Registered number: 09411033
AMP GM012 LIMITED
AUDITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2023
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AMP GM012 LIMITED
COMPANY INFORMATION
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Mrs S J Johnston (resigned 8 December 2023)
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Mr P W Kent (resigned 2 August 2024)
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Ms A K Yoon (resigned 2 August 2024)
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Ms A L Bath (appointed 8 December 2023)
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Ms C Marlow (appointed 2 August 2024)
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Mr P A White (appointed 2 August 2024)
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Chartered Accountants & Statutory Auditors
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AMP GM012 LIMITED
CONTENTS
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Notes to the Financial Statements
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AMP GM012 LIMITED
REGISTERED NUMBER: 09411033
BALANCE SHEET
AS AT 31 DECEMBER 2023
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 2 to 9 form part of these financial statements.
Page 1
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
AMP GM012 Limited is a private company, limited by shares and incorporated in England and Wales, registration number 09411033. The registered office address is 24 Savile Row, London, United Kingdom, W1S 2ES. The principal place of business is Rosedew Solar Farm, Llantwit Major, Vale of Glamorgan, CF61 1PZ.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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).
These financial statements are presented in sterling which is the functional currency of the Company and rounded to the nearest £.
The following principal accounting policies have been applied:
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Compliance with accounting standards
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The financial statements have been prepared using FRS102, the financial reporting standard applicable in the UK and Republic of Ireland, including the disclosure and presentation requirements of Section 1A, applicable to small companies. There were no material departures from that standard.
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 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 engaged in the generation and sale of renewable solar electricity and is financed by its immediate parent, Solarplicity Debt Funding Limited. The Company is currently subject to an ongoing audit by OFGEM, the energy regulator, in relation to compliance with the Renewable Obligation Order (ROO). The outcome of the audit is uncertain as at the date of approval of these financial statements but OFGEM has the authority to, amongst other things, withdraw Renewable Obligations Certificates (ROC) accreditation in cases of material non-compliance with the ROO which would significantly impact the Company’s ability to generate income.
In preparing this assessment the Directors cite the ability of the Company to currently generate sufficient cash to meet its liabilities as they fall due. Further the Directors cite the ongoing support of fellow group companies and the Company’s parent to not call its debt to the detriment of the Company. On this basis the Directors consider it is appropriate to prepare the financial statements on a going concern basis.
Page 2
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
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Operating leases: the Company as lessee
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The fixed element of rentals applicable to operating leases where substantially all the benefits and risks of ownership remain with the lessor are charged to profit or loss on a straight-line basis over the period of the lease.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
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.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Page 3
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Borrowing costs related to the fixed assets
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Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
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.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
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.
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
Page 4
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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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 instrument is 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 payments 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 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.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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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 applications of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
The following are the Company's key sources of estimation uncertainty:
Decommissioning Liabilities
Provision has not been recognised in respect of site restoration costs on the basis that the Directors have determined the likelihood of a liability arising to be remote based on the assumption that the scrap value of the asset will be sufficient to cover any decommissioning costs and that there is also potential that the renewable energy farm will be re-energised and the related site lease renewed. If circumstances change and indicate otherwise, the Company will review the position and recognise either a contingent liability or provision as appropriate.
In the current and prior year the Company had no employees, other than its Directors, who did not receive any remuneration.
Page 5
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Charge for the year on owned assets
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Included within the above cost or valuation are capitalised borrowing costs at 31 December 2023 of £165,973 (2022 - £165,973).
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Page 6
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Prepayments and accrued income
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Accruals and deferred income
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Amounts owed to group undertakings are interest bearing and repayable on demand.
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Allotted, called up and fully paid
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2 (2022 - 2) Ordinary shares of £1.00 each
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Profit and loss account
The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.
Page 7
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Commitments under operating leases
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At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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The amounts stated above represent the base charges payable under the Company's operating leases. Actual payments will be adjusted for inflation indexation in accordance with the terms of the lease and will therefore be greater than the amounts stated above.
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Related party transactions
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The Company is exempt under the terms of Financial Reporting Standard 102 (FRS102) Section 33 paragraph 1A, from disclosing related party transactions with other group companies, on the grounds that that the Company is wholly owned within the Group.
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The Company's immediate parent company is Solarplicity Debt Funding Limited, a company incorporated in England and Wales.
The ultimate parent and controlling party is Gravis Asset Holdings Limited, a company incorporated in England and Wales.
The smallest group of undertakings into which the results of the Company are consolidated is headed by Solarplicity Debt Funding Limited. The largest group of undertakings into which the results of the Company are consolidated is headed by Gravis Asset Holdings Limited.
The registered office address for both Solarplicity Debt Funding Limited and Gravis Asset Holdings Limited is 24 Savile Row, London, United Kingdom, W1S 2ES. The consolidated financial statements are available from the registered office address and Companies House.
Page 8
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AMP GM012 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.
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In their report, the auditors emphasised the following matter without qualifying their report:
Material uncertainty related to going concern
We draw attention to note 2.3 in the financial statements that sets out the position of the Company with respect to going concern. The Company is currently subject to an ongoing audit by the Office of Gas and Electricity Market (OFGEM), the energy regulator, the outcome of which is uncertain. An adverse or unfavourable finding following a regulatory review could result in a number of possible financial consequences for the Company. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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The audit report was signed on 25 September 2024 by Mark Nelligan FCA (Senior Statutory Auditor) on behalf of Wellden Turnbull Limited.
Page 9
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