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Registered number: 11265841












ALFANAR POWER LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

 

ALFANAR POWER LIMITED

CONTENTS



Page
Company information
 
1
Balance sheet
 
2
Notes to the financial statements
 
3 - 12


 

ALFANAR POWER LIMITED
 
COMPANY INFORMATION


Directors
A M M Almutlaq 
H M M Almutlaq 
M S M Almutlaq 
S M M Almutlaq 
J Wadi 




Registered number
11265841



Registered office
1-6 Lombard Street

London

EC3V 9AA




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1


 
REGISTERED NUMBER:11265841
ALFANAR POWER LIMITED

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
$
$

Fixed assets
  

Fixed asset investments
 5 
86,760,612
117,135,581

Current assets
  

Debtors: amounts falling due after more than one year
 6 
8,332,480
6,622,800

Debtors: amounts falling due within one year
 6 
4,845,415
451,989

Cash at bank and in hand
  
56,350,719
17,541,247

  
69,528,614
24,616,036

Creditors: amounts falling due within one year
 7 
(13,261,528)
(12,154,271)

Net current assets
  
 
 
56,267,086
 
 
12,461,765

Total assets less current liabilities
  
143,027,698
129,597,346

Creditors: amounts falling due after more than one year
 8 
(31,965,310)
(27,441,876)

  

Net assets
  
111,062,388
102,155,470


Capital and reserves
  

Called up share capital 
 10 
96,277,207
96,277,207

Profit and loss account
 11 
14,785,181
5,878,263

Total equity
  
111,062,388
102,155,470


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 



J Wadi
Director

Date: 21 May 2025

The notes on pages 3 to 12 form part of these financial statements.

Page 2

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Alfanar Power Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is 1-6 Lombard Street, London, EC3V 9AA.
The financial statements are presented in US Dollar ($), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

  
2.3

Exemption from preparing consolidated financial statements

The company, and the group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and group are considered eligible for the exemption to prepare consolidated financial statements.

 
2.4

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the profit and loss account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

  
2.5

Associates

Associates are held at cost less impairment.

Page 3

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.6

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. 

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. 
 
The company’s policies for its major classes of financial assets and financial liabilities are set out below. 

Financial assets
Basic financial assets, including amounts owed by group compaines 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Financial liabilities

Basic financial liabilities, including amounts owed to group companies companies 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Page 4

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)




Financial instruments (continued)

Impairment of financial assets
 
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. 

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

  
2.7

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

  
2.8

Share capital

Ordinary shares are classified as equity.

Page 5

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.9

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is US Dollar ($).

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'interest receivable and similar income' or 'interest payable and similar expenses'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenditure'.

 
2.10

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 6

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.11

Taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
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.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors have exercised judgement in determining whether there are indicators of impairment of the company's tangible assets, including fixed asset investments.  Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit.


4.


Employees


The average monthly number of employees, including directors, during the year was 5 (2023 - 5).

Page 7

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Fixed asset investments





Investments in subsidiary companies
Investments in associates
Loans to subsidiaries
Loans to associates
Total

$
$
$
$
$



Cost or valuation


At 1 January 2024
9,791,566
9,699,683
24,377,582
73,266,750
117,135,581


Additions
-
5,114,577
2,326,053
-
7,440,630


Disposals
(8,899,577)
-
(26,846,163)
-
(35,745,740)


Foreign exchange movement
-
-
142,528
(2,212,387)
(2,069,859)


Transfers intra group
3,413,098
(3,413,098)
39,884,138
(39,884,138)
-



At 31 December 2024
4,305,087
11,401,162
39,884,138
31,170,225
86,760,612






Net book value



At 31 December 2024
4,305,087
11,401,162
39,884,138
31,170,225
86,760,612



At 31 December 2023
9,791,566
9,699,683
24,377,582
73,266,750
117,135,581

Page 8

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Debtors

2024
2023
$
$

Due after more than one year

Amounts owed by group undertakings
8,332,480
6,622,800


Amounts owed by group underakings are interest bearing at the rate of 5.63% and are due for repayment in December 2028.

2024
2023
$
$

Due within one year

Amounts owed by group undertakings
3,975,826
176,829

Prepayments and accrued income
869,589
275,160

4,845,415
451,989


The amounts owed by group undertakings are interest bearing between the rates of 4.83% and 5.63% and are due on demand.


7.


Creditors: Amounts falling due within one year

2024
2023
$
$

Amounts owed to group undertakings
13,238,120
12,129,548

Accruals and deferred income
23,408
24,723

13,261,528
12,154,271


The amounts owed to group undertakings are not interest bearing and are due on demand.


8.


Creditors: Amounts falling due after more than one year

2024
2023
$
$

Amounts owed to group undertakings
31,965,310
27,441,876


Repayment of the amounts owed to group undertakings is considered to be under control of the company until a termination dates between 2042 and 2043. The loans bears interest at rates between 5.50% and 7.43%. and are unsecured. The loans are designated in €'s. 

Page 9

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Loans


Analysis of the maturity of loans is given below:


2024
2023
$
$




Amounts falling due after more than 5 years

Due to parent company > 5 yrs
31,965,310
27,441,876



10.


Share capital

2024
2023
$
$
Allotted, called up and fully paid



1,000 (2023 - 1,000) Ordinary shares of £10.00 each
14,014
14,014
110,000 (2023 - 110,000) Ordinary shares of 100.00 each
12,529,660
12,529,660
383,700 (2023 - 383,700) Ordinary shares of $100.00 each
38,370,000
38,370,000
4,487,494 (2023 - 4,487,494) Ordinary shares of 1.00 each
5,273,533
5,273,533
40,090,000 (2023 - 40,090,000) Ordinary shares of $1.00 each
40,090,000
40,090,000

96,277,207

96,277,207

All classes of share have attached to them full voting, dividend and capital distribution (including on winding up) rights. They do not confer any rights of redemption.



11.


Reserves

Other reserves

Other reserves includes amounts received in advance of the issue of shares.

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.

12.


Contingent liabilities

The company has pledged the shares and Compulsory Convertible Debentures, which it holds in an associate, as security for a facility agreement which has been granted to the associate.

Page 10

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.
Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures"  from disclosing transactions with entities which are a wholly owned part of the group.

Transactions with  (other) related parties are as follows:




Relationship

Transaction

Amount
Amount due (to)/from related parties




2024
 
2023 
2024 
2023 




$
 
$ 
$ 
$ 



Alfanar Energy Private Limited (associate)
Cumulative compulsorily convertible debenture
(817,721)
(139,364)
26,465,126
27,282,847


Transactions during the year relate solely to foreign currency revaluations.
 

Interest receivable
(162,966)
(38,216)
5,419,289
5,582,255



Netra Wind Private Limited 
Cumulative compulsorily convertible debenture
(1,192,570)
(203,251)
38,596,972
39,789,542

 Transactions during the year relate solely to foreign currency revaluations.
 

Interest receivable
(44,894)
(10,528)
1,522,235
1,567,129


The terms of the Cumulative Compulsorily Convertible Debenture (CCDs) are interest payable of 13% per annum, excluding interest that would have been payable during the interest moratorium period. The CDDs have a maturity date of 15 years from the date of allotment, unless the holder exercises its option to early convert.
 

Alfanar Energia Espana S.L.U. (Common control)
Loan
5,509,680
6,622,800
12,132,480
6,622,800


Interest receivable
594,429
275,160
869,589
275,160


The loan bears interest at 5.63%, with the interest being due annually. The loan is repayable by December 2028.

14.


Controlling party

The immediate controlling party is Al Fanar International Holding Company Limited, a company incorporated in the United Arab Emirates.
The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up and of which the company is a member is Al Fanar International Holding Company Limited. Group financial statements are not publicly available.

Page 11

 

ALFANAR POWER LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 28 May 2025 by Mark Cunningham (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.

 
Page 12