Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
COMPANY INFORMATION
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TCS MEDIA GROUP LIMITED
CONTENTS
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TCS MEDIA GROUP LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their Group strategic report for the year ended 31 December 2023.
Business review The results for the year ended 31 December 2023 are shown below. The Group posted an operating profit before interest and tax of £703,480 (2022 - £932,070) and a gross profit of £2,759,401 (2022 - £3,047,381) on sales of £25,950,398 (2022 - £29,392,506) which represents a gross profit margin of 10.63% (2022 - 10.37%). Net assets as at 31 December 2023 decreased to £160,271 (2022 - £321,310). 2023 2022 Operating profit before interest and tax £703,480 £932,070 Depreciation £14,779 £16,628 Amortisation £109,649 £109,649 EBITDA £827,908 £1,058,347 Key performance indicators Gross profit margin 10.63% 10.37% Debtor days 39 days 49 days Current ratio 0.94 0.95 Early indications show that the actual first quarter’s trading and profits in 2024 are good and the directors are confident on the outlook for the rest of 2024 and beyond.
As a result of the COVID-19 pandemic, the environmental impact and changes to working practises generally, the business has continued its trajectory of ensuring all its functions and processes are paperless. The business continues to offer more agile, flexible working, hybrid arrangements, which is both in keeping with some of our core group values of being proactive, adaptable and friendly and also to meet the rising demands of the ‘new normal’, post-Covid world.
The business continues to work very closely with all our clients and external stakeholders, cementing relationships which is a crucial element of any successful business, especially with the inflationary pressures that exist in the economy. The business has continued with its PR strategy, highlighting our positioning in the market and the media effectiveness of our campaign planning which has helped raise our agency’s profile amongst our peers and the wider business community. This has resulted in further thought piece articles being published, requests to form part of expert panels and being nominated for industry awards. Corporate Social Responsibility (CSR), Sustainability and B-Corp Accreditation The group has always strived to position itself as socially responsible, transparent and accountable to itself , its stakeholders, and the general public. Throughout the year the directors are pleased to report that a number of key policies, initiatives and accreditations have been formally adopted throughout the agency, which will continue to help us achieve our overall CSR goal of being a Net-Zero, B-Corp accredited agency.
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TCS MEDIA GROUP LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The group will continue to seek out opportunities for growth and will continue to provide our clients with the high levels of expertise and creative planning that helps them to flourish From time to time there are occasions where the agency has parted ways with long standing clients, whom we have helped to successfully grow, as to continue the relationship would not be mutually beneficial. The agency must report one such event, post this reporting period, which will impact the agency’s short term performance moving forward. We have, therefore, implemented adequate restructuring plans to mitigate the effects of the loss of turnover and income on the business and ensure the agency’s going concern is maintained into the immediate future and beyond.
B-Corp Accreditation Our recent B-Corp Impact Assessment (BIA) has highlighted that we are over the 80-point threshold needed to apply and attain the B-Corp accreditation. The directors are pleased to report that the progress, policies and strategies adopted over the last 18 months has meant that we are now in a position to apply for B-Corp status, which we hope to achieve by the end of the year. This will put the group in a strong strategic position for growth and continued success.
Market risk encompasses two types of risk, being currency risk and interest rate risk. The group does not ordinarily enter into derivative transactions such as currency or interest rate swaps, as the directors consider the interest rate risk is adequately managed without the use of such instruments. Also, the foreign currency risk exposure is minimal since the number of foreign transactions is limited. However, the directors will continue to monitor these risks and the appropriateness of such instruments.
Credit risk The group's principal financial assets are cash and trade debtors. The credit risk associated with cash and trade debtors is limited as the counterparties have high credit ratings. Although trade debtors are transferred to Royal Bank of Scotland through an invoice discounting agreement, credit risk arises since the bad debt risk remains with the group. Therefore, to reduce the risk, the group holds insurance against the majority of trade debtors. In order to manage credit risk, management sets limits for customers based on a combination of payment history, third party credit references and insured levels of cover. Credit limits are reviewed on a regular basis in conjunction with debt ageing and collection history.
The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.
Short-term flexibility is achieved by credit facilities and an invoice discounting facility.
This report was approved by the board on 5 August 2024 and signed on its behalf.
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TCS MEDIA GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors note that the company and group are trading adequately and have sufficient working capital and other finance available to continue trading for a period of not less than 12 months from the date of approval of these financial statements. As such, the directors believe that there are no significant uncertainties in their assessment of whether the business is a going concern and therefore have prepared the accounts on a going concern basis.
The profit for the year, after taxation, amounted to £505,454 (2022 - £703,686).
The directors declared dividends of £Nil during the year (2022 - £179,688).
The directors who served during the year were:
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TCS MEDIA GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The company has chosen in accordance with section 414C of the Companies Act 2006, to set out the following information which would otherwise be required to be continued in the Directors' report within the Group strategic report; likely financial risk management objective and policies, and future developments in the business.
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
∙so far as the directors are aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and
∙the directors have taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.
There are no subsequent events to disclose or that require adjustments to the financial statements.
The auditors, Barnes Roffe LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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TCS MEDIA GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TCS MEDIA GROUP LIMITED
We have audited the financial statements of TCS Media Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Group Statement of comprehensive income, the Group and Company Statements of financial position, the Group Statement of cash flows, the Group and Company Statement of changes in equity 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 Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
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 Group's or the parent 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.
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TCS MEDIA GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TCS MEDIA GROUP LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.
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TCS MEDIA GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TCS MEDIA GROUP LIMITED (CONTINUED)
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 an Auditors' 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 Group 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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows:
∙The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙We identified the laws and regulations applicable to the Group through discussion with directors and other management, and from our commercial knowledge and experience of the relevant sector;
∙The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Group, are as follows:
o Companies Act 2006.
o FRS102.
o Employment legislation
o Tax legislation.
∙We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and reviewing supporting evidence where applicable;
∙Laws and regulations were communicated within the audit team at the planning meeting, and during the audit as any further laws and regulation were identified. The audit team remained alert to instances of noncompliance throughout the audit; and
∙As auditors of all group companies we were able to cover the above matters at a group and component level and thereby ensure the audit team were aware of the above matters across all group companies.
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TCS MEDIA GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TCS MEDIA GROUP LIMITED (CONTINUED)
We assessed the susceptibility of the Group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur by:
∙Making enquiries of management as to where they consider there was susceptibility to fraud and their knowledge of actual suspected and alleged fraud;
∙Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations;
∙Reviewing the financial statements and testing the disclosures against supporting documentation;
∙Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
∙Inspecting and testing journal entries to identify unusual or unexpected transactions;
∙Assessing whether judgement and assumptions made in determining significant accounting estimates were indicative of management bias; and
∙Investigating the rationale behind significant transactions, or transactions that are unusual or outside the Group’s usual course of business.
The areas that we identified as being susceptible to misstatement through fraud were:
∙Management override of controls;
∙Management bias in the estimates and judgements made; and
∙Posting of unusual journals or transactions.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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 Auditors' report.
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TCS MEDIA GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TCS MEDIA GROUP LIMITED (CONTINUED)
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 Auditors' 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.
for and on behalf of
Chartered Accountants & Statutory Auditors
3 Brook Business Centre
Cowley Mill Road
Middlesex
UB8 2FX
Date:
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TCS MEDIA GROUP LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
REGISTERED NUMBER: 11045637
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 17 to 32 form part of these financial statements.
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TCS MEDIA GROUP LIMITED
REGISTERED NUMBER: 11045637
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 17 to 32 form part of these financial statements.
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TCS MEDIA GROUP LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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TCS MEDIA GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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TCS MEDIA GROUP LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
TCS Media Group Limited is a company limited by shares, incorporated in England and Wales. The address of the registered office is Unit 5.29, Grand Union Studios, 332 Ladbroke Grove, London, W10 5AD .
The principal activity of the group is that of an independent advertising media agency. The company is a holding company.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.
The following principal accounting policies have been applied:
The directors note that the company and group are trading adequately and have sufficient working capital and other finance available to continue trading for a period of not less than 12 months from the date of approval of these financial statements. As such, the directors believe that there are no significant uncertainties in their assessment of whether the business is a going concern and therefore have prepared the accounts on a going concern basis.
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
If, unusually, the outcome of a transaction cannot be measured reliably, only that element which is known to be recoverable is recognised as turnover.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group’s share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of comprehensive income over its useful economic life of 10 years.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both the straight-line method and reducing balance method..
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of comprehensive income.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of comprehensive income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of financial position date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
∙
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The group has an invoice discounting agreement over its trade debts. The accounting policy is to:
• include trade debtors with recourse within trade debtors due within one year; • if at year end, drawn down account is in a debit position with the facility provider it is included as cash and cash equivalents. If however, it is in a credit position it is included within other creditors due within one year; and • charge invoice discounting fees and interest to the Statement of comprehensive income when incurred.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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. The key sources of estimation uncertainty are considered to be the value of the investment and the value of goodwill. Determining whether the investment or goodwill is impaired requires an estimation of the value in use. The value in use requires the entity to estimate future cash flows expected to arise and a suitable discount rate in order to calculate the present value.
Analysis of turnover by country of destination:
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
11.Taxation (continued)
In the March 2021 Budget it was announced that the UK corporation tax rate would increase to 25% from 1 April 2023 for profits over £250,000. There are no other significant factors that may affect future tax charges.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Profit and loss account
The group operates a defined contributions pension scheme. The pension costs charges represents contributions payable by the group to the fund and amounted to £142,849 (2022 - £223,955).
Contributions totalling £21,765 (2022 - £190,164) were payable to the fund at the reporting date.
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TCS MEDIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The ultimate controlling party is
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