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REGISTERED NUMBER: SC375431 (Scotland)















TOLSTA POWER LTD

Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2023






TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)






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




Page

Company Information 1

Report of the Directors 2

Balance Sheet 4

Notes to the Financial Statements 5


TOLSTA POWER LTD

Company Information
for the Year Ended 31 December 2023







DIRECTORS: M Maciver
M Maciver
J M Maciver
C Maciver
S Thomson
G Morrison
S B Smit



SECRETARY: M Maciver



REGISTERED OFFICE: 26 Lewis Street
Stornway
United Kingdom
Isle of Lewis
HS1 2JF



REGISTERED NUMBER: SC375431 (Scotland)



SENIOR STATUTORY AUDITOR: John E Moffat BA FCA



AUDITORS: Mann Judd Gordon Ltd
Chartered Accountants
& Statutory Auditors
26 Lewis Street
Stornoway
Isle of Lewis
HS1 2JF

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of the development of a community owned wind farm.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

M Maciver
M Maciver
J M Maciver
C Maciver
S Thomson
G Morrison

Other changes in directors holding office are as follows:

S B Smit - appointed 18 October 2023

DONATIONS AND EXPENDITURE
During the year the company paid the following donations to local charities:

£650,000 (2022: £360,000) was paid to Tolsta Community Development Limited, the parent charity of Tolsta Power Limited.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Report of the Directors 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 that 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they 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 these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

Report of the Directors
for the Year Ended 31 December 2023


AUDITORS
The auditors, Mann Judd Gordon Ltd, are deemed to be-appointed under section 487 of the Companies Act 2006.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





M Maciver - Director


26 June 2024

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 5 752,881 804,565

CURRENT ASSETS
Debtors 6 205,691 281,019
Prepayments and accrued income 126,834 135,887
Cash at bank and in hand 656,325 604,954
988,850 1,021,860
CREDITORS
Amounts falling due within one year 7 293,464 239,826
NET CURRENT ASSETS 695,386 782,034
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,448,267

1,586,599

CREDITORS
Amounts falling due after more than one year 8 (344,945 ) (391,951 )

PROVISIONS FOR LIABILITIES (122,716 ) (125,601 )

ACCRUALS AND DEFERRED INCOME (47,600 ) (51,000 )
NET ASSETS 933,006 1,018,047

CAPITAL AND RESERVES
Called up share capital 2 2
Other reserves 7,781 11,880
Retained earnings 925,223 1,006,165
SHAREHOLDERS' FUNDS 933,006 1,018,047

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 Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26 June 2024 and were signed on its behalf by:





M Maciver - Director


TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

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

1. STATUTORY INFORMATION

Tolsta Power Ltd is a private company, limited by shares , registered in Scotland. 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 Pound Sterling (£).


The accounts are rounded to the nearest £1.

2. STATEMENT OF COMPLIANCE

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.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared on a going concern basis under the historical cost convention. The significant accounting policies applied in the preparation of these financial statements are set out below.

Significant judgements and estimates
The area of the financial statements where significant judgements or estimates have been made relate to the fixed assets and the assumptions concerning both useful economic life and estimated residual value.

The directors have estimated the useful economic life of the windfarm development at 25 years, which correlates with the period of the planning consent for the structure.

The directors have estimated both the useful economic life and residual value of Looms purchased for members of the Tolsta Community to lease. Useful economic life has been estimated at 20 years, and residual value has been estimated at £Nil.

Both classes of assets are being depreciated on a straight line basis over the estimated useful economic life.

Turnover
Turnover represents the value of electricity generation income and feed in tariff in the period, excluding value added tax.

Tangible fixed assets
Tangible assets are stated at cost or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

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

Plant and machinery - 5% on cost and 4% on cost

Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

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

3. ACCOUNTING POLICIES - continued

Financial instruments
Interest free intercompany loan balances between group members have been included at the net present value of the repayment expected when the loan will be repaid using an annual commercial interest rate of 3.54%.

The difference between cash coat of the loan and the net present value has been credited to other reserves.

On an annual basis the notional interest charge based on 3.54% of the net present value of the loan is charged to the profit and loss account. A corresponding transfer is made between other reserves and retained earnings so that the balance of other reserves equals the calculated interest to be charged in future years.

Loans and other financial liabilities are initially recognised at cash value net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

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 balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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 year 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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Prepayments and accrued income
Bank arrangement fees and related legal and professional costs have been included within the balance sheet within the Prepayments and Accrued Income category on the face of the report. These costs will be released to the profit and loss account over the duration of the life of the wind farm development - 25 years.

The balance of Prepayments and Accrued Income which will be released within the next 12 months is £9,053 with the remainder (£144,940) to be released in equal instalments over the remainder of the project term.

Debtors and creditors
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.

4. EMPLOYEES AND DIRECTORS

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

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

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

5. TANGIBLE FIXED ASSETS
Plant and
machinery
£   
COST
At 1 January 2023
and 31 December 2023 1,273,682
DEPRECIATION
At 1 January 2023 469,117
Charge for year 51,684
At 31 December 2023 520,801
NET BOOK VALUE
At 31 December 2023 752,881
At 31 December 2022 804,565

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Trade debtors 48,629 140,882
Other debtors 157,062 140,137
205,691 281,019

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Bank loans and overdrafts 51,105 96,936
Amounts owed to group undertakings 107,047 109,656
Taxation and social security 89,884 3,116
Other creditors 45,428 30,118
293,464 239,826

8. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
31.12.23 31.12.22
£    £   
Bank loans 205,019 256,124
Amounts owed to group undertakings 139,926 135,827
344,945 391,951

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

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

9. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
31.12.23 31.12.22
£    £   
Within one year 8,398 6,625
Between one and five years 33,593 26,500
In more than five years 48,986 66,250
90,977 99,375

Tolsta Power Ltd is party to a 25 year lease of the turbine site in Tolsta, from Stornoway Trust.

10. SECURED DEBTS

The following secured debts are included within creditors:

31.12.23 31.12.22
£    £   
Bank loans 256,124 353,060

The bank loan in favour of the Co-operative Bank Plc is secured as follows:

- Scottish Floating charge, incorporating a fixed and floating charge over the assets of the company dated 23/11/2012.
- Bond and floating charge.
- Subordination agreement between The Co-Operative Bank Plc and Tolsta Community Development Ltd.
- First Standard Security over unregistered leasehold wind turbine site at Tolsta, dated 21/12/2012.
- Assignation in security.
- Deed of assignment re rights under certain contracts relating to the wind farm development at Tolsta.
- Share Pledge.
- Other direct agreements dated 23/11/2012.

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

The Report of the Auditors was unqualified.

John E Moffat BA FCA (Senior Statutory Auditor)
for and on behalf of Mann Judd Gordon Ltd

TOLSTA POWER LTD (REGISTERED NUMBER: SC375431)

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

12. RELATED PARTY DISCLOSURES

Tolsta Power is the wholly owned subsidiary of Tolsta Community Development Limited. Tolsta Power is the special purpose vehicle set up to own and operate the Charity's community owned wind turbine.

At the balance sheet date the company owes Tolsta Community Development Ltd the sum of £246,973 (2022: £245,483) in respect of funding received towards the cost of the turbine project and the purchase of looms for rent by weavers in the Tolsta community. Notional interest of £4,099 (2022 £4,244) was charged in the year.

During the year the company paid donations of £650,000 (2022: £360,000) to Tolsta Community Development Limited.

During the year the company paid rent of £6,625 (2022: £nil) to Tolsta Community Development Limited in respect of the turbine site. At the year end, a liability of £9,098 (2022: £7,333) was due from Tolsta Power to Tolsta Development Limited for rent.

During the year the Board of Tolsta Community Development Ltd approved a management charge be levied on Tolsta Power in recognition of the administration support provided by charity staff. The sum of £12,500 (2022: £12,500) has been accrued at the year end.

No directors were paid (2022: £2,040) during the year for consultancy work. One director was paid a fee of £425 (2022: £nil) in relation to work on call outs to turbines.

13. FRC ETHICAL STANDARD - PROVISIONS AVAILABLE FOR SMALL ENTITIES

In common with many other businesses of our size and nature we use our auditors to prepare and submit returns to the tax authorities and assist with the preparation of the financial statements.

14. ULTIMATE CONTROLLING PARTY

The controlling party is Tolsta Community DevelopmentLimited.

Registered Company Number: SC289379
Registered Charity Number: SC042070

Registered Office Address: Tigh Ceilidh
Airith a bhreide
North Tolsta
Isle of Lewis
HS2 0NE