REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
AUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
FOR |
INVERCLYDE WINDFARM LIMITED |
REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
AUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
FOR |
INVERCLYDE WINDFARM LIMITED |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
CONTENTS OF THE FINANCIAL STATEMENTS |
for the year ended 31 December 2024 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 3 |
Profit and Loss Account | 5 |
Balance Sheet | 6 |
Statement of Changes in Equity | 7 |
Notes to the Financial Statements | 8 |
INVERCLYDE WINDFARM LIMITED |
COMPANY INFORMATION |
for the year ended 31 December 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
16 Davy Court |
Castle Mound Way |
Rugby, CV23 0UZ |
Magma Audit LLP is part |
Of the Dains Group |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
REPORT OF THE DIRECTORS |
for the year ended 31 December 2024 |
The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of a holding company. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing 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. |
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. |
AUDITORS |
The auditors, Magma Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
INVERCLYDE WINDFARM LIMITED |
Opinion |
We have audited the financial statements of Inverclyde Windfarm Limited (the 'company') for the year ended 31 December 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 December 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. |
Other information |
The directors are responsible for the other information. The other information comprises the information in 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has 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 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; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
INVERCLYDE WINDFARM LIMITED |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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. |
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: |
Based on our understanding of the Company and the industry, we identified the principle risks of non-compliance with laws and regulations, and considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principle risks were related to posting inappropriate journal entries, and management bias in accounting estimates. |
Audit procedures performed by the engagement team included: |
- | Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation, and fraud; |
- | Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations, or with unusual descriptions; and |
- | Challenging assumptions made by management in their significant accounting estimates, in particular the recoverability of amounts owed by group undertakings. |
There are inherent limitations in the audit procedures described above and the further removed non-compliance with |
laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment. |
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. |
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. |
for and on behalf of |
16 Davy Court |
Castle Mound Way |
Rugby, CV23 0UZ |
Magma Audit LLP is part |
Of the Dains Group |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
PROFIT AND LOSS ACCOUNT |
for the year ended 31 December 2024 |
2024 | 2023 |
Notes | £'000 | £'000 |
TURNOVER |
Administrative expenses | ( |
) | ( |
) |
OPERATING LOSS | ( |
) | ( |
) |
Income from shares in group undertakings |
PROFIT BEFORE TAXATION |
Tax on profit | 4 | ( |
) |
PROFIT FOR THE FINANCIAL YEAR |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
BALANCE SHEET |
31 December 2024 |
2024 | 2023 |
Notes | £'000 | £'000 |
FIXED ASSETS |
Investments | 5 |
CURRENT ASSETS |
Debtors | 6 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 7 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
PROVISIONS FOR LIABILITIES | 8 | ( |
) | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 9 |
Retained earnings |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
STATEMENT OF CHANGES IN EQUITY |
for the year ended 31 December 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£'000 | £'000 | £'000 |
Balance at 1 January 2023 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 |
Changes in equity |
Total comprehensive income | - |
Balance at 31 December 2024 |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
NOTES TO THE FINANCIAL STATEMENTS |
for the year ended 31 December 2024 |
1. | STATUTORY INFORMATION |
Inverclyde Windfarm Limited is a limited company, registered in Scotland. Its registered office address is Broomage Avenue, Larbert, FK5 4NQ and the registered number is SC396025. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements are denominated in Sterling (£) as this is the functional currency of the company. All amounts in the financial statements have been rounded to the nearest £1,000. |
Preparation of consolidated financial statements |
The financial statements contain information about Inverclyde Windfarm 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, James Jones & Sons Limited, Broomage Avenue, Larbert, FK5 4NQ. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Income from subsidiary undertakings |
Income from subsidiary undertakings is comprised of profit shares that the Company is entitled to from the investment held in the LLP. |
Investments in subsidiaries |
Investment in the subsidiary partnership is held at cost less accumulated impairment losses. |
Financial instruments |
The company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments. |
(i) Financial assets |
Basic financial assets, including other debtors and cash and bank balances are initially recognised at transaction price, 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. |
Trade debtors are measured at the undiscounted amount of the cash or other consideration expected to be paid or received. |
Such assets are subsequently carried at amortised cost using the effective interest method. |
(ii) Financial liabilities |
Basic financial liabilities, including trade creditors and other creditors are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. |
Company's loans (being repayable on demand), trade debtors and trade creditors are measured at the undiscounted amount of the cash or other consideration expected to be paid or received. |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the year ended 31 December 2024 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
The tax expense for the year comprises current and deferred tax. |
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. |
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that: |
- The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and |
- Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. |
Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Cash and cash equivalents |
Cash and cash equivalents are represented by cash in hand, deposits held at call with financial institutions, and other short-term 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. |
3. | EMPLOYEES AND DIRECTORS |
There are no employees, except from Directors, in the Company in the current year or in the prior year and therefore no employee costs. |
4. | TAXATION |
Analysis of the tax (credit)/charge |
The tax (credit)/charge on the profit for the year was as follows: |
2024 | 2023 |
£'000 | £'000 |
Current tax: |
Group relief income | (552 | ) | (530 | ) |
Deferred tax |
Tax on profit | ( |
) |
UK corporation tax has been charged at 25% . |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the year ended 31 December 2024 |
4. | TAXATION - continued |
Reconciliation of total tax (credit)/charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2024 | 2023 |
£'000 | £'000 |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
Effects of: |
Expenses not deductible for tax purposes |
Surrender of tax losses in current year | 138 | 387 |
Adjustments in respect of prior years | - | 188 |
Allocation of LLP profits | 59 | 53 |
Difference in tax rates | - | 32 |
Group relief income | (552 | ) | (530 | ) |
Total tax (credit)/charge | (140 | ) | 204 |
5. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertaking |
£'000 |
COST |
At 1 January 2024 |
and 31 December 2024 |
NET BOOK VALUE |
At 31 December 2024 |
At 31 December 2023 |
6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£'000 | £'000 |
Amounts owed by group undertakings |
At the balance sheet date, the company had a loan due from Inverclyde Renewables LLP of £23,210,000 (2023: £24,079,000). This loan bears no interest and is repayable on demand. |
7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£'000 | £'000 |
Amounts owed to group undertakings |
Other creditors |
At the balance sheet date, the company owed James Jones & Sons Limited £21,019,000 (2023: £23,263,000) and is repayable on demand. |
INVERCLYDE WINDFARM LIMITED (REGISTERED NUMBER: SC396025) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the year ended 31 December 2024 |
8. | PROVISIONS FOR LIABILITIES |
2024 | 2023 |
£'000 | £'000 |
Deferred tax |
Accelerated capital allowances |
Tax losses carried forward | ( |
) | ( |
) |
1,144 | 732 |
Deferred |
tax |
£'000 |
Balance at 1 January 2024 |
Tax losses |
Accelerated capital allowances | 412 |
Balance at 31 December 2024 |
9. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
A Ordinary | £0.01 | 86 | 86 |
B Ordinary | £0.01 | 14 | 14 |
100 | 100 |
10. | ULTIMATE PARENT COMPANY |
James Jones & Sons Limited is the immediate and ultimate parent company during the current and previous year. |
Group financial statements are available from James Jones & Sons Limited whose registered office is Broomage Avenue, Larbert, FK5 4NQ. |
ULTIMATE CONTROLLING PARTY |
The company has no ultimate controlling party, as no one person has a significant shareholding in the ultimate parent company. |