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COMPANY REGISTRATION NUMBER: 13727724
Sister (Kaos) Limited
Financial Statements
29 February 2024
Sister (Kaos) Limited
Financial Statements
Year ended 29 February 2024
Contents
Page
Strategic report
1
Directors' report
2
Independent auditor's report to the members
4
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12
Sister (Kaos) Limited
Strategic Report
Year ended 29 February 2024
PRINCIPAL ACTIVITIES AND BUSINESS REVIEW The principal activity of the company during the year was the development and production of theatrical feature films. At the year end the company had completed production of a television series entitled "Kaos". The directors anticipate formal delivery during the forthcoming period. GOING CONCERN The directors have undertaken a rigorous assessment of whether the company was a going concern when the accounts were prepared, considering all available information about the future, covering a period of 12 months from the date of the approval of the accounts. The directors are not aware of any material uncertainty arising from their assessment that would cast doubt on the company's ability to continue as a going concern. A detailed budget and cashflow have been prepared for the production and delivery of the television series. Funds to meet the cashflow requirements are contractually in place and the directors do not anticipate any material overspend. The directors are therefore satisfied that the going concern assumption remains appropriate. PRINCIPAL RISKS AND UNCERTAINTIES The business of television production is subject to a number of risks. The high-end television industry is a volatile industry susceptible to changes in the global economy, as well as changes in legislation, regulation and government policy which may affect the industry. Any of these may adversely affect consumer demand for television series or the ability to successfully finance or market films. KEY PERFORMANCE INDICATORS The company was incorporated solely to produce the television series 'Kaos'. Given this and the nature 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.
This report was approved by the board of directors on 23 October 2024 and signed on behalf of the board by:
D Isaacs
Director
Sister (Kaos) Limited
Directors' Report
Year ended 29 February 2024
The directors present their report and the financial statements of the company for the year ended 29 February 2024 .
Directors
The directors who served the company during the year were as follows:
J E Featherstone
D Isaacs
Dividends
The directors do not recommend the payment of a dividend.
Future developments
The commercial environment is expected to remain competitive in the coming period.
Directors' responsibilities statement
The directors are responsible for preparing the strategic report, 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on 23 October 2024 and signed on behalf of the board by:
D Isaacs
Director
Sister (Kaos) Limited
Independent Auditor's Report to the Members of Sister (Kaos) Limited
Year ended 29 February 2024
Opinion
We have audited the financial statements of Sister (Kaos) Limited (the 'company') for the year ended 29 February 2024 which comprise the statement of comprehensive income, statement of financial position, statement of changes in equity, statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 29 February 2024 and of its result for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of 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, 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.
Auditor's 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 auditor’s 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 obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined the most significant are those that relate to the reporting framework ((FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice), the Companies Act 2006)) and the relevant tax compliance regulations in which the Company operates. - We understood how the Company is complying with those frameworks by making enquiries on the management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of board minutes and any correspondence received from regulatory bodies. - We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur by inquiring with management during the planning, fieldwork and completion phase of our audit. We considered the controls that the Company has established to address risks identified, or that otherwise prevent, deter and detect fraud and how management monitors those controls. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk including revenue recognition. These procedures included testing manual journals and were designed to provide reasonable assurance that the financial statements were free from fraud or error. - Based on this understanding we designed our audit procedures to detect irregularities, including fraud. Testing undertaken included making enquiries of the management; journal entry testing; review of bank letters, and any correspondence received from regulatory bodies; reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Use of our report
This report is made solely to the company's members, as a body, in accordance with chapter 3 of part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's 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.
Stephen Joberns
(Senior Statutory Auditor)
For and on behalf of
Shipleys LLP
Chartered accountants & statutory auditor
10 Orange Street
Haymarket
London
WC2H 7DQ
23 October 2024
Sister (Kaos) Limited
Statement of Comprehensive Income
Year ended 29 February 2024
Period from
Year to
8 Nov 21 to
29 Feb 24
28 Feb 23
Note
£
£
Turnover
5
7,256,013
60,108,145
Cost of sales
( 9,565,572)
( 62,476,048)
------------
-------------
Gross loss
( 2,309,559)
( 2,367,903)
------------
------------
Operating loss
( 2,309,559)
( 2,367,903)
------------
------------
Loss before taxation
( 2,309,559)
( 2,367,903)
Tax on loss
6
2,309,559
2,367,903
------------
------------
Result for the financial year and total comprehensive income
------------
------------
All the activities of the company are from continuing operations.
Sister (Kaos) Limited
Statement of Financial Position
29 February 2024
2024
2023
Note
£
£
Current assets
Stocks
7
690,240
Debtors
8
11,827,447
5,444,971
Cash at bank and in hand
837,309
1,830,939
-------------
------------
13,354,996
7,275,910
Creditors: amounts falling due within one year
9
( 13,354,995)
( 7,275,909)
-------------
------------
Net current assets
1
1
----
----
Total assets less current liabilities
1
1
----
----
Net assets
1
1
----
----
Capital and reserves
Called up share capital
10
1
1
----
----
Shareholders funds
1
1
----
----
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.
These financial statements were approved by the board of directors and authorised for issue on 23 October 2024 , and are signed on behalf of the board by:
D Isaacs
Director
Company registration number: 13727724
Sister (Kaos) Limited
Statement of Changes in Equity
Year ended 29 February 2024
Called up share capital
Profit and loss account
Total
£
£
£
At 8 November 2021
Profit for the year
Issue of shares
1
1
----
----
----
Total investments by and distributions to owners
1
1
At 28 February 2023
1
1
Profit for the year
----
----
----
At 29 February 2024
1
1
----
----
----
Sister (Kaos) Limited
Statement of Cash Flows
Year ended 29 February 2024
2024
2023
£
£
Cash flows from operating activities
Profit for the financial year
Adjustments for:
Tax on loss
( 2,309,559)
( 2,367,903)
Accrued expenses
1,506,417
3,398,239
Changes in:
Stocks
( 690,240)
Trade and other debtors
( 6,440,820)
( 3,077,068)
Trade and other creditors
4,572,669
3,877,670
------------
------------
Cash generated from operations
( 3,361,533)
1,830,938
Tax received
2,367,903
------------
------------
Net cash (used in)/from operating activities
( 993,630)
1,830,938
------------
------------
Cash flows from financing activities
Proceeds from issue of ordinary shares
1
------------
------------
Net cash from financing activities
1
------------
------------
Net (decrease)/increase in cash and cash equivalents
( 993,630)
1,830,939
Cash and cash equivalents at beginning of year
1,830,939
------------
------------
Cash and cash equivalents at end of year
837,309
1,830,939
------------
------------
Sister (Kaos) Limited
Notes to the Financial Statements
Year ended 29 February 2024
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 17-18 Haywards Place, London, EC1R 0EQ, United Kingdom.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
Comparatives
The accounts cover the year from 1 March 2023 to 29 February 2024. The comparatives cover the period from 8 November 2021 to 28 February 2023 as such balances are not entirely comparable.
Judgements and key sources of estimation uncertainty
Accruals are estimated by reference to purchase orders raised at the period end and estimates to complete. Payments received on account are estimated by reference to percentage of completion of the television production, as noted in "revenue recognition" below.
Revenue recognition
Turnover relates to the production of the television series entitled "Kaos". It represents the value of the work done in the period, including estimates of amounts not invoiced and is stated after trade discounts, other taxes and net of VAT. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that expenses recognised are recoverable.
Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Stocks
Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.
Financial instruments
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities.
4. Employees
The company has been incorporated to produce a high-end television series called "Kaos". In common with the film and television industry the majority of crew are hired on short term contracts for the duration of principal photography or are self-employed.
None of the Directors received any form of remuneration.
5. Turnover
Turnover arises from:
Period from
Year to
8 Nov 21 to
29 Feb 24
28 Feb 23
£
£
Production funding
7,256,013
60,108,145
------------
-------------
The whole of the turnover is attributable to the principal activity of the company undertaken in the UK and Spain.
6. Tax on loss
Major components of tax income
Period from
Year to
8 Nov 21 to
29 Feb 24
28 Feb 23
£
£
Current tax:
UK current tax income
( 2,309,559)
( 2,367,903)
------------
------------
Tax on loss
( 2,309,559)
( 2,367,903)
------------
------------
Reconciliation of tax income
The tax assessed on the loss on ordinary activities for the year is lower than (2023: lower than) the standard rate of corporation tax in the UK of 25 % (2023: 19 %).
Period from
Year to
8 Nov 21 to
29 Feb 24
28 Feb 23
£
£
Loss on ordinary activities before taxation
( 2,309,559)
( 2,367,903)
------------
------------
High-end television tax relief
( 2,309,559)
( 2,367,903)
------------
------------
The Finance Act 2021 included legislation to increase the main rate of UK corporation tax from 19% to 25% from 1 April 2023. The standard rate of corporation tax in the UK at the balance sheet date is 25%.
7. Stocks
2024
2023
£
£
Work in progress
690,240
---------
----
8. Debtors
2024
2023
£
£
Amounts owed by group undertakings
2,313,287
VAT recoverable
272,072
717,106
Corporation tax recoverable
2,309,559
2,367,903
Other debtors
9,245,816
46,675
-------------
------------
11,827,447
5,444,971
-------------
------------
9. Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
139,530
60,788
Accruals and deferred income
13,171,043
7,118,374
Other creditors
44,422
96,747
-------------
------------
13,354,995
7,275,909
-------------
------------
10. Called up share capital
Issued, called up and fully paid
2024
2023
No.
£
No.
£
Ordinary shares of £ 1 each
1
1
1
1
----
----
----
----
11. Analysis of changes in net debt
At 1 Mar 2023
Cash flows
At 29 Feb 2024
£
£
£
Cash at bank and in hand
1,830,939
(993,630)
837,309
------------
---------
---------
12. Related party transactions
During the year no related-party transactions took place. All transactions related to the production of the television series "Kaos" and arose on an arm's-length basis through the normal course of business. The company has taken advantage of Section 33 of FRS 102 from disclosing transaction entered into between two or more members of a group, where any subsidiary undertaking which is a party to the transaction is wholly owned by a member of that group. No transactions with related parties were undertaken such as are required to be disclosed under FRS 102.
13. Controlling party
In the opinion of the directors the immediate parent undertaking is Sister Pictures Limited, a company incorporated in England and Wales. The smallest and largest group for which accounts are prepared and in which the results of the company are consolidated is Sister Holdings Limited, a company incorporated in England and Wales. Copies of the group accounts can be obtained from Utopia Village, 7 Chalcot Road, London, United Kingdom, NW1 8LH.