Company registration number 14044705 (England and Wales)
Q-ENERGY BIDCO 2 LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Q-ENERGY BIDCO 2 LTD
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
Q-ENERGY BIDCO 2 LTD
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Non-current assets
Investments
3
1,530,976
1,530,976
Current assets
Trade and other receivables
5
2,268,506
2,217,528
Cash and cash equivalents
55,541
1,386
2,324,047
2,218,914
Current liabilities
6
(5,688)
-
Net current assets
2,318,359
2,218,914
Total assets less current liabilities
3,849,335
3,749,890
Non-current liabilities
6
(4,057,992)
(3,853,494)
Net liabilities
(208,657)
(103,604)
Equity
Called up share capital
8
100
100
Equity reserve
9
187,437
187,437
Retained earnings
10
(396,194)
(291,141)
Total equity
(208,657)
(103,604)

The notes on pages 2 to 6 form part of these financial statements.

The directors of the company have elected not to include a copy of the income statement within the financial statements.

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

The financial statements were approved by the board of directors and authorised for issue on 26 July 2024 and are signed on its behalf by:
A Ciruelos
Director
Company registration number 14044705
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information

Q-Energy Bidco 2 Ltd (the 'company') is a private company limited by shares incorporated in England and Wales. The registered office is 58 Marylebone High Street, London, United Kingdom, W1U 5HT. The company's principal activities and nature of its operations are diclosed in the directors' report.

1.1
Reporting period

In 2022, the company changed its accounting reference date from 30 April to 31 December to align with other group companies. The prior period financial statements cover the 8 month period from incorporation on 13 April 2022 to 31 December 2022. Therefore these financial statements are not entirely comparable.

1.2
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated financial statements. The financial statements present information about the company as an individual entity and not about its group.

 

Q-Energy Bidco 2 Ltd is a wholly owned subsidiary of Q-Energy Holdco UK Ltd and the results of Q-Energy Bidco 2 Ltd are included in the consolidated financial statements of Q-Energy Holdco UK Ltd. The consolidated financial statements are available to the public and can be obtained as set out in note 12.

1.3
Going concern

The directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable futuretrue as the company has access to financing from it's shareholders who continue to support the company. The company is dependent upon continued support from the ultimate parent company, who have provided written confirmation of their willingness to provide continued support to the company for the foreseeable future, defined as at least 12 months from the date of signing these financial statements for the year ended 31 December 2023. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.4
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.5
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Impairment of financial assets

Financial assets, other than those measured at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial assets, the estimated future cash flows of investment that have been affected.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.6
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including other payables and amounts owed to fellow group undertakings, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.7
Equity instruments

Equity instruments issued by the parent company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer payable at the discretion of the company.

Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
2
Employees

The average monthly number of persons (including directors) employed by the company during the year/period was:

2023
2022
Number
Number
3
4
3
Investments
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Investments in subsidiaries
-
-
1,530,976
1,530,976
Fair value of financial assets carried at amortised cost

The directors consider that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

4
Subsidiaries

Details of the company's subsidiary at 31 December 2023 are as follows:

Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
GBSL Dorking Limited
58 Marylebone High Street, London, W1U 5HT
Battery energy storage
Ordinary
100.00
5
Trade and other receivables
2023
2022
£
£
VAT recoverable
948
-
Amount owed by parent undertaking
100
100
Amounts owed by subsidiary undertakings
8,160
-
0
Amounts owed by fellow group undertakings
2,259,298
2,217,428
2,268,506
2,217,528
6
Liabilities
Current
Non-current
2023
2022
2023
2022
Notes
£
£
£
£
Trade and other payables
7
5,688
-
0
4,057,992
3,853,494
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
7
Trade and other payables
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Amount owed to parent undertaking
-
0
-
0
4,057,992
3,853,494
Accruals and deferred income
5,688
-
0
-
0
-
0
5,688
-
4,057,992
3,853,494
8
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100

The Ordinary shares have full voting rights and no right to fixed income. The shares are entitled to a distribution of dividends and capital distribution.

9
Equity reserve
2023
2022
£
£
At the beginning of the year
187,437
-
0
Capital contributions from owners
-
0
187,437
At the end of the year
187,437
187,437

The equity reserve represents capital contributions made by the owners to the company, for which no consideration was given and with no repayment is required.

10
Retained earnings

Retained earnings represent cumulative profits or losses, net of distributions to the owners.

11
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified, and signed on 2 August 202402 August 2024.

The senior statutory auditor was David Lawrence BSc (Hons) FCA and the auditor was Azets Audit Services.
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
12
Controlling party

The immediate parent company is Q-Energy Bidco 1 Ltd, a company incorporated in England and Wales.

 

The smallest and largest group to prepare consolidated financial statements, which include the results of the company, is Q-Energy Holdco UK Ltd. The financial statements are available to the public and can be found at the registered office address of 58 Marylebone High Street, London, England, W1U 5HT.

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