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REGISTERED NUMBER: 11737207 (England and Wales)















Financial Statements for the Year Ended 31 December 2023

for

CGN Energy UK Two Limited

CGN Energy UK Two Limited (Registered number: 11737207)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 3


CGN Energy UK Two Limited

Company Information
for the Year Ended 31 December 2023







DIRECTOR: H Jiang





SECRETARY: Accomplish Secretaries Limited





REGISTERED OFFICE: 7th Floor
50 Broadway
London
SW1H 0DB





REGISTERED NUMBER: 11737207 (England and Wales)





AUDITORS: Shinewing Wilson Accountancy Limited
Chartered Certified Accountants
and Statutory Auditors
9 St Clare Street
London
EC3N 1LQ

CGN Energy UK Two Limited (Registered number: 11737207)

Statement of Financial Position
31 December 2023

31.12.23 31.12.22
Notes $'000 $'000 $'000 $'000
FIXED ASSETS
Investments 4 189,508 189,509

CURRENT ASSETS
Debtors 5 20,322 16,586
Cash at bank 138 191
20,460 16,777
CREDITORS
Amounts falling due within one year 6 5,477 2,689
NET CURRENT ASSETS 14,983 14,088
TOTAL ASSETS LESS CURRENT
LIABILITIES

204,491

203,597

CAPITAL AND RESERVES
Called up share capital 7 1 1
Share premium 199,385 199,385
Retained earnings 5,105 4,211
SHAREHOLDERS' FUNDS 204,491 203,597

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 and authorised for issue on 30 July 2024 and were signed by:





H Jiang - Director


CGN Energy UK Two Limited (Registered number: 11737207)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

CGN Energy UK Two Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the US Dollar ($).


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.

Going Concern
The company had net current assets of $15 million and net assets of $204 million. As an investment holding company, the management have given due consideration to historical and current trading, together with future projections on the investments held by the company. The director has a reasonable considered that the company has adequate resources to continue its operational existence for the foreseeable future, furthermore the intermediate holding company has confirmed in writing to continue support the company for 12 months from the date of signing the financial statements where necessary, hence the company continues to adopt the going concern basis in preparing its financial statements.

Taxation
Taxation on the profit or loss 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, in which case it is recognised directly in equity or other comprehensive income. 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. Current tax is the expected tax payable or receivable on the taxable income or loss for the period, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

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 period 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.

Distributions to equity holders
Dividends and other distributions to the group’s shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the shareholders. These amounts are recognised in the statement of changes in equity.

Dividend income
Dividend income is recognised when the right to receive payment is established.

CGN Energy UK Two Limited (Registered number: 11737207)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments.

Financial instruments are recognised 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 trade and other receivables and cash and bank balances, 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 financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

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.

Basic financial liabilities
Basic financial liabilities, including trade and other payables, and loans from group undertakings, 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 payments discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest method.

Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless they are included in a hedging arrangement.

Share capital
Financial instruments issued by the company are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset.

The company's ordinary shares are classified as equity instruments.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2022 - NIL ) .

CGN Energy UK Two Limited (Registered number: 11737207)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

4. FIXED ASSET INVESTMENTS
Interest
in other
participating
interests
$'000
COST
At 1 January 2023
and 31 December 2023 189,508
NET BOOK VALUE
At 31 December 2023 189,508
At 31 December 2022 189,508

The interest represent 10.32% shareholding in CGN Brasil Energias e Participacoes S.A..

5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
$'000 $'000
Amounts owed by group undertakings 20,223 142
Amounts owed by associates - 16,345
Other debtors 99 99
20,322 16,586

Included in the amounts owed by group undertaking, $20,062,486 (2022: $16,345,387 shown as amounts owed by associate) represent the dividends receivable from CGN Brasil Energias e Participacoes S.A. which are unsecured and repayable on demand.

6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
$'000 $'000
Amounts owed to group undertakings 5,100 2,486
Taxation and social security 342 168
Other creditors 35 35
5,477 2,689

Amounts owed to group undertakings are unsecured, carry no fixed interest charge and are repayable on demand.

7. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.23 31.12.22
value: $'000 $'000
1,000 Ordinary $1 1 1

CGN Energy UK Two Limited (Registered number: 11737207)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

7. CALLED UP SHARE CAPITAL - continued

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital. The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company.

On incorporation, 100 ordinary shares of $1 each were issued and fully paid by the immediate parent company, Always Fine International Limited, a company registered in British Virgin Islands.

On 30 December 2019, the 100 ordinary shares of $1 shares were redenominated into US$1.31 each and are sub-divided into 13,100 ordinary shares of $0.01 each, a further 86,900 of ordinary shares of $0.01 were allotted at $2,294.42 each and fully paid by Always Fine International Limited, the total ordinary shares of 100,000 of $0.01 each were consolidated into 1,000 ordinary shares of $1.00 each on the same day.

8. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Julie Zhuge Wilson (Senior Statutory Auditor)
for and on behalf of Shinewing Wilson Accountancy Limited

9. RELATED PARTY DISCLOSURES

Except for the disclosure in Note 7, the company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

10. ULTIMATE CONTROLLING PARTY

The immediate parent company is Always Fine International Limited, a company registered in British Virgin Islands.

The ultimate controlling party is State-owned Assets Supervision and Administration Commission of the State Council ("SASAC" ), P.R. China.

The smallest group for which consolidated financial statements are prepared is CGN Energy International Holding Co., Limited. The consolidated financial statements of CGN Energy International Holding Co., Limited are prepared in accordance with P.R.C. GAAP and are available to the public and may be obtained from 15th floor, Harbour Centre, 25 Harbour Road, Wanchai, Hong Kong.