Company registration number 10717194 (England and Wales)
MEDIA CHAIN GROUP HOLDING LTD.
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
MEDIA CHAIN GROUP HOLDING LTD.
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 6
MEDIA CHAIN GROUP HOLDING LTD.
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
3
1,305,177
1,305,177
Current assets
Debtors
5
1,517,010
3,583,707
Creditors: amounts falling due within one year
6
(2,529,426)
(2,339,064)
Net current (liabilities)/assets
(1,012,416)
1,244,643
Net assets
292,761
2,549,820
Capital and reserves
Called up share capital
7
18,385
18,385
Share premium account
3,589,311
3,589,311
Profit and loss reserves
(3,314,935)
(1,057,876)
Total equity
292,761
2,549,820
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 31 December 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 20 February 2024 and are signed on its behalf by:
C Grobel
Director
Company registration number 10717194 (England and Wales)
MEDIA CHAIN GROUP HOLDING LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
1
Accounting policies
Company information
Media Chain Group Holding Ltd. is a private company limited by shares incorporated in England and Wales. The registered office is 335 Kennington Road, London, SE11 4QE.
1.1
Accounting convention
These financial statements have been prepared in accordance 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 company. 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.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Going concern
The financial statements have been prepared on a going concern basis. In determining the appropriate basis of preparation of the financial statements, the Directors have considered whether the Company can continue in operational existence for the foreseeable future. true
The Directors have considered the principal risks and uncertainties with respect to their assessment of going concern, none of which in the opinion of the Directors give rise to specific risk to the going concern status of the company. In particular reliance on key individuals and relationships with social media platforms do not give rise to any concerns with respect to projected trading in the forthcoming 12 months. We will continue to monitor the increased inflation rate and potential economic downturn and the impact this may have on the Group. Whilst acknowledging the negative impact that the covid-19 pandemic had and may continue to have on the UK economy in 2023 and beyond, having consulted with stakeholders extensively during the last few years the Directors consider the Company to be in a strong and well-prepared position and are confident in the market outlook. Given the cash reserves within the Group, and the support from shareholders, and the current lack of any indebtedness there is not considered to be a plausible scenario where the Group would cease to trade as a going concern within 12 months of the date of these financial statements.
1.3
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
MEDIA CHAIN GROUP HOLDING LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 3 -
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.4
Financial instruments
The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
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.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.5
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.6
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
MEDIA CHAIN GROUP HOLDING LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.7
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
2
3
Fixed asset investments
2022
2021
£
£
Shares in group undertakings and participating interests
1,305,177
1,305,177
MEDIA CHAIN GROUP HOLDING LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
4
Subsidiaries
Details of the company's subsidiaries at 31 December 2022 are as follows:
Name of undertaking
Address
Class of
% Held
shares held
Direct
Social Chain Ltd
1
Ordinary shares
100.00
Media Chain Group Limited
2
Ordinary shares
100.00
New Video Commerce UK Ltd
3
Ordinary shares
100.00
Glow Media Group Limited
4
Ordinary shares
100.00
Registered office addresses (all UK unless otherwise indicated):
1
2 Stephen Street, London, England, W1T 1AN
2
335 Kennington Road, London, England, SE11 4QE
3
127 Portland Street, 1st Floor, Manchester, United Kingdom, M1 4PZ
4
Moda Business Centre, Stirling Way, Borehamwood, Herts, WD6 2BW
5
Debtors
2022
2021
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
1,517,010
3,520,554
Other debtors
63,153
1,517,010
3,583,707
6
Creditors: amounts falling due within one year
2022
2021
£
£
Amounts owed to group undertakings
2,511,289
2,324,732
Taxation and social security
2,656
Other creditors
15,481
14,332
2,529,426
2,339,064
7
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
1,838,504
1,838,504
18,385
18,385
MEDIA CHAIN GROUP HOLDING LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
8
Events after the reporting date
On 19 January 2023 1,838,503 shares were cancelled and extinguished, the share capital after the cancellation totalled £0.01.
On 6 February 2023, Media Chain Group Holding Ltd. relinquished control of its subsidiary, Social Chain Limited by disposing of its entire shareholding to an unrelated party.
In 2023, group restructuring resulted in the write-off of some intercompany loans. These were reflected in the financial statements for the year ending 31 December 2022.
9
Parent company
The ultimate controlling party is The Social Chain AG at 31 December 2022.
The Social Chain AG is a listed entity registered in Berlin, Germany.
As of 24 August 2023, the new ultimate controlling party is C. Grobel.