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Registered number: 12633050










IDUNA INFRASTRUCTURE LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
IDUNA INFRASTRUCTURE LIMITED
 
 
COMPANY INFORMATION


Directors
P E Dias 
A Ghafoor 
A J Gray 
H P Manisty 
W K Stratton-Morris 
M V Heel (appointed 17 September 2024)
R I Powell (appointed 17 September 2024)
A G Nahabedian (appointed 17 September 2024, resigned 18 October 2024)




Registered number
12633050



Registered office
C/O Mazars LLP
One St Peter's Square

Manchester

M2 3DE




Independent auditors
WR Partners
Chartered Accountants & Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG





 
IDUNA INFRASTRUCTURE LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 4
Directors' report
 
5 - 6
Independent auditors' report
 
7 - 10
Consolidated statement of comprehensive income
 
11
Consolidated statement of financial position
 
12 - 13
Company statement of financial position
 
14
Consolidated statement of changes in equity
 
15
Company statement of changes in equity
 
16
Consolidated statement of cash flows
 
17 - 18
Notes to the financial statements
 
19 - 40


 
IDUNA INFRASTRUCTURE LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors present their report with the financial statements of the Company and the Group for the year ended 31 December 2024.
The principal activities of the Group are to develop, own, operate and maintain a nationwide network of electric vehicle chargers for use by the public, and to support the united Kingdoms need for the electrification of transport.

Business review
 
During 2024, the Group secured a £55 million facility of debt financing from NatWest and Germany’s KfW IPEX-Bank to support the ongoing rollout of EV charging infrastructure across the UK. This facility supplements the facility secured in 2022 on behalf of Octopus Energy Generation’s Sky fund (ORI SCSp).
As a result of the investments the Group is well positioned to achieve its objective of playing its part in developing, operating and maintaining a nationwide network of electric vehicle chargers for use by the public. Following on from the investment the business continued to develop its strong pipeline of sites and opened new sites throughout 2024 in line with plan, with many more under construction at the end of the year. 
Network usage remains in line with management expectations. This demonstrates the continued positive attitude towards the shift to electric and using public charging networks which is consistent with the business model and the management’s strategy to deliver against their objectives. This is also as a result of the strong marketing activities and customer-first approach to driving usage across the Be.EV network.
Be.EV, the trading name for Induna Infrastructure Limited which the Company and Group are a member of, is committed to creating a fair, future-proof infrastructure legacy that connects, engages, and elevates communities. We continue to employ locally wherever possible and work with a UK based supply chain to further our positive impact on the economy.
The company has confirmation that, if required, group companies will provide financial support for at least 12 months from the date of signing the accounts.
EV market growth
2024 was a generally positive year for the electric vehicle industry. Whilst some media commentary focused on the negatives earlier in the year, this had reduced by the end of the year and, more importantly, the sales of EV cars has continued to grow and grow with up to 1 in 4 new car registrations being EV in some months. 
Whilst the previous delay to the Government’s policy to ban the sale of new petrol/diesel cars from 2030 to 2035 created headlines, the Zero Emission Vehicle (ZEV) mandate, which requires car manufacturers to sell a certain percentage of zero-emission vehicles, is a positive factor and provides a direction of travel to reach the transition. 
At the end of December 2024, there were 73,699 electric vehicle charging points across the UK. This represents a 37% increase in the number of charging devices since December 2023. As plug-in vehicle and BEV registrations surge, this creates more demand for public charging infrastructure.

Page 1

 
IDUNA INFRASTRUCTURE LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties
 
The principal risks that affect the business are reviewed and monitored by senior management. The key risks that the company face include:
Health and safety:
The risk of site-related and workplace injuries and environmental incidents exist which could result in:
• Significant injury or death of staff, contractors, or customer.
• Claims against the company.
• Investigations and enforcement from statutory bodies (e.g. Health and Safety Executive) which could    include improvement actions, fines and suspension of operations.
• Reputational damage. 
The business operates a full Health, Safety, Environmental and Quality (HSEQ) management system with training, inspections and monitoring programmes in place to minimise the risk of incidents occurring. The management of HSEQ features prominently in discussions at quarterly board and monthly senior leadership meetings.
Political:
Government policy on phasing out petrol and diesel engines as well as tackling the climate crisis could impact the uptake of electric vehicles. 
Management continually monitors government policy and retain flexibility in the business model to enable an appropriate response should there be policy changes that impact the business.
We are an active member of the industry body ChargeUK, contributing to policy discussions and decisions.
Economic:
The business is reliant upon the growth in EV adoption by both private and commercial owners who then utilise the network. Government policies support and encourage this at present and whilst EV adoption remains a smaller part of the market today, the segment is growing rapidly. OEMs are promoting their lines of EVs in consideration of the 2035 deadline and with more fleets electrifying, an increasing second-hand market for EVs will present itself and help consumers overcome the affordability risk that will be short term.  
Additionally, cost inflation has become an important factor for businesses to manage, in particular energy prices that are a significant category of expenditure for Iduna and its subsidiaries.
Competition:
Be.EV has sought to differentiate itself from its competition by focusing on the end user, its bespoke charging solutions and by putting the communities it serves at the heart of its site selection. In support of the company’s strategy to deliver this, the business is well capitalised to fund the roll-out of the network quickly to secure market share.  
Be.EV recognises that price competitiveness is important, but the business prioritises value for money, which centres on great locations, scale, ease of use and reliability. Energy costs have stabilised in recent years and Be-EV continue to explore ways in which to offer value for money to customers.   
 
Page 2

 
IDUNA INFRASTRUCTURE LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Technology:
Most major vehicle manufacturers are investing in the electrification of transport as the clean alternative to fossil fuels, so the risk of electric vehicle technology being redundant in the foreseeable future is regarded as negligible.
As the industry develops, it is expected that the charging capability of EVs will increase and support faster charging to reduce waiting times. However, this will be limited to the expected dwell times of the location. The business continually monitors alternative hardware solutions in the market to ensure it offers the best solutions to drivers.
Management maintains strong relationships at the highest levels of its supply chain and ensures that the business is not dominated by one supplier. 
Staff Retention:
The loss of key personnel would cause disruption to the business continuity. The business provides competitive remuneration, equity options and succession planning takes place.
Financial:
The board has responsibility for monitoring financial risks and its policies are implemented by senior management. The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company as described below: 
1. Asset Utilisation
 The long-term business model is based on an increasing rate of usage at sites once they go live. The    usage expectation increases as the national adoption of electric vehicles grows. Work has been done with  industry leading advisors on the forward demand profiles and achieving these demand curves remains the  priority for the company.
2. Supply chain Risk
 The company is exposed to changes in the market price for its materials which impacts the cost of each    charging station installation. To manage this the company has developed a broad and competitive supply   base including framework agreements with key suppliers to ensure price stability for the installation of its   chargers as well as engagement with potential suppliers in the market.
3. Energy Price Risk
 The company is exposed to energy price fluctuations from its energy suppliers which impacts gross    margin. This can be partly offset, up or down, by the tariff charged to end users for charging as most    competitors will also have similar exposure.     
4. Foreign exchange risk
 The company makes purchases, and receives payment in sterling, which limits its exposure to exchange   rate risk. The company's hardware suppliers whilst UK companies and who invoice in sterling source    supply from oversees manufacturers and the business is subject to fluctuation in exchange rates. If any    future contracts require an agreement with an oversees supplier, the company will seek to denominate    process in sterling.

Page 3

 
IDUNA INFRASTRUCTURE LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Key performance indicators
 
In addition to the financial information presented to the board throughout the year management monitors the following key performance indicators: 
 
-  Safety
-  Site leads generated
-  Leases signed
-  Capital deployed
-  No of charge points installed
-  No of charge points in operation
-  Network availability
-  Brand recognition
-  Utilisation/revenue
-  Margin%
-  Customer satisfaction-call 
-  Centre volumes

Directors' statement of compliance with duty to promote the success of the Group
 
As the Directors of the Company and the Group we acknowledge our legal responsibility under s172 of the Companies Act 2006 to act in a way we consider, in good faith, would be most likely to promote the Company's and the Group's success for the benefit of its members as a whole, and to have regard to the long term effect of our decisions on the Group and its stakeholders.


This report was approved by the board and signed on its behalf.





A J Gray
Director

Date: 30 June 2025

Page 4

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
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.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £13,287,319 (2023 - loss £5,816,866).

The Company did not declare any dividends during the year (2023 - £nil).

Directors

The directors who served during the year were:

P E Dias 
A Ghafoor 
A J Gray 
H P Manisty 
W K Stratton-Morris 
M V Heel (appointed 17 September 2024)
R I Powell (appointed 17 September 2024)
A G Nahabedian (appointed 17 September 2024, resigned 18 October 2024)

Page 5

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Future developments

Please refer to the Strategic Report.

Engagement with suppliers, customers and others

Engagement with suppliers and customers is key to our success. We work closely with our supply chain and take the appropriate action, when necessary, to prevent involvement in modern slavery, corruption, bribery and breaches of competition law.
The Directors recognise the importance of building strong relationships with suppliers. Our suppliers provide products and services that helps us to execute our strategy. We also recognise that developing a strong understanding of customers’ needs and putting that into our business and strategy is critical.

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

Refer to note 31 for further detail on post balance sheet events. 

Auditors

The auditorsWR Partnerswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





A J Gray
Director

Date: 30 June 2025

Page 6

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IDUNA INFRASTRUCTURE LIMITED
 

Opinion


We have audited the financial statements of Iduna Infrastructure Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's loss 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 Group 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 Group's or the parent 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.


Page 7

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IDUNA INFRASTRUCTURE LIMITED (CONTINUED)


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 ReportOur 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 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 Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company 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.


Page 8

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IDUNA INFRASTRUCTURE LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 5, 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 Group's and the parent 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 Group or the parent 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 Group 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:

The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and the Group and determined that the most significant are those that relate to the reporting framework (FRS102 and the Companies Act 2006), the relevant tax compliance regulations, employment law, Health and Safety Regulations and the EU General Data Protection Regulation (GDPR). 
We understood how the Company and the Group are complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed board minutes to identify any recorded instances of irregularity or non compliance that might have a material impact on the financial statements. 
We assessed the susceptibility of the Company and Group's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there was susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with governance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.

Page 9

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IDUNA INFRASTRUCTURE LIMITED (CONTINUED)



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 2006Our 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 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Andrew Malpass BA FCA (Senior statutory auditor)
  
for and on behalf of
WR Partners
 
Chartered Accountants
Statutory Auditors
  
Belmont House
Shrewsbury Business Park
Shrewsbury
Shropshire
SY2 6LG

 
Date:
30 June 2025
Page 10

 
IDUNA INFRASTRUCTURE LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
1,991,057
1,840,411

Cost of sales
  
(4,195,967)
(4,022,107)

Gross loss
  
(2,204,910)
(2,181,696)

Administrative expenses
  
(4,293,328)
(1,871,804)

Exceptional administrative expenses
 12 
(2,828,434)
(61,653)

Operating loss
 5 
(9,326,672)
(4,115,153)

Interest receivable and similar income
 9 
17,073
15,124

Interest payable and similar expenses
 10 
(3,977,720)
(1,686,873)

Loss before taxation
  
(13,287,319)
(5,786,902)

Tax on loss
 11 
-
(29,964)

Loss for the financial year
  
(13,287,319)
(5,816,866)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(13,287,319)
(5,816,866)

  
(13,287,319)
(5,816,866)

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of comprehensive income.

The notes on pages 19 to 40 form part of these financial statements.

Page 11

 
IDUNA INFRASTRUCTURE LIMITED
REGISTERED NUMBER: 12633050

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 13 
237,313
281,817

Tangible assets
 14 
35,986,746
27,457,851

  
36,224,059
27,739,668

Current assets
  

Stocks
 16 
5,786
5,786

Debtors: amounts falling due within one year
 17 
1,327,139
2,529,505

Cash at bank and in hand
 18 
6,288,850
3,017,168

  
7,621,775
5,552,459

Creditors: amounts falling due within one year
 19 
(11,627,471)
(8,991,710)

Net current liabilities
  
 
 
(4,005,696)
 
 
(3,439,251)

Total assets less current liabilities
  
32,218,363
24,300,417

Creditors: amounts falling due after more than one year
 20 
(50,312,974)
(29,313,950)

Net liabilities
  
(18,094,611)
(5,013,533)

Page 12

 
IDUNA INFRASTRUCTURE LIMITED
REGISTERED NUMBER: 12633050
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Capital and reserves
  

Called up share capital 
 23 
3
3

Share premium account
 24 
7,095,776
7,091,860

Other components of equity
 24 
(2,620,114)
(2,620,114)

Share-based payment reserve
 24 
202,325
-

Profit and loss account
 24 
(22,772,601)
(9,485,282)

Equity attributable to owners of the parent Company
  
(18,094,611)
(5,013,533)

  
(18,094,611)
(5,013,533)


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




A J Gray
Director

Date: 30 June 2025

Page 13

 
IDUNA INFRASTRUCTURE LIMITED
REGISTERED NUMBER: 12633050

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 15 
2,058,101
2,058,101

  
2,058,101
2,058,101

Current assets
  

Debtors: amounts falling due within one year
 17 
10,213,426
3,564,623

Cash at bank and in hand
 18 
238,471
786,384

  
10,451,897
4,351,007

Creditors: amounts falling due within one year
 19 
(596,857)
(429,401)

Net current assets
  
 
 
9,855,040
 
 
3,921,606

Total assets less current liabilities
  
11,913,141
5,979,707

  

Creditors: amounts falling due after more than one year
 20 
(6,038,000)
-

  

Net assets
  
5,875,141
5,979,707


Capital and reserves
  

Called up share capital 
 23 
3
3

Share premium account
 24 
7,091,884
7,091,860

Share-based payment reserve
 24 
202,325
-

Profit and loss account brought forward
  
(1,112,156)
(1,016,581)

Loss for the year
  
(306,915)
(95,575)

Profit and loss account carried forward
  
(1,419,071)
(1,112,156)

  
5,875,141
5,979,707


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




A J Gray
Director

Date: 30 June 2025

Page 14

 
IDUNA INFRASTRUCTURE LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Share premium account
Other components of equity
Share-based payment reserve
Profit and loss account
Total equity

£
£
£
£
£
£


At 1 January 2023
2
5,891,908
(2,620,114)
-
(3,668,416)
(396,620)


Comprehensive income for the year

Loss for the year
-
-
-
-
(5,816,866)
(5,816,866)
Total comprehensive income for the year
-
-
-
-
(5,816,866)
(5,816,866)


Contributions by and distributions to owners

Shares issued during the year
1
1,199,952
-
-
-
1,199,953



At 1 January 2024
3
7,091,860
(2,620,114)
-
(9,485,282)
(5,013,533)


Comprehensive income for the year

Loss for the year
-
-
-
-
(13,287,319)
(13,287,319)

Share-based payments
-
-
-
202,325
-
202,325
Total comprehensive income for the year
-
-
-
202,325
(13,287,319)
(13,084,994)


Other movements

Shares issued during the year
-
3,916
-
-
-
3,916


At 31 December 2024
3
7,095,776
(2,620,114)
202,325
(22,772,601)
(18,094,611)


The notes on pages 19 to 40 form part of these financial statements.

Page 15

 
IDUNA INFRASTRUCTURE LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Share premium account
Share-based payment reserve
Profit and loss account
Total equity

£
£
£
£
£


At 1 January 2023
2
5,891,908
-
(1,016,581)
4,875,329


Comprehensive income for the year

Loss for the year
-
-
-
(95,575)
(95,575)
Total comprehensive income for the year
-
-
-
(95,575)
(95,575)


Contributions by and distributions to owners

Shares issued during the year
1
1,199,952
-
-
1,199,953



At 1 January 2024
3
7,091,860
-
(1,112,156)
5,979,707


Comprehensive income for the year

Loss for the year
-
-
-
(306,915)
(306,915)

Share-based payments
-
-
202,325
-
202,325
Total comprehensive income for the year
-
-
202,325
(306,915)
(104,590)


Contributions by and distributions to owners

Shares issued during the year
-
24
-
-
24


Total transactions with owners
-
24
-
-
24


At 31 December 2024
3
7,091,884
202,325
(1,419,071)
5,875,141


The notes on pages 19 to 40 form part of these financial statements.

Page 16

 
IDUNA INFRASTRUCTURE LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Loss for the financial year
(13,287,319)
(5,816,866)

Adjustments for:

Amortisation of intangible assets
44,504
54,970

Depreciation of tangible assets
946,301
229,869

Share based payment
202,325
-

Loss on disposal of tangible assets
-
744,616

Interest paid
3,977,720
1,686,873

Interest received
(17,073)
(15,124)

Taxation charge
-
29,964

Decrease/(increase) in stocks
-
(5,786)

Decrease/(increase) in debtors
952,564
(869,091)

Increase in creditors
2,635,761
6,410,341

Corporation tax received/(paid)
249,802
(29,964)

Net cash generated from operating activities

(4,295,415)
2,419,802


Cash flows from investing activities

Purchase of tangible fixed assets
(9,791,172)
(22,972,929)

Sale of tangible fixed assets
315,976
-

Interest received
17,073
15,124

Net cash from investing activities

(9,458,123)
(22,957,805)
Page 17

 
IDUNA INFRASTRUCTURE LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


2024
2023

£
£



Cash flows from financing activities

Issue of shares
3,916
1,199,953

Other new loans
20,999,024
19,588,637

Interest paid
(3,977,720)
(1,686,873)

Net cash used in financing activities
17,025,220
19,101,717

Net increase/(decrease) in cash and cash equivalents
3,271,682
(1,436,286)

Cash and cash equivalents at beginning of year
3,017,168
4,453,454

Cash and cash equivalents at the end of year
6,288,850
3,017,168


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
6,288,850
3,017,168

6,288,850
3,017,168


The notes on pages 19 to 40 form part of these financial statements.

Page 18

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Iduna Infrastructure Limited (company number 12633050) is a private company limited by shares, incorporated in England and Wales and domiciled in the United Kingdom. Its registered office and principal place of business is C/O Mazars LLP, One St Peter's Square, Manchester, M2 3DE.
The principal activity of the Company is that of a holding company.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

  
2.3

Financial reporting standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS102 "The Financial Reporting Standard applicable in the UK and Republic or Ireland":
- the requirements of Section 7 Statement of Cash Flows;
- the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
- the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included within the consolidated financial statements.

Page 19

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Going concern

The financial statements have been prepared on a going concern basis as the directors believe the company has access to sufficient resources to be able to carry out its activities.
During 2024 the Iduna Infrastructure Group secured a debt facility of up to £55m from Natwest Bank and KfW IPEX-Bank. This was secured by Iduna EVCI Asset Co 1 Limited, which is a fellow subsidiary of the Iduna Infrastructure group. The debt facility includes a mechanism whereby the following year’s commitment is reviewed at the end of each year, to ensure that the group is managed within its financial facilities. This facility is available to be drawn down at the company level. As at 31 December 2024, tranches of £29m of this facility had been drawn down. Further tranches have been forecast to be drawn down in the period under assessment which accord with agreed performance targets.
Post year end, Iduna Infrastructure Limited, the holding company of the Iduna Infrastructure group (“the Group”), secured funding in the form of loan notes from Octopus Energy Generation (OEG) of up to £16m that can be drawn down in tranches. As at the date of this report, £6.3m had been drawn down with further tranches forecasted.
Management have considered several factors in their assessment of going concern. These include important factors such as the selling price, utilisation of the network, rate of installation, competitor pricing, electricity price inflation, supply chain inflation, IT requirements, capital expenditure per charger and staff expansion costs.
These factors are also set in the context of the wholesale electricity price volatility, forecasted rates of inflation, further impacts from global conflicts and the Electric vehicle ownership levels. Whilst an extreme movement of one of these factors could result in a change in forecast cash need, the funding currently available would never be exceeded in the next 12 months. The business has performed working capital phasing checks and reasonable worst case scenario sensitivity analysis calculations. This includes reduction to the selling price, increase to the cost of electricity and a reduction in utilization due to a decrease in Electric vehicle ownership growth or increase in competitors.
An important factor for the business is that its cash requirements are a result of its capital expenditure need for expansion. Should any cash reserves become unpredictably constrained, there is the option for the business to control and slow its expansion to conserve the necessary cash and bridge and shortfall. Management can demonstrate that either enough cash is available to continue, or that there would be a controllable reaction to conserve cash from capital investment to continue funding losses.
All companies within the Iduna Infrastructure group have committed to providing mutual support in allocating working capital across the group to support the operations of each individual group company. The Group's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the Group is dependent on the above finance being made available to the Group by the lenders during the 2025 year. 
After making enquiries and based on the financial support confirmed by the lenders, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in operation existence for the foreseeable future. The Company and Group therefore have concluded that no material uncertainty exists in the current climate in respect of going concern.

Page 20

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

Interest income

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

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 21

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.10

Taxation

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.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.


 
2.11

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 
2.12

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 22

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
nil
Motor vehicles
-
20%
Office equipment
-
33%
Completed sites
-
5% to 10%
Assets under construction
-
nil

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 23

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.17

Cash and cash equivalents

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

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Statement of financial position when the Group 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Page 24

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.19
Financial instruments (continued)


Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Page 25

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.20

Share-based payments

The company issues equity-settled share-based payments to certain employees.  These are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the company’s estimate of shares that will eventually vest.
The fair value of share options granted is measured using an appropriate option pricing model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.
For cash-settled share-based payments, the liability is measured at the fair value of the liability. The fair value is remeasured at each reporting date and at the date of settlement, with any changes in fair value recognised in profit or loss for the period.
The cumulative expense recognised reflects the extent to which the vesting period has expired and the company’s best estimate of the number of equity instruments that will ultimately vest. 


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

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 Group's accounting policies.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and judgements concerning the future. The resulting accounting estimates, will by definition, seldom equal the related actual results. The estimates and judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.
Tangible fixed assets, incorporating assets under the course of construction
Tangible fixed assets are recognised at cost with consideration given to their carrying value in relation to their future profit-generating capacity and value in use.


4.


Turnover

The whole of the turnover is attributable to the principal activity of the Group.

Page 26

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Operating loss

The operating loss is stated after charging:

2024
2023
£
£

Loss on disposal of tangible fixed assets
78,807
472,578

Other operating lease rentals
49,968
1,180


6.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors and their associates:


2024
2023
£
£

Fees payable to the Company's auditors and their associates for the audit of the Group's financial statements
41,550
35,550

Fees payable to the Group's auditors and their associates in respect of:

Taxation compliance services
7,675
7,050

All non-audit services not included above
11,200
10,300


7.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Wages and salaries
2,698,774
1,743,415
202,325
-

Social security costs
301,098
210,221
-
-

Cost of defined contribution scheme
155,299
107,972
-
-

3,155,171
2,061,608
202,325
-


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Employees
32
23

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)
Page 27

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
501,081
213,349

Group contributions to defined contribution pension schemes
74,293
29,765

575,374
243,114


During the year retirement benefits were accruing to 4 directors (2023 - 3) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £213,403 (2023 - £92,940).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £72,000 (2023 - £28,000).


9.


Interest receivable

2024
2023
£
£


Interest receivable from group companies
4,237
3,405

Other interest receivable
12,836
11,719

17,073
15,124


10.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
1,236
1,891

Other loan interest payable
3,619,470
1,332,311

Other interest payable
357,014
352,671

3,977,720
1,686,873

Page 28

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Taxation


2024
2023
£
£

Corporation tax


Adjustments in respect of previous periods
-
29,964


-
29,964


Total current tax
-
29,964

Deferred tax

Total deferred tax
-
-


Taxation on profit on ordinary activities
-
29,964
Page 29

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(13,287,319)
(5,786,902)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
(3,321,830)
(1,359,922)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
8,470
7,962

Expenses not deductible for tax purposes
31,949
6,416

Adjustments to tax charge in respect of prior periods
-
29,964

Timing differences net of movements in tax rates
(745,760)
(5,704,219)

Pre-trade expenditure adjustments
-
(159,220)

Unrelieved tax losses carried forward
4,027,171
7,208,983

Total tax charge for the year
-
29,964


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 30

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Exceptional items

2024
2023
£
£


Corporate finance setup costs
2,828,434
-

Restructure costs
-
24,153

Settlement costs
-
37,500

2,828,434
61,653

Exceptional items relate to business restructuring, set-up and initial development costs.


13.


Intangible assets

Group 





Brand development
Goodwill
Total

£
£
£



Cost


At 1 January 2024
31,875
338,791
370,666



At 31 December 2024

31,875
338,791
370,666



Amortisation


At 1 January 2024
21,091
67,758
88,849


Charge for the year on owned assets
10,625
33,879
44,504



At 31 December 2024

31,716
101,637
133,353



Net book value



At 31 December 2024
159
237,154
237,313



At 31 December 2023
10,784
271,033
281,817



Page 31

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Office equipment
Completed sites
Assets under construction
Total

£
£
£
£
£
£



Cost or valuation


At 1 January 2024
1,374,873
44,620
96,507
9,305,332
16,880,236
27,701,568


Additions
-
-
10,154
15,722
9,765,296
9,791,172


Transfers intra group
105,702
-
-
(14,224)
(3,500)
87,978


Disposals
(142,510)
-
-
(42,708)
(130,758)
(315,976)


Transfers between classes
887,347
-
-
12,959,581
(13,934,906)
(87,978)



At 31 December 2024

2,225,412
44,620
106,661
22,223,703
12,576,368
37,176,764



Depreciation


At 1 January 2024
-
18,592
20,195
204,930
-
243,717


Charge for the year on owned assets
-
8,924
32,593
904,784
-
946,301



At 31 December 2024

-
27,516
52,788
1,109,714
-
1,190,018



Net book value



At 31 December 2024
2,225,412
17,104
53,873
21,113,989
12,576,368
35,986,746



At 31 December 2023
1,374,873
26,028
76,312
9,100,402
16,880,236
27,457,851

Page 32

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2024
2,058,101



At 31 December 2024
2,058,101





Direct subsidiary undertakings


The following were direct subsidiary undertakings of the Company:

Name

Class of shares

Holding

Iduna EVCI Asset Co 1 Limited
Ordinary
100%
Iduna EVCI Holdings Limited
Ordinary
100%
Iduna OMA Limited
Ordinary
100%
Iduna Development Co Limited
Ordinary
100%


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Class of shares

Holding

AMEY MAP Services Limited
Ordinary
100%
Iduna Electric Vehicle Charging Infrastructure plc
Ordinary
100%
Iduna Electric Vehicle Charging Infrastructure 2 plc
Ordinary
100%

All subsidiary undertakings have a registered office of C/O Mazars LLP, One St Peter's Square, Manchester, M2 3DE.

Page 33

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Stocks

Group
Group
2024
2023
£
£

Finished goods and goods for resale
5,786
5,786

5,786
5,786


The difference between purchase price or production cost of stocks and their replacement cost is not material.


17.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
271,077
757,094
39,676
2,000

Amounts owed by group undertakings
-
-
10,124,520
3,522,854

Other debtors
565,000
814,802
-
16,843

Prepayments and accrued income
491,062
957,609
49,230
22,926

1,327,139
2,529,505
10,213,426
3,564,623



18.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
6,288,850
3,017,168
238,471
786,384

6,288,850
3,017,168
238,471
786,384


Page 34

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
2,642,553
4,838,818
54,566
23,988

Amounts owed to group undertakings
-
-
19,539
120,063

Other taxation and social security
195,780
126,207
128,552
-

Other creditors
1,172,325
542,368
275,850
275,850

Accruals and deferred income
7,616,813
3,484,317
118,350
9,500

11,627,471
8,991,710
596,857
429,401



20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Other loans
50,312,974
29,313,950
6,038,000
-

50,312,974
29,313,950
6,038,000
-


Details of secured creditors are given in note 20.

Page 35

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

21.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£



Amounts falling due 2-5 years

Other loans
50,312,974
29,313,950
6,038,000
-


50,312,974
29,313,950
6,038,000
-

Amounts falling due after more than 5 years

50,312,974
29,313,950
6,038,000
-


Included within other loans are bonds which are secured by a fixed and floating charge over the assets of the Group. Interest is applied on the bonds at a rate of 8% to 9% per annum. The bonds are due to mature between 30 June 2026 and 31 March 2027. 
Included within bank loans is a facility of £55 million issued by Natwest Bank PLC secured by a fixed and floating charge over the assets of the Group. The facility is repayable by 25 June 2029. Interest is charged at a rate between 3.25% and 4.3% above the SONIA rate.  


22.


Deferred tax

The deferred tax balance for the Group is made up as follows:


As restated
2024
2023
£
£



Accelerated capital allowances
(2,691,477)
(1,749,804)

Tax losses carried forward
2,691,477
1,749,804

-
-

The comparative restatement is in relation to capital allowances claimed on tangible fixed assets that were ineligible for the allowances claimed. The subsequent restatement has no overall impact as the group maintained losses in excess of the fixed asset timing differences.
Losses of £10,765,908 have been recognised as a deferred tax asset to offset against any timing differences that may arise. The group has losses of £13,289,493 in excess of this amount that is not recognised as a deferred tax asset. 

Page 36

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

23.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



11,957 (2023 - 11,532) Ordinary shares of £0.0001 each
1.20
1.15
13,596 (2023 - 13,596) Series A shares of £0.0001 each
1.36
1.36
99 (2023 - Nil ) B ordinary shares of £0.0001 each
0.01
-
1,017 (2023 - Nil ) C Ordinary shares of £0.0001 each
0.10
-
74 (2023 - Nil) D Ordinary shares of £0.0001 each
0.01
-

2.68

2.51


During the year, the Company issued: 
- 425 Ordinary £0.0001 shares for £0.01
- 99 Ordinary B £0.0001 shares for £47.97
- 1,017 Ordinary C £0.0001 shares for £11.89
- 74 Ordinary D £0.0001 shares for £11.89

Page 37

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

24.


Reserves

Share premium account

The share premium account represents the amount by which shares have been issued in excess of their nominal value.

Other components of equity

Other components of equity are made up of non-distributable reserves which were recognised upon the completion of a step-acquisition of the remaining shareholding in the Group's subsidiaries.

Share-based payments reserve

The company operates a share-based payment scheme for certain employees and directors. Under the scheme, participants are awarded growth shares that vest over three years and entitle them to benefit from increases in the value of the company above a hurdle. Employees are required to remain in employment with the company. 
The fair value of the awards was determined at grant date using a Income and Market based valuation model discounted for minority shareholders. Key assumptions included expected volatility of 50%, risk-free rate that is equal to a default-free government bond for a similar term, and expected term of 3 years. 
An expense of £202,325 was recognised in the income statement for the year ended 31 December 2024 (2023: £nil), with a corresponding credit to equity. 
A reconciliation of movements in the share-based payment over the year to 31 December 2024 is shown below:
       
2024
          No.
Outstanding at 1 January 2024        -
Granted      2,046
Vested      
  953
Outstanding at 31 December 2024  1,093

Page 38

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
25.


Analysis of net debt




At 1 January 2024
Cash flows
At 31 December 2024
£

£

£

Cash at bank and in hand

3,017,168

3,271,658

6,288,826

Debt due after 1 year

(29,313,950)

(11,930,667)

(41,244,617)

Debt due within 1 year

-

(9,068,357)

(9,068,357)


(26,296,782)
(17,727,366)
(44,024,148)


26.


Contingent liabilities

As at 31 December 2024, the Company is party to a cross guarantee arrangement with it's subsidiary undertaking, Iduna EVCI Asset CO 1 Limited, in respect of the bank loan held by this company. Under the terms of this arrangement the loan held is secured over the shares held in the subsidiary.


27.


Capital commitments




At 31 December 2024 the Group and Company had capital commitments as follows:


Group
Group
2024
2023
£
£

Contracted but not provided for in these accounts
(2,634,355)
(1,783,274)

(2,634,355)
(1,783,274)




28.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £155,299 (2023: £107,972). Contributions totalling £12,305 (2023: £19,309) were payable to the fund at the balance sheet date and are included within creditors.

Page 39

 
IDUNA INFRASTRUCTURE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

29.


Commitments under operating leases

At 31 December 2024 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group

Group
As restated
2024
2023
£
£

Not later than 1 year
764,224
647,498

Later than 1 year and not later than 5 years
3,056,986
1,830,648

Later than 5 years
9,815,578
4,953,174

13,636,788
7,431,320

The comparative restatement is in relation to operating lease agreements not previously disclosed. There is no overall impact on these financial statements.


30.


Related party transactions

The Company has taken advantage of the exemption under FRS102 not to disclose transactions with wholly owned group companies. Director of Iduna Infrastructure Limited, William Stratton-Morris, is paid out of Iduna OMA Limited for his strategic support through Kingsland Consultants Limited. Purchases 2024 - £51,726 (2023 - £28,633). Director of Iduna Infrastructure Limited, Richard Powell, is paid for consultancy work through Latchmoor Properties Limited. Purchases - 2024 - £39,047 (2023 - £25,836).


31.


Post balance sheet events

Post year end, Iduna Infrastructure Limited secured funding in the form of loan notes from Octopus Energy Generation (OEG) of up to £16m that can be drawn down in tranches. As at the date of this report, £6.3m had been drawn down with further tranches forecasted. 
Furthermore, on 27 May 2025, the Company issued the following shares as part of the fundraising and the vesting of growth shares:  
a) 11,406 Ordinary shares were redesignated as 7,551 Ordinary B1 shares and 3,855 Ordinary B2 shares
b) 32,035 Series A shares at an aggregate nominal value of £3,2035
c) 8 Series B shares at an aggregate nominal value of £0.00008
d) 8 Ordinary G1 shares at an aggregate nominal value of £0.0008


32.


Controlling party

The ultimate controlling party is Sky EV Charging Holdco Limited, due to its majority shareholding of the Company.

 
Page 40