ITN ARCHIVE LIMITED

ITN Archive Limited

Berlin

Jahresabschluss zum 31. Dezember 2007

Report and financial statements 2007

Contents

Directors' report

Independent auditors' report

Profit and loss account

Balance sheet

Notes to the accounts

Directors' Report

The directors present their annual report on the affairs of the company, together with the accounts and the report of the auditors for the year ended 31st December 2007.

Principal activities

The principal activities of the company are to sell and market the television archive of Independent Television News Limited in the United States, Canada, Mexico, South Africa, Australia, France, Germany and other non UK territories along with any other archives that Independent Television News Limited has the right to sell. The directors' expect no significant change to the activities of die company. This directors' report has been prepared in accordance with the special provisions relating to small companies under section 246(4) of the Companies Act 1985.

Results and dividends

The company's results are set out on page 5. The directors do not recommend the payment of a dividend (2006 - £nil). The directors expect a similar level of activity for the foreseeable future.

Board of Directors

Auditors

Deloitte LLP have expressed their willingness to continue in office as the company's auditors and a resolution to reappoint them will be proposed at the forthcoming Annual General Meeting.

Each of the persons who is a director at the date of approval of this report confirms that:

This confirmation is given and should be interpreted in accordance with the provisions of s234ZA of the Companies Act 1985.

Statement of Directors' responsibilities

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 the 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). The financial statements are required by law to 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 those financial statements, the directors are required to:

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. 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.

Independent auditors' report to the members of ITN Archive Limited

We have audited the financial statements of ITN Archive Limited for the year ended 31 December 2007 which comprise the profit and loss account, the balance sheet and the related notes 1 to 12. These financial statements have been prepared under the accounting policies set out therein.

This report is made solely to the company's members, as a body, in accordance with section 235 of the Companies Act 1985. Our audit work has been undertaken so that we might state to the company's members those matters we am required to state to them in an auditors' 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.

Respective responsibilities of directors and auditors

The directors' responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) are set out in the statement of directors' responsibilities.

Our responsibility is to audit the financial statements in accordance with relevant United Kingdom legal and regulatory requirements and International Standards on Auditing (UK and Ireland).

We report to you our opinion as to whether the financial statements give a time and fair view and are properly prepared in accordance with the Companies Act 1985. We also report to you whether in our opinion the information given in the Directors' Report is consistent with the financial statements.

In addition we report to you if, in our opinion, the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and transactions is not disclosed. We read the Directors' Report and consider the implications for our report if we become aware of any apparent misstatements within it.

Basis of audit opinion

We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company's circumstances, consistently applied and adequately disclosed.

We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements.

Independent auditors' report to the members of ITN Archive Limited (continued)

Opinion

In our opinion:

Profit And Loss Account
For The Year Ended 31st December 2007

There are no recognised gains and losses in the current and preceding year other than those included in arriving at the result for the year and preceding year. All activities are continuing.

The accompanying notes are an integral part of these accounts.

Balance Sheet
As At 31st December 2007

The accompanying notes are an integral part of these accounts.

These financial statements were approved by the Board on 25 ^th March 2009 and signed on its behalf by:

Notes To The Accounts
Year Ended 31st December 2007

Statement of Accounting Policies

A summary of the principal accounting policies, all of which have been applied consistently throughout the year and the preceding year, is set out below:

(a) Basis of Preparation

Going Concern

The company's business activities are set out in the Directors' Report. As highlighted on the balance sheet, the company has significant positive cash balances with which to meet its day to day working capital requirements. However, the current economic conditions create uncertainty particularly the level of demand for the company's products.

The financing of the company's activities is provided by amounts owed to the parent company. The continuing support of the parent has been confirmed through the issue of a letter of support, confirming that it will not seek repayment of these amounts for at least 12 months from the date of signature of these financial statements.

Based on the information set out above the Directors believe that it is appropriate to prepare these financial statements on the going concern basis.

(b) Basis of accounting

The accounts are prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards.

(e) Turnover

Turnover comprises the value of sales (excluding VAT and similar taxes) from the licensing of rights. Licensing income is recognised once a license agreement is concluded and master tapes have been delivered to the client.

(d) Cash flow statement

A cash flow statement has not been prepared because the company is a wholly owned subsidiary of a company incorporated in Great Britain which prepares a consolidated cash flow statement and whose accounts are publicly available. The exemption in accordance with FRS1 (revised) has been applied.

(e) Related party transactions

The company has taken advantage of exemption under the rules of Financial Reporting Standard No. 8 not to disclose related party transactions with other group companies as over 90% of the voting rights of the company are controlled by the ultimate parent company, Independent Television News Limited and whose accounts are publicly available.

(f) Foreign currency

Transactions denominated in foreign currencies are initially recorded at actual exchange rates as of the date of the transaction or, if hedged, at the forward contract rate. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated into sterling at the rates of exchange prevailing at that date or, if appropriate, at the forward contract rate. All exchange differences are included in the profit and loss account.

(g) Taxation

Current tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is provided in full on timing differences that result in an obligation at the balance sheet date to pay more tax, or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in financial statements. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered. Deferred tax assets and liabilities are not discounted.

(h) Leases

Rentals under operating leases are charged on a straight-line basis over the lease term, even if payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term, except where the period to the review date on which the rent is first expected to be adjusted to the prevailing market rate is shorter than the full lease term, in which case the shorter period is used.

(i) Pensions

One employee of ITN Archive Ltd is a member of the ITN defined benefit pension scheme (The ITN Pension Scheme).

The amount charged to the profit and loss account in respect of pension costs and other post-retirement benefits is the contributions payable in the year (see note 12).

Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayment in the balance sheet.

1. Segmental Information

All turnover relates to revenue from licence fees from the USA, Canada, Mexico, South Africa, Australia, France, Germany and other non-UK territories. Turnover is shown gross of commissions to third parties.

2. Loss on ordinary activities before taxation

Loss on ordinary activities before taxation is stated after charging:

3. Staff costs

The company has twenty seven employees (excluding directors) during the year (2006 - twenty three) and the directors' remuneration in respect of services provided to the company is borne by the ultimate patent company.

4. Analysis of tax charge on ordinary activities

The tax assessed for the period is lower than that resulting from applying the standard rate of corporation tax in the UK: 30% (2006 - 30%).

The differences are explained below:

5. Debtors

6. Creditors: amounts falling due within one year

7. Called-up share capital

8. Profit and loss account

9. Reconciliation of movement in shareholders' deficit

10. Operating lease commitments

At 31st December 2007 the company had minimum annual commitments under non-cancellable operating leases as follows:

11. Ultimate controlling party

The immediate parent company is Independent Television News Limited. The directors regard Independent Television News Limited, a company registered in England and Wales, as the ultimate parent company and the ultimate controlling party. Independent Television News Limited is the parent company of the largest and smallest group of which the company is a member and for which group accounts are drawn up. Copies of the accounts are available from the Company Secretary, Independent Television News Limited, 200 Gray's Inn Road, London WC1X 8XZ.

12. Pensions

One employee of ITN Archive Ltd is a member of the ITN defined benefit pension scheme. Details of the assets and liabilities of this pension scheme are set out in the accounts of the parent company, Independent Television News Limited. Contributions to the scheme for 2007 were £10,381 and the contribution rate for 2007 was 14.8% of pensionable earnings.