For the financial period ended 31 March 2026 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

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.

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.

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Midnight1200 LTD is a private company limited by shares incorporated in England and Wales. The registered office is 19 Garrick Street, London, United Kingdom, WC2E 9AX.

The financial statements have been prepared for the extended period from incorporation on 8 November 2024 to 31 March 2026. This is the company's first accounting period and as such, no comparative figures are presented.

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 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.

At the balance sheet date, the company had net liabilities of £1,727,178. Included in Other creditors is an amount of true£1,442,211 representing loans payable to investors. These loans are non-recourse in nature, meaning that they are contractually limited in recoverability to the profits generated by the company.

Also included wihtin Other creditors is an amount of £710,428 representing a loan payable to shareholder and director, C E Sterling. C E Sterling has indicated this loan amount will not require repayment unless the company has sufficient funds to do so without impacting on its ability to pay its other liabilities as they fall due.

As such, at the date of signature of these accounts the directors believe that the company has sufficient funds to meet its liabilities as they fall due but recognise that additional funding would be required to finance any future commercial transfer. While recognising that a material uncertainty exists relating to going concern they consider it appropriate to continue to prepare the accounts on a going concern basis.

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. Revenue comprises of admissions to the production "Midnight" in the UK and related merchandise sales.

Admissions

Revenue relating to ticket sales is recognised at the end of the week in which the show is staged. Revenue is reported on all admissions and is exclusive of VAT. Revenue from admissions is reported as the amount received by the producer after the theatre have deducted relevant commissions and banking charges.

Merchandise sales

Revenue relating to merchandise sales is recognised when the sale takes place. Merchandise revenues

represent the producer's share of merchandise sales, exclusive of VAT.

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.

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, 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.

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.

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.

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.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

The average monthly number of persons employed by the company during the period was nil.

Included within other creditors is funding of £250,000 obtained against the company's anticipated Theatre Tax Relief claim. The liability is secured by fixed and floating charges over the assets and undertaking of the company, including the related corporation tax recoverable balance.

During the year, T G Hall, a director and shareholder of the company, received total remuneration of £56,600 in respect of services provided to the company as a producer, director and performer.

At the year end, the company owed £710,428 included in other creditors to C E Sterling, a director and shareholder of the company. The balance is unsecured, interest-free and repayable on demand.

The company is jointly owned by C E Sterling and T G Hall, each holding 50% of the issued share capital. As such, the directors consider that there is no single ultimate controlling party.