Company registration number 14344690 (England and Wales)
ACORN BIOENERGY HOLDCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
ACORN BIOENERGY HOLDCO LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
ACORN BIOENERGY HOLDCO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Non-current assets
Investments
4
15,795,234
-
0
Current assets
Trade and other receivables
6
-
1
Current liabilities
7
(15,799,912)
-
Net current (liabilities)/assets
(15,799,912)
1
Net (liabilities)/assets
(4,678)
1
Equity
Called up share capital
9
2
1
Retained earnings
(4,680)
-
0
Total equity
(4,678)
1

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

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

The financial statements were approved by the board of directors and authorised for issue on 6 September 2024 and are signed on its behalf by:
J Jimenez
Director
Company registration number 14344690
ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information

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

1.1
Reporting period

The company was incorporated on 8 September 2022 and the prior period was made up to 31 December 2022. The current period represents the year to 31 December 2023 and as a result, the figures will not be entirely comparable.

1.2
Accounting convention

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

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

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

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

Where required, equivalent disclosures are given in the group accounts of Q-Energy V UK Holdco Limited. The group accounts of Q-Energy V UK Holdco Limited are available to the public and can be obtained from Companies House.

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

1.3
Going concern

The directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company is dependent upon continued support from the ultimate parent company, Q-Energy V UK Holdco Ltd, who have provided written confirmation of their willingness to provide continued support to the company for the foreseeable future, defined as at least 12 months from the date of signing these financial statements for the year ended 2023. Based on this support, the directors continue to consider it appropriate to prepare these financial statements on the going concern basis.true

ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.4
Cash and cash equivalents

Cash and cash equivalents include cash in hand and deposits held at call with banks.

1.5
Financial assets

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

 

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

Financial assets held at amortised cost

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

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

 

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Derecognition of financial assets

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

1.6
Financial liabilities

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

Other financial liabilities

Other financial liabilities, including 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 company’s obligations are discharged, cancelled, or they expire.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
2
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
2,100
-
3
Employees

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

2023
2022
Number
Number
Employees
-
0
1
4
Investments
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Investments in subsidiaries
-
-
15,795,234
-
Fair value of financial assets carried at amortised cost

Except as detailed below the directors believe that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

Movements in non-current investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023
-
Additions
15,795,234
At 31 December 2023
15,795,234
Carrying amount
At 31 December 2023
15,795,234
At 31 December 2022
-
ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
5
Subsidiaries

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

shares held
Direct
Indirect
Acorn Bioenergy Limited - 2
England and Wales
Ordinary
100.00
-
Acorn Bioenergy Operations Limited - 2
England and Wales
Ordinary
-
100.00
*Gillman Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Bridge Lake Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Farlington Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Purbrook Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Havant Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Nelson Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Thorney Biogas Limited - 2
England and Wales
Ordinary
-
100.00
*Bawden Energy Limited - 2
England and Wales
Ordinary
-
100.00
*Larsen C Energy Limited - 2
England and Wales
Ordinary
-
100.00
*Gipps Energy Limited - 2
England and Wales
Ordinary
-
100.00
Abronia Energy Limited - 2
England and Wales
Ordinary
-
100.00
Andros Energy Limited - 2
England and Wales
Ordinary
-
100.00
Cantor Energy Limited - 2
England and Wales
Ordinary
-
100.00
Celestus Energy Limited - 2
England and Wales
Ordinary
-
100.00
Comoro Energy Limited - 2
England and Wales
Ordinary
-
100.00
Matuda Energy Limited - 2
England and Wales
Ordinary
-
100.00
Mona Energy Limited - 2
England and Wales
Ordinary
-
100.00
Round Island Energy Limited - 2
England and Wales
Ordinary
-
100.00
Wattle Energy Limited - 2
England and Wales
Ordinary
-
100.00
Jolo Energy Limited - 2
England and Wales
Ordinary
-
100.00
Azores Energy Limited - 2
England and Wales
Ordinary
-
100.00
Finfoot Energy Limited - 2
England and Wales
Ordinary
-
100.00
Flores Energy Limited - 2
England and Wales
Ordinary
-
100.00
Florican Energy Limited - 2
England and Wales
Ordinary
-
100.00
Javan Energy Limited - 2
England and Wales
Ordinary
-
100.00
Jerdon Energy Limited - 2
England and Wales
Ordinary
-
100.00
Junin Energy Limited - 2
England and Wales
Ordinary
-
100.00
Kagu Energy Limited - 2
England and Wales
Ordinary
-
100.00
Maleo Energy Limited - 2
England and Wales
Ordinary
-
100.00
Nahan Energy Limited - 2
England and Wales
Ordinary
-
100.00
Chopard Energy Limited - 2
England and Wales
Ordinary
-
100.00
Epiros Energy Limited - 2
England and Wales
Ordinary
-
100.00
Gomera Energy Limited - 2
England and Wales
Ordinary
-
100.00
Jagos Energy Limited - 2
England and Wales
Ordinary
-
100.00
Karpathos Energy Limited - 2
England and Wales
Ordinary
-
100.00
Laricis Energy Limited - 2
England and Wales
Ordinary
-
100.00
Lompoc Energy Limited - 2
England and Wales
Ordinary
-
100.00
Luzon Energy Limited - 2
England and Wales
Ordinary
-
100.00
Pindos Energy Limited - 2
England and Wales
Ordinary
-
100.00
Zarceus Energy Limited - 2
England and Wales
Ordinary
-
100.00
Astwick Green Power Limited - 2
England and Wales
Ordinary
-
100.00
Hardwick Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Horse Close Green Power Limited - 2
England and Wales
Ordinary
-
100.00
Spring Grove Green Power Limited - 2
England and Wales
Ordinary
-
100.00
East Witney Green Power Limited - 2
England and Wales
Ordinary
-
100.00
ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
5
Subsidiaries
shares held
Direct
Indirect
(Continued)
- 6 -
Camp Farm Green Limited - 2
England and Wales
Ordinary
-
100.00
Cowdown Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Bradfield Grove Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Three Maids Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Hornage Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Manachainn Rois Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Ashton Keynes Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Hill of Rathven Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
Longmorn Green Energy Limited - 2
England and Wales
Ordinary
-
100.00
1
58 Marylebone High Street, London, W1U 5HT
2
5 Fleet Place, London, EC4M 7RD

Shares in the following companies are held indirectly through investment in Acorn Bioenergy Limited

 

· Acorn Bioenergy Operations Limited

 

· Gillman Biogas Limited

· Bridge Lake Biogas Limited

· Farlington Biogas Limited

· Purbrook Biogas Limited

· Havant Biogas Limited

· Nelson Biogas Limited

· Thorney Biogas Limited

 

· 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

 

· 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 HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
5
Subsidiaries
(Continued)
- 7 -

· 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

· Zareus Energy Limited

 

· Astwick Green Power Limited

· Hardwick Green Energy Limited

· Horse Close Green Power Limited **

· Spring Grove Green Power Limited

· East Witney Green Power Limited

 

· Camp Green Farm Limited

· Cowdown Green Energy Limited

· Bradfield Grove Green Energy Limited

· Three Maids Green Power Limited **

· Hornage Green Energy Limited

· Manachainn Rois Green Energy Limited

· Ashton Keynes Green Energy Limited

· Hill of Rathven Green Energy Limited

· Longmorn Green Energy Limited

 

The investments in the subsidiaries are all stated at cost.

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

 

The other subsidiaries owned by Acorn Bioenergy Limited, except those marked ** took advantage of the exemption from audit under section 480 of the Companies Act 2006.

 

The principle activities of the subsidiaries owned by Acorn Bioenergy Limited is the same as that of the parent company.

6
Trade and other receivables
2023
2022
£
£
Amount owed by parent undertaking
-
0
1
7
Liabilities
2023
2022
Notes
£
£
Trade and other payables
8
15,799,912
-
0
ACORN BIOENERGY HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
8
Trade and other payables
2023
2022
£
£
Amount owed to parent undertaking
15,795,232
-
0
Accruals and deferred income
4,680
-
0
15,799,912
-
9
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.0008p each
290,016
1
2
1

An allotment of shares was filed on 27 April 2023 to subdivide the existing share with nominal value of £1 into 125,000 shares of £0.000008 each.

 

On 21 May 2023, 165,016 ordinary shares at £0.000008 were alloted at par for a total consideration of £1.32.

10
Audit report information

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

The auditor's report was unqualified and signed on 12 September 2024.

The senior statutory auditor was David Lawrence BSc (Hons) FCA and the auditor was Azets Audit Services.
11
Controlling party

The ultimate parent undertaking and the largest group to consolidate these financial statements is Q-Energy V UK Holdco Limited. Copies of the Q-Energy V UK Holdco Limited consolidated financial statements can be obtained from the registered office address at 58 Marylebone High Street, London, England, W1U 5HT.

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