REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
FOR |
FLUSH ENERGY LIMITED |
REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
FOR |
FLUSH ENERGY LIMITED |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 4 |
FLUSH ENERGY LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
ACCOUNTANTS: |
162-164 High Street |
Rayleigh |
Essex |
SS6 7BS |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
BALANCE SHEET |
31ST DECEMBER 2024 |
2024 | 2023 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 4 |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Stocks |
Debtors | 7 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 8 | ( |
) | ( |
) |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
9 |
( |
) |
( |
) |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 11 |
Share premium |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
The directors acknowledge their responsibilities for: |
(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
BALANCE SHEET - continued |
31ST DECEMBER 2024 |
The financial statements were approved by the Board of Directors and authorised for issue on |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
1. | STATUTORY INFORMATION |
Flush Energy Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
These financial statements have been prepared on a going concern basis. |
As at the balance sheet date the company had negative shareholders funds of £6,216,108 as a result of continued development of the company's asset base and trading activities. |
The Directors have considered numerous scenarios to consider the possible further impacts on the business and its ability to continue as a going concern, including the current negotiations with investors and are confident sufficient funds will be available . While the Directors accept there are inherent uncertainties on the business they are satisfied that, based on their assessment of the future possible impacts and their plans to deal with them, the company will continue as a going concern and therefore this is a valid basis for the preparation of the financial statements. |
Preparation of consolidated financial statements |
The financial statements contain information about Flush Energy Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Goodwill |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
Plant and machinery - Straight line over 10 years and 5 years |
Fixtures and fittings - Straight line over 3 years |
Computer equipment - Straight line over 3 years |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' 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. |
Financial assets and liabilities are offset , with the net amounts presented in the financial statements , when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Basic financial assets |
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised. |
Classification of 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 deducting all of its liabilities. |
Basic financial liabilities |
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
Equity instruments |
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. |
Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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. |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 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. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | INTELLECTUAL PROPERTY |
Intellectual |
Goodwill | property | Totals |
£ | £ | £ |
COST |
At 1st January 2024 |
and 31st December 2024 |
AMORTISATION |
At 1st January 2024 |
Amortisation for year |
At 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
5. | TANGIBLE FIXED ASSETS |
Fixtures |
Plant and | and | Computer |
machinery | fittings | equipment | Totals |
£ | £ | £ | £ |
COST |
At 1st January 2024 |
Additions |
Disposals | ( |
) | ( |
) |
At 31st December 2024 |
DEPRECIATION |
At 1st January 2024 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
At 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1st January 2024 |
and 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade creditors |
Taxation and social security |
Other creditors |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Other creditors |
10. | PREFERENCE SHARES |
On 28 July 2023, the Company issued 5,000,000 non voting A Preference shares with a nominal value of £1.00 per share. The shares carry a right to a cumulative 20% preference dividend and are redeemable at the company's discretion and as such have been treated as a creditor due after more than one year as required by FRS102. |
The Company has provided for the preference dividend in this report, which is included within other creditors for the amount totalling £1,430,137 as required under FRS 102. The company will pay the preference dividends as sufficient distributable reserves become available. |
11. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | 10p | 1,000 | 1,000 |
A | 10p | 667 | 250 |
1,667 | 1,250 |
The following shares were issued during the year: |
4,168 A shares of 10p for cash of £ |
12. | CONTINGENT LIABILITIES |
The company has an agreement that upon becoming operational, and certain milestones being met, a 'success fee' of £5,675,878 become payable. As at the balance sheet date these milestones have yet to be reached and as such no provision has been made in the financial statements. |
Other creditors includes £1,000,000 of deferred consideration in relation to the initial asset acquisition. The assets initially acquired have yet to be agreed in full and is currently in the process of legal action. At the date of this report, the outcome is still unresolved and whether the liability continues to remain payable remains uncertain. |
Other creditors include £499,920 of convertible loan notes issued by the company during the year, which at the date of this report have yet to be converted to equity. |
13. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
As at the balance sheet date, Mr G. Lodge owed the company £Nil (2023: £163 was owed by Mr G Lodge). |
14. | RELATED PARTY DISCLOSURES |
Prime Pellets Limited, a wholly owned company of Flush Energy Limited, owed the company a total of £95,406 at the balance sheet date (2023 - £183,406). |
Flush Building Services Limited, a company controlled by Mr G. Lodge, were paid by Flush Energy Limited a total of £236,000 during the year for consultancy services (2023 - £210,000). |
FLUSH ENERGY LIMITED (REGISTERED NUMBER: 13099857) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
15. | ULTIMATE CONTROLLING PARTY |
The controlling party is G M Lodge. |