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Registered number: 11679627 SECONDARY HOLDINGS LIMITED UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
SECONDARY HOLDINGS LIMITED CHARTERED ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF SECONDARY HOLDINGS LIMITED FOR THE YEAR ENDED 31 DECEMBER 2024 In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Secondary Holdings Limited for the year ended 31 December 2024 which comprise the balance sheet and the related notes from the company's accounting records and from information and explanations you have given to us. We have carried out this engagement in accordance with technical guidance issued by the Institute of Chartered Accountants in England and Wales (ICAEW) and have complied with the ethical guidance laid down by the Institute relating to members undertaking the compilation of financial statements. It is your duty to ensure that Secondary Holdings Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the company's assets, liabilities, financial position and profit or loss. You consider that Secondary Holdings Limited is exempt from the statutory audit requirement for the year. We have not been instructed to carry out an audit or review of the financial statements of Secondary Holdings Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements. Use of our report This report is made solely to the board of directors of Secondary Holdings Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the financial statements of Secondary Holdings Limited and state those matters that we have agreed to state to them in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Secondary Holdings Limited and its board of directors, as a body, for our work or for this report. Blick Rothenberg Limited Chartered Accountants 16 Great Queen Street Covent Garden London WC2B 5AH 30 September 2025 Page 1
|  | REGISTERED NUMBER:11679627
SECONDARY HOLDINGS LIMITED BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 5 | 244,157 |  | 243,657 |
Cash at bank and in hand |  | - |  | 500 |
|  | 244,157 |  | 244,157 |
Creditors: amounts falling due within one year | 6 | (7,354) |  | (7,354) |
Net current assets |  |  | 236,803 |  | 236,803
Net assets |  |  | 236,803 |  | 236,803
Capital and reserves |  |  |  |  |
Called up share capital | 7 |  | 3,118 |  | 3,118
Share premium account |  |  | 2,162,312 |  | 2,162,312
Capital redemption reserve |  |  | 4,476 |  | 4,476
Other reserves |  |  | 2,588,383 |  | 2,588,383
Profit and loss account |  |  | (4,521,486) |  | (4,521,486)
Total equity |  |  | 236,803 |  | 236,803
The directors consider that the company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006. 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 financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
M P Bates
Director
Date: 30 September 2025
The notes on pages 3 to 7 form part of these financial statements. Page 2
SECONDARY HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Secondary Holdings Limited is a private company limited by shares incorporated in England and Wales. Its registered office is 10 & 11 Jockey's Fields, London, WC1R 4BN. The financial statements are presented in Sterling (£). Monetary amounts in these financial statements are rounded to the nearest £. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied: The following principal accounting policies have been applied:
| 2.2 | Exemption from preparing consolidated financial statements
The company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.
| 2.3 | Going concern
After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
| 2.4 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.5 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
| 2.6 | Share capital
Ordinary shares are classified as equity. Page 3
SECONDARY HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.7 | Financial instruments
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments. Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. 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. The company’s policies for its major classes of financial assets and financial liabilities are set out below. Financial assets Basic financial assets, including other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Financial liabilities Basic financial liabilities, including other creditors, and loans from fellow group companies, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Page 4
SECONDARY HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
|  | Financial instruments (continued)
Impairment of financial assets Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. Derecognition of financial assets and financial liabilities Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. If a transfer does not result in derecognition because the company has retained significant risks and rewards of ownership of the transferred asset, the company continues to recognise the transferred asset in its entirety and recognises a financial liability for the consideration received. The asset and liability are not offset. In subsequent periods, the company recognises any income on the transferred asset and any expense incurred on the financial liability. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting of financial assets and financial liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
3. | Employees
| The average monthly number of employees, including directors, during the year was 3 (2023 - 3).
Page 5
SECONDARY HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
4. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2024 | 8,618,408
| At 31 December 2024 | 8,618,408
| Impairment |
| At 1 January 2024 | 8,618,408
| At 31 December 2024 | 8,618,408
| Net book value |
| At 31 December 2024 | -
| At 31 December 2023 | -
5. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Amounts owed by group undertakings | 243,657 | 243,657
| Other debtors | 500 | -
|  | 244,157 | 243,657
| Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
Page 6
SECONDARY HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
6. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Amounts owed to group undertakings | 279 | 279
| Accruals and deferred income | 7,075 | 7,075
|  | 7,354 | 7,354
| Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.
7. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 3,118 (2023 - 3,118) Ordinary shares of £1.00 each | 3,118 | 3,118
8. | Contingent liabilities
The company's assets have been pledged as security to Creative Artists Agency LLC for a loan of £2,500,000 granted to the parent company.
9. | Related party transactions
| The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
10. | Parent undertaking
The company's immediate parent undertaking is Tertiary Holdings Limited, a company incorporated in England and Wales. Consolidated financial statements are not prepared.
Page 7