gerry anderson productions accounts 2010

8/8/2019 Gerry Anderson Productions accounts 2010

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COMPANY REGISTRATION NUMBER 04676500

GERRY ANDERSON PRODUCTIONS PLC

GROUP FINANCIAL STATEMENTS

31 MARCH 2010


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FINANCIAL STATEMENTS

YEAR ENDED 31 MARCH 2010

CONTENTS PAGE

Officers and professional advisers 1

Notice of annual general meeting 2

Directors' statement 3

The directors' report 4

Independent auditor's report to the shareholders 6

Profit and loss account 8

Group balance sheet 9

Balance sheet 10

Group cash flow statement 11

Notes to the financial statements 13


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OFFICERS AND PROFESSIONAL ADVISERS

- 1 -

The board of directors N D JealousT J Ricketts

Company Secretary T J Ricketts

Registered office 1 Sovereign Court8 Graham StreetBirminghamB1 3JR

Auditor Shipleys LLPChartered Accountants& Statutory Auditors10 Orange StreetHaymarketLondonWC2H 7DQ

Solicitors Macfarlanes LLP

10 Norwich StreetLondonEC4A 1BD

Bankers Royal Bank of Scotland PLC79/83 Colmore RowBirminghamB3 2AP

Coutts & Co.440 StrandLondonWC2R 0QS

Registrars Margetts Fund Management Ltd1 Sovereign Court8 Graham StreetBirminghamB1 3JR


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NOTICE OF MEETING

- 2 -

NOTICE is hereby given that the ANNUAL GENERAL MEETING of Gerry Anderson Productions plcwill be held at the Plough & Harrow Hotel, 135 Hagley Road Edgbaston, Birmingham B16 8LS on 28September 2010 at 2.30pm for the following purposes:

1 To receive and adopt the directors report and accounts for the period ended 31 March 2010.

2 To re-appoint Shipleys LLP as auditors of the Company.

3 To fix the remuneration of Shipleys LLP as auditors.

By Order of the Board

NotesA member entitled to attend and vote at the meeting may appoint one or more proxies to attend and,on a poll, to vote on his/her behalf. A proxy need not be a member of the company.

A form of proxy is enclosed. To be valid it should be completed and returned so as to reach theCompanys Registrars, Margetts Fund Management Ltd, 1 Sovereign Court, 8 Graham Street,Birmingham B1 3JR not less than 48 hours before the time fixed for the meeting. Completion of a formof proxy does not preclude a member from subsequently attending and voting in person.

The register of directors interest will be available, for inspection by members, at the registered officeof the company during usual business hours on any weekday (public holidays excepted), from thedate of this notice until the date of the Annual General Meeting and at the place of the meeting, from2pm until the conclusion thereof.

Change of Address

Members are requested to advise Margetts Fund Management Ltd, 1 Sovereign Court, 8 GrahamStreet, Birmingham B1 3JR of any change of address.


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DIRECTORS' STATEMENT


- 3 -

This is the seventh year of trading for Gerry Anderson Productions Plc (GAP) and the directors reportis below.

The group produced the series entitled Gerry Andersons New Captain Scarlet which was partly

funded through a loan provided by Coutts & Co. The terms of the loan required repayment by 30September 2007.

In the previous statement we reported that trading conditions were poor and consequently the groupwas unable to repay the Coutts & Co loan on the agreed date. Unfortunately this remains the case andGAP has been unable to repay the loan although it has been reduced as a result of income received.

Since this time Coutts & Co have been willing to allow GAP to continue to trade with a view toultimately recovering the loan position and have not exercised their right regarding assets charged bythe company to Coutts.

Sony BMG agreed to relinquish their distribution rights so that Regent could be appointed as the newinternational distributor for all territories with the exception of the UK and Ireland. Following aprotracted period of discussion and negotiation both Coutts & Co and Gerry Anderson agreed to the

new appointment. Regent were formally appointed on 09 March 2010.

We have made arrangements for all available materials to be delivered to Regent from Sony at whichpoint they will be in a position to sell licenses to interested parties. Regent are confident that sales willbe made. It is important to be realistic and therefore we expect it will take some time to re-establishthe brand and there is no guarantee of success.

Coutts & Co have a charge over all assets owned by GAP and could take possession of GAPs assetsin order to recover monies owed to them at any time. It is our understanding that Coutts & Co areprepared to allow a reasonable amount of time for Regent to make sales before they considerenforcing their rights.

Clearly the group is in a distressed position and there is no guarantee that we will be able to continuetrading for the next twelve month period.

Toby Ricketts (Managing Director)Nigel Jealous


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THE DIRECTORS' REPORT


- 4 -

The directors present their report and the financial statements of the group for the year ended31 March 2010.

PRINCIPAL ACTIVITIES AND GROUP BUSINESS REVIEWThe principal activity of the group during the year was the provision of funding for the production ofThe New Captain Scarlet. A detailed review of the business is contained in the Directors' Statement.

RESULTS AND DIVIDENDSThe profit for the year amounted to 324,823 (2009 : 94,775). The directors have not recommendeda dividend.

FUTURE PROSPECTSClearly the group is in a distressed position and there is no guarantee that we will be able to continuetrading for the next twelve month period.

FINANCIAL INSTRUMENTSThe group's principal financial instruments comprise bank balances (both cash and loans) and tradedebtors. The main purpose of these instruments is to raise funds for and to finance the group's

operations.

In respect of bank balances the liquidity risk is managed by maintaining a balance sufficient to meetthe funds required for the group's operations. Trade debtors are managed in respect of credit andcash flow risk by ensuring that fees are collected when due.

The group considers the wider business risk facing the group as well as the financial risks arising inthe normal course of business and sets policies for managing each of these risks to minimise potentialadverse effects on the group's performance.

DIRECTORSThe directors who served the company throughout the year were:

T. J. Ricketts

N. D. Jealous

POLICY ON THE PAYMENT OF CREDITORSThe group's current policy and practice concerning the payment of suppliers is to settle terms ofpayment when agreeing the terms of the transaction, to ensure that the suppliers are aware of theterms and to abide by the agreed terms. The creditor days at 31 March 2010 were 0 days (2009: 0).

DIRECTORS' RESPONSIBILITIESThe directors are responsible for preparing the Directors Report and the financial statements inaccordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year which givea true and fair view of the state of affairs of the company and of the group and of the profit or loss ofthe group for that year. In preparing those financial statements, the directors are required to:

select suitable accounting policies, as described on page 13, and then apply them consistently;

make judgements and estimates that are reasonable and prudent;

state whether applicable accounting standards have been followed, subject to any materialdepartures disclosed and explained in the financial statements; and

prepare the financial statements on the going concern basis unless it is inappropriate to presumethat the group will continue in business.


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THE DIRECTORS' REPORT (continued)


- 5 -

The directors are responsible for keeping proper accounting records which disclose with reasonableaccuracy at any time the financial position of the group and to enable them to ensure that the financialstatements comply with the Companies Act 2006. The directors are also responsible for safeguardingthe assets of the group and hence for taking reasonable steps for the prevention and detection of

fraud and other irregularities.

In so far as the directors are aware:

there is no relevant audit information of which the group's auditors are unaware; and

the directors have taken all steps that they ought to have taken to make themselves aware of anyrelevant audit information and to establish that the auditors are aware of that information.

AUDITORShipleys LLP has indicated its willingness to remain in office and in accordance with Section 489 ofthe Companies Act 2006, a resolution to re-appoint them as auditors of the company is to be proposedat the forthcoming Annual General Meeting.

Registered office: Signed by order of the directors1 Sovereign Court8 Graham StreetBirminghamB1 3JR

T J RickettsDirector

Approved by the directors on 3 September 2010


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GERRY ANDERSON PRODUCTIONS PLCINDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF GERRY

ANDERSON PRODUCTIONS PLC


- 6 -

We have audited the group and parent company financial statements ("the financial statements") ofGerry Anderson Productions plc for the year ended 31 March 2010. The financial reporting frameworkthat has been applied in their preparation is applicable law and United Kingdom Accounting Standards(United Kingdom Generally Accepted Accounting Practice).

This report is made solely to the company's shareholders, as a body, in accordance with Chapter 3 ofSection 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state tothe company's shareholders those matters we are required to state to them in an auditor's report andfor no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibilityto anyone other than the company and the company's shareholders as a body, for our audit work, forthis report, or for the opinions we have formed.

RESPECTIVE RESPONSIBILITIES OF DIRECTORS AND AUDITORAs explained more fully in the Directors' Responsibilities Statement set out on pages 4 to 5, thedirectors are responsible for the preparation of the financial statements and for being satisfied thatthey give a true and fair view. Our responsibility is to audit the financial statements in accordance withapplicable law and International Standards on Auditing (UK and Ireland). Those standards require us

to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors.

SCOPE OF THE AUDIT OF THE FINANCIAL STATEMENTSAn audit involves obtaining evidence about the amounts and disclosures in the financial statementssufficient to give reasonable assurance that the financial statements are free from materialmisstatement, whether caused by fraud or error. This includes an assessment of: whether theaccounting policies are appropriate to the group's and the parent company's circumstances and havebeen consistently applied and adequately disclosed; the reasonableness of significant accountingestimates made by directors; and the overall presentation of the financial statements.

OPINION ON FINANCIAL STATEMENTSIn our opinion the financial statements:

give a true and fair view of the state of the group's and parent company's affairs as at

31 March 2010 and of the group's result for the year then ended;

have been properly prepared in accordance with United Kingdom Generally AcceptedAccounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006In our opinion the information given in the Directors' Report for the financial year for which the financialstatements are prepared is consistent with the financial statements.


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INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OFGERRY ANDERSON PRODUCTIONS PLC


- 7 -

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTIONWe have nothing to report in respect of the following matters where the Companies Act 2006 requiresus to report to you if, in our opinion:

adequate accounting records have not been kept by the parent company, or returns adequate forour audit have not been received from branches not visited by us; or

the parent company financial statements are not in agreement with the accounting records andreturns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

GUY FISHER (Senior StatutoryAuditor)For and on behalf ofSHIPLEYS LLP

10 Orange Street Chartered AccountantsHaymarket & Statutory AuditorLondonWC2H 7DQ

3 September 2010


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GROUP PROFIT AND LOSS ACCOUNT


2010 2009Note

The notes on page 8 form part of these financial statements.

- 8 -

TURNOVER 2 10,958 380,677

Cost of sales (166,667) (166,667)-------------------------------------------- -----------------------------------------------

GROSS (LOSS)/PROFIT (155,709) 214,010

Administrative expenses 502,009 (5,460)------------------------------------------- ------------------------------------------

OPERATING PROFIT 3 346,300 208,550

Interest receivable 931 132Interest payable and similar charges 5 (22,408) (113,907)

----------------------------------------------- -----------------------------------------------

PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 324,823 94,775

Tax on profit on ordinary activities 6 - ------------------------------------------------- -------------------------------------------

PROFIT FOR THE FINANCIAL YEAR 7 324,823 94,775============================================== =========================================

All of the activities of the group are classed as continuing.

The group has no recognised gains or losses other than the results for theyear as set out above.

The company has taken advantage of section 408 of the Companies Act 2006not to publish its own Profit and Loss Account.


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GROUP BALANCE SHEET

31 MARCH 2010

2010 2009Note


- 9 -

FIXED ASSETSInvestments 8 - -

--------------------------------

CURRENT ASSETSProduction advances 9 1,999,999 2,166,666Debtors 10 5,102 908Cash at bank 47 443

---------------------------------------------- ----------------------------------------------

2,005,148 2,168,017CREDITORS: Amounts falling due within one year 11 (1,450,738) (1,938,430)

---------------------------------------------- ----------------------------------------------

NET CURRENT ASSETS 554,410 229,587---------------------------------------------- ----------------------------------------------

TOTAL ASSETS LESS CURRENT LIABILITIES 554,410 229,587---------------------------------------------- ----------------------------------------------

554,410 229,587============================================== ==============================================

CAPITAL AND RESERVESCalled-up equity share capital 13 17,231,582 17,231,582Share premium account 14 1,197,224 1,197,224Profit and loss account 14 (17,874,396) (18,199,219)

---------------------------------------------- ----------------------------------------------

SHAREHOLDERS' FUNDS 15 554,410 229,587============================================== ==============================================

These financial statements were approved by the directors and authorised for issue on the 3September 2010 and are signed on their behalf by:

.......................... ..........................T J RICKETTS N D JEALOUS



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BALANCE SHEET

31 MARCH 2010


2010 2009Note


- 10 -

FIXED ASSETSInvestments 8 100 100

------------------------- --------------------------------

CURRENT ASSETSProduction advances 9 1,999,999 2,166,666Debtors 10 5,102 908Cash at bank 38 208

---------------------------------------------- ----------------------------------------------

2,005,139 2,167,782CREDITORS: Amounts falling due within one year 11 (1,450,738) (1,936,900)

---------------------------------------------- ----------------------------------------------

NET CURRENT ASSETS 554,401 230,882---------------------------------------------- ----------------------------------------------

TOTAL ASSETS LESS CURRENT LIABILITIES 554,501 230,982---------------------------------------------- ----------------------------------------------

554,501 230,982============================================== ==============================================

CAPITAL AND RESERVESCalled-up equity share capital 13 17,231,582 17,231,582Share premium account 14 1,197,224 1,197,224Profit and loss account 14 (17,874,305) (18,197,824)

---------------------------------------------- ----------------------------------------------

SHAREHOLDERS' FUNDS 554,501 230,982============================================== ==============================================

These financial statements were approved by the directors and authorised for issue on the 3September 2010 and are signed on their behalf by:

.......................... ..........................T J RICKETTS N D JEALOUS



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GROUP CASH FLOW STATEMENT


2010 2009


- 11 -

NET CASH INFLOW FROM OPERATING ACTIVITIES 1,355,661 377,584

RETURNS ON INVESTMENTS ANDSERVICING OF FINANCEInterest received 931 133Interest paid (22,408) (113,907)

---------------------------- ----------------------------

NET CASH (OUTFLOW) FROM RETURNS ONINVESTMENTS AND SERVICING OF FINANCE (21,477) (113,774)

------------------------------------------ ------------------------------------------

CASH INFLOW / (OUTFLOW) BEFORE FINANCING (1,334,184) 266,810

FINANCINGDecrease in bank loans (1,350,934) (269,921)

------------------------------------------ ------------------------------------------

NET CASH OUTFLOW FROM FINANCING (1,350,934) (269,921)

------------------------------------------ ------------------------------------------

(DECREASE) IN CASH (16,746) (6,111)========================================== ==========================================

RECONCILIATION OF OPERATING LOSS TO NET CASH (OUTFLOW) FROMOPERATING ACTIVITIES

2010 2009

Operating profit 346,300 208,551Decrease in production advances 166,667 166,667(Increase) / decrease in debtors (4,194) 15,543Increase / (decrease) in creditors 846,888 (16,340)

Fall in value of investments - 3,163------------------------------------------ ------------------------------------------Net cash inflow from operating activities 1,355,661 377,584

========================================== ==========================================


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GROUP CASH FLOW CASH FLOW STATEMENT (continued)



- 12 -

RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT

2010 2009

(Decrease) in cash in the year (16,746) (6,111)

Net cash outflow from bank loans 1,350,930 269,921------------------------------------------ ------------------------------------------

1,334,184 263,810------------------------------------------ ------------------------------------------

Change in net debt 16 1,334,184 263,810

Net debt at 1 April 2009 16 (1,930,354) (2,194,164)------------------------------------------ ------------------------------------------

Net debt at 31 March 2010 16 596,170 (1,930,354)========================================== ==========================================


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NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2010

- 13-

1. ACCOUNTING POLICIES

Basis of accounting

The financial statements have been prepared under the historical cost convention, and inaccordance with applicable accounting standards.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the company andall group undertakings. These are adjusted, where appropriate, to conform to group accountingpolicies. Acquisitions are accounted for under the acquisition method and goodwill onconsolidation is capitalised and written off over five years from the year of acquisition. The resultsof companies acquired or disposed of are included in the profit and loss account after or up to thedate that control passes respectively. As a consolidated profit and loss account is published, aseparate profit and loss account for the parent company is omitted from the group financialstatements by virtue of section 408 of the Companies Act 2006.

Turnover

The turnover shown in the profit and loss account represents amounts invoiced during the year,exclusive of Value Added Tax.

Production advances

Production advances which are stated at the lower of cost and net realisable value representacquired rights and costs incurred in respect of completed productions. These costs are carriedforward only where, in the opinion of the directors, there is a clearly defined project and therecovery of these costs can reasonably be expected. Net realisable value is based on estimatedselling prices less any selling costs expected to be incurred.

The period over which income will be generated is, in the directors opinion, thirty to forty yearsand as a result the directors consider it prudent to make a provision against the cost of theproduction advances over 15 years.

Deferred taxation

Deferred taxation is provided in respect of all future obligations to pay additional tax arising as aresult of past events in line with Financial Reporting Standard Number 19. Deferred tax assetsare recognised only to the extent that the directors consider it is more likely than not that therewill be sufficient taxable profits from which future reversal of underlying timing differences can bededucted.

Going concern

The company is in breach of the terms of a loan from Coutts & Co and is unable to repay theamount due. The directors believe that this position may be recoverable and Coutts & Co areallowing the company to continue as a going concern for the time being although there is noguarantee that this will continue.

2.TURNOVER

The turnover and loss before tax are attributable to the one principal activity of the group.

An analysis of turnover is given below:

2010 2009

United Kingdom 10,958 380,677================================ ================================


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- 14-

3. OPERATING PROFIT

Operating profit is stated after charging:

2010 2009

Amounts written off investments - 3,163Directors' emoluments Auditor's remuneration

- audit of the financial statements - 2,500Loan guarantee waived 500,000 -

======================= =======================

For further details see note 12.

4. PARTICULARS OF EMPLOYEES

No salaries or wages have been paid to employees, including the directors, during the year. Thedirectors were the only employees. No directors have exercised any share options.

5. INTEREST PAYABLE AND SIMILAR CHARGES

2010 2009

Interest payable on bank borrowing 22,408 113,907================================= +=============================

6. TAXATION ON ORDINARY ACTIVITIES(a) Analysis of charge in the year

2010 2009

Current tax:UK Corporation tax based on the results for the year at 19% (2009 19%) - -Total current tax - -

============== ==============

(b) Factors affecting current tax charge

The tax assessed on the profit on ordinary activities for the year is lower than the standard rate ofcorporation tax in the UK of 21% (2009 - 21%).

2010 2009

Profit on ordinary activities before taxation 324,823 94,775=========================================== ========================================

Profit on ordinary activities by rate of tax 68,213 19,903(Relieved) tax losses (68,213) (19,903)

-------------------------------- --------------------------------

Total current tax (note 6(a)) - -================================ ================================

7. PROFIT ATTRIBUTABLE TO MEMBERS OF THE PARENT COMPANY

The profit dealt with in the accounts of the parent company was 323,519 (2009 -95,045).

8. INVESTMENTS


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Group Company2010 2009 2010 2009

Shares in group undertakings 100 100Other investments - - - -

------------------------------------ --------------------------------------- ------------------------------------ -------------------------------------

- - 100 00==================================== ===================================== ==================================== =====================================

Details of the companys subsidiary undertaking, which is registered and incorporated in England& Wales, are as follows:-

Name of Company Holding Proportion ofShares Held

Nature of Business

Scarlet Digital ImagingLimited

Ordinary Shares 100% Animation production

9. PRODUCTION ADVANCES

Group Company2010 2009 2010 2009

At cost 2,166,666 2,333,333 2,166,666 2,333,333Provision (166,667) (166,667) (166,667) (166,667)

---------------------------------------------- ------------------------------------------------ ------------------------------------------------ -----------------------------------------------

At 31 March 2010 1,999,999 2,166,666 1,999,999 2,166,666============================================== ============================================== ============================================== ==============================================

10. DEBTORS

Group Company2010 2009 2010 2009

Trade debtors 5,102 908 5,102 908---------------------------- -------------------------------- ---------------------------- --------------------------------

5,102 908 5,102 908============================ ================================ ============================ ================================

11. CREDITORS:Amounts falling due within one year

Group Company2010 2009 2010 2009

Bank loans and overdrafts 596,217 1,930,797 596,217 1,930,797Other creditors 850,000 - 850,000 -Accruals and deferred income 4,521 7,633 4,521 6,103

------------------------------------------ ------------------------------------------ ------------------------------------------ --------------------------------------------

1,450,738 1,938,430 1,450,738 1,936,900========================================== ========================================= ========================================== =========================================


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- 16-

11. CREDITORS:Amounts falling due within one year

The company had an original loan facility with Coutts & Co for up to 2,470,000. The company

was unable to repay the loan by the original due date and Coutts agreed to extend the loanperiod by a further year. The company was not able to pay the loan back the following year andconsequently Coutts & Co called the loan guarantee. The remaining balance of the loan of596,217 is included in creditors and is payable on demand. Of the guarantee called, 850,000is repayable to the guarantor and is included within other creditors.

12. RELATED PARTY TRANSACTIONS

The company has granted the shareholders of C S Preproduction Limited (of which T J Rickettsand N D Jealous are Directors and shareholders) options to purchase shares equivalent to 10%of the issued share capital of the company following conclusion of the Offers. These additionalshares will be at a price of 1 each. These options expire on 5 April, 2013.

J Gutteridge and T H Ricketts have both received share options and payments in relation to their

personal guarantees for the Coutts & Co loan facility which were called in during September2008. T H Ricketts is a director and shareholder of MFM which provides management services tothe company. Information in relation to J Gutteridge is disclosed by virtue of the size of thetransaction and by being a shareholder.

JGutteridge

T HRicketts

Loan facility guaranteed 500,000 850,000Fees payable by GAP upon the release of the monies 5,000 8,500Interest due on the guaranteed amount annually at 1.5% 1.5%Share options issued at a strike price of 1.25 exercisable between27 July 2005 and 28 February 2013 150,000 255,000

============================================== ==============================================

The loan guarantee was called in by Coutts & Co on 30 September 2008. MFM has reimbursedJ Gutteridge for his guarantee and will not seek to recover this amount from GAP. Interest on theguaranteed amounts has been waived. The loan guarantee by T H Ricketts remains liable forpayment by GAP and is included in Other Creditors.

Audit fees and other costs totalling 500 were paid by MFM during the period. MFM will not seekto recover these costs.


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- 17-

13. SHARE CAPITAL

Allotted, issued and called up Ordinary 1 shares:

No At 1 April 2009 and 31 March 2010 17,231,582 17,231,582

================================================ ================================================

Share options

The company has granted the following options over the 1 ordinary shares.

2010 2009No No

At 1 April 2009 and at 31 March 2010:

Expire 5 April 2013 at 1.00 167,259 167,259 167,259 167,259Expire 28 February 2013 at 1.25 405,000 506,250 405,000 506,250

------------------------------------ ------------------------------------ ------------------------------------ ------------------------------------

572,259 673,509 572,259 673,509============================================== ============================================== ============================================== ==============================================

14. RESERVES

Group Sharepremiumaccount

Profit and lossaccount

Balance brought forward 1,197,224 (18,199,219)Profit for the year 324,823

------------------------------------------ ------------------------------------------

Balance carried forward 1,197,224 (17,874,396)========================================== ==========================================

Company Sharepremiumaccount

Profit and lossaccount

Balance brought forward 1,197,224 (18,197,824)Profit for the year 323,519

------------------------------------------ --------------------------------------------

Balance carried forward 1,197,224 (17,874,305)========================================== =============================================


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- 18-

15. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS

2010 2009

Loss / (profit) for the financial year 324,823 94,775Net (deduction from) / addition to shareholders' funds 324,823 94,775Opening shareholders' funds 229,587 134,812

---------------------------------------------- ----------------------------------------------

Closing shareholders' funds 554,410 229,587============================================== ==============================================

16. NOTES TO THE STATEMENT OF CASH FLOWS

ANALYSIS OF CHANGES IN NET DEBTAt

1 Apr 2009 Cash flowsAt

31 Mar 2010 Net cash:

Cash in hand and at bank 443 (396) 47Debt:Debt due within 1 year (1,930,797) 1,334,580 (596,217)

-------------------------------------------- ------------------------------------------ ------------------------------------------

Net debt (1,930,354) 1,334,184 (596,170)========================================== ========================================== ==========================================

17. POST BALANCE SHEET EVENTS

The repayment of the loan has been renegotiated and Coutts & Co continue to allow the group totrade. An application has been made to dissolve the companies wholly owned subsidiary ScarletDigital Imaging Limited.

18. CONTROLLING PARTY

There is no overall controlling party.


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FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING

I/We..(BLOCK CAPITALS PLEASE)

of

being (a) member(s) of the Company hereby appoint the Chairman of the Meeting, or, failinghim....as my/our proxy to vote for me/us and on my/our behalf at the AnnualGeneral Meeting of the Company to be held at The Plough & Harrow Hotel 135 Hagley RoadEdgbaston, Birmingham B16 8LS and at any adjournment thereof and thereat to vote as indicatedbelow.

Please indicate with an X in one of the boxes under FOR or AGAINST below how you wish yourvote to be cast in respect of each resolution. If you sign and return this form without any specific

directions, your proxy will abstain or vote as he/she thinks fit.

Ordinary Resolutions For Against

1 To receive and adopt the report and accounts for the year ended 31 March2010.

2 To re-appoint Shipleys LLP as auditors of the Company.

3 To fix the remuneration of Shipleys LLP as auditors.

Dated this day of 2010

Signature(s)

Notes1. All members are entitled to attend and vote at the Meeting, whether or nor they have

returned a form of proxy.

2. If any other proxy is preferred, delete the words the Chairman of the Meeting, or insert thename of the proxy you wish to appoint and initial the alteration. A proxy need not be amember of the Company.

3. In the case of a corporation this form of proxy must be executed under its common seal orunder the hand of an officer or attorney duly authorised in writing.

4. Appointment of a proxy will not preclude a member from attending and voting in personshould he/she subsequently decide to do so.

Any form of proxy and power of attorney or other authority under which it is signed (or notariallycertified or office copy of such power or authority) in order to be valid, must reach the CompanysRegistrar, Margetts Fund Management Ltd, 1 Sovereign Court, 8 Graham Street, Birmingham B1 3JRnot less than 48 hours prior to the time of the Meeting.

gerry anderson productions accounts 2010

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