Registered number: 12567769
INTERNATIONAL LITERARY PROPERTIES UK LIMITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2023
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
REGISTERED NUMBER: 12567769
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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Equity attributable to owners of the parent Company
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Non-controlling interests
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
REGISTERED NUMBER: 12567769
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 5 to 19 form part of these financial statements.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
REGISTERED NUMBER: 12567769
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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Profit and loss account brought forward
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Other changes in the profit and loss account
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Profit and loss account carried forward
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
REGISTERED NUMBER: 12567769
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023
The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 5 to 19 form part of these financial statements.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
International Literary Properties UK Ltd (the "Company") is a private company limited by share capital, incorporated under the UK Companies Act 2006 and domiciled in England. The address of the Company's registered office is 7 East Pallant, Chichester, West Sussex, United Kingdom, PO19 1TR.
2.Accounting policies
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Summary of significant accounting policies
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The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all reporting periods presented, unless otherwise stated.
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Basis of preparation of financial statements
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The financial statements of the Company have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland, and the UK Companies Act 2006.
The preparation of financial statements in conformity with Financial Reporting Standard 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's accounting policies.
Details of those estimates and/or judgments made in applying the Company's accounting policies towards the preparation of these financial statements that may be considered as yielding a significant risk of a material adjustment being made to the carrying amounts of assets and/or liabilities reported in the balance sheet during the next financial reporting period are disclosed in note 3 to the financial statements.
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 consolidated financial statements present the results of the Company and its subsidiary undertakings as if they were a single entity (i.e. "Group") up to the balance sheet date.
Intercompany transactions and balances between subsidiary undertakings are eliminated in full on consolidation. A subsidiary undertaking is an entity controlled by the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where a subsidiary undertaking applies alternative accounting policies to that applied by the Company, adjustments on application of the Company's accounting policies are made to the financial statements of the subsidiary undertaking prior to consolidation.
The consolidated financial statements incorporate the results of business combinations by applying the share of net assets principle under the acquisition method.
The cost of a business combination is the sum of the fair value of consideration payable as monetary assets and/or issued equity, liabilities incurred and/or assumed on acquisition and other costs directly attributable to the business combination. Where control is achieved in stages the cost of a business combination is determined with respect to the staging date.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Basis of consolidation (continued)
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In the consolidated balance sheet, the acquiree's identifiable assets and 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 upon which control is achieved.
Acquired operations are deconsolidated from the date control ceases to be held.
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Functional and presentational currency
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Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the "functional currency").
The functional currency of the Company, and the currency in which the financial statements are presented (the "presentational currency"), is 'Pounds Sterling' (£) rounded to the nearest single unit of currency.
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Foreign currency translation
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Foreign currencies are translated into the functional (and presentational) currency using the exchange rates prevailing at the date of the respective transaction or valuation where items are re-measured.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial reporting period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
In assessing whether the going concern basis remains appropriate for the preparation of the Company's individual and consolidated financial statements, the directors have reviewed the principal and emerging risks of the Company and its subsidiary undertakings, access to funding and liquidity position and financial performance up to the date these financial statements were approved and expected financial performance over the 18 months following the balance sheet date.
Based on their assessment, the directors are of the conclusion that the Company and its subsidiary undertakings will have, available at its disposal, adequate resources to continue in operational existence for the foreseeable future.
While there will always remain an inherent uncertainty, the directors have no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the Company and its subsidiary undertakings to continue as a going concern and therefore consider it both appropriate to continue to adopt the going concern basis in preparing the Company's individual and consolidated financial statements and to not recognise any adjustments in the financial statements that would arise if the going concern basis were to become no longer appropriate.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Turnover comprises revenue receivable by the Company and its Group in respect of the following; all of which are exclusive of Value Added Tax:
∙Rights granted to third parties;
∙Royalties and advances receivable from the exploitation of intellectual property in connection with rights, titles and interest held by the Company in literary estates; and
∙Management and servicing fees
Revenue in respect of rights granted is recognised in accordance with the invoicing schedule outlined in the underlying agreement with amounts accrued and/or deferred where applicable to reflect the granted period outstanding as at the balance sheet date.
Revenue in respect of royalties and advances receivable is recognised as and when the Company receives notification of amounts due, during the reporting period, with amounts accrued and/or deferred where applicable in accordance with the terms of the underlying contract.
Revenue in respect of management and servicing fees is recognised on provision of services with amounts accrued and/or deferred in accordance with the timing of invoices.
Finance costs are charged to profit or loss over the term of the debt instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Exceptional items are items that are unusual because of their size, nature or incidence and which the directors consider should be disclosed separately to enable a full understanding of the Company's individual and consolidated group results.
Taxation comprises of income and/or corporate taxation ("current taxation") and deferred taxation recognised solely in profit or loss.
Current taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date where taxable income is generated by the Group through its business operations.
Deferred taxation is recognised on temporary differences arising between the tax bases of assets and liabilities and their respective carrying amounts in the financial statements. Deferred taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date expected to apply when the related deferred tax asset/liability is realised/settled.
Deferred tax assets are recognised only to the extent that it is sufficiently probable that future taxable profits will be available against which the temporary differences can be utilised.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Intangible assets comprise of the following:
Goodwill on acquisition of subsidiary undertakings
On initial recognition, such assets are measured at cost and subsequently measured at cost less accumulated amortisation and accumulated impairment losses with any related expenditure previously recognised in profit or loss not recognised as an asset in a subsequent period.
Goodwill is amortised on a straight line basis to profit or loss over its useful economic life of ten to twenty years.
Purchased rights, titles and interest held in literary estates
On initial recognition, such assets are measured at cost and subsequently measured at cost less
accumulated amortisation and accumulated impairment losses.
Amortisation is provided on a straight line basis to profit or loss over the assets' useful economic life equal to the term assigned upon acquisition during which the underlying economic benefits are made available to the Group.
Fixed asset investments comprise of the following:
Holdings in unlisted company shares of subsidiary undertakings
Such holdings are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at cost less provision for impairment at the balance sheet date.
Investments in limited liability partnerships
A limited liability partnership ("LLP") is a joint arrangement where two or more parties undertake an economic activity as partners via a separate corporate vehicle in which some or all partners (depending on the jurisdiction) have limited liabilities.
The Company accounts for its interests in LLPs using the equity method. Under this method, the Company recognises its investment in the LLP at cost and subsequently adjusts this for its share of profits or losses, recognised in profit or loss within non-operating items, and accumulated provision for impairment.
The Company and its Group only enter into basic financial instrument transactions that result in the recognition of financial assets and liabilities; with said financial assets and liabilities classified in accordance with the substance of the underlying contractual obligations rather than its legal form.
Financial assets and liabilities are recognised in the balance sheet upon becoming party to the contractual provisions of the instrument. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or the financial asset is transferred along with substantially all the risks and rewards of ownership of the asset to another party.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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Financial liabilities are derecognised only when the underlying obligations are discharged, cancelled or expired.
The measurement of specific financial assets, financial liabilities and equity held by the Company and its Group is as outlined in notes 2.15 to 2.18 below.
Debtors, excluding deferred tax assets (see note 2.11), are initially measured at transaction price (i.e fair value) and subsequently held at transaction price less provision for impairment.
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Cash and cash equivalents
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Cash balances are reported as being financial instruments classified as short term receivables and are represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours and subject to an insignificant risk of changes in value. Cash balances are held at floating interest rates linked to UK bank rates.
Creditors, including loans issued and repayable within one year of the balance sheet date, are initially measured and subsequently held at transaction price (i.e fair value).
Ordinary share capital, shown in equity, is initially measured and subsequently held at its nominal value. Where the transaction price for issued shares exceeds their nominal value, the difference is shown under equity in a share premium account with any directly attributable transaction costs associated with the issuing of said shares deducted from said share premium account.
Equity dividends are recognised in the reporting period in which they become legally payable.
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Provisions for liabilities
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Provisions are made where an event has taken place that gives the Company and its Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company and its Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the balance sheet.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Judgments in applying accounting policies and key sources of estimation uncertainty
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In the application of the Company's accounting policies, the directors are required to make judgments, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. Although the expected outcome of said estimates and assumptions will, by definition, seldom equal the related actual results; estimates and judgments made are continually re-evaluated and are based on historical experience as well as other factors, including expectations of future
events that are believed to be reasonable under the circumstances.
The judgments, estimates and assumptions that are considered to have a significant risk of causing a material adjustment to the carrying amounts of assets and/or liabilities within the next financial period are addressed below:
Determination of the residual value of fixed asset investments held
Fixed asset investments are reported at transaction price less provision for impairment.
In determining the residual value and therefore the provision for impairment, the directors consider the expected proceeds currently receivable on disposal taking into account expected future earnings and, where possible, externally available market prices. Where relevant, this will require estimation of the future cash flows from the underlying asset and application of appropriate discount rates in order to reflect the time value when calculating the net present value of those cash flows.
Determination of the residual value of rights, titles and interests held
Rights, titles and interests are reported at cost less accumulated amortisation and accumulated impairment losses.
In determining the residual value and therefore the provision for impairment, the directors consider the expected proceeds currently receivable on disposal if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices and, where relevant, this will require estimation of the future cash flows from the underlying asset and application of appropriate discount rates in order to reflect the time value when calculating the net present value of those cash flows.
Recoverable value of debtors
Debtors are reported at transaction price less provision for impairment.
When assessing the recoverable value of debtors, the directors consider externally available and internal sources of information such as historic and expected market activity, ageing profile, historical experience and, in the case of amounts owed by connected parties, the forecasted financial performance and expected cash flows of the connected party.
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The average monthly number of employees, including directors, during the year was 1 (2022 - 1).
In accordance with UK legislation, office holders (i.e. registered company directors or secretaries) of the Company are not employees of the Company on the grounds that they are not party to a contract with the Company that meets the criteria for status of an employee.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Rights, titles and interest held
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Goodwill on consolidation
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Negative goodwill on consolidation
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On acquisition of subsidiaries
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On disposal of subsidiaries
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Charge for the year on owned assets
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Excluding goodwill and negative goodwill on consolidation, the intangible assets which are material to the financial statements comprise of the Group's share in the rights, titles and interests of multiple authors held at a carrying value of £2,842,128 which have a remaining amortisation period ranging from 14 to 23.83 years as at the balance sheet date and copyrights held at a carrying value of £1,133,990; the term for which is scheduled to expire in 2059.
The directors are of the opinion that in respect of intangible assets held, as disclosed above, there are no significant indicators of impairment that would justify a provision towards a diminution in value to be made.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
5.Intangible assets (continued)
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Rights, titles and interest held
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Company
The Company held no tangible fixed assets during the current or preceding financial reporting periods.
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Investments in subsidiary companies
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Investments in subsidiary undertakings comprise of equity holdings in the following non-publicly traded entities, all of which are domiciled in England and whose registered office address is 7 East Pallant, Chichester, West Sussex, PO19 1TR:
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Eric Ambler Literary Management Limited
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Eric Ambler Literary Management Limited
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Maigret Productions Limited
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UK Companies Act 1948 to 1967
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Limited Liability Partnerships Act 2000
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WorldWrites Holdings Limited
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All investments are held indirectly except for WorldWrites Holdings Limited.
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Due after more than one year
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Amounts owed by group undertakings
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Prepayments and accrued income
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Debtors falling due within one year are non-interest bearing and, in the opinion of the directors, of a fair value not materially different to their carrying value.
Amounts owed by group undertakings falling due within one year are also unsecured and repayable on demand with no fixed date for repayment.
At the balance sheet date, the provision for impairment carried forward against debtors falling due within one year was £nil (2022: £nil).
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings and joint ventures are unsecured, interest-free and repayable on demand with no fixed date of repayment.
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Neither the Company nor its group held any financial instruments that would require specific disclosure under sections 1.12, 11 or 12 of Financial Reporting Standard 102 or paragraph 36 of Schedule 1 to the Companies Act 2006.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Charged to profit or loss
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Charged to profit or loss
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The net provision for deferred taxation assets/(liabilities) carried forward is made up as follows:
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Intergroup transfers of chargeable intangible assets
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Tax losses carried forward
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In the opinion of the directors, group deferred tax assets and liabilities of approximately £50,000 and £10,000 respectively are expected to reverse in the following reporting period.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Charged to profit or loss
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Provisions towards commissions payable by the Group are in respect of amounts the Company is obligated to pay on termination of an agency agreement between a fellow group undertaking and an unconnected third party agent.
Movements are derived based on the terms of the settlement on termination, financial performance of the rights, titles and interest subject to the original agency agreement and amounts determined as payable during the year based on the aforementioned.
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Charged to profit or loss
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Share premium account
The share premium account includes any and all premiums received on issue of share capital. Any directly attributable transaction costs associated with the issuing of shares are deducted from the share premium account.
Other reserves
Other reserves carried forward as at the balance sheet date comprises solely of equity on step acquisition of investments in group undertakings with no change in control.
Profit and loss account
The profit and loss account includes all current and prior period retained profits and (losses) net of amounts transferred to other reserves and amounts distributed as dividends to equity shareholders.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
During a prior reporting period, the Company entered into an agreement to acquire a share in the rights, titles and interest held in certain literary estates for a purchase price of £1,600,000 of which £600,000 of the purchase price is contingent on the exploitation of the underlying rights, titles and interest achieving specific financial targets during the three years ending 31 December 2026.
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Related party transactions
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The Company has taken advantage of the exemptions provided by Section 33 of Financial Reporting Standard 102 from the requirement to disclose transactions undertaken or balances carried forward as at the balance sheet date between the Company and:
∙The subsidiary undertakings, outlined in note 7, as said transactions and balances have been eliminated in full on consolidation; and
∙All other wholly-owned undertakings of the group of which the Company is a wholly-owned undertaking of.
There were no other related party transactions and/or period end balances to report in accordance with the Companies Act 2006 and Section 1A of Financial Reporting Standard 102 as part of these financial statements.
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The Company's immediate parent company is International Literary Properties LLC, a company incorporated under the applicable legislature of the state of Delaware, USA which holds a 100% interest in the total voting rights of International Literary Properties UK Limited.
The ultimate controlling party of the Company is FBT Holdings LLC, a company incorporated under the applicable legislature of the state of Delaware, USA.
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INTERNATIONAL LITERARY PROPERTIES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.
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In their report, the auditors emphasised the following matter without qualifying their report:
For the year ended 31 December 2023, the following subsidiaries were entitled to exemption from audit under section 479 of the Companies Act 2006 and members have not required the subsidiaries to obtain an audit for the year ended 31 December 2023 in accordance with section 476 of the Companies Act 2006:
Eric Ambler Literary Management Limited - UK Company No. 06555594
Maigret Productions Limited - UK Company No. 09064484
Robert Bolt Limited - UK Company No. 01031028
The Harold Blundell LLP - UK Company No. OC388196
Wheatley Books Limited - UK Company No. 06449387
As part of our work, we carried out appropriate enquiries on those subsidiaries in order to obtain sufficient audit evidence to support our audit opinion above on the consolidated group financial statements for the year ended 31 December 2023.
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The audit report was signed on 30 August 2024 by Richard Paul (senior statutory auditor) on behalf of Nyman Libson Paul LLP.
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