REGISTERED NUMBER: 05811911 (England and Wales)

REPORT OF THE DIRECTOR AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

STORYTRAIN LIMITED

Page

Company Information

1

Report of the Director

2

Report of the Independent Auditors

4

Statement of Comprehensive Income

7

Statement of Financial Position

8

Statement of Changes in Equity

9

Statement of Cash Flows

10

Notes to the Statement of Cash Flows

11

Notes to the Financial Statements

12

DIRECTOR:

A Manna

REGISTERED OFFICE:

61 Queen Square

Bristol

BS1 4JZ

REGISTERED NUMBER:

05811911 (England and Wales)

AUDITORS:

Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of television programme production and exploitation of intellectual property rights associated with the Driver Dan's Story Train brand.

REVIEW OF BUSINESS

Following completion of the production of series two of the animated television series entitled "Driver Dan's Story Train" in 2012, the company continues to exploit the intellectual property rights it owns in relation to the Driver Dan's Story Train brand across both programme rights and licencing of related products.

DIRECTOR

A Manna held office during the whole of the period from 1 January 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Report of the Director 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), including Financial Reporting Standard 101 'Reduced Disclosure Framework'. 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 then apply them consistently;

-	make judgements 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 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the 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.

AUDITORS

Burnside, chartered accountants, were re-appointed as auditors to the company during the year.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

A Manna - Director

12 February 2025

Opinion

We have audited the financial statements of Storytrain Limited ('the company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, 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 101 'Reduced Disclosure Framework' (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 2024 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 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 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 financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director 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 in the Report of the Director, but does not include the financial statements and our Report of the Auditors 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 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.

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 Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Director has 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 Report of the Director.

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; or

-	the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Director.

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page two, 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 determines 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 has no realistic alternative but to do so.

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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

An understanding of the legal and regulatory framework applicable to the entity was obtained from management and those charged with governance of the entity, and the audit engagement team was confirmed to have the appropriate competence and capabilities to identify non-compliance with such a framework.

No significant instances of fraud, non-compliance with laws and regulations or other irregularities were communicated to the engagement team by management or those charged with governance, and no particular audit areas or legislation were identified that gave rise to any significant risks of material misstatement in respect of such irregularities.

Due to the size and nature of the entity, its susceptibility to material misstatement resulting from fraud, non-compliance with laws and regulations, or other irregularities is considered to be low, and the audit approach was appropriately planned so as to address this risk.

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 Report of the Auditors.

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 a Report of the Auditors 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 Burnside BA ACA (Senior Statutory Auditor)

for and on behalf of Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

12 February 2025

TURNOVER

3

297

186

Administrative expenses

10,429

10,342

OPERATING LOSS

(10,132

)

(10,156

)

Write off of amounts due to

group undertakings

5

10,132

10,156

PROFIT BEFORE TAXATION

6

-

-

Tax on profit

7

-

-

PROFIT FOR THE FINANCIAL YEAR

-

-

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

-

-

ASSETS

CURRENT ASSETS

Debtors

9

309

449

Cash at bank

120,567

118,180

120,876

118,629

CAPITAL, RESERVES AND LIABILITIES

CAPITAL AND RESERVES

Called up share capital

10

100

100

SHAREHOLDERS' FUNDS

100

100

CREDITORS

Amounts falling due within one year

11

8,456

9,144

Amounts falling due after more than one year

12

112,320

109,385

120,776

118,529

120,876

118,629

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

The financial statements were approved by the director and authorised for issue on 12 February 2025 and were signed by:

A Manna - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

-

100

Changes in equity

Balance at 31 December 2023

100

-

100

Changes in equity

Balance at 31 December 2024

100

-

100

Cash flows from operating activities

Cash generated from operations

1

2,387

3,640

Net cash from operating activities

2,387

3,640

Increase in cash and cash equivalents

2,387

3,640

Cash and cash equivalents at beginning of year

2

118,180

114,540

Cash and cash equivalents at end of year

2

120,567

118,180

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024

2023

£

£

Profit before taxation

-

-

Write off of amounts due to group

(10,132

)

(10,156

)

Cash paid for company by group

13,067

10,245

2,935

89

Decrease in trade and other debtors

140

1,417

(Decrease)/increase in trade and other creditors

(688

)

2,134

Cash generated from operations

2,387

3,640

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

120,567

118,180

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

118,180

114,540

1.	STATUTORY INFORMATION

Storytrain Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of IFRS 7 Financial Instruments: Disclosures;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraphs 53(a), (h) and (j) of IFRS 16;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1;

•

the requirements of

-

paragraphs 1 to 44E, 44H(b)(ii) and 45 to 63 of IAS 7 Statement of Cash Flows; and

-

paragraphs 44F, 44G, 44H(a), 44H(b)(i), 44H(b)(iii) and 44H(c) of IAS 7;

•

the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

•

the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group.

Critical accounting estimates and assumptions

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

a) Amortisation charge and impairment analysis of intangible assets (master tapes)

In the financial statements the costs of the master tapes for the animated TV series are amortised on the basis of revenue earned during each year to total estimated revenue from these assets.

The total estimated revenue from the master tapes is reviewed annually for any significant change, and as disclosed in Note 8, a significant reduction in the anticipated future revenues was identified in prior years. This has been reviewed in the current year without significant change anticipated.

The Company tests annually whether the master tapes have suffered any impairment, in accordance with the accounting policy.

The recoverable amounts of cash-generating units have been determined based on value in use calculations. These calculations require the use of estimates related to the expected future cash flows and the applied discounting rate.

The discount rate applied is 15% and although this is considered to be the most significant assumption used in the valuation, there is no significant impact of a reasonably possible change in this assumption on the carrying value of the intangible asset as at the year end since no significant future cash inflows are now anticipated.

b) Provision of impairment of receivables

The impairment charge reflects estimates of losses arising from the failure or inability of the third parties concerned to make the required payments. The charge is based on the aging of the balances, historic experience and the information available on the third party’s financial position. Changes to the estimated impairment provision may be required if the financial condition of the party was to improve or deteriorate.

Revenue recognition

Income from royalties is recognised when the related services have been performed.

Where royalties are received with no on-going service obligation upon the Company, the income is recognised as an outright sale in full at the date of commencement of the agreement. Where royalties are received with an on-going service obligation upon the Company, the income is recognised to the extent that any obligation is fulfilled in each year.

Intangible assets

Intangible assets comprise master tapes for a television show, Driver Dan’s Story Train. Master tapes are capitalised on the basis of costs incurred to create the master tapes that are ready for use. Amortisation is calculated on the basis of revenue earned during the year to total estimated revenue from these assets.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date.

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, current accounts and deposits with banks and similar financial institutions with a maturity of six months or less.

Going concern

At 31 December 2024, the company had net assets of £100 (2023 - £100). The company's parent undertaking has confirmed its intention to continue to arrange funding for the company, if necessary, to enable it both to meet its liabilities as they fall due and to carry on its business without a significant curtailment of operations. Accordingly these financial statements have been prepared on a going concern basis.

4.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023.

The average number of employees during the year was NIL (2023 - NIL).

2024

2023

£

£

Directors' remuneration

-

-

5.	EXCEPTIONAL ITEMS

2024

2023

£

£

Write off of amounts due to

group undertakings

10,132

10,156

6.	PROFIT BEFORE TAXATION

The profit before taxation is stated after charging:

2024

2023

£

£

Auditors' remuneration

3,750

3,750

7.

TAXATION

Analysis of tax expense

No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023.

8.	INTANGIBLE FIXED ASSETS

Patents

and

licences

£

COST

At 1 January 2024

and 31 December 2024

6,615,742

AMORTISATION

At 1 January 2024

and 31 December 2024

6,615,742

NET BOOK VALUE

At 31 December 2024

-

At 31 December 2023

-

At the year ended 31 December 2013 management identified that internal reporting indicated that economic performance of the intangible assets, namely the level of broadcasting rights and associated licensing revenue anticipated to be derived from the Driver Dan's Story Train brand, which is considered to represent a single cash generating unit, was worse than had previously been anticipated. Accordingly an impairment loss of £433,534 was recognised at 31 December 2013 leaving a net book value of £nil as at this date.

In determining the assets value in use, a discount rate of 15% was used in assessing the present value of future revenues to be derived from the exploitation of broadcasting rights and the licensing of associated consumer products.

The period over which management have considered projected cash flows for this valuation is 5 years, with no significant revenues having been anticipated during this term or beyond this.

Management continue to reassess the value in use and do not consider any significant change arises based on information presently available.

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

VAT recoverable

309

449

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

£1

100

100

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

1,854

2,694

Accrued expenses

6,602

6,450

8,456

9,144

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

112,320

109,385

13.	SECURED DEBTS

The following secured debts are included within creditors:

2024

2023

£

£

Owed to group undertakings

112,320

109,385

Amounts owed to group undertakings are secured by fixed and floating charges over the assets of the company.

14.	CONTINGENT LIABILITIES

The Company is party to a profit share agreement with Driver Dan's Storytrain Limited in relation to the allocation of the proceeds from the exploitation of the animated TV series and intellectual property rights associated with the Driver Dan's Story Train brand. Under this agreement, receipts arising from certain territories are allocated between the companies based on various percentages dependent on the nature of the revenue generated, once these receipts exceed the distribution and production costs incurred. The accumulated revenue at 31 December 2024 has not yet covered the production costs.

15.	ULTIMATE CONTROLLING PARTY

Storytrain Distribution FZ-LLC, a Free Zone Limited Company incorporated in Abu Dhabi, owns the entire issued share capital of the Company.

Abu Dhabi National Exhibition Company PJSC was the ultimate parent company throughout the year, being a company wholly owned by the Government of Abu Dhabi, United Arab Emirates, which had ultimate control throughout the year.