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Registration number: 04348253

Old And Modern Masters Limited

Annual Report and Financial Statements

for the Year Ended 30 June 2024

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
London
W1D 5AR

 

Old And Modern Masters Limited

Contents

Company Information

1

Strategic Report

2 to 4

Director's Report

5

Statement of Director's Responsibilities

6

Independent Auditor's Report

7 to 10

Income Statement

11

Statement of Financial Position

12

Statement of Changes in Equity

13

Statement of Cash Flows

14

Notes to the Financial Statements

15 to 25

 

Old And Modern Masters Limited

Company Information

Director

M Voena

Registered office

1st Floor
38 Dover Street
London
W1S 4NL

Auditor

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
W1D 5AR

 

Old And Modern Masters Limited

Strategic Report for the Year Ended 30 June 2024

The director presents his strategic report for the year ended 30 June 2024.

Fair review of the business

The company was incorporated in 2002 to specialise in the acquisition and sale of works of art to and from private and institutional collectors and other dealers specialising in Old Master, Nineteenth Century, Modern and Contemporary fine art which linked to the director’s extensive expertise and heritage. It has staged important monographic exhibitions, as well as studies on Italian city landscapes and the International Caravaggesque Movement, which are a core specialism. Over time it has developed expertise in other sectors of the market, both out of demand and as a way of adapting to the ever-evolving art market, including but not limited to the Italian Modern and Post-War Art. The company also trades in antique furniture and sculptures. This multi-faceted approach helps mitigate a certain degree of risk within the art market, which can be highly volatile.

Following the lifting of travel restrictions and the cancellation of art fairs and auctions during the Covid-19 pandemic, the company has been returning to pre-pandemic levels of trade, with art fairs and auctions being held as normal. Accordingly, along with the director's reliance on personal relationships with existing clients, this has enabled the company to maintain its turnover at pre-pandemic levels in the year.

Key performance indicators

Turnover for the year was £13,845,719 (2023 - £20,139,622) generating a gross profit of £741,290 (2023 - £1,763,887). As the art market becomes more transparent and competitive, margins have become smaller which has led to the gross profit margin falling from 8.76% to 5.35%. The company made a loss before tax of £1,331,627 in the year (2023 - £283,807) as a result of the small increase in administrative expenses being outpaced by the decrease in gross profit.

Net assets have decreased from a surplus of £1,013,323 to a deficit of £308,969 as a result of the loss for the year. Cash at bank decreased from £2,210,373 to £96,541 and stock has decreased from £14,425,361 to £13,365,060.

The company has continued to make significant changes to ensure that the financial reporting and stock management systems for the company provide the director with frequent financial reporting across key financial performance indicators including cash flow management, stock volumes, creditor and debtor reporting. The company and its advisors believe this will further help increase profitability in future years.

Principal risks and uncertainties

The company’s principal financial liabilities comprise a loan facility, trade creditors and a shareholder loan. The company has no other lending but is exposed to foreign exchange, liquidity and cash flow and price risk.

The principal risk and uncertainties are all individually monitored by the director and deemed necessary for the continuation of the business activity, whilst the external risks are closely monitored by the director.

 

Old And Modern Masters Limited

Strategic Report for the Year Ended 30 June 2024

Risk associated with financial instruments

• Price risk

As the company solely deals in the purchase and sale of pieces of art, the company is exposed to significant price risk. The company is largely dependent on the expert knowledge of its sole director, Mr M Voena, who has been involved in the art market since 1984 and is widely respected as an expert in his field.

Mr Voena also consults with third parties to asses market shifts in fair market value and has managed the stock book of the company to avoid too much accumulation of risk in a single market segment, as he has done successfully throughout his international career.

Stock is stated at £13,365,060 at 30 June 2024 which is deemed suitable to further protect against segment down-valuations, as the company holds sufficient stock in non-correlated alternative segments which protect against the need to consider undervalued sales to manage cash flow.

• Liquidity and cash flow risk

The company is exposed to liquidity and cash flow risk. The company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its obligations as they fall due. This is achieved by holding regular financial management meetings with the company’s outsourced finance professionals to review creditor invoices and note any expected short-term cash flow needs. At 30 June 2024 the company held £96,541 in cash at bank.

• Foreign exchange risk

This is linked to the company buying and selling pieces of art in multiple jurisdictions so revenue or expenses may not be in pound sterling. The company operates bank accounts in multiple currencies to help mitigate against this exposure where possible. Sterling has been volatile during the year with the current global political climate proving to have had a direct impact on sterling value.

Trade debtors

Trade debtors are managed by the director who has had a personal relationship with the associated parties for many years, while the ledgers are updated by the outsourced finance professionals. At 30 June 2024, the director reviewed the position and significant movement was made. It is the intention of the director to continuously review these positions to address the aged debtor positions. Trade debtors decreased from £2,126,550 in 2023 to £1,057,358 due to a number of high-value sales being completed shortly before the prior year end.

5th EU Anti-Money Laundering Directive

The European art market saw further changes with the introduction of anti-money laundering regulations under the fifth anti-money laundering directive, that was adopted into UK law in January 2020. These regulations introduced a requirement for art market participants to register with HMRC by January 2021 and collect due diligence information on the individuals involved in art transactions worth in excess of €10,000 or equivalent. The company registered with HMRC as required and adopted the relevant procedures when purchasing and selling pieces of art to identify and hold due diligence information on the seller/purchaser. The company does not expect a major impact on its financial performance as a result of the regulations.

 

Old And Modern Masters Limited

Strategic Report for the Year Ended 30 June 2024

Future developments

The company continues to review the status of the market very carefully, taking into consideration the ongoing impact of the high inflation being experienced in the UK economy as well as the impact of the global economy on the international markets in which the company operates.

Current plans are to set up a gallery based in Italy, which would be a joint venture arrangement with the director's long-standing business partner.

Approved by the director on 4 March 2025 and signed on its behalf by:

.........................................
M Voena
Director

 

Old And Modern Masters Limited

Director's Report for the Year Ended 30 June 2024

The director presents his report and the financial statements for the year ended 30 June 2024.

Director of the company

The director who held office during the year was as follows:

M Voena

Dividends

No interim dividends were paid in the year (2023 - £Nil). No final dividend is proposed.

Information included in the Strategic Report

The company has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments and financial risk management and exposure.

Director's liabilities

The company has made qualifying third-party indemnity provisions for the benefit of its director which were made during the year and remain in force at the date of this report.

Disclosure of information to the auditor

The director has taken steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditors are unaware.

Approved by the director on 4 March 2025 and signed by:



 

.........................................
M Voena
Director

 

Old And Modern Masters Limited

Statement of Director's Responsibilities

The director acknowledges his responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.

 

Old And Modern Masters Limited

Independent Auditor's Report to the Members of Old And Modern Masters Limited
for the Year Ended 30 June 2024

Opinion

We have audited the financial statements of Old And Modern Masters Limited (the 'company') for the year ended 30 June 2024, which comprise the Income Statement, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, 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 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 30 June 2024 and of its loss 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.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 original financial statements were 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 director is responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.

 

Old And Modern Masters Limited

Independent Auditor's Report to the Members of Old And Modern Masters Limited
for the Year Ended 30 June 2024

Opinions on other matters prescribed by the Companies Act 2006

Because of the significance of the matter described in the basis for qualified opinion, we have been unable to form an opinion whether, based on the work undertaken in the course of the audit:

the information given in the Strategic Report and Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our 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 and the Director's Report.

We have nothing to report in respect of the following matters where 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 director's remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of the director

As explained more fully in the Statement of Director's Responsibilities, the director is 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 director 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 director is 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 director either intends 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.

 

Old And Modern Masters Limited

Independent Auditor's Report to the Members of Old And Modern Masters Limited
for the Year Ended 30 June 2024

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:

Based on our understanding of the company and the industry in which it operates, we determined that the principal risks of non-compliance with laws and regulations related to the reporting framework (FRS 102 and the Companies Act 2006), UK corporate taxation laws, data protection legislation, Proceeds of Crime Act 2002 (POCA), VAT Act 1994 and Money Laundering Regulations 2017. These risks were communicated to our audit team and we remained alert to any indications of non-compliance throughout our audit.

We understood how the company is complying with relevant legislation by making enquiries of management. We also considered the results of our audit procedures and to what extent these corroborate this understanding and assessed the susceptibility of the company’s financial statements to material misstatement. This included consideration of how fraud might occur and evaluation of management’s incentives and opportunities for fraudulent manipulation of the financial statements.

We designed our audit procedures to identify any non-compliance with laws and regulations. Such procedures included, but were not limited to, inspection of any regulatory or legal correspondence; challenging assumptions and judgements made by management; identifying and testing journal entries with a focus on large or unusual transactions as determined based on our understanding of the business; and identifying and assessing the effectiveness of controls in place to prevent and detect fraud.

Owing to the inherent limitations of an audit, there remains a risk that a material misstatement may not have been detected, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance with laws and regulations and cannot be expected to detect all instances of non-compliance.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

The primary responsibility for the detection and prevention of fraud rests with those responsible for governance and management. The further removed non-compliance with laws and regulations is from the events reflected in the financial statements, the less likely the auditor will become aware of it.

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, collusion, omission, misrepresentation or forgery.

 

Old And Modern Masters Limited

Independent Auditor's Report to the Members of Old And Modern Masters Limited
for the Year Ended 30 June 2024

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.

......................................
Martin Widdowson (Senior Statutory Auditor)
For and on behalf of

Brebners, Statutory Auditor
130 Shaftesbury Avenue
W1D 5AR

4 March 2025

 

Old And Modern Masters Limited

Income Statement for the Year Ended 30 June 2024

Note

2024
£

2023
£

Turnover

4

13,845,719

20,139,622

Cost of sales

 

(13,104,429)

(18,375,735)

Gross profit

 

741,290

1,763,887

Administrative expenses

 

(2,032,393)

(2,024,767)

Operating loss

5

(1,291,103)

(260,880)

Other interest receivable and similar income

6

2,698

194

Interest payable and similar expenses

(43,222)

(23,121)

   

(40,524)

(22,927)

Loss before tax

 

(1,331,627)

(283,807)

Tax on loss

9

9,335

2,643

Loss for the financial year

 

(1,322,292)

(281,164)

 

Old And Modern Masters Limited

Statement of Financial Position as at 30 June 2024

Note

2024
£

(As restated)
2023
£

Fixed assets

 

Tangible assets

10

130,663

177,271

Investments

11

75

75

 

130,738

177,346

Current assets

 

Stocks

12

13,365,060

14,425,361

Debtors

13

1,976,072

3,026,740

Cash at bank and in hand

 

96,541

2,210,373

 

15,437,673

19,662,474

Creditors: Amounts falling due within one year

14

(15,760,895)

(18,691,276)

Net current (liabilities)/assets

 

(323,222)

971,198

Total assets less current liabilities

 

(192,484)

1,148,544

Creditors: Amounts falling due after more than one year

14

(116,485)

(131,048)

Provisions for liabilities

15

-

(4,173)

Net (liabilities)/assets

 

(308,969)

1,013,323

Capital and reserves

 

Called up share capital

100

100

Retained earnings

(309,069)

1,013,223

Shareholders' (deficit)/funds

 

(308,969)

1,013,323

Approved and authorised by the director on 4 March 2025

 

......................................................................

M Voena

Director

Company registration number: 04348253

 

Old And Modern Masters Limited

Statement of Changes in Equity for the Year Ended 30 June 2024

Share capital
£

Retained earnings
£

Total
£

At 1 July 2023

100

1,013,223

1,013,323

Loss for the year

-

(1,322,292)

(1,322,292)

At 30 June 2024

100

(309,069)

(308,969)

Share capital
£

Retained earnings
£

Total
£

At 1 July 2022

100

1,294,387

1,294,487

Loss for the year

-

(281,164)

(281,164)

At 30 June 2023

100

1,013,223

1,013,323

 

Old And Modern Masters Limited

Statement of Cash Flows for the Year Ended 30 June 2024

Note

2024
£

(As restated)
2023
£

Cash flows from operating activities

Loss for the year

 

(1,322,292)

(281,164)

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

46,608

19,625

Finance income

6

(2,698)

(194)

Finance costs

43,222

23,121

Income tax expense

9

(9,335)

(2,643)

 

(1,244,495)

(241,255)

Working capital adjustments

 

Decrease in stocks

 

1,060,301

859,354

Decrease in trade and other debtors

 

1,055,831

90,450

(Decrease)/increase in trade and other creditors

 

(3,940,926)

821,781

Cash generated from operations

 

(3,069,289)

1,530,330

Income taxes received

 

-

2,184

Net cash flow from operating activities

 

(3,069,289)

1,532,514

Cash flows from investing activities

 

Interest received

 

2,698

194

Acquisitions of tangible assets

-

(171,561)

Net cash flows from investing activities

 

2,698

(171,367)

Cash flows from financing activities

 

Interest paid

(43,222)

(23,121)

Repayment of other borrowing

 

1,009,478

-

Payments to finance lease creditors

 

(13,496)

144,545

Net cash flows from financing activities

 

952,760

121,424

Net (decrease)/increase in cash and cash equivalents

 

(2,113,831)

1,482,571

Cash and cash equivalents at 1 July

 

2,210,373

727,802

Effect of exchange rate fluctuations on cash held

 

(1)

-

Cash and cash equivalents at 30 June

 

96,541

2,210,373

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
1st Floor
38 Dover Street
London
W1S 4NL

The principal activity of the company is that of a dealer and agent for the sale of works of art and antiques

2

Accounting policies

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except any items disclosed in the accounting policies as being shown at fair value and are presented in sterling, which is the functional currency of the entity.

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Significant judgements and estimates

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies.

The areas involving a higher degree of judgement or complexity, or areas where assumption and estimates are significant to the financial statements, are considered to be:

Stock

Significant estimates are involved in the determination of the net realisable value of stock held by the company. Management exercises judgement in assessing the likely realisable value of stock and appropriate provisions are made where it is considered that realisable value may be considered to be less than the original cost of the relevant items.

Trade debtors

Management exercises judgement in assessing the quantum of any provisions which may be required for potential bad or doubtful debts.

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

Going concern

The company made a loss for the year ending 30 June 2024 and had a net deficit of assets of £308,969 at that date.

The director has considered the potential impact of the current global political and economic climate and the director’s view is that there will be no significant impact on the company's activities. The company has experienced strong turnover subsequent to 30 June 2024. Additionally, the director has implemented consistent and strict cost control measures following this date, with a particular focus on reducing art fair and exhibition costs as well as reviewing the purchases and sales mix to give a greater weighting to consignment stock and consultancy services.

After making enquiries, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the director continues to adopt the going concern basis in preparing the financial statements.

Revenue recognition

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.

The company recognises revenue from the sale of art and antiques when the significant risks and rewards of ownership have passed to the buyer based upon the contractual terms of title and possession of the works, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity.

The company recognises revenue from acting as agent when the underlying transaction has been completed, the amount of revenue can be measured reliably and it is probable that economic benefit will flow to the company.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences at the reporting date. 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.

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Fixtures, fittings and equipment

3-15 years straight line

Motor vehicles

4 years straight line

Investments

Investments in equity share which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of replacement cost and cost adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Finance leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Statement of Financial Position as a finance lease obligation.

Lease payments are apportioned between finance costs in the Income Statement and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Assets held under hire purchase contracts are capitalised at the lesser of fair value or present value of minimum lease payments in the statement of financial position. The present value of the minimum lease payments is calculated using the interest rate implicit in the lease. A corresponding liability is recognised at the same value in the statement of financial position. The asset is then depreciated over its useful life.

The minimum lease payments are apportioned between the finance charge recognised in the income statement and the reduction of the outstanding liability using the effective interest method. The finance charge in each period is allocated so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

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.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

3

Staff numbers

The aggregate payroll costs (including director's remuneration) were as follows:

2024
£

2023
£

Wages and salaries

197,256

44,750

Social security costs

16,441

-

Pension costs, defined contribution scheme

3,139

686

216,836

45,436

The average number of persons employed by the company (including the director) during the year, analysed by category was as follows:

2024
No.

2023
No.

Sales and management

1

1

Administration and support

3

-

4

1

4

Turnover

The analysis of the company's turnover for the year from continuing operations is as follows:

2024
 £

2023
 £

Sale of artwork

13,764,824

20,002,573

Commissions received

80,895

137,049

13,845,719

20,139,622

The company operates from a gallery in London and sells to customers all over the world as well as selling at international fairs. It is not practicable to provide a geographical analysis of turnover.

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

5

Operating loss

Arrived at after charging/(crediting)

2024
 £

2023
 £

Depreciation expense

46,608

19,625

Foreign exchange losses

51,725

149,601

6

Other interest receivable and similar income

2024
£

2023
£

Interest income

2,698

114

Other finance income

-

80

2,698

194

7

Director's remuneration

The director's remuneration for the year was as follows:

2024
 £

2023
 £

Remuneration

60,000

15,000

Contributions paid to money purchase schemes

-

110

60,000

15,110

8

Auditor's remuneration

2024
 £

2023
 £

Audit of the financial statements

18,000

15,000

Other fees to auditors

Taxation compliance services

2,000

2,000


 

9

Taxation

Tax charged/(credited) in the income statement

2024
£

2023
£

Current taxation

Adjustment in respect of prior periods

-

(482)

Deferred taxation

Arising from origination and reversal of timing differences

(9,335)

(2,161)

Tax receipt in the income statement

(9,335)

(2,643)

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

The tax on profit before tax / (loss before tax) for the year is higher than the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of 25% (2023 - 19%).

The differences are reconciled below:

2024
£

2023
£

Loss before tax

(1,331,627)

(283,807)

Corporation tax at standard rate

(332,907)

(53,923)

Effect of expense not deductible in determining taxable profit (tax loss)

64,610

-

Effect of tax losses

258,962

48,605

Deferred tax credit from unrecognised tax loss or credit

(9,336)

(2,161)

Decrease in UK and foreign current tax from adjustment for prior periods

-

(482)

Tax increase from effect of capital allowances and depreciation

9,233

5,188

Tax increase from other short-term timing differences

103

130

Total tax credit

(9,335)

(2,643)

10

Tangible assets

Furniture, fittings and equipment
 £

Motor vehicles
 £

Total
£

Cost

At 1 July 2023

123,343

171,561

294,904

At 30 June 2024

123,343

171,561

294,904

Depreciation

At 1 July 2023

103,440

14,193

117,633

Charge for the year

3,718

42,890

46,608

At 30 June 2024

107,158

57,083

164,241

Carrying amount

At 30 June 2024

16,185

114,478

130,663

At 30 June 2023

19,903

157,368

177,271

Assets held under finance leases and hire purchase contracts

The carrying value of tangible assets held under finance leases and hire purchase contracts is as follows:

2024
£

2023
£

Motor vehicles

114,478

157,368

   
 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

11

Investments

2024
£

2023
 £

Investments in joint ventures

75

75

Joint ventures

£

Cost

At 1 July 2023 and 30 June 2024

75

Carrying amount

At 30 June 2024

75

At 30 June 2023

75

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Robilant and Voena USA Limited

3000 Marcus Avenue, #3E6 Lake Success, New York 11042

Ordinary

50%

50%

 

USA

     

Robilant and Voena USA Limited

The principal activity of Robilant and Voena USA Limited is that of a dealer and agent for the sale of works of art and antiques.

12

Stocks

2024
£

2023
£

Stock

13,365,060

14,425,361

Stock is shown net of provisions for impairment amounting to £281,079 (2023 - £Nil).

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

13

Debtors

2024
£

(As restated)
2023
£

Trade debtors

1,057,358

2,126,550

Other debtors

17,702

190,604

Prepayments

209,918

119,878

Accrued income

685,931

589,708

Deferred tax assets

5,163

-

1,976,072

3,026,740

14

Creditors

Note

2024
£

(As restated)
2023
£

Due within one year

 

Loans and borrowings

18

1,024,042

13,497

Trade creditors

 

6,701,747

9,789,808

Amounts due to group undertakings

 

1,024

17,182

Social security and other taxes

 

-

68

Other creditors

 

414,832

273,482

Accruals

 

7,619,250

8,597,239

 

15,760,895

18,691,276

Due after one year

 

Loans and borrowings

18

116,485

131,048

15

Provisions for liabilities

Deferred tax
£

Total
£

At 1 July 2023

4,173

4,173

Increase (decrease) in existing provisions

(4,173)

(4,173)

At 30 June 2024

-

-

16

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £3,139 (2023 - £686).

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

17

Share capital

Allotted, called up and fully paid shares

2024

2023

No.

£

No.

£

Ordinary shares of £1 each

100

100

100

100

       

There are no restrictions on the repayment of capital or the distribution of dividends.

18

Loans and borrowings

Current loans and borrowings

2024
£

2023
£

Hire purchase obligations

14,564

13,497

Other borrowings

1,009,478

-

1,024,042

13,497

Other borrowings relates to a facility for the purchase of artwork. The facility is secured by a fixed charge over the artwork acquired. Interest is payable at 7% p.a. The facility is due for repayment in March 2025.

Non-current loans and borrowings

2024
£

2023
£

Hire purchase contracts

116,485

131,048

Amounts due under hire purchase contracts are secured on the assets involved.

19

Analysis of changes in net debt

At 1 July 2023
£

Cash flows
£

At 30 June 2024
£

Cash and cash equivalents

Cash

2,210,373

(1,104,353)

1,106,020

Overdrafts

-

(1,009,478)

(1,009,478)

2,210,373

(2,113,831)

96,542

 

2,210,373

(2,113,831)

96,542

 

Old And Modern Masters Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

20

Related party transactions


Exemption is taken in accordance with FRS 102 paragraph 33.1A not to disclose transactions or amounts falling due between undertakings wholly owned within the group.

At 30 June 2024 an amount of £434,966 (2023 - £510,072) was due from a company over which the director is able to exert significant influence. During the year there was a management recharge of £111,000 (2023 - £116,750) from this company.

At 30 June 2024 an amount of £175,879 was due to (2023 - £97,863) a joint venture undertaking.

The company operates from a property leased from various parties including the director. Rent paid during the year amounted to £127,077 (2023 - £47,282).

At 30 June 2024 an amount of £59,630 (2023 - £Nil) was due from a close family member of the director. During the year there were sales of £59,630 (2023 - £Nil) to this individual.

At 30 June 2024 an amount of £149,137 (2023 - £235,445) was due to the director. During the year there were purchases of artwork amounting to £1,207,121 (2023 - £Nil) from the director.

21

Parent and ultimate parent undertaking

The company's immediate parent and ultimate parent undertaking is Wainwright Invest Holdings Ltd, a company incorporated in the British Virgin Islands, whose registered office is located at 54/58 Athol Street, Douglas, Isle of Man, IM1 1JD.

The ultimate controlling party is M Voena.