
Limited liability partnership information

Phoenix Film Partners LLP is a limited liability partnership incorporated in England and Wales. The registered office is Parcels Building, 14 Bird Street, London, United Kingdom, W1U 1BU.

 

As an integrated film business, the Partnership was formed to undertake both film co-marketing and production. Its objective was to focus the majority of its capital on worldwide co-marketing of films while also producing film projects for distribution through the studio network. It has adopted a sophisticated selection policy to manage risks from the outset and has only produced films where there is a strong likelihood of distribution and where it is able to secure a participation in gross sales receipts arising from that distribution, thereby potentially benefiting from "hit" film production profits.

1.1
Accounting convention

These financial statements have been prepared in accordance with the Statement of Recommended Practice "Accounting by Limited Liability Partnerships" issued in December 2021, together with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the limited liability partnership. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

We draw attention to the current economic outlook over the next 12 months. The directors have considered the cash balance held by the company, and the projected administrative and other costs for the forthcoming 12 months from the date of signing of the financial statements and consider there to be adequate resources in place. On this basis, the company is considered to be a going concern.

1.3
Turnover

Turnover represents amounts receivable for services provided in the normal course of business, net of VAT.

1.4
Members' participating interests

Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed remuneration and profits).

 

Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with section 22 of FRS 102. A member's participation rights including amounts subscribed or otherwise contributed by members, for example members' capital, are classed as liabilities unless the LLP has an unconditional right to refuse payment to members, in which case they are classified as equity.

All amounts due to members that are classified as liabilities are presented within 'Loans and other debts due to members' and, where such an amount relates to current year profits, they are recognised within ‘Members' remuneration charged as an expense’ in arriving at the relevant year’s result. Undivided amounts that are classified as equity are shown within ‘Members' other interests’. Amounts recoverable from members are presented as debtors and shown as amounts due from members within members’ interests.

 

Where there exists an asset and liability component in respect of an individual member’s participation rights, they are presented on a gross basis unless the LLP has both a legally enforceable right to set off the recognised amounts, and it intends either to settle on a net basis or to settle and realise these amounts simultaneously, in which case they are presented net.

PHOENIX FILM PARTNERS LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
1
Accounting policies
(Continued)
- 11 -

Once an unavoidable obligation has been created in favour of members through allocation of profits or other means, any undrawn profits remaining at the reporting date are shown as ‘Loans and other debts due to members’ to the extent they exceed debts due from a specific member.

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial instruments

The limited liability partnership has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the limited liability partnership's statement of financial position when the limited liability partnership becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the limited liability partnership transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

PHOENIX FILM PARTNERS LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
1
Accounting policies
(Continued)
- 12 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the limited liability partnership’s obligations expire or are discharged or cancelled.

1.7
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

PHOENIX FILM PARTNERS LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
- 13 -
2
Judgements and key sources of estimation uncertainty

In the application of the limited liability partnership’s accounting policies, the members are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following are the critical judgements that the members have made in the process of applying the Partnership's accounting policies and that have the most significant effect on the amounts recognised in the financial statements:

Impairment of investments

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, and impairment loss is recognised in profit or loss as described below.

Financial assets

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

 

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

3
Employees

The average number of persons (excluding members) employed by the partnership during the year was:

2023
2022
Number
Number
Total
-
0
-
0
4
Debtors
2023
2022
Amounts falling due within one year:
£
£
Other debtors
20,826
25,964
PHOENIX FILM PARTNERS LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 5 APRIL 2023
- 14 -
5
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
-
58
Other creditors
264,111
268,802
264,111
268,860
6
Loans and other debts due to members

In the event of a winding up the amounts included in "Loans and other debts due to members" will rank equally with unsecured creditors.

7
Financial commitments, guarantees and contingent liabilities

Charges are in place against the films entitled "Gulliver's Travels", "Percy Jackson" and "The A Team" in favour of the following parties to secure their interests in the copyright of and title to the films:

 

Fox Searchlight Pictures, Inc.

Twentieth Century Fox Film Corporation

Twentieth Century Fox Worldwide Productions, Inc.

8
Ultimate controlling party

In the opinion of the members there is no controlling party.

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