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Mistsolar Group Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 March 2024






Mistsolar Group Limited

Company Information
for the Year Ended 31 March 2024







DIRECTORS: P L Daplyn
G Pesticcio





SECRETARY: P L Daplyn





REGISTERED OFFICE: Bridgend Ford
Cowbridge Road
Waterton Industrial Estate
Bridgend
CF31 3BF





REGISTERED NUMBER: 08606419 (England and Wales)





AUDITORS: BPU Limited
Chartered Accountants
Statutory Auditor
Radnor House
Greenwood Close
Cardiff Gate Business Park
Cardiff
CF23 8AA

Mistsolar Group Limited (Registered number: 08606419)

Strategic Report
for the Year Ended 31 March 2024


The directors present their strategic report for the year ended 31 March 2024.

REVIEW OF BUSINESS
The company is a holding company for the shares of its subsidiaries Mistsolar Limited and Redi-87 Limited. It does not trade.

THIS REPORT WAS APPROVED BY THE BOARD:





P L Daplyn - Director


15 October 2024

Mistsolar Group Limited (Registered number: 08606419)

Report of the Directors
for the Year Ended 31 March 2024


The directors present their report with the financial statements of the company for the year ended 31 March 2024.

DIVIDENDS
The total distribution of dividends for the year ended 31 March 2024 will be £222,666 (2023 - £301,920).

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

P L Daplyn
G Pesticcio

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Mistsolar Group Limited (Registered number: 08606419)

Report of the Directors
for the Year Ended 31 March 2024


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

THIS REPORT WAS APPROVED BY THE BOARD:





P L Daplyn - Director


15 October 2024

Report of the Independent Auditors to the Members of
Mistsolar Group Limited


Opinion
We have audited the financial statements of Mistsolar Group Limited (the 'company') for the year ended 31 March 2024 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The 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 UK, including the FRC'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.

Report of the Independent Auditors to the Members of
Mistsolar Group Limited


Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinions 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors 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 Report of the Directors.

We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page three, 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 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.

Report of the Independent Auditors to the Members of
Mistsolar Group Limited


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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risks of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

The laws and regulations that we determined were most significant to the company were the Companies Act 2006 and UK corporate tax laws.

We obtained an understanding of how the company is complying with those laws and regulations by making enquiries of the management and those charged with governance, and corroborated these enquiries through our review of board minutes and review of legal and professional spend for the year.

We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. We addressed the risk of management override of internal controls and assessed the effectiveness of the controls that management has in place to prevent and detect fraud, including testing of manual journals and evaluating the assumptions and judgements made by management in its significant accounting estimates.

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 Report of the Auditors.

Report of the Independent Auditors to the Members of
Mistsolar Group Limited


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 2006. Our 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 a Report of the Auditors 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.




John Huw Palin FCA (Senior Statutory Auditor)
for and on behalf of BPU Limited
Chartered Accountants
Statutory Auditor

15 October 2024

Mistsolar Group Limited (Registered number: 08606419)

Profit and Loss Account
for the Year Ended 31 March 2024

2024 2023
Notes £ £

TURNOVER - -
OPERATING PROFIT - -

Income from investments 222,666 301,920
PROFIT BEFORE TAXATION 222,666 301,920

Tax on profit 4 - -
PROFIT FOR THE FINANCIAL YEAR 222,666 301,920

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

222,666

301,920

Mistsolar Group Limited (Registered number: 08606419)

Balance Sheet
31 March 2024

2024 2023
Notes £ £
FIXED ASSETS
Investments 6 1,416,737 1,416,737
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,416,737

1,416,737

CAPITAL AND RESERVES
Called up share capital 7 1,000 1,000
Retained earnings 8 1,415,737 1,415,737
SHAREHOLDERS' FUNDS 1,416,737 1,416,737

Mistsolar Group Limited (Registered number: 08606419)

Balance Sheet - continued
31 March 2024


The financial statements were approved by the Board of Directors and authorised for issue on 15 October 2024 and were signed on its behalf by:





P L Daplyn - Director


Mistsolar Group Limited (Registered number: 08606419)

Statement of Changes in Equity
for the Year Ended 31 March 2024

Called up
share Retained Total
capital earnings equity
£ £ £
Balance at 1 April 2022 1,000 1,415,737 1,416,737

Changes in equity
Dividends - (301,920 ) (301,920 )
Total comprehensive income - 301,920 301,920
Balance at 31 March 2023 1,000 1,415,737 1,416,737

Changes in equity
Dividends - (222,666 ) (222,666 )
Total comprehensive income - 222,666 222,666
Balance at 31 March 2024 1,000 1,415,737 1,416,737

Mistsolar Group Limited (Registered number: 08606419)

Notes to the Financial Statements
for the Year Ended 31 March 2024


1. STATUTORY INFORMATION

Mistsolar Group Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

Preparation of consolidated financial statements
The financial statements contain information about Mistsolar Group Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Mistsolar Holdings Limited, Bridgend Ford, Cowbridge Road, Waterton Industrial Estate, Bridgend.

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

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

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


Mistsolar Group Limited (Registered number: 08606419)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 March 2024 nor for the year ended 31 March 2023.

The average number of employees during the year was as follows:
2024 2023

2 2

2024 2023
£ £
Directors' remuneration - -

4. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 March 2024 nor for the year ended 31 March 2023.

5. DIVIDENDS
2024 2023
£ £
Ordinary shares of £0.01 each
Paid 222,666 301,920

Mistsolar Group Limited (Registered number: 08606419)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024


6. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£
COST
At 1 April 2023
and 31 March 2024 1,416,737
NET BOOK VALUE
At 31 March 2024 1,416,737
At 31 March 2023 1,416,737

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Mistsolar Limited
Registered office: In United Kingdom
Nature of business: Motor Garage
%
Class of shares: holding
Ordinary 100.00
2024 2023
£ £
Aggregate capital and reserves 2,612,706 2,817,881
Profit for the year 17,491 452,863

Redi-87 Limited
Registered office: In United Kingdom
Nature of business: Investment Property
%
Class of shares: holding
Ordinary 100.00
2024 2023
£ £
Aggregate capital and reserves 1,636,232 1,483,064
Profit for the year 153,168 173,922

7. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £ £
100,000 Ordinary £0.01 1,000 1,000

Mistsolar Group Limited (Registered number: 08606419)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024


8. RESERVES
Retained
earnings
£

At 1 April 2023 1,415,737
Profit for the year 222,666
Dividends (222,666 )
At 31 March 2024 1,415,737

9. ULTIMATE PARENT COMPANY

Mistsolar Holdings Limited is regarded by the directors as being the company's ultimate parent company.

10. ULTIMATE CONTROLLING PARTY

The ultimate controlling party is G Pesticcio.