Very Mobile Group Limited - Limited company - abbreviated

REGISTERED NUMBER: 04338579 (England and Wales)

VERY MOBILE GROUP LIMITED

ABBREVIATED UNAUDITED ACCOUNTS

FOR THE YEAR ENDED 30 JUNE 2014

Page

Company Information

1

Abbreviated Balance Sheet

2

Notes to the Abbreviated Accounts

4

DIRECTORS:

P N Moore

J P Williams

SECRETARY:

G M Davies

REGISTERED OFFICE:

1st Floor

Crystal Gate

28-30 Worship Street

London

EC2A 2AH

REGISTERED NUMBER:

04338579 (England and Wales)

ACCOUNTANTS:

Murphy Salisbury

Chartered Accountants

15 Warwick Road

Stratford upon Avon

Warwickshire

CV37 6YW

FIXED ASSETS

Tangible assets

2

-

Investments

3

1,410,000

1,490,000

1,410,000

1,490,000

CURRENT ASSETS

Debtors

49,426

46,383

Cash at bank

137,811

64,518

187,237

110,901

CREDITORS

Amounts falling due within one year

3,131,899

2,807,648

NET CURRENT LIABILITIES

(2,944,662

)

(2,696,747

)

TOTAL ASSETS LESS CURRENT
LIABILITIES

(1,534,662

)

(1,206,747

)

CREDITORS

Amounts falling due after more than one
year

4,900,000

NET LIABILITIES

(6,434,662

)

(6,106,747

)

CAPITAL AND RESERVES

Called up share capital

4

777,096

Share premium

3,716,981

Revaluation reserve

179,924

Capital redemption reserve

7,714,000

Profit and loss account

(18,822,663

)

(18,494,748

)

SHAREHOLDERS' FUNDS

(6,434,662

)

(6,106,747

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 June 2014.

The members have not required the company to obtain an audit of its financial statements for the year ended 30 June 2014 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their 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 abbreviated accounts have been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the Board of Directors on 24 November 2014 and were signed on its behalf
by:

J P Williams - Director

P N Moore - Director

1.	ACCOUNTING POLICIES

Basis of preparing the financial statements

Due to the on-going support of the directors, the directors believe that it is appropriate to prepare the financial

statements on the going concern basis which assumes that the company will continue in operational existence for

the foreseeable future.

Accounting convention

The financial statements have been prepared under the historical cost convention as modified by the revaluation

of certain assets and in accordance with the Financial Reporting Standard for Smaller Entities (effective April

2008).

Preparation of consolidated financial statements

The financial statements contain information about Very Mobile Group Limited as an individual company and do

not contain consolidated financial information as the parent of a group. The company has taken the option under

Section 398 of the Companies Act 2006 not to prepare consolidated financial statements.

Tangible fixed assets

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

Fixtures and fittings

-

33% straight line basis

Computer equipment

-

33% straight line basis

Deferred tax

Full provision is made in respect of timing differences that have originated but not reversed at the balance sheet

date. Timing differences are differences between the company's taxable profits and its results as stated in the

accounts. Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in the

periods in which the timing differences are expected to reverse, based on tax rates and laws that have been

enacted or substantially enacted at the balance sheet date. Deferred tax assets are only recognised where their

recoverability in the short term is regarded as more likely than not. Deferred tax is not provided on revalued

assets unless a binding agreement to sell has been entered into before the year

Foreign currencies

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

balance sheet 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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the

period of the lease.

Investments

Investments are stated at cost less any provision for impairment.

2.	TANGIBLE FIXED ASSETS

Total

£

COST

At 1 July 2013

and 30 June 2014

34,301

DEPRECIATION

At 1 July 2013

and 30 June 2014

34,301

NET BOOK VALUE

At 30 June 2014

-

At 30 June 2013

-

3.	FIXED ASSET INVESTMENTS

Investments

other

than

loans

£

COST OR VALUATION

At 1 July 2013

1,490,000

Disposals

(80,000

)

At 30 June 2014

1,410,000

NET BOOK VALUE

At 30 June 2014

1,410,000

At 30 June 2013

1,490,000

The company's investments at the balance sheet date in the share capital of companies include the following:

Subsidiaries

Consolis Systems Limited

Country of incorporation: UK

Nature of business: Point of sale systems and software

%

Class of shares:

holding

Ordinary

3.00

6% Redeemable Preference

100.00

2014

2013

£

Aggregate capital and reserves

597,360

530,323

Loss for the year

(632,963

)

(382,693

)

Ringtones Online Limited

Country of incorporation: UK

Nature of business: Dormant

%

Class of shares:

holding

Ordinary

100.00

31.12.13

31.12.12

£

Aggregate capital and reserves

(101,116

)

(101,116

)

The investment had an impairment review in 2008 and is now reflected in the accounts at nil cost.

Spirit Mobile Processing Limited

Nature of business: Dormant

%

Class of shares:

holding

Ordinary

100.00

31.12.13

31.12.12

£

Aggregate capital and reserves

(219,286

)

(219,286

)

The investment had an impairment review in 2008 and is now reflected in the accounts at nil cost.

Associated companies

Turiff International Limited

Country of incorporation: BVI

Nature of business: Mobile technology

%

Class of shares:

holding

Ordinary shares

2014

31.3.13

£

Aggregate capital and reserves

-

685,069

Loss for the year

-

(37,618

)

Very Mobile Group Limited sold it's shares in Turiff International Limited during the year.

Comunis Limited

Country of incorporation: UK

Nature of business: Security systems

%

Class of shares:

holding

Ordinary shares

30.75

31.7.14

31.7.13

£

Aggregate capital and reserves

95,175

47,802

Profit for the year

47,373

100,761

4.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2014

2013

value:

£

777,096

Ordinary

£1

777,096

Ordinary Shares

The ordinary shares shall confer on their holders the following rights

a) The holders of the ordinary shares of £1 each shall, subject to the payment of the

cumulative preferential dividend to the holders of the redeemable preference shares

and the redemption in full of all the redeemable preference shares in issue have the

rights to all the profits which the company may determine to distribute in respect of

any financial period in proportion to the amounts paid upon the shares held by them

(excluding any premium),

b) The holders of the original shares shall have the right to attend, speak and vote at

any general meeting of the company and on a show of hands shall have one vote

each and on a poll shall have one vote for every share of which he is the holder

Redeemable preference shares

The redeemable preference shares shall confer on their holders the following rights

i) as to income, the right to a fixed cumulative preferential dividend at the rate of 6%

per year on the capital for the time being paid up or credited as paid up on the shares,

to be paid, to the extent that there are profits available for distribution, annually on

15 May in each year in respect of the 12 months ending on 31 December of the

previous year,

ii) as to capital, the right, on a winding up or other return of capital, to repayment, in

priority to any payment to the holders of any other shares in the capital of the company

of

a) the amounts paid up on the redeemable preference shares held by them, and

b) any arrears or accruals of the fixed cumulative preferential dividend on the redeemable

preference shares held by them, whether declared or earned, or not, calculated down to

the date of such payment,

i) as to voting, the redeemable preference shares shall carry no right to receive notice of,

attend at or vote at any general meeting of the company

c) The redeemable preference shares shall, subject to the provisions of the Companies Act

1985, part V,Chapter VII, be redeemable upon and subject to the following terms and

conditions

i) The company shall have the right to redeem any number of the redeemable preference

shares by one week's prior written notice at any time and, subject as provided below,

shall redeem any of them not previously redeemed on the seventh anniversary of their

allotment. On such redemption the company shall redeem such shares at their par

value and shall also pay to the holders of such redeemable preference shares so

redeemed, arrears or accruals of the fixed cumulative preferential dividend on such

redeemable preference shares whether declared or earned, or not, calculated down to

the date of such payment. Where some but not all of the redeemable preference shares

are redeemed, the redemption shall be made from all their holdings in accordance with

the companies Act 1985, Part V, Chapter VII. If any of the redeemable preference

shares are not capable of being redeemed by the company on the due date, the

redemption shall be effected as soon as is possible after the redeemable preference

shares become capable of being redeemed.

ii) Not less than one week's notice of the intention of the company to redeem shall be

given to the holders of the redeemable preference shares to be redeemed. The notice

shall be in writing and shall fix the time and place for the redemption. At the time and

place fixed, the registered holders of the redeemable preference shares to be redeemed

must deliver the relevant certificates (or an indemnity in a form reasonably satisfactory to

the company in respect of any lost or defaced certificates) up to the company for

cancellation, and the company shall pay to them the redemption money in respect of

the redeemable preference shares, together with any arrears or accruals of the

accumulative preferential dividend (whether earned or declared or not) calculated down

to the date fixed for payment.

iii) At the time fixed for redemption of any of the redeemable preference shares dividends

shall cease to accrue on those shares except for any share in respect of which, on

due presentation of the certificate or certificates (or an indemnity in respect of it or them

in a form reasonably satisfactory to the company), payment due at redemption was refused

iv) If any holder of the redeemable preference shares fails or refuses to surrender the

certificate or certificates for those shares, or fails or refuses to accept the redemption

money payable in respect of them, the redemption money shall be retained and held

by the company in trust for the holder but without interest or further obligation.

v) No redeemable preference shares shall be redeemed otherwise than out of distributable

profits or the proceeds of a fresh issue of shares made for the purpose of the redemption,

or out of capital to the extent permitted by the Companies Act 1985 but any premium

payable on redemption shall be paid either out of distributable profits, or to the extent

permitted by law, out of the share premium account of the company.

Accordingly, as shown in creditors (amounts falling due after more than one year) redeemable

preference share capital is shown in the balance sheet.

Very Mobile Group Limited - Limited company - abbreviated - 11.6

Very Mobile Group Limited - Limited company - abbreviated - 11.6