IRIS Accounts Production v24.2.0.383 04327957 Board of Directors 1.1.23 31.12.23 31.12.23 false true false false false true false iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh043279572022-12-31043279572023-12-31043279572023-01-012023-12-31043279572021-12-31043279572022-01-012022-12-31043279572022-12-3104327957ns15:EnglandWales2023-01-012023-12-3104327957ns14:PoundSterling2023-01-012023-12-3104327957ns10:Director12023-01-012023-12-3104327957ns10:PrivateLimitedCompanyLtd2023-01-012023-12-3104327957ns10:SmallEntities2023-01-012023-12-3104327957ns10:AuditExempt-NoAccountantsReport2023-01-012023-12-3104327957ns10:SmallCompaniesRegimeForDirectorsReport2023-01-012023-12-3104327957ns10:SmallCompaniesRegimeForAccounts2023-01-012023-12-3104327957ns10:FullAccounts2023-01-012023-12-310432795712023-01-012023-12-3104327957ns10:Director22023-01-012023-12-3104327957ns10:RegisteredOffice2023-01-012023-12-3104327957ns5:CurrentFinancialInstruments2023-12-3104327957ns5:CurrentFinancialInstruments2022-12-3104327957ns5:ShareCapital2023-12-3104327957ns5:ShareCapital2022-12-3104327957ns5:RetainedEarningsAccumulatedLosses2023-12-3104327957ns5:RetainedEarningsAccumulatedLosses2022-12-3104327957ns5:IntangibleAssetsOtherThanGoodwill2023-01-012023-12-3104327957ns5:IntangibleAssetsOtherThanGoodwill2022-12-3104327957ns5:IntangibleAssetsOtherThanGoodwill2023-12-3104327957ns5:IntangibleAssetsOtherThanGoodwill2022-12-3104327957ns5:PlantMachinery2022-12-3104327957ns5:ComputerEquipment2022-12-3104327957ns5:PlantMachinery2023-01-012023-12-3104327957ns5:ComputerEquipment2023-01-012023-12-3104327957ns5:PlantMachinery2023-12-3104327957ns5:ComputerEquipment2023-12-3104327957ns5:PlantMachinery2022-12-3104327957ns5:ComputerEquipment2022-12-3104327957ns5:WithinOneYearns5:CurrentFinancialInstruments2023-12-3104327957ns5:WithinOneYearns5:CurrentFinancialInstruments2022-12-310432795712023-01-012023-12-31
REGISTERED NUMBER: 04327957 (England and Wales)















Unaudited Financial Statements For The Year Ended 31st December 2023

for

CELLCAST UK LIMITED

CELLCAST UK LIMITED (Registered number: 04327957)






Contents of the Financial Statements
For The Year Ended 31st December 2023




Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 3


CELLCAST UK LIMITED

Company Information
For The Year Ended 31st December 2023







DIRECTORS: C Gardiner
Ms E Guicharnaud





REGISTERED OFFICE: 33 Priory Road
Southampton
Hampshire
SO17 2HT





REGISTERED NUMBER: 04327957 (England and Wales)





ACCOUNTANTS: Dua & Co. Limited
1st Floor
5 Century Court
Tolpits Lane
Watford
Hertfordshire
WD18 9PX

CELLCAST UK LIMITED (Registered number: 04327957)

Statement of Financial Position
31st December 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 4 15,850 29,750
Tangible assets 5 88,077 107,141
103,927 136,891

CURRENT ASSETS
Debtors 6 1,173,660 1,229,313
Cash at bank 1,085,962 605,439
2,259,622 1,834,752
CREDITORS
Amounts falling due within one year 7 1,682,041 1,290,991
NET CURRENT ASSETS 577,581 543,761
TOTAL ASSETS LESS CURRENT LIABILITIES 681,508 680,652

CAPITAL AND RESERVES
Called up share capital 8 3 3
Retained earnings 9 681,505 680,649
SHAREHOLDERS' FUNDS 681,508 680,652

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26th September 2024 and were signed on its behalf by:





Ms E Guicharnaud - Director


CELLCAST UK LIMITED (Registered number: 04327957)

Notes to the Financial Statements
For The Year Ended 31st December 2023

1. COMPANY INFORMATION

Cellcast UK Limited (the "company") is a private company limited by shares incorporated in England and
Wales. The registered office is 33 Priory Road, Southampton, Hampshire, England, SO17 2HT.

2. ACCOUNTING POLICIES

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, and under the historical cost convention.The disclosure requirements of section 1A 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 £1.

Going concern

During the year ended 31 December 2023, the company recorded a profit of £856. The company has cash of £1,085,962, and net current assets of £577,581 as at 31 December 2023.

The directors have carefully considered whether or not it is appropriate to adopt the going concern basis in preparing the 2023 financial statements. The directors have reviewed the company's detailed cash flow forecast and are satisfied that the company will be able to meets its debts as they fall due for the foreseeable future. The company continues to generated positive earnings before interest, tax, depreciation, and amortisation in 2024. The company's detailed cash flow forecast shows the company increasing the level of its cash balance for the medium and long term based on continued profitability.

For these reasons, the directors continue to adopt the going concern basis of accounting in preparing these financial statements.

Turnover
Turnover represents the amounts receivable in relation to broadcast related income.

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of discounts, VAT and other sales related taxes.

Turnover from customers interacting with the company's television shows is recognised immediately as the service is rendered at the time of the call or SMS/online interaction. Turnover is included in broadcast related income.

Broadcast related income also includes turnover from the novation of the company's rights to television channels, which is recognised on the date of novation as the company has no further obligations after this date.

Intangible fixed assets other than goodwill
Separately purchased licences are capitalised at cost and amortised over their useful economic life of 10 years.

Tangible fixed assets and depreciation
Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses..

Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:


Computer equipment 20% Straight Line

CELLCAST UK LIMITED (Registered number: 04327957)

Notes to the Financial Statements - continued
For The Year Ended 31st December 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised 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 trade debtors, other debtors, accrued income, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost being transaction price less amounts settled and less any impairment losses.

Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that
occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. The impairment loss is recognised in profit or loss.

Classification of financial liabilities
Financial instruments are classified as liabilities and equity instruments according to the substance of the contractual arrangements entered into.

Basic financial liabilities
Basic financial liabilities, which include trade creditors, other creditors are initially recognised at transaction price and subsequently carried at amortised cost, being transaction price less amounts settled.

Equity instruments
Equity instruments issued by the company are recorded at the fair value of proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Taxation
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date..

Deferred taxation
Deffered tax is calculated at the tax rates that are expected to apply to period when the asset is realised or liability is settled based on tax rates that have been enacted or substantively enacted by reporting date.

Deferred tax is recognised in respect of all timing differences that exist at the Reporting date.

Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different period from their recognition in financial statements. Deferred tax asset are recognised only to the extent that it is possible that they will be recovered by the reversal of deffered tax liabilities or other future taxable profits.

Research and development
Research and development expenditure is written off against profits in the year in which it is incurred.

Foreign exchange
Transactions in currencies other than the functional currency are initially recorded at the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. All translation differences are taken to profit or loss.

Retirement benefits
For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either other debtors or other creditors.

CELLCAST UK LIMITED (Registered number: 04327957)

Notes to the Financial Statements - continued
For The Year Ended 31st December 2023

2. ACCOUNTING POLICIES - continued

Fixed asset investments
Investments in associates are carried at cost and subsequently at cost less impairment. 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.

Other fixed asset investments over which the company has no significant influence are initially measured at transaction price and subsequently measured at cost less any impairment.

Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its fixed assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

The impairment loss is recognised in profit or loss.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 22 (2022 - 21 ) .

4. INTANGIBLE FIXED ASSETS
Other
intangible
assets
£   
COST
At 1st January 2023
and 31st December 2023 786,261
AMORTISATION
At 1st January 2023 756,511
Charge for year 13,900
At 31st December 2023 770,411
NET BOOK VALUE
At 31st December 2023 15,850
At 31st December 2022 29,750

The amortisation charge for the year is recognised within administrative expenses.

CELLCAST UK LIMITED (Registered number: 04327957)

Notes to the Financial Statements - continued
For The Year Ended 31st December 2023

5. TANGIBLE FIXED ASSETS
Plant and Computer
machinery equipment Totals
£    £    £   
COST
At 1st January 2023 2,309,889 205,131 2,515,020
Additions 20,479 - 20,479
At 31st December 2023 2,330,368 205,131 2,535,499
DEPRECIATION
At 1st January 2023 2,202,748 205,131 2,407,879
Charge for year 39,543 - 39,543
At 31st December 2023 2,242,291 205,131 2,447,422
NET BOOK VALUE
At 31st December 2023 88,077 - 88,077
At 31st December 2022 107,141 - 107,141

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 354,084 291,732
Amounts owed by participating interests 382,566 382,566
Other debtors 140,319 52,495
Accrued income & Prepayments 296,691 502,520
1,173,660 1,229,313

During the year, an impairment loss of £nil (2022: £6,086) was recognised by the company in respect of bad debts. This amount is included within administrative expenses.

Amounts owed by group undertakings are unsecured, interest free and have no fixed date of repayment.These amounts are repayable on demand. The company expects repayment of these amounts after more than one year from the reporting day.

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 427,804 486,766
Social security and other taxes 34,933 33,538
VAT 63,837 65,515
Other creditors 22,194 12,830
Accruals and deferred income 1,133,273 692,342
1,682,041 1,290,991

8. CALLED UP SHARE CAPITAL

2023 2022 2023 2022
Ordinary share capital Number Number £ £
Issued and fully paid
ordinary shares of 3p each 100 100 3 3

9. RESERVES

Share premium account
The share premium account represents the premium paid on issue of ordinary shares in excess of their nominal value.

Profit and loss reserves
Cumulative profit and loss and capital contributions net of distributions to owners.

CELLCAST UK LIMITED (Registered number: 04327957)

Notes to the Financial Statements - continued
For The Year Ended 31st December 2023

10. POST BALANCE SHEET EVENTS

On 1 July 2024, the company sold its online platform to a third party for £250,000.

11. PARENT COMPANY

The company's immediate and ultimate parent undertaking is Com&Tel Media Limited.

12. ASSOCIATES

Details of the company's associate at 31 December 2023 is as follows:

Name of undertaking Registered office Nature of business Class of Shares held % Held Direct Indirect

Global Gaming 13/F, Times, Investment management Ordinary 49.00
Limited Tower, 391-407
Jaffe Road,
Wanchai, Hong


The directors have assessed that the company has significant influence but not control over Global Gaming Limited and therefore have accounted for the investment as an associate.

At the reporting date the directors consider the company's interest in the associate to be irrecoverable.

As at 31 December 2023, the amount due from the associate after provision for impairment stood at £nil (2022: £nil).

13. SIGNIFICANT UNDERTAKINGS

The company has a significant holding in an undertaking which is not a subsidiary of the company and is not classified as a joint venture or associated undertaking:

Name of undertaking Registered office Nature of business Class of shares held % Held Direct Indirect

2Giraffes LLP 255 Poulton Road, Global provider of Ordinary 35.00
Wallasey, Wirral internet content
CH4448T

The market value of this investment is not readily available because the investment is not in publically traded equities with a quoted market price and the directors do not consider that a reliable estimate of fair value can be made. Therefore the investment is accounted for using the cost model.

The directors do not consider that 'significant influence' is exercised by the company over 2Giraffes LLP and therefore, despite the holding of 35%, the investment is not accounted for as an associate undertaking. This is on the basis that a sole member has the remaining 65% holding and the company does not have voting rights.

At the reporting date the directors consider the company's interest in 2Giraffes LLP to be irrecoverable.

As at 31 December 2023, the carrying amount of the investment in 2Giraffes LLP after provision for
impairment stood at £nil (2022: Nil).