Fashion Rocks Group Limited - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: SC386848 (Scotland)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2019

FOR

FASHION ROCKS GROUP LIMITED

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3

DIRECTOR:

A K Morrison

SECRETARY:

I S R Baird

REGISTERED OFFICE:

c/o Alba Asset Management

19A Hill Street

Edinburgh

EH2 3JP

REGISTERED NUMBER:

SC386848 (Scotland)

ACCOUNTANTS:

Thomas Barrie & Co LLP

Atlantic House

1a Cadogan Street

Glasgow

G2 6QE

FIXED ASSETS

463,660

Intangible assets

4

352,190

3,230

Tangible assets

5

2,813

1

Investments

6

1

466,891

355,004

CURRENT ASSETS

139,940

Debtors

7

169,958

12,025

Cash at bank

219

151,965

170,177

CREDITORS

6,705,405

Amounts falling due within one year

8

6,937,219

(6,553,440

)

NET CURRENT LIABILITIES

(6,767,042

)

(6,086,549

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(6,412,038

)

CAPITAL AND RESERVES

58

Called up share capital

58

(6,086,607

)

Retained earnings

(6,412,096

)

(6,086,549

)

SHAREHOLDERS' FUNDS

(6,412,038

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 January 2019.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 January 2019 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the director on 16 September 2019 and were signed by:

A K Morrison - Director

1.	STATUTORY INFORMATION

Fashion Rocks Group Limited is a private company, limited by shares, registered in Scotland, registration

number SC386848. The registered office is c/o Alba Asset Management, 19A Hill Street, Edinburgh,EH2 3JP.

The principal activity of the company is that of the licensing of IP to put on fashion and music events.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

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

Significant judgements and estimates

In preparing these financial statements, the director is required to make judgements, estimates and assumptions

that affect the application of the Company's accounting policies and the reported amounts of assets, liabilities,

income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are

reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.

The only significant estimate included in these accounts relates to Intangible Fixed Assets, policy outlined in the

notes below.

Turnover

Turnover is measured at the fair value of consideration received or receivable, taking into account the amount of

any discounts and rebates allowed by the entity, but excluding value added tax and other sales taxes.

Turnover represents income generated from a Trademark Licence agreement and is recognised in line with the

agreement, such that risks and rewards have been transferred to the end user.

Intangible fixed assets

Intangible fixed assets consist of trademarks, which are stated at cost less amortisation. Amortisation is

calculated in order to write down the cost to the estimated residual values over the period of the estimated useful

economic lives. In the absence of a readily ascertainable useful life, this has been set at 10 years in line with the

requirements of FRS102.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Plant and machinery etc

-

10% on cost

Financial instruments

The company has financial assets and financial liabilities of a kind that qualify as basic financial instruments.

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured

initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the

effective interest method, less any impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances, including bank overdrafts that are payable on demand and

form an integral part of the company's cash management.

Creditors

Short term trade creditors are measured at the transaction price. Other financial liabilities, such as bank loans,

are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost

using the effective interest method.

Provisions

Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current

market assessments of the time value of money and the risks specific to the liability. The unwinding of the

discount is recognised as finance cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to

the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or

substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the

statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from

those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that

have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the

timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they

will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the

statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of

exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the

operating result.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2018 - NIL).

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 February 2018

and 31 January 2019

1,114,707

AMORTISATION

At 1 February 2018

651,047

Charge for year

111,470

At 31 January 2019

762,517

NET BOOK VALUE

At 31 January 2019

352,190

At 31 January 2018

463,660

5.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 February 2018

and 31 January 2019

4,167

DEPRECIATION

At 1 February 2018

937

Charge for year

417

At 31 January 2019

1,354

NET BOOK VALUE

At 31 January 2019

2,813

At 31 January 2018

3,230

6.	FIXED ASSET INVESTMENTS

Interest

in joint

venture

£

COST

At 1 February 2018

and 31 January 2019

1

NET BOOK VALUE

At 31 January 2019

1

At 31 January 2018

1

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Amounts owed by group undertakings

14

14

Amounts owed by joint ventures

169,944

139,926

169,958

139,940

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Amounts owed to associates

1

134,329

Taxation and social security

-

565

Other creditors

6,937,218

6,570,511

6,937,219

6,705,405

9.	SECURED DEBTS

The following secured debts are included within creditors:

2019

2018

£

£

Other loans

2,365,378

2,225,000

A bond & floating charge has been issued in favour of Pentland Group PLC over all property, assets and

undertaking of the company.

10.	FINANCIAL INSTRUMENTS

Preference Shares

Creditors include 3,100,000 preference shares of £1 each, which were due to be redeemed in full no later than

31st December 2016.

11.	RELATED PARTY DISCLOSURES

Fashion Rocks Worldwide Ltd (joint venture)

Additional loan funding of £23,700 was provided during the year. Interest has been charged at 5% on the

capital amount outstanding, resulting in £6,317 being credited to profit & loss.

Total funds due from the related party at the year end were £169,943 (2018-£139,926).

12.	ULTIMATE CONTROLLING PARTY

The controlling party is FRG2 Ltd.

The company's registered office is c/o CMS Cameron McKenna LLP, 78 Cannon Place, Cannon Street, EC4N

6AF.