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Registered number: 10809049










GCP ROOFTOP SOLAR FINANCE PLC

AUDITED
ANNUAL REPORT
AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 MARCH 2024
 






 



 






 
GCP ROOFTOP SOLAR FINANCE PLC
 

COMPANY INFORMATION


Directors
Mr N S Parker 
Mr R A J Wright (resigned 8 December 2023)
Mrs S J Johnston (resigned 8 December 2023)
Mr P W Kent 
Ms A L Bath (appointed 8 December 2023)
Ms C Marlow (appointed 8 December 2023)




Company secretary
Mr P W Kent



Registered number
10809049



Registered office
24 Savile Row

London

United Kingdom

W1S 2ES




Independent auditors
Wellden Turnbull Limited
Chartered Accountants & Statutory Auditors

Albany House

Claremont Lane

Esher

Surrey

KT10 9FQ





 
GCP ROOFTOP SOLAR FINANCE PLC
 

CONTENTS



Page
Strategic Report
 
 
1 - 2
Directors' Report
 
 
3 - 5
Independent Auditors' Report
 
 
6 - 9
Statement of Income and Retained Earnings
 
 
10
Balance Sheet
 
 
11
Notes to the Financial Statements
 
 
12 - 19


 
GCP ROOFTOP SOLAR FINANCE PLC
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
The Directors present their strategic report for the Company for the year ended 31 March 2024.

Business review
 
During the year the principal activity of the Company was the provision of intermediary loan finance.
The Company is in a net liability position at the year end but has been profitable. The Company's turnover during the year amounted to £9,202,000 (2023 - £7,134,000) with profit before tax of £2,000 (2023 - £2,000).

Principal risks and uncertainties
 
The principal risk to the Company is liquidity risk. The Company must be in a position to meet its fixed interest, debt repayments and overheads from the income received from its debtors. The Company's financing is structured such that cash inflows from loan debtors exceed cash outflows due under financing obligations over the term of the financing provided.
The Company lends to a number of fellow group companies who in turn lend to companies that generate their income from fixed term infrastructure contracts (longer than the term of the loan). The underlying debtors have been rigorously assessed to ensure that they will be able to meet their debt and interest payments. The revenue and the costs of the debtors are benchmarked by an independent technical consultancy and only the net cash flows arising are taken into account when assessing the debtor’s ability to service the loan.
The Company has a full security package over the debtors' assets and the bank accounts into which revenue is received.
The Company has funded its loans by issuing long term fixed rate loan notes to investment companies specialising in the provision of infrastructure debt in the UK.

Financial key performance indicators
 
The key financial indicator for the Company is cash flow, which is monitored and managed on a regular basis to ensure that liabilities as a whole can be met as they fall due. The Company held cash of £81,000 (2023 - £77,000) at the year end date.

Other key performance indicators
 
The Directors do not consider that there are any other key performance indicators to the Company.

Directors' statement of compliance with duty to promote the success of the Company
 
The Directors of the Company have acted in accordance with their duties codified in law, which include their duty to act in the way in which they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the stakeholders and matters set out in section 172 of the Companies Act 2006.
In executing their statutory duty the Directors periodically review the strategic direction, business relationships and interactions, impacts more widely of business activity and business conduct, including those activities and roles outsourced to third parties, to ensure the continued promotion for success of all members as well as the interests and success of the Company.

Page 1

 
GCP ROOFTOP SOLAR FINANCE PLC
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024


This report was approved by the board and signed on its behalf.



Ms C Marlow
Director

Date: 24 September 2024

Page 2

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The Directors present their report and the financial statements for the year ended 31 March 2024.

Directors' responsibilities statement

The Directors are responsible for preparing the Strategic Report, the Directors' 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 that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £2,000 (2023 - £2,000).

No dividends have been declared or paid during the current or prior year. 

Directors

The Directors who served during the year were:

Mr N S Parker 
Mr R A J Wright (resigned 8 December 2023)
Mrs S J Johnston (resigned 8 December 2023)
Mr P W Kent 
Ms A L Bath (appointed 8 December 2023)
Ms C Marlow (appointed 8 December 2023)

Future developments

The Directors do not anticipate any changes in the level or nature of the Company's business in the near future.

Page 3

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Financial instruments

The principal financial risks the Directors consider relevant to the Company are inflation and liquidity risk.
Inflation rate risk
The principal of the loan debtors are subject to annual inflation indexation based on the Retail Price Index (“RPI”). The Loan principal and interest of one of the loan creditor is subject to quarterly inflation indexation based on the Retail Price Index (“RPI”). Loans are stated at amortised cost and the effective interest rate calculations are based on the Directors’ assumption that inflation will not exceed a given level per annum over the remaining loan terms. However, the Directors have amended their assumptions based on the current and forecast inflation rates using available market data and have factored in the short-term uplift in inflation in the model. The inflation indexation is applied to both the corresponding loan debtor and loan creditor so that there will not be a significant cash flow impact.
Liquidity risk
The Company's liquidity risk is principally managed through financing by means of long term borrowings. Financing is structured such that cash flow receivable exceeds the fixed cash flow payable over the term of the loan to ensure liabilities can be met as they fall due. Cash flows are monitored and managed closely by management.

Engagement with suppliers, customers and others

The Directors of the Company have, and continue to have, regard for the need to foster the Company's business relationships with suppliers, customers and other stakeholders. This regard is reflected across the decision making process of the directors. The Directors have opted not to disclose information about impending developments or matters in the course of negotiation as this would, in the opinion of the directors, be seriously prejudicial to the interests of the Company.

Qualifying third party indemnity provisions

The Directors of the Company are covered by an insurance policy which insures against Directors and Officers claims with an aggregate limit of £30m.

Disclosure of information to auditors

Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsWellden Turnbull Limitedwill be proposed for reappointment in accordance with section 489 of the Companies Act 2006.

Page 4

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

This report was approved by the board and signed on its behalf.
 





Ms C Marlow
Director

Date: 24 September 2024

Page 5

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GCP ROOFTOP SOLAR FINANCE PLC
 

Opinion


We have audited the financial statements of GCP Rooftop Solar Finance PLC (the 'Company') for the year ended 31 March 2024, which comprise the Statement of Income and Retained Earnings, the Balance Sheet and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 March 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.


Other information


The other information comprises the information included in the Directors Report other than the financial statements and  our Auditors' Report thereon.  The Directors are responsible for the other information contained within the Directors Report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Page 6

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GCP ROOFTOP SOLAR FINANCE PLC (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; 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.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GCP ROOFTOP SOLAR FINANCE PLC (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue, the valuation of loan receivable and payable balances and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. We have identified The Companies Act 2006 in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
 
Enquiry of management and those charged with governance as to actual and potential litigation and claims;
 
Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations;
 
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business, and reviewing accounting estimates for bias;
 
Reviewing, including assessing the reasonableness of any assumptions used, the valuation of loan receivable and payable balances;
 
Assessing the reasonableness of revenue recognised in the period based on contractual terms and obligations and the requirement of accounting standards; and
 
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 8

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GCP ROOFTOP SOLAR FINANCE PLC (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are 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.





Mark Nelligan FCA (Senior Statutory Auditor)
  
for and on behalf of
Wellden Turnbull Limited
 
Chartered Accountants
Statutory Auditors
  
Albany House
Claremont Lane
Esher
Surrey
KT10 9FQ
 

24 September 2024
Page 9

 
GCP ROOFTOP SOLAR FINANCE PLC
 

STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
9,202
7,134

Cost of sales
  
(9,176)
(7,115)

Gross profit
  
26
19

Administrative expenses
  
(24)
(17)

Operating profit
  
2
2

Tax on profit
 7 
-
-

Profit after tax
  
2
2

  

  

Retained earnings at the beginning of the year
  
(376)
(378)

Profit for the year
  
2
2

Retained earnings at the end of the year
  
(374)
(376)
There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of income and retained earnings.

The notes on pages 12 to 19 form part of these financial statements.

Page 10

 
GCP ROOFTOP SOLAR FINANCE PLC
REGISTERED NUMBER: 10809049

BALANCE SHEET
AS AT 31 MARCH 2024

2024
2023
Note
£000
£000

  

Current assets
  

Debtors: amounts falling due after more than one year
 8 
74,999
79,631

Debtors: amounts falling due within one year
 8 
5,941
2,493

Cash at bank and in hand
 9 
81
77

  
81,021
82,201

Current liabilities
  

Creditors: amounts falling due within one year
 10 
(12,385)
(7,862)

Net current assets
  
 
 
68,636
 
 
74,339

Total assets less current liabilities
  
68,636
74,339

Creditors: amounts falling due after more than one year
 11 
(68,960)
(74,665)

  

Net liabilities
  
(324)
(326)


Capital and reserves
  

Called up share capital 
 13 
50
50

Profit and loss account
 14 
(374)
(376)

  
(324)
(326)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Ms C Marlow
Director

Date: 24 September 2024

The notes on pages 12 to 19 form part of these financial statements.

Page 11

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

1.


General information

GCP Rooftop Solar Finance PLC is a public company, limited by shares, incorporated in England and Wales, registration number 10809049. The registered office is 24 Savile Row, London, W1S 2ES.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

These financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £'000.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

  
2.2

Compliance with accounting standards

The financial statements have been prepared in accordance with FRS102 The Financial Reporting Standard applicable in the UK and the Republic of Ireland. There were no material departures from this standard.

 
2.3

Going concern

The Company was profit making in the period and is in a net liability position at the year end date. The financial statements have been prepared on a going concern basis which means that the Company can be expected to meet its liabilities as they fall due for a period of at least 12 months from the date of signing these financial statements. In assessing the appropriateness of the going concern basis of preparation the Directors have taken into account the key risks of the business as well as the Company’s business model and the availability of cash resources.
The Company is part of a financing structure, the underlying loans structured to ensure that actual cash inflows from the loan debtor exceed the Company's cash outflows to service the loan creditor and overheads over the loan term. The Directors have prepared financial models over the life of the loan which support this position. On this basis the Directors consider it is appropriate to prepare the financial statements on a going concern basis.

Page 12

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.4

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A.

This information is included in the consolidated financial statements of GCP Intermediary Holdings Limited as at 31 March 2024 and these financial statements may be obtained from Companies House.

  
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.
Turnover comprises interest receivable from the provision of loan financing. Interest receivable is recognised over the loan period using the effective interest method, which takes into account related fees and transaction costs.

  
2.6

Interest payable

Interest payable is recognised using the effective interest method, which takes into account related fees and transaction costs. Interest payable is included within cost of sales as it is directly attributable to the interest receivable included in revenue.

 
2.7

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

 
2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Page 13

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.10

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.11

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 in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is
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GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.11
Financial instruments (continued)

due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, management is required to make judgements, estimates and assumptions which affect expected reported income, expenses, assets and liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
Amounts owed by group undertakings and external loans
Amounts owed by group undertakings and external loans are held at amortised cost which requires the Directors to forecast the expected loan debtor and creditor cashflows receivable and payable over the life of the loans. Interest income and interest payable is recognised annually at an effective rate in the statement of income and retained earnings based on the forecast cashflows.
Each year end the Directors update their forecasts and recognise any difference between actual and forecast cashflows as an adjustment to the effective interest income and interest expense. Forecasts require an estimation as to future inflation rates, based on current market data, given the loans are subject to periodic inflation indexation. Actual rates will vary from forecast over the loan lifetime, rendering the effective interest rate calculated an estimate subject to these variations. If actual loan cashflows over the life of the loans were to be considerably different to the Directors forecasts there could be a material impact on the carrying value of other debtors and loans with a group undertaking and the associated interest income and interest expense.


4.


Turnover

The whole of the turnover is attributable to the Company's principal activity.

All turnover arose within the United Kingdom.

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GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

5.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors and their associates:


2024
2023
£000
£000

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
8
6

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


6.


Employees




The Company has no employees other than the Directors, who did not receive any remuneration (2023 - £NIL).


7.


Taxation


2024
2023
£000
£000


Current tax on profits for the year
-
-



Total current tax
-
-

Factors affecting tax charge for the year

There were no factors that affected the tax charge for the year which has been calculated on the profits on ordinary activities before tax at the standard rate of corporation tax in the UK of  25% (2023 - 19%).



Factors that may affect future tax charges

There were no factors that may affect future tax charges.




8.


Debtors

2024
2023
£000
£000

Due after more than one year

Amounts owed by group undertakings

74,999
79,631

Due within one year

Amounts owed by group undertakings
5,941
2,493

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GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

8.Debtors (continued)


Amounts owed by group undertakings comprise interest bearing loan notes which are accounted for at amortised cost


9.


Cash and cash equivalents

2024
2023
£000
£000

Cash at bank and in hand
81
77



10.


Creditors: Amounts falling due within one year

2024
2023
£000
£000

External loans
5,510
4,808

Corporation tax
1
1

Other creditors
6,866
3,045

Accruals and deferred income
8
8

12,385
7,862


Refer to note 11 for details of external loans.

Page 17

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

11.


Creditors: Amounts falling due after more than one year

2024
2023
£000
£000

External loans
68,960
74,665


External loans comprise loan notes which are accounted for at amortised cost and are repayable by instalments.
External loans have fixed rates of interest between 0.12% to 13.06% and reach maturity in 2037.
Of the external loans outstanding at the year end loan notes with a carrying value of £20,663,000 (2023 - £21,965,000) are subject to periodic inflation indexation.
The loan notes are secured by a debenture over all assets of the Company, present and future.

The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:

2024
2023
£000
£000


Repayable by instalments
40,326
50,000




12.


Financial instruments

2024
2023
£000
£000

Financial assets


Financial assets measured at fair value through profit or loss
81
77




Financial assets measured at fair value through profit or loss comprise cash and cash equivalents.


13.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



50,000 (2023 - 50,000) Ordinary shares shares of £1 each
50
50



14.


Reserves

Profit and loss account

The profit and loss account represents cumulative profits and losses net of all adjustments.

Page 18

 
GCP ROOFTOP SOLAR FINANCE PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

15.


Related party transactions

The Company is exempt under the terms of Financial Reporting Standard 102 (FRS 102) Section 33 paragraph 33.1A, from disclosing related party transactions with other group companies, on the grounds that the Company is wholly owned within the Group.


16.


Controlling party

The Company's immediate parent company is GCP Rooftop Solar Finance Holdings Limited, a company incorporated in England and Wales.
The ultimate parent and controlling party is GCP Intermediary Holdings Limited, a company incorporated in England and Wales.
The smallest and largest group of undertakings into which the results of the Company are consolidated is headed by GCP Intermediary Holdings Limited.
The registered office address of GCP Rooftop Solar Finance Holdings Limited and GCP Intermediary Holdings Limited is 24 Savile Row, London, W1S 2ES. The consolidated financial statements of GCP Intermediary Holdings Limited may be obtained from the registered office address and Companies House.


Page 19