Company Registration No. 10159788 (England and Wales)
2.9 Film Holding Limited
Annual report and financial statements
for the year ended 31 December 2019
2.9 Film Holding Limited
Company information
Directors
Elisabeth Guery
Aton Soumache
Secretary
Fieldfisher Secretaries Limited
Company number
10159788
Registered office
Fieldfisher Riverbank House, 2 Swan Lane
London
EC4R 3TT
Independent auditor
Saffery Champness LLP
71 Queen Victoria Street
London
EC4V 4BE
2.9 Film Holding Limited
Contents
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Income statement
6
Statement of financial position
7
Statement of changes in equity
8
Notes to the financial statements
9 - 14
2.9 Film Holding Limited
Directors' report
For the year ended 31 December 2019
Page 1
The directors present their annual report and financial statements for the year ended 31 December 2019.
Principal activities
The principal activity of the company continues to be that of motion picture commissioning.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Moritz Bormann
(Resigned 9 February 2021)
Elisabeth Guery
Bahman Naraghi
(Resigned 9 February 2021)
Aton Soumache
Auditor
The auditor, Saffery Champness LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s
auditor
is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s
auditor
is aware of that information.
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Elisabeth Guery
Director
29 September 2021
2.9 Film Holding Limited
Directors' responsibilities statement
For the year ended 31 December 2019
Page 2
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 directors must not approve the financial statements unless they are 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 directors are 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 directors are 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 them to ensure that the financial statements comply with the Companies Act 2006. They are 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.
2.9 Film Holding Limited
Independent auditor's report
To the members of 2.9 Film Holding Limited
Page 3
Opinion
We have audited the financial statements of 2.9 Film Holding Limited (the 'company') for the year ended 31 December 2019 which comprise the income statement, the statement of financial position, the statement of changes in equity 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
S
tandard 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 31 December 2019 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.
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
Auditor's
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
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
-
the
directors'
use of the going concern basis of accounting in the preparation of the
financial statements
is not appropriate; or
-
the
directors have
not disclosed in the
financial statements
any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the
financial statements
are authorised for issue
.
2.9 Film Holding Limited
Independent auditor's report (continued)
To the members of 2.9 Film Holding Limited
Page 4
The directors are 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 this gives rise to 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.
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 directors'
r
eport for the financial year for which the financial statements are prepared is consistent with the financial statements
; and
-
the directors' report 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 identifie
d
material misstatements in the directors'
r
eport
.
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
remuneration specified by law are not made; or
-
we have not received all the information and explanations we require for our audit; or
-
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and take advantage of the small companies exemption from the requirement to prepare a strategic report.
2.9 Film Holding Limited
Independent auditor's report (continued)
To the members of 2.9 Film Holding Limited
Page 5
Responsibilities of directors
As explained more fully in the directors'
r
esponsibilities
s
tatement, the directors are 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 directors determine 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
directors are
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
directors
either
intend
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
.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
Moses Nyachae (Senior Statutory Auditor)
For and on behalf of Saffery Champness LLP
29 September 2021
Chartered Accountants
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
2.9 Film Holding Limited
Income statement
For the year ended 31 December 2019
Page 6
2019
2018
Notes
£
£
Turnover
2
31,283,909
-
Cost of sales
(32,867,939)
(383,758)
Gross loss
(1,584,030)
(383,758)
Administrative expenses
(2,540,979)
(65,770)
Operating loss
4
(4,125,009)
(449,528)
Interest payable and similar expenses
(41,840)
(4,178)
Loss before taxation
(4,166,849)
(453,706)
Tax on loss
-
-
Loss for the financial year
(4,166,849)
(453,706)
2.9 Film Holding Limited
Statement of financial position
As at 31 December 2019
Page 7
2019
2018
Notes
£
£
£
£
Fixed assets
Investments
5
1
1
Current assets
Work in Progress
-
28,786,735
Debtors
6
3,629,275
620,610
Cash at bank and in hand
16,077
1,042,083
3,645,352
30,449,428
Creditors: amounts falling due within one year
7
(8,299,947)
(30,937,174)
Net current liabilities
(4,654,595)
(487,746)
Total assets less current liabilities
(4,654,594)
(487,745)
Capital and reserves
Called up share capital
8
1,679
1,679
Profit and loss reserves
(4,656,273)
(489,424)
Total equity
(4,654,594)
(487,745)
These 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 board of directors and authorised for issue on 29 September 2021 and are signed on its behalf by:
Elisabeth Guery
Director
Company Registration No. 10159788
2.9 Film Holding Limited
Statement of changes in equity
For the year ended 31 December 2019
Page 8
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2018
1,679
(35,718)
(34,039)
Period ended 31 December 2018:
Loss and total comprehensive income for the period
-
(453,706)
(453,706)
Balance at 31 December 2018
1,679
(489,424)
(487,745)
Year ended 31 December 2019:
Loss and total comprehensive income for the year
-
(4,166,849)
(4,166,849)
Balance at 31 December 2019
1,679
(4,656,273)
(4,654,594)
2.9 Film Holding Limited
Notes to the financial statements
For the year ended 31 December 2019
Page 9
1
Accounting policies
Company information
2.9 Film Holding Limited is a
private
company
limited by shares
incorporated in
England and Wales
.
The registered office is
Fieldfisher Riverbank House, 2 Swan Lane, London, EC4R 3TT.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Turnover
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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
The investments are assessed for impairment at each reporting date
and
any
impairment
losses or reversals of impairment losses are recognised immediately in
profit
or
loss
.
A subsidiary is an entity controlled by the company
. Control is
the power to govern the financial and operating policies of
the
entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities
.
2.9 Film Holding Limited
Notes to the financial statements (continued)
For the year ended 31 December 2019
1
Accounting policies (continued)
Page 10
1.4
Work in Progress
Work in Progress is
stated at the lower of cost and
net realisable value
. Cost comprises direct
costs and overheads.
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.
1.5
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.
1.6
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 statement of financial position 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
Basic financial assets, which include debtors, 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.
Classification of financial liabilities
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.
2.9 Film Holding Limited
Notes to the financial statements (continued)
For the year ended 31 December 2019
1
Accounting policies (continued)
Page 11
Basic financial 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
paymen
ts 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. A
m
ounts 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.
1.7
Equity instruments
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.8
Taxation
The tax expense represents the sum of the tax currently payable
.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the
income statement
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.
1.9
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.
2.9 Film Holding Limited
Notes to the financial statements (continued)
For the year ended 31 December 2019
Page 12
2
Turnover and other revenue
An analysis of the company's turnover is as follows:
2019
2018
£
£
Turnover analysed by class of business
Sale of film rights
28,281,016
-
Licensing
3,002,893
-
31,283,909
-
2019
2018
£
£
Turnover analysed by geographical market
United Kingdom
28,281,016
-
Europe
3,002,893
-
31,283,909
-
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was
2019
2018
Number
Number
Total
-
No directors received remuneration from the company for their services (2018: £nil).
4
Operating loss
2019
2018
Operating loss for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
18,407
16,722
Exchange losses
2,122,884
5,476
2.9 Film Holding Limited
Notes to the financial statements (continued)
For the year ended 31 December 2019
Page 13
5
Fixed asset investments
2019
2018
£
£
Shares in group undertakings and participating interests
1
1
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 January 2019 & 31 December 2019
1
Carrying amount
At 31 December 2019
1
At 31 December 2018
1
6
Debtors
2019
2018
Amounts falling due within one year:
£
£
Trade debtors
2
541,736
Amounts owed by group undertakings
817,341
-
Other debtors
2,811,932
78,874
3,629,275
620,610
7
Creditors: amounts falling due within one year
2019
2018
£
£
Bank loans and overdrafts
1,737
321,576
Trade creditors
23,714
448,051
Amounts owed to group undertakings
3,571,092
6,047,305
Other creditors
4,703,404
24,120,242
8,299,947
30,937,174
2.9 Film Holding Limited
Notes to the financial statements (continued)
For the year ended 31 December 2019
Page 14
8
Called up share capital
2019
2018
£
£
Ordinary share capital
Issued and fully paid
1,679 Ordinary share of £1 each
1,679
1,679
9
Financial commitments, guarantees and contingent liabilities
The following charges have been lodged against the company:
Natixis Coficine SA and National Bank of Canada hold two fixed charges, one floating charge and two negative pledges in respect of the property and assets of the company.
Prosight Syndicate 1110 at Lloyd's of London hold a fixed and floating charge and a negative pledge in respect of the property and assets of the company.
10
Events after the reporting date
Substantive information came to light in early 2020 regarding the virus now identified as COVID-19. At the time of the emergence the film had been completed, delivered and exhibited theatrically therefore there has been little impact on the company and its ability to operate.
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, the directors consider that the going concern basis of accounting in preparing the financial statements remains appropriate.
11
Related party transactions
The company has taken advantage of the exemption under paragraph 33.1a of FRS102 from disclosing transactions entered into between two or more members of a group, where any subsidiary undertaking which is a party to the transaction is wholly owned by a member of that group.
12
Parent company
The company's parent undertaking is On Entertainment. The registered office of the parent company is 141 Boulevard Ney, Paris, France, 75018.
The smallest and largest group for which accounts are prepared and in which the results of the company are consolidated is On Entertainment. Copies of the group accounts for On Entertainment can be obtained from 141 Boulevard Ney, Paris, France, 75018.
The directors cannot identify the ultimate controlling party of the company, if any.
2019-12-31
2019-01-01
false
CCH Software
CCH Accounts Production 2020.310
Moritz Bormann
Elisabeth Guery
Bahman Naraghi
Aton Soumache
Fieldfisher Secretaries Limited
10159788
2019-01-01
2019-12-31
10159788
bus:Director2
2019-01-01
2019-12-31
10159788
bus:Director4
2019-01-01
2019-12-31
10159788
bus:CompanySecretary1
2019-01-01
2019-12-31
10159788
bus:Director1
2019-01-01
2019-12-31
10159788
bus:Director3
2019-01-01
2019-12-31
10159788
bus:RegisteredOffice
2019-01-01
2019-12-31
10159788
2019-12-31
10159788
2018-01-01
2018-12-31
10159788
core:RetainedEarningsAccumulatedLosses
2018-01-01
2018-12-31
10159788
core:RetainedEarningsAccumulatedLosses
2019-01-01
2019-12-31
10159788
2018-12-31
10159788
core:CurrentFinancialInstruments
core:WithinOneYear
2019-12-31
10159788
core:CurrentFinancialInstruments
core:WithinOneYear
2018-12-31
10159788
core:CurrentFinancialInstruments
2019-12-31
10159788
core:CurrentFinancialInstruments
2018-12-31
10159788
core:ShareCapital
2019-12-31
10159788
core:ShareCapital
2018-12-31
10159788
core:RetainedEarningsAccumulatedLosses
2019-12-31
10159788
core:RetainedEarningsAccumulatedLosses
2018-12-31
10159788
core:ShareCapital
2017-12-31
10159788
core:RetainedEarningsAccumulatedLosses
2017-12-31
10159788
2017-12-31
10159788
core:WithinOneYear
2019-12-31
10159788
core:WithinOneYear
2018-12-31
10159788
bus:OrdinaryShareClass1
2019-01-01
2019-12-31
10159788
bus:OrdinaryShareClass1
2019-12-31
10159788
bus:PrivateLimitedCompanyLtd
2019-01-01
2019-12-31
10159788
bus:FRS102
2019-01-01
2019-12-31
10159788
bus:Audited
2019-01-01
2019-12-31
10159788
bus:FullAccounts
2019-01-01
2019-12-31
xbrli:pure
xbrli:shares
iso4217:GBP