Registration number:
for the Year Ended 31 December 2024
POWEN DG UK LTD
Contents
Company Information |
|
Directors' Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Income Statement |
|
Statement of Comprehensive Income |
|
Statement of Financial Position |
|
Statement of Changes in Equity |
|
Statement of Cash Flows |
|
Notes to the Financial Statements |
POWEN DG UK LTD
Company Information
Directors |
J Benjumea M Andrada-Vanderwilde Benjumea |
Registered office |
|
Accountant |
|
Auditor |
|
POWEN DG UK LTD
Directors' Report for the Year Ended 31 December 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
Principal activity
The principal activity of the company is the development of renewable energy assets and sale of energy generated by those assets.
Directors' of the company
The directors, who held office during the year, were as follows:
Financial risk management objectives and policies
The management of the company and the execution of its strategy are subject to a number of risks.
The principal risk and uncertainties affecting the group include the following.
Liquidity and credit risk
In order to maintain liquidity, and to ensure sufficient funds are available for ongoing operations and
future developments, the company uses working capital funding from its bankers.
The company does not undertake any hedging in this area.
Credit risk
Management has a credit policy in place and exposure to credit risk is monitored on an ongoing basis. Credit evaluations are carried out on all customers requiring credit. The company minimises this risk by use of credit insurance and trade finance instruments such as letter of credit. At the balance sheet date there were no significant concentrations of credit risk.
Results and dividends
The results for the year are set out on page 6.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
POWEN DG UK LTD
Directors' Report for the Year Ended 31 December 2024
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the
......................................... |
POWEN DG UK LTD
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual Report 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 UK adopted International Financial Reporting Standards (IFRSs). 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 apply them consistently; |
• | make judgements and accounting estimates that are reasonable and prudent; |
• | state whether applicable UK adopted International Financial Reporting Standards (IFRSs) have been followed, subject to any material departures disclosed and explained in the financial statements; and |
• | 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.
POWEN DG UK LTD
Independent Auditor's Report to the Members of POWEN DG UK LTD
Opinion
We have audited the financial statements of Powen DG UK Ltd (the 'Company') for the period ended 31 December 2024, which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards in accordance with the provisions of the Companies Act 2006.
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 loss for the period 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 United Kingdom, including the Financial Reporting Council'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.
POWEN DG UK LTD
Independent Auditor's Report to the Members of POWEN DG UK LTD
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
Opinion on other matter 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 Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Directors' Report 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 Directors' Report.
We have nothing to report in respect of the following matters in relation to which 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; |
• | we have not received all the information and explanations we require for our audit. |
POWEN DG UK LTD
Independent Auditor's Report to the Members of POWEN DG UK LTD
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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 is 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 an Auditors' report 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
• |
We determined that the laws and regulations which are directly relevant to the financial statements are those that relate to the reporting framework (IFRS) and the relevant tax compliance regulations in the jurisdictions in which the Company operates. We evaluated the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. |
• |
In addition, there are other significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the financial statements being those laws and regulations relating to environmental, occupational health and safety, data protection, fraud, bribery and corruption. For these laws and regulations, the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through fines or litigation being imposed. As required by the auditing standards, auditing procedures in respect of non-compliance with these identified laws and regulations are limited to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any. |
• |
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur, by meeting with a number of individuals and conducted interviews to understand where they considered there was susceptibility to fraud. |
POWEN DG UK LTD
Independent Auditor's Report to the Members of POWEN DG UK LTD
• |
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations and fraud risks identified in the paragraphs above. In addition to the audit procedures, we communicated the identified laws and regulations to the audit team and remained alert to any indications of non-compliance throughout the audit. The specific audit procedures performed included: |
o Review of large and unusual bank transactions; |
There are inherent limitations of an audit. There is a higher risk that irregularities, including fraud, will not be detected during the audit as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. The primary responsibility for the prevention and detection of non-compliance with all laws and regulations and fraud lies with both those charged with governance of the entity and management.
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 Auditors' Report.
Use of our report
This report is made solely to the 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 's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the and the 's members, as a body, for our audit work, for this report, or for the opinions we have formed.
......................................
For and on behalf of
Chartered Accountants and Statutory Auditors
Waverley House
7-12 Noel Street
London
W1F 8GQ
POWEN DG UK LTD
Income Statement for the Year Ended 31 December 2024
Note |
2024 |
2023 |
|
Revenue |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Other operating income |
|
|
|
Other operating expenses |
|
( |
|
Operating profit/(loss) |
|
( |
|
Finance costs |
( |
( |
|
Loss before tax |
( |
( |
|
Loss for the year |
( |
( |
The above results were derived from continuing operations.
POWEN DG UK LTD
Statement of Comprehensive Income for the Year Ended 31 December 2024
2024 |
2023 |
|
Loss for the year |
( |
( |
Total comprehensive income for the year |
( |
( |
POWEN DG UK LTD
(Registration number: 14684298)
Statement of Financial Position as at 31 December 2024
Note |
31 December |
31 December |
|
Assets |
|||
Non-current assets |
|||
Property, plant and equipment |
|
|
|
Current assets |
|||
Trade and other receivables |
|
|
|
Cash and cash equivalents |
|
|
|
|
|
||
Total assets |
|
|
|
Equity and liabilities |
|||
Equity |
|||
Share capital |
(100) |
(100) |
|
Retained earnings |
182,258 |
174,413 |
|
Total equity |
182,158 |
174,313 |
|
Current liabilities |
|||
Trade and other payables |
( |
( |
|
Total equity and liabilities |
( |
( |
Approved by the
......................................... |
POWEN DG UK LTD
Statement of Changes in Equity for the Year Ended 31 December 2024
Share capital |
Retained earnings |
Total |
|
At 1 January 2024 |
|
( |
( |
Loss for the year |
- |
( |
( |
Total comprehensive income |
- |
( |
( |
At 31 December 2024 |
|
( |
( |
Share capital |
Retained earnings |
Total |
|
Loss for the year |
- |
( |
( |
Total comprehensive income |
- |
( |
( |
New share capital subscribed |
|
- |
|
At 31 December 2023 |
100 |
(174,413) |
(174,313) |
POWEN DG UK LTD
Statement of Cash Flows for the Year Ended 31 December 2024
Note |
2024 |
2023 |
|
Cash flows from operating activities |
|||
Loss for the year |
(7,845) |
(174,413) |
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
26,416 |
|
Finance costs |
|
54,956 |
|
|
(93,041) |
||
Working capital adjustments |
|||
Decrease/(increase) in trade and other receivables |
|
(858,470) |
|
(Decrease)/increase in trade and other payables |
( |
107,324 |
|
Net cash flow from operating activities |
824,930 |
(844,187) |
|
Cash flows from investing activities |
|||
Acquisitions of property, plant and equipment |
( |
(2,098,854) |
|
Cash flows from financing activities |
|||
Loan to group undertakings |
(35,071) |
(95,834) |
|
Loans from group undertakings |
721,652 |
3,329,542 |
|
Interest payable |
(158,851) |
(54,956) |
|
Issue of share capital |
- |
100 |
|
Net cash flows from financing activities |
527,730 |
3,178,852 |
|
Net (decrease)/increase in cash and cash equivalents |
(62,525) |
235,811 |
|
Cash and cash equivalents at 1 January |
235,811 |
- |
|
Cash and cash equivalents at 31 December |
173,286 |
235,811 |
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
General information |
The company is a private company limited by share capital, incorporated and domiciled in England and Wales.
The address of its registered office is:
United Kingdom
These financial statements were authorised for issue by the
Accounting policies |
Statement of compliance
The company financial statements have been prepared in accordance with International Financial Reporting Standards and its interpretations adopted by the UK ("UK adopted IFRSs").
Summary of material accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Basis of preparation
The financial statements have been prepared in accordance with adopted IFRSs and under historical cost accounting rules.
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies.
Going concern
The accounts have been prepared on a going concern basis which assumes that the company has sufficient funds to continue to trade for the foreseeable future. The company’s immediate parent company Kishoa S.L. have indicated their willingness to continue to support the company and accordingly the accounts have been prepared on the basis that the company is a going concern.
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Revenue recognition
In accordance with IFRS 15, an entity must recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
The company recognises revenue based on the amount of performance of the service at the balance sheet date, provided the value can be reliably estimated. Revenue from the provision of services is recognised when each of the following conditions are met:
• the amount of income can be reliably assessed;
• it is probable that the consideration to which the entity is entitled to in exchange for the services can be collected; and
• the costs incurred, or to be incurred, in connection with the transaction can be reliably valued.
Income is recorded on an accrual basis i.e. when the actual flow of goods and services they represent occurs, regardless of when the monetary or financial flow derived from them occurs. Such income is measured at the fair value of the consideration received, net of discounts and taxes. For the accounting recording of income, the Company follows a process consisting of the following successive stages:
1. Identify the contract (or contracts) with the client, understood as an agreement between two or more parties that creates enforceable rights and obligations for them.
2. Identify the obligation(s) to be fulfilled in the contract, representative of the commitments to transfer goods or provide services to a customer.
3. Determine the price of the transaction, or consideration of the contract, to which the company expects to be entitled in exchange for the transfer of goods or the provision of services committed to the client.
4. Assign the price of the transaction to the obligations to be fulfilled, which must be carried out on the basis of the individual sales prices of each different good or service that have been committed in the contract, or, where appropriate, following an estimate of the sale price when it is not independently observable.
5. Recognise income from ordinary activities when the company fulfils a committed obligation through the transfer of a good or the provision of a service. Such compliance takes place when the customer obtains control of that good or service, so that the amount of income from ordinary activities recognized will be the amount assigned to the contractual obligation satisfied.
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Revenue recognition (continued)
The Company recognises the revenue derived from a contract with a customer when control over the goods or services committed (i.e. the obligation(s)) to be fulfilled is transferred to the customer. In this regard, the method chosen by the Company to measure the value of goods and services whose control is transferred to the customer over time is the product method. Specifically, the applicable product method is that of production milestones achieved.
In addition, revenue from the provision of services is recognised when the result of the transaction can be reliably estimated, considering the percentage of performance of the service at the end of the year. Where the result of a transaction involving the provision of services cannot be reliably estimated, revenue is recognised in the amount at which the recognised expenses are considered recoverable.
Interest received on financial assets is recognized using the effective interest rate method. In any event, interest on financial assets accrued after the time of acquisition is recognized as income in the company's profit and loss account.
Tax
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
Deferred tax
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
• When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or
• When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it's probable that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.
Property, plant and equipment
Property, plant and equipment is stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of property, plant and equipment includes directly attributable incremental costs incurred in their acquisition and installation.
Assets in the course of construction
Assets in the course of construction are recognised based on the estimated value of work completed as at the balance sheet date, less any recognised impairment loss. The cost of assets in the course of construction includes directly attributable incremental costs incurred in their acquisition and installation. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.
Technical Installations
Technical installations are recognised and measured at cost. Cost includes the purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to operate. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Technical installations |
4% straight line |
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.
Trade receivables
Trade receivables are amounts due from customers for services performed in the ordinary course of business. If collection is expected in one year or less they are classified as current assets. If not, they are presented as non-current assets.
Trade receivables are recognised the transaction price.
Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.
Trade payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments.
Employees |
The company has no employees other than the directors, who did not receive any remuneration.
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
2024 |
2023 |
|
Administration and support |
2 |
|
|
|
Auditors' remuneration |
2024 |
2023 |
|
Audit of the financial statements |
|
|
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Property, plant and equipment |
Assets under construction |
Technical installations |
Total |
|
Cost or valuation |
|||
At 1 January 2024 |
|
|
|
Additions |
|
|
|
Transfers between classes |
( |
|
- |
At 31 December 2024 |
|
|
|
Depreciation |
|||
At 1 January 2024 |
- |
|
|
Charge for the year |
- |
|
|
At 31 December 2024 |
- |
|
|
Carrying amount |
|||
At 31 December 2024 |
|
|
|
Depreciation is recorded within other operating expenses in the Income Statement.
Trade and other receivables |
Current |
31 December |
31 December |
Trade receivables |
|
45,228 |
Amounts due from group undertakings |
|
95,834 |
Prepayments and accrued income |
|
322,563 |
Other debtors |
12,621 |
12,621 |
VAT |
149,179 |
478,058 |
304,605 |
954,304 |
Amounts due from group undertakings are repayable on demand, unsecured and interest free.
POWEN DG UK LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Trade and other payables |
31 December |
31 December |
|
Trade payables |
10,578 |
11,449 |
Accruals |
36,259 |
95,875 |
Amounts due to group undertakings |
4,032,385 |
3,329,542 |
4,079,222 |
3,436,866 |
Amounts due to group undertakings are unsecured, repayable on demand and bear interest at a rate of 4.75%.
Share capital |
Allotted, called up and fully paid shares
31 December |
31 December |
|||
No. |
£ |
No. |
£ |
|
|
|
100 |
|
100 |
Related party transactions |
Amounts due from group undertakings consists of a loan payable by Powen Corporate UK Ltd. The loan is repayable on demand, unsecured and interest free.
Amounts due to group undertakings consists of a loan from Kishoa S. L. The loan is unsecured, repayable on demand and bears interest at a rate of 4.75%.
Parent and ultimate parent undertaking |
The company's immediate parent is
There is no ultimate controlling party.
The most senior parent entity producing publicly available financial statements is