REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Period 23 September 2022 to 31 March 2023 |
for |
Offscreen UK Co. Limited |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Period 23 September 2022 to 31 March 2023 |
for |
Offscreen UK Co. Limited |
Offscreen UK Co. Limited (Registered number: 14373624) |
Contents of the Financial Statements |
for the Period 23 September 2022 to 31 March 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 5 |
Income Statement | 8 |
Other Comprehensive Income | 9 |
Balance Sheet | 10 |
Statement of Changes in Equity | 11 |
Cash Flow Statement | 12 |
Notes to the Cash Flow Statement | 13 |
Notes to the Financial Statements | 14 |
Offscreen UK Co. Limited |
Company Information |
for the Period 23 September 2022 to 31 March 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
34 High Street |
Aldridge |
Walsall |
West Midlands |
WS9 8LZ |
Offscreen UK Co. Limited (Registered number: 14373624) |
Strategic Report |
for the Period 23 September 2022 to 31 March 2023 |
The directors present their strategic report for the period 23 September 2022 to 31 March 2023. |
KEY PERFORMANCE INDICATORS AND REVIEW OF BUSINESS |
The director considers that the results for the year and the financial position at the end of the year were satisfactory. The main activity of the company is that of motion picture production. Trading performance was broadly in line with budgetary expectations. |
The key performance indicators for the company are: turnover, operating profit, operating profit as% of turnover and net assets. |
Total turnover for the year was £6,632,858 |
The Gross margin position remains satisfactory at £5,306,286 |
Operating profit was £5,149,810, Operating profit as% of turnover was 77.64% and profit before tax was £5,181,517. Net assets were £4,196,523. |
PRINCIPAL RISKS AND UNCERTAINTIES |
There will continue to be risks and uncertainties in the market and the director is aware that any plans for future strategic development of the business may be subject to unforeseen future events outside of the company's control. |
ON BEHALF OF THE BOARD: |
Offscreen UK Co. Limited (Registered number: 14373624) |
Report of the Directors |
for the Period 23 September 2022 to 31 March 2023 |
The directors present their report with the financial statements of the company for the period 23 September 2022 to 31 March 2023. |
INCORPORATION |
The company was incorporated on 23 September 2022 . |
PRINCIPAL ACTIVITY |
The principal activity of the company in the period under review was that of Motion Picture Production. |
DIVIDENDS |
No dividends will be distributed for the period ended 31 March 2023. |
DIRECTORS |
The directors who have held office during the period from 23 September 2022 to the date of this report are as follows: |
Both the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting. |
FINANCIAL INSTRUMENTS RISKS |
Price risk |
The risk that increasing prices will affect profitability adversely and have a negative impact on the business. All of the business activities focus. |
Liquidity risk |
The risk that the company is not able to meet its financial obligations as they fall due, or can do so only at excessive cost. To protect the company, liquidity is actively monitored to ensure there are sufficient liquid assets to meet obligations. |
GOING CONCERN |
The directors have considered the going concern status of the company. After the cessation of the current revenue contract, the directors intend to dissolve the company, hence the directors do not consider the going concern basis to be appropriate. These financial statements have therefore not been prepared on that basis. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. 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 of 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 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 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. |
Offscreen UK Co. Limited (Registered number: 14373624) |
Report of the Directors |
for the Period 23 September 2022 to 31 March 2023 |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are 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 each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
Edwards were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Offscreen UK Co. Limited |
Opinion |
We have audited the financial statements of Offscreen UK Co. Limited (the 'company') for the period ended 31 March 2023 which comprise the income statement, other comprehensive income, balance sheet, statement of changes in equity, cashflow statement 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: |
- | give a true and fair view of the state of the company's affairs as at 31 March 2023 and of its profit for the period then ended; |
- | 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 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. |
Emphasis of matter - basis other than that of going concern |
We draw attention to the accounting policy regarding going concern which outlines the basis of preparation of the financial statements. As such the directors do not consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern. Our opinion is not modified in respect of this matter. |
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 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. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of our 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 Report of the Directors. |
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 directors' 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 |
Offscreen UK Co. Limited |
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. |
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. |
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 legal and regulatory frameworks within which the Company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006 and health & safety regulations compliance. |
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be in the following areas: the override of controls by management, revenue journals, inappropriate treatment of non-routine transactions and areas of estimation uncertainty. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, review and discussion of non-routine transactions, sample testing on the posting of journals and review of accounting estimates for biases. |
Owing to the inherent limitations of an 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. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. |
These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations. |
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 |
Offscreen UK Co. 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. |
for and on behalf of |
34 High Street |
Aldridge |
Walsall |
West Midlands |
WS9 8LZ |
Offscreen UK Co. Limited (Registered number: 14373624) |
Income Statement |
for the Period 23 September 2022 to 31 March 2023 |
Notes | £ |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
5,033,596 |
Other operating income |
OPERATING PROFIT | 4 |
Interest receivable and similar income |
PROFIT BEFORE TAXATION |
Tax on profit | 6 |
PROFIT FOR THE FINANCIAL PERIOD |
Offscreen UK Co. Limited (Registered number: 14373624) |
Other Comprehensive Income |
for the Period 23 September 2022 to 31 March 2023 |
Notes | £ |
PROFIT FOR THE PERIOD |
OTHER COMPREHENSIVE INCOME | - |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
Offscreen UK Co. Limited (Registered number: 14373624) |
Balance Sheet |
31 March 2023 |
Notes | £ |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank | 8 |
CREDITORS |
Amounts falling due within one year | 9 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 10 |
Retained earnings |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Offscreen UK Co. Limited (Registered number: 14373624) |
Statement of Changes in Equity |
for the Period 23 September 2022 to 31 March 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - |
Balance at 31 March 2023 |
Offscreen UK Co. Limited (Registered number: 14373624) |
Cash Flow Statement |
for the Period 23 September 2022 to 31 March 2023 |
Notes | £ |
Cash flows from operating activities |
Cash generated from operations | 1 |
Net cash from operating activities |
Cash flows from investing activities |
Interest received |
Net cash from investing activities |
Cash flows from financing activities |
Loans provided by inter company | 1,430 |
Amount introduced by directors | 4,598,789 |
Amount withdrawn by directors | (4,672,672 | ) |
Share issue |
Net cash from financing activities | ( |
) |
Increase in cash and cash equivalents |
Cash and cash equivalents at beginning of period | 2 |
Cash and cash equivalents at end of period | 2 | 4,699,292 |
Offscreen UK Co. Limited (Registered number: 14373624) |
Notes to the Cash Flow Statement |
for the Period 23 September 2022 to 31 March 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
£ |
Profit before taxation |
Finance income | (31,707 | ) |
5,149,810 |
Increase in trade and other debtors | ( |
) |
Increase in trade and other creditors |
Cash generated from operations |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Period ended 31 March 2023 |
31/3/23 | 23/9/22 |
£ | £ |
Cash and cash equivalents | 4,699,292 | - |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 23/9/22 | Cash flow | At 31/3/23 |
£ | £ | £ |
Net cash |
Cash at bank | - | 4,699,292 | 4,699,292 |
- | 4,699,292 |
Total | - | 4,699,292 | 4,699,292 |
Offscreen UK Co. Limited (Registered number: 14373624) |
Notes to the Financial Statements |
for the Period 23 September 2022 to 31 March 2023 |
1. | STATUTORY INFORMATION |
Offscreen UK Co. Limited is a |
2. | ACCOUNTING POLICIES |
Going concern |
The directors have considered the going concern status of the company. After the cessation of the current revenue contract, the directors intend to dissolve the company, hence the directors do not consider the going concern basis to be appropriate. These financial statements have therefore not been prepared on that basis |
Related party transactions |
The company has taken advantage of the exemption conferred within FRS102 section 33.1A not to disclose transactions between wholly owned members of the same group. |
Turnover |
Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company's activities. Turnover is shown net of value added tax, sales returns, rebates and discounts. |
Revenue is recognised on the provision of services. Where not all services have been rendered, revenue is recognised based upon the period lapsed compared with total period of the project. |
Financial instruments |
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of a company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability in the balance sheet. The corresponding dividends relating to the liability component are charged as an interest expense in the income statement. |
Financial assets and liabilities |
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs). |
Trade debtors |
Trade debtors are recognised initially at transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivable. |
Trade creditors |
Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as amounts falling due after more than one year. |
Equity instruments |
Equity instruments are measured at the fair value of the cash or other resources transferred or transferrable, net of the direct costs of issuing or receiving the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. |
Offscreen UK Co. Limited (Registered number: 14373624) |
Notes to the Financial Statements - continued |
for the Period 23 September 2022 to 31 March 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
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. |
Cash at bank and in hand |
Cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of twelve months or less. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the period ended 31 March 2023. |
The average number of employees during the period was NIL. |
£ |
Directors' remuneration |
4. | OPERATING PROFIT |
The operating profit is stated after charging: |
£ |
Foreign exchange differences |
5. | AUDITORS' REMUNERATION |
Fees payable to the company's auditors for the audit of the company's financial statements are £9,500 |
Offscreen UK Co. Limited (Registered number: 14373624) |
Notes to the Financial Statements - continued |
for the Period 23 September 2022 to 31 March 2023 |
6. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the period was as follows: |
£ |
Current tax: |
UK corporation tax |
Tax on profit |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
£ |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Expenses not deductible for tax purposes |
Total tax charge | 985,094 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
£ |
Trade debtors |
Directors' loan accounts | 73,883 |
Prepayments and accrued income |
8. | CASH AT BANK |
£ |
Shinhan bank - UK2 account | 2,029,026 |
Shinhan bank - UK1 account | 1,109 |
Shinhan bank - UK5 account | 454,820 |
Time deposit account | 2,214,337 |
9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
£ |
Trade creditors |
Amounts owed to group undertakings |
Tax |
VAT | 1,348,353 |
Accruals and deferred income |
Offscreen UK Co. Limited (Registered number: 14373624) |
Notes to the Financial Statements - continued |
for the Period 23 September 2022 to 31 March 2023 |
10. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal |
value: | £ |
Share capital 1 | 1 | 100 |
11. | PARENT COMPANY |
The parent company is Offscreen Inc, a company incorporated in South Korea. |
12. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to directors subsisted during the period ended 31 March 2023: |
£ |
Balance outstanding at start of period |
Amounts advanced |
Amounts repaid |
Amounts written off | - |
Amounts waived | - |
Balance outstanding at end of period |
The above represents the highest balance during the year. Interest is charged on advances to the directors at the HMRC approved rate of interest. The loan was provided with no fixed repayment terms and no security. The loan was repaid within 9 months. |