Company registration number 12020505 (England and Wales)
ACORN BIOENERGY LIMITED
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
ACORN BIOENERGY LIMITED
CONTENTS
Page
Group statement of financial position
1 - 2
Parent company statement of financial position
3 - 4
Notes to the group financial statements
5 - 22
ACORN BIOENERGY LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
Non-current assets
Goodwill
3
799,267
799,267
Property, plant and equipment
4
2,194,967
44,321
2,994,234
843,588
Current assets
Inventories
8
100,000
100,000
Trade and other receivables
9
5,557,508
5,580,328
Cash and cash equivalents
5,215,193
573,510
10,872,701
6,253,838
Current liabilities
Trade and other payables
12
2,411,920
3,682,158
Lease liabilities
15
8,239
7,417
Provisions
16
1,567,242
1,567,242
3,987,401
5,256,817
Net current assets
6,885,300
997,021
Non-current liabilities
Borrowings
14
11,039,103
-
0
Lease liabilities
15
2,440
11,012
11,041,543
11,012
Net (liabilities)/assets
(1,162,009)
1,829,597
Equity
Called up share capital
18
2
2
Share premium account
19
10,511,554
6,608,345
Retained earnings
(11,673,565)
(4,778,750)
Total equity
(1,162,009)
1,829,597
The notes on pages 5 to 22 form part of these group financial statements.

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

ACORN BIOENERGY LIMITED
GROUP STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
31 December 2023
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 6 September 2024 and are signed on its behalf by:
J Jimenez
Director
Company registration number 12020505 (England and Wales)
ACORN BIOENERGY LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 3 -
2023
2022
Notes
£
£
Non-current assets
Property, plant and equipment
5
41,317
44,321
Investments
6
83,629
83,599
124,946
127,920
Current assets
Trade and other receivables
10
12,666,048
5,921,676
Cash and cash equivalents
346,923
573,030
13,012,971
6,494,706
Current liabilities
Trade and other payables
13
911,819
3,408,200
Lease liabilities
15
8,239
7,417
Provisions
16
1,567,242
1,567,242
2,487,300
4,982,859
Net current assets
10,525,671
1,511,847
Non-current liabilities
Borrowings
14
11,039,103
-
0
Lease liabilities
15
2,440
11,012
11,041,543
11,012
Net (liabilities)/assets
(390,926)
1,628,755
Equity
Called up share capital
18
2
2
Share premium account
19
10,511,554
6,608,345
Retained earnings
(10,902,482)
(4,979,592)
Total equity
(390,926)
1,628,755

The notes on pages 14 to 35 form part of these group financial statements.

As permitted by trues408 Companies Act 2006, the company has not presented its own income statement and related notes. The company’s loss for the year was £5,922,890 (period to 31 December 2022 - £937,509).

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

ACORN BIOENERGY LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
31 December 2023
- 4 -
The financial statements were approved by the board of directors and authorised for issue on 6 September 2024 and are signed on its behalf by:
J Jimenez
Director
Company registration number 12020505 (England and Wales)
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
1
Accounting policies
Company information

Acorn Bioenergy Limited is a private company limited by shares incorporated in England and Wales. The registered office is 58 Marylebone High Street, London, England, W1U 5HT. The company's principal activities and nature of its operations are disclosed in the directors' report.

 

The group consists of Acorn Bioenergy Limited and all of its subsidiaries.

 

The company changed its accounting reference date from 17 August to 31 December in 2022. The period covered by the comparative figures in these financial statements is the period 18 August 2022 to 31 December 2022 so are not entirely comparable. The decision to change the accounting period was made to bring the company's year end in line with the rest of the group.

1. 1
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

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

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

1. 2
Business combinations

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

 

Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date.

1. 3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Acorn Bioenergy Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 6 -
1. 4
Going concern

The directors have at the time of approving the financial statements, a reasonable expectation that the truegroup has adequate resources to continue in operational existence for the foreseeable future as the group and company has access to financing from its shareholders who continue to support the group and company. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1. 5
Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The group recognises revenue when it transfers control of a product or service to a customer.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

Interest income is recognised when it is probable that the economic benefits will flow to the group and the amount of income can be measured reliably. Interest income is accrued on a timely basis, by reference to the principal outstanding and at the effective rate of interest rate applicable.

1. 6
Goodwill

Goodwill represents the excess of the cost of acquisition of incorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.

 

The gain on a bargain purchase is recognised in profit or loss in the period of the acquisition.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.

1. 7
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
To be depreciated when assets brought into use
Computers
25% straight line
Motor vehicles
Over the life of the asset
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 7 -

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

Assets in the course of construction are not depreciated.

1. 8
Non-current investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the parent company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1. 9
Impairment of tangible and intangible assets

At each reporting end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

 

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1. 10
Inventories

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

1. 11
Cash and cash equivalents

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

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 8 -
1. 12
Financial assets

Financial assets are recognised in the group's statement of financial position when the group 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 arise principally from the provision of goods and services to customers (eg trade receivables). 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. 13
Financial liabilities

The group recognises financial debt when the group 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 borrowings, trade payables and other short-term monetary liabilities, 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 group’s obligations are discharged, cancelled, or they expire.

1. 14
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.

1. 15
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 9 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1. 16
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event and it is probable that the group will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

1. 17
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1. 18
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 10 -
1. 19
Leases

At inception, the group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the group recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

Right of use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:

Subsequent to initial measurement, lease liabilities and receivables increase as a result of interest charged at a constant rate on the balance outstanding, and are reduced for lease payments made.

 

Right-of-use assets are depreciated on a straight-line basis over the remaining terms of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term.

 

At each reporting end date, the company reviews the carrying amounts of its tangible and right-of-use assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment.

The group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1. 20
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1. 21

Project work in progress

All costs incurred on viable future projects, where transaction costs are likely to be capitalised, are held as work in progress within trade and other receivables on the statement of financial position, until such time that the project reaches financial close and the investment is made in the project. If an investment is confirmed not to go ahead, all costs are recognised immediately in the income statement. If a project is unlikely to go ahead, a provision is recognised against the project work in progress balance.

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2
Employees

The average monthly number of persons employed by the group during the year/period was:

2023
2022
Number
Number
41
20

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
1,585,481
455,583
Social security costs
177,923
57,949
Pension costs
53,599
17,209
1,817,003
530,741
3
Intangible assets
Goodwill
£
Group
Cost
At 31 December 2022
799,267
At 31 December 2023
799,267
Carrying amount
At 31 December 2023
799,267
At 31 December 2022
799,267
4
Property, plant and equipment - Group
Assets under construction
Plant and equipment
Computers
Motor vehicles
Total
£
£
£
£
£
Group
Cost
At 1 January 2023
-
0
-
0
31,111
18,429
49,540
Additions
1,921,069
232,581
15,263
-
0
2,168,913
At 31 December 2023
1,921,069
232,581
46,374
18,429
2,218,453
Accumulated depreciation and impairment
At 1 January 2023
-
0
-
0
5,219
-
0
5,219
Charge for the year
-
0
-
0
10,158
8,109
18,267
At 31 December 2023
-
0
-
0
15,377
8,109
23,486
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
4
Property, plant and equipment - Group
Assets under construction
Plant and equipment
Computers
Motor vehicles
Total
£
£
£
£
£
(Continued)
- 12 -
Carrying amount
At 31 December 2023
1,921,069
232,581
30,997
10,320
2,194,967
At 31 December 2022
-
-
25,892
18,429
44,321
Property, plant and equipment includes right-of-use assets, as follows:
2023
2022
Right-of-use assets
£
£
Carrying amount
Motor vehicles
10,320
18,429
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
5
Property, plant and equipment - Company
Computers
Motor vehicles
Total
£
£
£
Company
Cost
At 1 January 2022
31,111
18,429
49,540
Additions
15,263
-
0
15,263
At 31 December 2023
46,374
18,429
64,803
Accumulated depreciation and impairment
At 1 January 2022
5,219
-
0
5,219
Charge for the year
10,158
8,109
18,267
At 31 December 2023
15,377
8,109
23,486
Carrying amount
At 31 December 2023
30,997
10,320
41,317
At 31 December 2022
25,892
18,429
44,321
Property, plant and equipment includes right-of-use assets, as follows:
2023
2022
Right-of-use assets
£
£
Carrying amount
Motor vehicles
10,320
18,429
6
Investments
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Investments in subsidiaries
-
0
-
0
83,629
83,599
Investment in subsidiary undertakings

Details of the company's principal operating subsidiaries are included in {note.note78}.

7
Subsidiaries

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

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
*Bridge Lake Biogas Ltd
England and Wales
Ordinary
100.00
-
*Farlington Biogas Ltd
England and Wales
Ordinary
100.00
-
*Gillman Biogas Ltd
England and Wales
Ordinary
100.00
-
*Bawden Energy Ltd
England and Wales
Ordinary
100.00
-
*Larsen C Energy Ltd
England and Wales
Ordinary
100.00
-
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Subsidiaries
Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
(Continued)
- 14 -
*Gipps Energy Ltd
England and Wales
Ordinary
100.00
-
*Havant Biogas Ltd
England and Wales
Ordinary
100.00
-
*Nelson Biogas Ltd
England and Wales
Ordinary
100.00
-
*Purbrook Biogas Ltd
England and Wales
Ordinary
100.00
-
*Thorney Biogas Ltd
England and Wales
Ordinary
100.00
-
**Spring Grove Green Power Limited
England and Wales
Ordinary
100.00
-
**East Witney Green Power Limited
England and Wales
Ordinary
100.00
-
**Astwick Green Power Limited
England and Wales
Ordinary
100.00
-
**Hardwick Green Power Limited
England and Wales
Ordinary
100.00
-
Horse Close Green Power Limited
England and Wales
Ordinary
100.00
-
**Camp Farm Green Energy Limited
England and Wales
Ordinary
100.00
-
**Cowdown Green Energy Limited
England and Wales
Ordinary
100.00
-
**Bradfield Grove Green Energy Limited
England and Wales
Ordinary
100.00
-
Three Maids Green Energy Limited
England and Wales
Ordinary
100.00
-
**Hornage Green Energy Limited
England and Wales
Ordinary
100.00
-
**Manachainn Rois Green Energy Limited
England and Wales
Ordinary
100.00
-
**Ashton Keynes Green Energy Limited
England and Wales
Ordinary
100.00
-
**Longmorn Green Energy Limited
England and Wales
Ordinary
100.00
-
**Hill of Rathven Green Energy Limited
England and Wales
Ordinary
100.00
-
**Acorn Bioenergy Operations Limited
England and Wales
Ordinary
100.00
-
**Andros Energy Limited
England and Wales
Ordinary
-
100.00
**Cantor Energy Limited
England and Wales
Ordinary
-
100.00
**Celestus Energy Limited
England and Wales
Ordinary
-
100.00
**Comoro Energy Limited
England and Wales
Ordinary
-
100.00
**Matuda Energy Limited
England and Wales
Ordinary
-
100.00
**Mona Energy Limited
England and Wales
Ordinary
-
100.00
**Round Island Energy Limited
England and Wales
Ordinary
-
100.00
**Wattle Energy Limited
England and Wales
Ordinary
-
100.00
**Jolo Energy Limited
England and Wales
Ordinary
-
100.00
**Azores Energy Limited
England and Wales
Ordinary
-
100.00
**Finfoot Energy Limited
England and Wales
Ordinary
-
100.00
**Flores Energy Limited
England and Wales
Ordinary
-
100.00
**Florican Energy Limited
England and Wales
Ordinary
-
100.00
**Javan Energy Limited
England and Wales
Ordinary
-
100.00
**Jerdon Energy Limited
England and Wales
Ordinary
-
100.00
**Junin Energy Limited
England and Wales
Ordinary
-
100.00
**Kagu Energy Limited
England and Wales
Ordinary
-
100.00
**Maleo Energy Limited
England and Wales
Ordinary
-
100.00
**Nahan Energy Limited
England and Wales
Ordinary
-
100.00
**Chopard Energy Limited
England and Wales
Ordinary
-
100.00
**Epiros Energy Limited
England and Wales
Ordinary
-
100.00
**Gomera Energy Limited
England and Wales
Ordinary
-
100.00
**Jagos Energy Limited
England and Wales
Ordinary
-
100.00
**Karpathos Energy Limited
England and Wales
Ordinary
-
100.00
**Laricis Energy Limited
England and Wales
Ordinary
-
100.00
**Lompoc Energy Limited
England and Wales
Ordinary
-
100.00
**Luzon Energy Limited
England and Wales
Ordinary
-
100.00
**Pindos Energy Limited
England and Wales
Ordinary
-
100.00
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Subsidiaries
Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
(Continued)
- 15 -
**Zarceus Energy Limited
England and Wales
Ordinary
-
100.00
**Abronia Energy Limited
England and Wales
Ordinary
-
100.00

Registered office addresses (all UK unless otherwise indicated):

 

5 Fleet Place, London, EC4M 7RD

 

Shares in the following companies are held indirectly through investment in Bawden Energy Limited:

 

· Abronia Energy Limited

· Andros Energy Limited

· Cantor Energy Limited

· Celestus Energy Limited

· Comoro Energy Limited

· Jolo Energy Limited

· Matuda Energy Limited

· Mona Energy Limited

· Round Island Energy Limited

· Wattle Energy Limited

 

Shares in the following companies are held indirectly through investment in Larsen C Energy Limited:

 

· Azores Energy Limited

· Finfoot Energy Limited

· Flores Energy Limited

· Florican Energy Limited

· Javan Energy Limited

· Jerdon Energy Limited

· Junin Energy Limited

· Kagu Energy Limited

· Maleo Energy Limited

· Nahan Energy Limited

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Subsidiaries
(Continued)
- 16 -

Shares in the following companies are held indirectly through investment in Gipps Energy Limited:

 

· Chopard Energy Limited

· Epiros Energy Limited

· Gomera Energy Limited

· Jagos Energy Limited

· Karpathos Energy Limited

· Laricis Energy Limited

· Lompoc Energy Limited

· Luzon Energy Limited

· Pindos Energy Limited

· Zarceus Energy Limited

 

*These subsidiaries took advantage of the exemption from audit under section 479C of the Companies Act 2006.

 

**These subsidiaries took advantage of the exemption from audit under section 480 of the Companies Act 2006.

 

The principal activity of the subsidiaries is that of the parent company.

8
Inventories
Group
2023
2022
£
£
Finished goods
100,000
100,000
9
Trade and other receivables
Group
2023
2022
£
£
Trade receivables
488,560
589,384
Provision for bad and doubtful debts
(464,013)
(491,153)
24,547
98,231
Project work in progress
7,248,217
5,022,918
Provision for Project work in progress
(2,183,281)
-
5,064,936
5,022,918
VAT recoverable
415,205
459,179
Prepayments
52,820
-
0
5,557,508
5,580,328
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
10
Trade and other receivables
Company
2023
2022
£
£
Trade receivables
24,547
-
0
Project work in progress
7,248,217
5,022,918
Provision for Project work in progress
(2,183,281)
-
5,064,936
5,022,918
VAT recoverable
-
452,379
Amounts owed by subsidiary undertakings
7,571,788
446,379
Prepayments
4,777
-
0
12,666,048
5,921,676
11
Trade receivables - credit risk
Fair value of trade receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

12
Trade and other payables
Group
2023
2022
£
£
Trade payables
891,462
466,632
Amount owed to parent undertaking
-
0
2,040,000
Amounts owed to related parties
-
0
372,567
Accruals
1,404,602
652,949
Social security and other taxation
13,133
48,135
Other payables
102,723
101,875
2,411,920
3,682,158
13
Trade and other payables
Company
2023
2022
£
£
Trade payables
164,705
331,727
Amount owed to parent undertaking
-
0
2,040,000
Amounts owed to related parties
25
372,567
Accruals
723,583
606,231
Social security and other taxation
13,133
48,135
Other payables
10,373
9,540
911,819
3,408,200
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
14
Borrowings
Non-current
2023
2022
£
£
Borrowings held at amortised cost:
Loans from shareholders
11,039,103
-

The directors consider that the carrying amount of trade and other payables is approximately equal to their fair value.

 

All financial instruments held by the group in the current and prior period are carried at amortised cost.

 

The group's main liquidity risk exposure is with its shareholder, which at the reporting date was £11,039,103. The amounts payable are unsecured, repayable after more than 5 years, and bear interest at a rate of 12.5%. Management deems liquidity risk to be low, given that these loans do not expire within 5 years.

 

15
Lease liabilities
Group and company
2023
2022
Maturity analysis
£
£
Within one year
8,239
7,588
In two to five years
2,440
12,014
Total undiscounted liabilities
10,679
19,602

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2023
2022
£
£
Current liabilities
8,239
7,417
Non-current liabilities
2,440
11,012
10,679
18,429
16
Provisions for liabilities
Group and company
2023
2022
£
£
1,567,242
1,567,242
All provisions are expected to be settled within 12 months from the reporting date.
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
16
Provisions for liabilities
(Continued)
- 19 -
Movements on provisions:
£
At 1 January 2023 and 31 December 2023
1,567,242
17
Retirement benefit schemes
Group and company
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
53,599
17,209

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

18
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.0008p each
290,016
228,741
2
2
Reconciliation of movements during the year:
Number
At 1 January 2023
228,741
Issue of fully paid shares
61,275
At 31 December 2023
290,016

On 26 April 2023, 61,275 Ordinary shares with a nominal value of 0.0008p were issued, taking the total share capital to 290,016 Ordinary shares.

 

All shares have attached to them full voting rights, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.

 

Share premium

The share premium reserve contains the premium arising on the issue of equity shares, net of issue expenses.

 

Retained earnings - Group

The retained earnings reserve represents the company's and the subsidiaries' relevant proportion of cumulative profits and losses, net of the parent company's dividends paid and other adjustments.

 

Retained earnings - Parent company

The retained earnings reserve represents the company's cumulative profits and losses, net of dividends paid and other adjustments.

ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
19
Share premium account
2023
2022
£
£
At the beginning of the period
6,608,345
-
0
Issue of new shares
3,903,209
6,608,345
At the end of the period
10,511,554
6,608,345
20
Related party transactions

Transactions and balances between the company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

Loan balances
2023
2022
£
£
Parent company
10,753,300
2,040,000
Entities with joint control or significant influence over the company
-
(5,509,805)
10,753,300
(3,469,805)
Increase/(decrease) in loan balances
2023
2022
£
£
Parent company
-
0
2,040,000
Entities formerly with joint control or significant influence over the company
-
0
(5,509,805)
Other related parties
11,039,103
-
0
11,039,103
2,400,000

The following amounts were outstanding at the reporting end date:

2023
2022
Amounts due to related parties
£
£
Parent company
-
0
2,040,000
Former parent company
-
0
360,000
Other related parties
11,039,103
-
0
11,039,103
2,400,000
21
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:
ACORN BIOENERGY LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
21
Audit report information
(Continued)
- 21 -
The auditor's report was unqualified and signed on 12 September 2024.
The senior statutory auditor was David Lawrence BSc (Hons) FCA and the auditor was Azets Audit Services.
22
Controlling party

The parent company at the date of these financial statements is Acorn Bioenergy Holdco Limited and its registered office is 58 Marylebone High Street, London, W1U 5HT.

 

The ultimate parent company at the date of these financial statements is Q-Energy V UK Holdco Limited and its registered office is 58 Marylebone High Street, London, United Kingdom, W1U 5HT.

 

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