Company Registration No. 08411318 (England and Wales)
GRUPPO MEDIA LTD
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2019
PAGES FOR FILING WITH REGISTRAR
GRUPPO MEDIA LTD
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 8
GRUPPO MEDIA LTD
BALANCE SHEET
AS AT
31 DECEMBER 2019
31 December 2019
- 1 -
2019
2018
Notes
£
£
£
£
Fixed assets
Goodwill
3
490,554
526,484
Other intangible assets
3
4,784
5,134
Total intangible assets
495,338
531,618
Tangible assets
4
4,106
7,100
499,444
538,718
Current assets
Stocks
40,991
32,412
Debtors
5
356,756
299,355
Cash at bank and in hand
2,687
8,029
400,434
339,796
Creditors: amounts falling due within one year
6
(1,181,599)
(888,162)
Net current liabilities
(781,165)
(548,366)
Total assets less current liabilities
(281,721)
(9,648)
Creditors: amounts falling due after more than one year
7
-
(317,827)
Net liabilities
(281,721)
(327,475)
Capital and reserves
Called up share capital
3,081
2,054
Share premium account
640,923
539,250
Profit and loss reserves
(925,725)
(868,779)
Total equity
(281,721)
(327,475)
GRUPPO MEDIA LTD
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2019
31 December 2019
- 2 -
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.
true
For the financial year ended 31 December 2019 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
T
he members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476
.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 18 January 2021 and are signed on its behalf by:
M Cassina
Director
Company Registration No. 08411318
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2019
- 3 -
1
Accounting policies
Company information
Gruppo Media Ltd is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
Jubilee House, 92 Lincoln Road, Peterborough, Cambridgeshire, PE1 2SN.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in
sterling
, which is the functional currency of the company.
Monetary a
mounts
in these financial statements are
rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section
399
of the
Companies Act 2006 not to prepare consolidated accounts
, on the basis that the group of which this is the parent qualifies as a small group
. The financial statements present information about the company as an individual entity and not about its group
.
1.2
Going concern
The company is reliant on the continuing support of its director and connected parties
true
together with the bank overdraft facility
. On this basis, the director consider
s
it appropriate to prepare the financial statements on the going concern basis.
1.3
Turnover
Turnover represents amounts receivable for
circulation and advertising income, income from hosting events and retail income
net of VAT and trade discounts.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer
(usually on dispatch of the goods)
, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that
it is probable will be
recover
ed
.
1.4
Intangible fixed assets - goodwill
Acquired goodwill is written off in equal annual installments over its estimated useful economic life.
The directors review the useful economic life each year and are currently of the opinion that it should be written off over 20 years.
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
1
Accounting policies
(Continued)
- 4 -
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date
where
it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the
fair
value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents
over 20 year useful life
1.6
Tangible fixed assets
Tangible fixed assets
are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures, fittings & equipment
over 4 years
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and
is credited or charged to profit or loss
.
1.7
Impairment of fixed assets
At each reporting
period
end date, the
company
reviews the carrying amounts of its tangible
and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
1.9
Cash at bank and in hand
Cash and cash equivalents
are basic financial assets
and
include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Basic financial assets and liabilities
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
1
Accounting policies
(Continued)
- 5 -
1.11
Equity instruments
Equity instruments being the share capital issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Share-based payments
In the case of options granted, fair value is measured by a Black-Scholes pricing model.
1.15
Leases
Rentals payable under operating leases,
including
any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease.
1.16
Foreign exchange
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.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2019
2018
Number
Number
Total
7
9
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 6 -
3
Intangible fixed assets
Goodwill
Other
Total
£
£
£
Cost
At 1 January 2019 and 31 December 2019
718,601
7,000
725,601
Amortisation and impairment
At 1 January 2019
192,117
1,866
193,983
Amortisation charged for the year
35,930
350
36,280
At 31 December 2019
228,047
2,216
230,263
Carrying amount
At 31 December 2019
490,554
4,784
495,338
At 31 December 2018
526,484
5,134
531,618
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2019 and 31 December 2019
47,383
Depreciation and impairment
At 1 January 2019
40,283
Depreciation charged in the year
2,994
At 31 December 2019
43,277
Carrying amount
At 31 December 2019
4,106
At 31 December 2018
7,100
5
Debtors
2019
2018
Amounts falling due within one year:
£
£
Trade debtors
306,416
228,063
Other debtors
50,340
71,292
356,756
299,355
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 7 -
6
Creditors: amounts falling due within one year
2019
2018
£
£
Bank loans and overdrafts
37,073
57,242
Trade creditors
192,378
290,346
Taxation and social security
42,449
43,739
Shareholder loans
317,827
-
Other creditors
591,872
496,835
1,181,599
888,162
Metro Bank Plc hold the following security in respect of the bank loan facility dated 28 February 2013:
-
Debenture over the assets of Gruppo Media Limited,
-
Debenture over the assets of Rouleur Limited a wholly owned subsidiary,
-
Guarantee from Rouleur Limited,
-
Joint & Several personal guarantee of £200,000 from Mr James McNeil and Sir Robin Miller.
The above charge was satisfied in full on 11 June 2020.
7
Creditors: amounts falling due after more than one year
2019
2018
£
£
Shareholder loans
-
317,827
8
Share-based payment transactions
During the 2016 accounting period options were granted over 238 ordinary shares in the company. In accordance with FRS102, the fair value of such an option is measured at the date of grant. The shares under option have an exercise price of £160 per share.
The option becomes exercisable should the full year accounts of the company show earnings before interest, tax, depreciation and amortisation of at least £100,000. The option lapses should the relevant people cease employment or on the 8 year anniversary of the grant.
Number of share options
Weighted average exercise price
2019
2018
2019
2018
Number
Number
£
£
Outstanding at 1 January 2019 and 31 December 2019
238
238
160.00
160.00
Exercisable at 31 December 2019
-
-
-
-
GRUPPO MEDIA LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
8
Share-based payment transactions
(Continued)
- 8 -
The options outstanding at 31 December 2019 had an exercise price of £160.00, and a remaining contractual life of 5 years.
Between the reporting date and the date at which the financial statements were authorised for issue the employees holding the rights of the share options ceased employment with the company. As detailed in the option agreements the share options were forfeited at this point. At the point these financial statements are authorised the company no longer has any outstanding options.
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2019
2018
£
£
15,000
13,101
10
Directors' transactions
Dividends totalling £0 (2018 - £0) were paid in the year in respect of shares held by the company's directors.
As at 31 December 2019 the company owed its directors as follows:
Loans due for repayment within 1 year
201
9
2018
R Miller £82,404 £82,404
JJ McNeil £82,404 £82,404
N Miller £79,760 £79,760
M Cassina £73,259 £73,259