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Registered number: 01678553









THEATRE OF COMEDY COMPANY LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
COMPANY INFORMATION


Directors
D L Taffner Jr 
J Cotugno 




Company secretary
R Chester



Registered number
01678553



Registered office
210 Shaftesbury Avenue

London

WC2H 8DP




Independent auditors
Nyman Libson Paul LLP
Chartered Accountants & Registered Auditors

124 Finchley Road

London

NW3 5JS





 
THEATRE OF COMEDY COMPANY LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Profit and Loss Account
 
9
Statement of Comprehensive Income
 
10
Balance Sheet
 
11
Statement of Changes in Equity
 
12 - 13
Statement of Cash Flows
 
14
Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 33


 
THEATRE OF COMEDY COMPANY LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The principal activity of the company continued to be that of theatrical management, presentation of shows and the owning and operating of the Shaftesbury Theatre.   

Business review
 
2023 saw a tight change of shows in Q2 which resulted in only 5 weeks of the year not welcoming audiences into the Theatre.  2023 was also the start of a new collaborative relationship between the Theatre and the Producers of the new 2023 Musical, which saw an agreement reached for the presentation of a range of musicals at the Theatre for a set period beyond 2024.  
This agreement would allow the Theatre’s Management to actively plan further developments to the building during 2024 and beyond.
The additional Front of House works were completed in 2023 with the Theatre inviting quests into its new VIP areas in the year.  The company successfully launched its Events business and with further planned investment in this area, the company has confidence that this will also expand the Theatre’s reach outside the Theatre Industry.
At the end of 2023 the Directors acknowledged that its current Chief Executive planned to retire at the end of 2024.  A succession plan was put in place with the search for the new Chief Executive commencing in early 2024 with the new appointment commencing in Q4.
The Senior Management are confident that with the current popular production in situ and the new arrangement in place for future Productions, the company will generate sufficient working capital to continue to repay its debt obligations as they fall due.
The Directors have reasonable expectation that the company has adequate resources to continue operationally for a period of at least 12 months.

Principal risks and uncertainties
 
The company faces competitive pressures from other theatre owning groups in London to attract and stage productions at its theatre. There is also the risk that once the production is in the theatre it is not popular with the public. The company carefully manages this risk by working specifically under the new Agreement with the Producers to select the production we both think is most suitable and likely of being successful. The Directors and Management of the company are able to react quickly to producer queries and are able also to maintain and develop strong relationships with new and continuing producers both in the UK and worldwide.
The company's principal financial instruments comprise cash, bank and other loans, debtors and trade and other creditors arising from the normal course of business. The main financial risks to which the company is exposed include liquidity and cash flow risk. These risks are managed by ensuring sufficient liquidity is available to meet liabilities as they fall due.

Page 1

 
THEATRE OF COMEDY COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Financial key performance indicators
 
Given the nature of the business and the close involvement of the shareholders in the running of the business, the company's directors are of the opinion that analysis using KPIs is not necessary for an understanding of the development, performance or position of the business.

Future developments
The company’s management continues to build strong relationships within the industry to ensure that its principal asset, the Shaftesbury Theatre, is occupied with popular and high quality productions. It has entered into an agreement with Producers of the current Production that secures the programming and allows for active timetabling of productions to reduce the length of time the theatre is unoccupied over a period in the short to medium term. 
To ensure that the theatre remains an attractive venue, the company has a planned rolling repairs, renewals and refurbishment programme which further enhances both back and front of house operations for the company’s end users.
Monitoring the performance of productions during their run and working in partnership with the producers allows effective planning for scheduling shows with the theatre.


This report was approved by the board on 7 October 2024 and signed on its behalf.



J Cotugno
Director

Page 2

 
THEATRE OF COMEDY COMPANY 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.

Directors

The directors who served during the year were:

D L Taffner Jr 
J Cotugno 

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report 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 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 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 for the company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £1,477,708 (2022: £804,426).

No dividends were paid during the year and the directors do not recommend the payment of a dividend.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and

the director has 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's auditors are aware of that information.

Page 3

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

The auditorsNyman Libson Paul LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 7 October 2024 and signed on its behalf.
 





J Cotugno
Director

Page 4

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THEATRE OF COMEDY COMPANY LIMITED
 

Opinion


We have audited the financial statements of Theatre of Comedy Company Limited (the 'company') for the year ended 31 December 2023, which comprise the Profit and Loss Account, the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 December 2023 and of its profit for the year 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 Auditors' 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 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.


Conclusions relating to going concern


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 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.


Page 5

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THEATRE OF COMEDY COMPANY LIMITED (CONTINUED)


Other information


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 ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the 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 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 Directors' Report.


We have nothing to report in respect of the following matters in relation to which 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.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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.


Page 6

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THEATRE OF COMEDY COMPANY 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 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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, reading minutes of meetings of those charged with governance, enquiries with management and review of accounting estimates. There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.


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.


Page 7

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THEATRE OF COMEDY COMPANY LIMITED (CONTINUED)


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 2006Our 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.





Paul Taiano (Senior Statutory Auditor)
  
for and on behalf of
Nyman Libson Paul LLP
 
Chartered Accountants
Registered Auditors
  
124 Finchley Road
London
NW3 5JS

7 October 2024
Page 8

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
26,284,213
17,093,739

Cost of sales
  
(19,892,375)
(11,690,777)

Gross profit
  
6,391,838
5,402,962

Distribution costs
  
(2,210,180)
(1,896,711)

Administrative expenses
  
(1,851,105)
(1,951,000)

Operating profit
 5 
2,330,553
1,555,251

Interest receivable and similar income
 10 
3,265
2,070

Interest payable and similar expenses
 11 
(804,148)
(544,371)

Profit before tax
  
1,529,670
1,012,950

Tax on profit
 12 
(51,962)
(208,524)

Profit for the financial year
  
1,477,708
804,426

The notes on pages 16 to 33 form part of these financial statements.

Page 9

 
THEATRE OF COMEDY COMPANY LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£


Profit for the financial year

  

1,477,708
804,426

Other comprehensive income
  


Deferred tax movement
  
(285,837)
(434,902)

Other comprehensive income for the year
  
(285,837)
(434,902)

Total comprehensive income for the year
  
1,191,871
369,524

The notes on pages 16 to 33 form part of these financial statements.

Page 10

 
THEATRE OF COMEDY COMPANY LIMITED
REGISTERED NUMBER: 01678553

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 13 
32,696,440
32,240,275

Investments
 14 
2
2

  
32,696,442
32,240,277

Current assets
  

Stocks
 15 
29,555
39,208

Debtors: amounts falling due within one year
 16 
1,601,271
1,482,007

Cash at bank and in hand
 17 
3,778,353
3,255,055

  
5,409,179
4,776,270

Creditors: amounts falling due within one year
 18 
(12,761,234)
(6,038,882)

Net current liabilities
  
 
 
(7,352,055)
 
 
(1,262,612)

Total assets less current liabilities
  
25,344,387
30,977,665

Creditors: amounts falling due after more than one year
 19 
(6,647,532)
(13,810,480)

Provisions for liabilities
  

Deferred tax
 22 
(2,054,643)
(1,716,844)

  
 
 
(2,054,643)
 
 
(1,716,844)

Net assets
  
16,642,212
15,450,341


Capital and reserves
  

Called up share capital 
 23 
578,124
578,124

Share premium account
  
342,954
342,954

Revaluation reserve
  
4,806,050
5,091,887

Capital redemption reserve
  
46,332
46,332

Other reserves
  
192,468
438,967

Profit and loss account
  
10,676,284
8,952,077

  
16,642,212
15,450,341


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 7 October 2024.



J Cotugno
Director

Page 11

 

 
THEATRE OF COMEDY COMPANY LIMITED


 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



Called up share capital
Share premium account
Capital redemption reserve
Revaluation reserve
Other reserves
Profit and loss account
Total equity


£
£
£
£
£
£
£


At 1 January 2023
578,124
342,954
46,332
5,091,887
438,967
8,952,077
15,450,341



Comprehensive income for the year


Profit for the year
-
-
-
-
-
1,477,708
1,477,708


Deferred tax movement
-
-
-
(285,837)
-
-
(285,837)

Total comprehensive income for the year
-
-
-
(285,837)
-
1,477,708
1,191,871


Transfers between reserves
-
-
-
-
(246,499)
246,499
-



Total transactions with owners
-
-
-
-
(246,499)
246,499
-



At 31 December 2023
578,124
342,954
46,332
4,806,050
192,468
10,676,284
16,642,212



The notes on pages 16 to 33 form part of these financial statements.

The revaluation reserve arose on the revaluation of land and buildings and is stated net of deferred tax of £2,097,926 (2022: £1,812,089).
Other reserves are non-distributable and represent the unamortised value of financing transactions at their discounted net present value.

Page 12

 

 
THEATRE OF COMEDY COMPANY LIMITED


 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022



Called up share capital
Share premium account
Capital redemption reserve
Revaluation reserve
Other reserves
Profit and loss account
Total equity


£
£
£
£
£
£
£


At 1 January 2022
578,124
342,954
46,332
5,526,789
453,885
7,917,023
14,865,107



Comprehensive income for the year


Profit for the year
-
-
-
-
-
804,426
804,426


Deferred tax movement
-
-
-
(434,902)
-
-
(434,902)

Total comprehensive income for the year
-
-
-
(434,902)
-
804,426
369,524


Transfer between reserves
-
-
-
-
(230,628)
230,628
-


Additions on discounted financing transactions
-
-
-
-
215,710
-
215,710



Total transactions with owners
-
-
-
-
(14,918)
230,628
215,710



At 31 December 2022
578,124
342,954
46,332
5,091,887
438,967
8,952,077
15,450,341



Page 13

 
THEATRE OF COMEDY COMPANY LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
1,477,708
804,426

Adjustments for:

Depreciation of tangible assets
168,255
175,665

Interest paid
804,148
544,371

Interest received
(3,265)
(2,070)

Taxation charge
51,962
208,524

Decrease/(increase) in stocks
9,653
(14,999)

(Increase) in debtors
(520,390)
(548,028)

Decrease/(increase) in amounts owed by groups
401,126
(242,722)

Increase in creditors
65,240
3,338,044

Increase in amounts owed to groups
27,044
352,550

Corporation tax received
-
103,173

Net cash generated from operating activities

2,481,481
4,718,934


Cash flows from investing activities

Purchase of tangible fixed assets
(624,420)
(2,570,151)

Interest received
3,265
2,070

Net cash from investing activities

(621,155)
(2,568,081)

Cash flows from financing activities

Repayment of loans
(779,379)
(808,264)

Other new loans
246,499
750,000

Interest paid
(804,148)
(313,743)

Net cash used in financing activities
(1,337,028)
(372,007)

Net increase in cash and cash equivalents
523,298
1,778,846

Cash and cash equivalents at beginning of year
3,255,055
1,476,209

Cash and cash equivalents at the end of year
3,778,353
3,255,055


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
3,778,353
3,255,055

3,778,353
3,255,055


Page 14

 
THEATRE OF COMEDY COMPANY LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023





At 1 January 2023
Cash flows
Other non-cash changes
At 31 December 2023
£

£

£

£

Cash at bank and in hand

3,255,055

523,298

-

3,778,353

Debt due after 1 year

(13,810,480)

8,099,405

(936,457)

(6,647,532)

Debt due within 1 year

(782,289)

(6,632,640)

2,572

(7,412,357)


(11,337,714)
1,990,063
(933,885)
(10,281,536)

The notes on pages 16 to 33 form part of these financial statements.

Page 15

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Theatre of Comedy Company Limited is a private company limited by shares and incorporated in England. The company operates the Shaftesbury Theatre in London and its income is derived from box office, merchandise and bar sales, theatre rental and royalties. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared on a going concern basis under the historical cost convention as modified by the revaluation of land and buildings measured at fair value through profit and loss and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the United Kingdom 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 management to exercise judgment in applying the Company's accounting policies (see note 3).

 
2.2

Going concern

The company meets its day to day working capital requirements through its own funds and available banking facilities.
The Directors and Senior Management continue to work closely with the producers of the current production and those of future productions secured for the theatre.  They are confident that these productions in both the short and long term will prove to be popular and will allow the company to generate the working capital required to repay its debts as they fall due.  The Directors and Senior Management continued to work closely with the company's bankers and the loan facilities were renewed in September 2024 with repayments due by single payments in September 2029.
After reviewing the company’s forecasts alongside Quarterly Management Reporting, at the time of approving these financial statements the Directors and Senior Management have reasonable expectations that the company has adequate resources to continue its operations for a period of at least 12 months.  The Directors and Senior Management therefore consider it appropriate to adopt the going concern basis in preparing the company’s financial statements. 

Page 16

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts and rebates.
Box office income comprises the sale of tickets for productions held at Shaftesbury Theatre and are recorded net of theatre rent due to the company. Box office receipts are initially credited to deferred income and are recognised as income once the performance to which the advance sale relates has taken place.
Ticketing income comprises fees and commissions which are included within the theatre ticket price and is recognised in the period in which the ticket is sold.
Overhead recoverable income comprises charges to the producers for the use of the theatre assets and expenditure that the production would ordinarily incur during the run of the production.  Overhead recoverable income is recognised in the period in which the overhead expenditure was incurred.
Bar and merchandise income comprises sales of food, drink and merchandise at the theatre and are recognised at the point of sale.  
Theatre rental comprises charges to the producers for use of the theatre during the run of the productions and is recognised in the period in which the theatre rental took place. 
Restoration levy income comprises an additional charge to the theatre ticket price as a contribution to the maintenance of the theatre and is recognised at the point of sale. 

 
2.4

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 17

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.4
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
10-25% straight line
Fixtures and fittings
-
25% straight line

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 profit or loss.

Assets under construction are transferred into the relevant class of asset on completion and are depreciated from the date on which they are bought into use.
Plant and machinery are stated at historical cost less accumulated depreciation and any accumulated impairment losses.  Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable operating in the manner intended by management.  Plant and machinery is depreciated from the date on which they are bought into use.
Land and buildings freehold comprise the Shaftesbury Theatre and offices.  Land and buildings are initially recognised at cost.  After recognition, under the revaluation model, they are carried at fair value determined with sufficient regularity so as to ensure that the carrying value does not differ materially from that which would be determined using fair value at the end of each reporting period.
Such fair values are determined periodically by external valuers, and reviewed annually by the directors, and derived from the current theatre revenues per seat of the theatre, and other comparable theatres, adjusted if necessary for any differences in nature, location or condition.  No depreciation is charged.  Changes in fair value are recognised through other comprehensive income.

 
2.5

Impairment of tangible fixed assets

At each reporting date non-financial assets that are not carried at fair value are assessed to determine whether there is any indication that those assets have suffered an  impairment loss.  If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount.  If the estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately through other comprehensive income.

 
2.6

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 18

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.8

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.9

Debtors

Short term debtors are measured at transaction price, less any impairment.

 
2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management.

 
2.11

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's Balance Sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

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

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The
Page 19

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
Financial instruments (continued)

impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

 
2.12

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost.

Page 20

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.13

Finance costs

Finance costs are charged to theStatement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Interest charged on net present value discounting of financing transactions is recognised in the Statement of Comprehensive Income using the effective interest method.

 
2.14

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.

 
2.15

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.16

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss 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 balance sheet date in the countries where the company operates and generates income.

Deferred tax balances are not recognised in respect of permanent differences.
Deferred 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; and
- Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Page 21

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilites as at the reporting date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates.
Revaluation of freehold property
Land and buildings freehold comprise the Shaftesbury Theatre and offices.  Land and buildings are initially recognised at cost.  After recognition, under the revaluation model, they are carried at fair value determined with sufficient regularity so as to ensure that the carrying value does not differ materially from that which would be determined using fair value at the end of each reporting period.
Such fair values are determined periodically by external valuers, and reviewed annually by the directors, and derived from the current theatre revenues per seat and the value of other comparable theatres, adjusted if necessary for any differences in nature, location or condition.  No depreciation is charged.  Changes in fair value are recognised through other comprehensive income.
Accruals
The company makes an estimate of accruals at the year end based on invoices received after the year end and work undertaken which has not been invoiced based on quotations or estimates of amounts that may be due for payment.
Tangible assets
Tangible assets are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending upon a number of factors. In re-assessing the assets' lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account.
Impairment of debtors
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment, management considers factors including the current credit rating of the debtor, the ageing profile and historical experience. 
Effective rate of interest
In determining the discounted net present value of loans provided at less than market value, in accordance with Financial Reporting Standard 102, the effective rate of interest used is the principal source of estimation uncertainty.
The effective rate of interest used is based on management's judgment of a suitable market rate of interest, by reference to readily available market information for similar loans where this is an active market and other readily available information for similar loans where there is no active market.

Page 22

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Box office
21,399,290
13,352,963

Front of house income
2,300,051
1,498,051

Theatre overheads recovered
2,472,477
2,155,659

Other
112,395
87,066

26,284,213
17,093,739


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
26,284,213
17,093,739

26,284,213
17,093,739



5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Other operating lease rentals
2,485
22,984


6.


Auditors' remuneration

During the year, the company obtained the following services from the company's auditors:


2023
2022
£
£

Fees payable to the company's auditors for the audit of the company's financial statements
24,750
23,000

Fees payable to the company's auditors for the provision of non-audit services
5,750
5,000

Page 23

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
2,974,316
2,600,450

Social security costs
304,715
274,107

Cost of defined contribution scheme
60,875
54,005

3,339,906
2,928,562


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Management
12
11



Technical staff
25
23



Front of house
45
41

82
75


8.


Directors' remuneration

During the year, no directors received any emoluments (2022: £nil).





9.

Key management remuneration

During the year key management remuneration was as follows:

2023
2022
        £
        £
Remuneration

647,872

547,094
 

647,872

547,094
 

Page 24

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Interest receivable

2023
2022
£
£


Other interest receivable
3,265
2,070

3,265
2,070


11.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
557,649
313,743

Interest charged on discounted financing transactions
246,499
230,628

804,148
544,371


12.


Taxation


2023
2022
£
£



Deferred tax


Origination and reversal of timing differences
(24,541)
20,494

Unrelieved tax losses
76,503
188,030

Total deferred tax
51,962
208,524


Taxation on profit on ordinary activities
51,962
208,524
Page 25

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
1,529,670
1,012,950


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
359,472
215,294

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
63,038
46,017

Capital allowances for year (in excess of)/less than depreciation
4,477
(28,837)

Utilisation of tax losses
(426,987)
-

Deferred tax:
-
-

Deferred tax on accelerated capital allowances
(24,541)
20,494

Deferred tax on losses brought forward utilised in the year
76,503
-

Change in tax rates
-
(44,444)

Total tax charge for the year
51,962
208,524

Page 26

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Tangible fixed assets





Freehold property
Plant and machinery
Assets under the course of construction
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
31,397,820
1,018,662
389,961
957,929
33,764,372


Additions
-
-
572,287
52,133
624,420


Transfers between classes
962,248
-
(962,248)
-
-



At 31 December 2023

32,360,068
1,018,662
-
1,010,062
34,388,792



Depreciation


At 1 January 2023
-
713,062
-
811,035
1,524,097


Charge for the year on owned assets
-
101,866
-
66,389
168,255



At 31 December 2023

-
814,928
-
877,424
1,692,352



Net book value



At 31 December 2023
32,360,068
203,734
-
132,638
32,696,440



At 31 December 2022
31,397,820
305,600
389,961
146,894
32,240,275




The net book value of land and buildings may be further analysed as follows:


2023
2022
£
£

Freehold
32,360,068
31,397,819

32,360,068
31,397,819


The directors have taken and received advice on changes in the value of the Theatre supported by an updated valuation commissioned by the company's bankers in September 2023 in support of refinancing negotiations.  The update to the valuation reflects both capital and revenue values of the theatre following the changes to the configuration of the theatre and the addition of further revenue streams. The directors consider the fair value of the theatre to be not materially different to the carrying value of freehold property and plant and machinery of £32,696,440.  In forming their opinion of the fair value, the directors have considered the limited availability of West End theatres available for sale, theatre sale transactions, offers received for the theatre previously and, importantly, completed significant improvements made to the theatre to make it more attractive to theatre producers and the addition of further revenue streams and increased profitability of the theatre due to the successful current production and exciting future productions since the last formal valuation.

Page 27

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

           13.Tangible fixed assets (continued)

If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:

2023
2022
£
£



Cost
25,456,093
24,883,806

Accumulated depreciation
(3,223,785)
(2,666,504)

Net book value
22,232,308
22,217,302


14.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
2



At 31 December 2023
2





Subsidiary undertaking


The following was a subsidiary undertaking of the company:

Name

Registered office

Principal activity

Class of shares

Holding

The Shaftesbury Theatre Limited
210 Shaftesbury Avenue, London, WC2H 8DP
Dormant company
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

The Shaftesbury Theatre Limited
-
2

Page 28

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Stocks

2023
2022
£
£

Raw materials and consumables
29,555
39,208

29,555
39,208



16.


Debtors

2023
2022
£
£


Trade debtors
1,036,981
460,347

Amounts owed by group undertakings
10,882
412,008

Other debtors
478,832
435,983

Prepayments and accrued income
74,576
173,669

1,601,271
1,482,007



17.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
3,778,353
3,255,055

3,778,353
3,255,055



18.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank loans
7,412,357
782,289

Trade creditors
892,267
480,685

Amounts owed to group undertakings
379,594
352,550

Other taxation and social security
498,891
455,993

Other creditors
393,149
396,197

Accruals and deferred income
3,184,976
3,571,168

12,761,234
6,038,882


Page 29

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loans
400,000
7,809,447

Other loans
6,247,532
6,001,033

6,647,532
13,810,480


Bank loans comprise 3 loan facilities provided by the company's bankers.  Loan 1 has a total facility of £5,800,000 and at the reporting date was fully drawn.  Repayment terms of 10 quarterly instalments of £113,725 commenced March 2022 and a full and final repayment in September 2024.  Interest is charged at 2.1% above Bank of England Bank Rate.   Loan 2 has a total facility of £2,600,000 and at the reporting date was fully drawn.  Repayment terms of 11 quarterly instalments of £53,262 commenced March 2022 and a full and final repayment in December 2024.  Interest is charged at 2.1% above Bank of England Bank Rate.  Loan 3 was made under the Coronavirus Business Interuption Loan Scheme and has a total facility of £1,000,000 and at the reporting date was fully drawn.  Repayment terms of 20 quarterly instalments of £50,000 commenced February 2022.  Interest is charged at 3.0% above Bank of England Bank Rate.
The Directors and Senior Management worked closely with the company's bankers and in September 2024 successfully renegotiated the loan facilities with one loan of £3,000,000 and another loan of £4,000,000, both being repayable in full, by a single payment in September 2029. The CBILS was repaid in full in September 2024.
Other  loans comprise a loan from the company's parent undertaking, DLT Entertainment Limited. The loan is interest free.

The following liabilities were secured:

2023
2022
£
£



Bank loans
7,812,357
8,591,736

7,812,357
8,591,736

Details of security provided:

Bank loans are secured by a legal charge over the Shaftesbury Theatre.

Page 30

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Bank loans
7,412,357
782,289


7,412,357
782,289

Amounts falling due 1-2 years

Bank loans
200,000
7,409,447

Other loans
6,247,532
6,001,033


6,447,532
13,410,480

Amounts falling due 2-5 years

Bank loans
200,000
400,000


200,000
400,000


14,059,889
14,592,769



21.


Financial instruments

2023
2022
£
£

Financial assets


Financial assets measured at amortised cost
1,040,785
872,277


Financial liabilities


Financial liabilities measured at amortised cost
15,331,750
15,426,004


Financial assets measured at amortised cost comprise trade debtors and amounts owed from group companies.


Financial liabilities measured at amortised cost comprise trade creditors, bank loans and other loans.

Page 31

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.


Deferred taxation




2023


£






At beginning of year
(1,716,844)


Charged to the profit or loss
(51,962)


Charged to other comprehensive income
(285,837)



At end of year
(2,054,643)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(64,572)
(89,113)

Tax losses carried forward
107,855
184,357

Revaluation of freehold property
(2,097,926)
(1,812,088)

(2,054,643)
(1,716,844)


23.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



578,109 (2022 - 578,109) Ordinary Shares shares of £1.00 each
578,109
578,109
15 (2022 - 15) 'FM' Ordinary Shares shares of £1.00 each
15
15

578,124

578,124



24.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £60,875 (2022: £54,005). Contributions totalling £12,565 (2022: £7,278) were payable to the fund at the reporting date and are included in creditors.

Page 32

 
THEATRE OF COMEDY COMPANY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

25.


Commitments under operating leases

At 31 December 2023 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
3,468
-

Later than 1 year and not later than 5 years
5,491
-

8,959
-


26.


Related party transactions

Turnover includes £82,800 (2022: £63,600) for accountancy services transacted with fellow subsidiaries of the ultimate parent undertaking.  At the reporting date £10,882 (2022: £525,084) was due in respect of these fees.
At the reporting date £6,596,467 (2022: £6,353,583) was due to the immediate and ultimate parent company, the terms of which are disclosed in note 20 to these financial statements.
The company is part of a Composite Accounting Agreement with a fellow subsidiary whereby each company has provided a guarantee to the bank, which is authorised to allow set - off for interest purposes and to use credit balances to offset debit balances. A cross guarantee and debenture exists between the two companies and the fellow subsidiary has provided an unlimited guarantee.


27.


Controlling party

The immediate and ultimate parent company is DLT Entertainment Limited a company registered in the United States of America.
The ultimate controlling party is D L Taffner Jnr.

Page 33