Company registration number 14653256 (England and Wales)
MUSIC FACTORY HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
MUSIC FACTORY HOLDINGS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 8
MUSIC FACTORY HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 1 -
2024
Notes
£
£
Fixed assets
Tangible assets
5
2,500
Investments
6
500,000
502,500
Current assets
Debtors
7
73,789
Cash at bank and in hand
11,911
85,700
Creditors: amounts falling due within one year
8
(148,183)
Net current liabilities
(62,483)
Total assets less current liabilities
440,017
Creditors: amounts falling due after more than one year
9
(13,127)
Net assets
426,890
Capital and reserves
Called up share capital
10
500,000
Profit and loss reserves
(73,110)
Total equity
426,890
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial period ended 31 March 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 6 November 2024 and are signed on its behalf by:
A Hawke
Director
Company registration number 14653256 (England and Wales)
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024
- 2 -
1
Accounting policies
Company information
Music Factory Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 12 Manvers House, Pioneer Close, Wath Upon Dearne, Rotherham, South Yorkshire, S63 7JZ.
1.1
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. The disclosure requirements of section 1A of 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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
1.3
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Computers
25% on cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.4
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 3 -
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
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 company after deducting all of its liabilities.
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 4 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
- 5 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2024
Number
Total
10
4
Intangible fixed assets
Music Production
£
Cost
At 9 February 2023
Transfers
244,125
At 31 March 2024
244,125
Amortisation and impairment
At 9 February 2023
Disposals
244,125
At 31 March 2024
244,125
Carrying amount
At 31 March 2024
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
- 6 -
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 9 February 2023
Additions
2,824
Disposals
(263,206)
Transfers
263,206
At 31 March 2024
2,824
Depreciation and impairment
At 9 February 2023
Depreciation charged in the period
324
Eliminated in respect of disposals
(226,165)
Transfers
226,165
At 31 March 2024
324
Carrying amount
At 31 March 2024
2,500
6
Fixed asset investments
2024
£
Shares in group undertakings and participating interests
500,000
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 9 February 2023
-
Additions
6,500,000
Valuation changes
(6,000,000)
At 31 March 2024
500,000
Carrying amount
At 31 March 2024
500,000
On the 6 April 2023 the company acquired 100% of the share capital in The Music Factory Entertainment Group Limited. (now called Mastermix Music Limited), the consideration of the shares was the issue of new shares in Music Factory Holdings Limited.
The investment was reduced with transfer of the business and group reorganisation.
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
- 7 -
7
Debtors
2024
Amounts falling due within one year:
£
Trade debtors
882
Amounts owed by group undertakings
4,714
Other debtors
68,193
73,789
8
Creditors: amounts falling due within one year
2024
£
Bank loans
11,252
Trade creditors
41,195
Taxation and social security
9,291
Other creditors
82,632
Accruals and deferred income
3,813
148,183
9
Creditors: amounts falling due after more than one year
2024
£
Bank loans and overdrafts
13,127
10
Called up share capital
2024
2024
Ordinary share capital
Number
£
Issued and fully paid
Ordinary of £1 each
500,000
500,000
On the 6 April 2023 the company allotted 6,500,000 Ordinary shares, On the 11 April 2023 2,000,000 shares were reclassified as 2,000,000 A shares and 4,000,000 shares reclassified as 4,000,000 B shares. The A shares and B shares were cancelled as part of the transfer of trade.
MUSIC FACTORY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2024
- 8 -
11
Group reconstruction and transfer of trade
As part of a group reconstruction, on the 6 April 2023 the assets and trade of the Pure Energy Go business and the Music Factory recordings business were transferred from its subsidiary company Mastermix Music Limited, to the company by way of a distribution-in-specie.
On the 11 April 2023 the company transferred the business, assets and liabilities of the Pure Energy Go business to Pure Energy Go Limited, the consideration being the cancellation of 2,000,000 A Ordinary shares in Music Factory Holdings Limited
On the 11 April 2023 the company transferred the business, assets and liabilities of the Music Factory Recording business to Music Factory Recordings Limited, the consideration being the cancellation of 4,000,000 B Ordinary shares in Music Factory Holdings Limited.
On the 30 June 2023 the assets and liabilities of the management business were transferred from Mastermix Music Limited to the company by way of a distribution-in- specie.