Company registration number 14044705 (England and Wales)
Q-ENERGY BIDCO 2 LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Q-ENERGY BIDCO 2 LTD
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
Q-ENERGY BIDCO 2 LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Non-current assets
Investments
5
1,530,976
1,530,976
Current assets
Trade and other receivables
7
2,411,569
2,268,506
Cash and cash equivalents
39,900
55,541
2,451,469
2,324,047
Current liabilities
8
(6,090)
(5,688)
Net current assets
2,445,379
2,318,359
Total assets less current liabilities
3,976,355
3,849,335
Non-current liabilities
8
(4,288,319)
(4,057,992)
Net liabilities
(311,964)
(208,657)
Equity
Called up share capital
10
100
100
Equity reserve
11
187,437
187,437
Retained earnings
12
(499,501)
(396,194)
Total equity
(311,964)
(208,657)
The notes on pages 2 to 6 form part of these financial statements.
The directors of the company have elected not to include a copy of the income statement within the financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 16 June 2025 and are signed on its behalf by:
J Jimenez
Director
Company registration number 14044705
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information
Q-Energy Bidco 2 Ltd (the 'company') is a private company limited by shares incorporated in England and Wales. The registered office is 58 Marylebone High Street, London, England, W1U 5HT. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Accounting convention
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:
inclusion of an explicit and unreserved statement of compliance with IFRS;
presentation of a statement of cash flows and related notes;
disclosure of the objectives, policies and processes for managing capital;
disclosure of the categories of financial instrument and the nature and extent of risks arising on these financial instruments;
the effect of financial instruments on the statement of comprehensive income;
comparative period reconciliations for the number of shares outstanding and the carrying amounts of property, plant and equipment, intangible assets, investment property and biological assets;
disclosure of the future impact of new International Financial Reporting Standards in issue but not yet effective at the reporting date; and
related party disclosures for transactions with the parent or wholly owned members of the group.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated financial statements. The financial statements present information about the company as an individual entity and not about its group.
Q-Energy Bidco 2 Ltd is a wholly owned subsidiary of Q-Energy Holdco UK Ltd and the results of Q-Energy Bidco 2 Ltd are included in the consolidated financial statements of Q-Energy Holdco UK Ltd.
Where required, equivalent disclosures are given in the group accounts of Q-Energy Holdco UK Ltd. The group accounts of Q-Energy Holdco UK Ltd are available to the public and can be obtained from Companies House.
1.2
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable futuretrue as the company has access to financing from it's shareholders who continue to support the company. The company is dependent upon continued support from the ultimate parent company, who have provided written confirmation of their willingness to provide continued support to the company for the foreseeable future, defined as at least 12 months from the date of signing these financial statements for the year ended 31 December 2024. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Non-current investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.4
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
Financial assets
Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.
Financial assets held at amortised cost
Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.
Impairment of financial assets
Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.
The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
1.6
Financial liabilities
The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.
Other financial liabilities
Other financial liabilities, including trade and other payables and amounts owed to fellow group undertakings, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.7
Equity instruments
Equity instruments issued by the parent company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer payable at the discretion of the company.
2
Critical accounting estimates and judgements
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The directors consider there to be no significant critical estimates or judgements that are material to the company.
3
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
2,820
2,700
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
3
3
5
Investments
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Investments in subsidiaries
-
-
1,530,976
1,530,976
Fair value of financial assets carried at amortised cost
The directors consider that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
6
Subsidiaries
Details of the company's subsidiary at 31 December 2024 are as follows:
Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
GBSL Dorking Limited
58 Marylebone High Street, London, W1U 5HT
Battery energy storage
Ordinary
100.00
7
Trade and other receivables
2024
2023
£
£
VAT recoverable
-
948
Amount owed by parent undertaking
100
100
Amounts owed by subsidiary undertakings
18,761
8,160
Amounts owed by fellow group undertakings
2,392,708
2,259,298
2,411,569
2,268,506
8
Liabilities
Current
Non-current
2024
2023
2024
2023
Notes
£
£
£
£
Trade and other payables
9
6,090
5,688
4,288,319
4,057,992
9
Trade and other payables
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Trade payables
1,080
Amount owed to parent undertaking
4,288,319
4,057,992
Accruals and deferred income
5,010
5,688
6,090
5,688
4,288,319
4,057,992
10
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
The Ordinary shares have full voting rights and no right to fixed income. The shares are entitled to a distribution of dividends and capital distribution.
Q-ENERGY BIDCO 2 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
11
Equity reserve
2024
2023
£
£
At the beginning and end of the year
187,437
187,437
The equity reserve represents capital contributions made by the owners to the company, for which no consideration was given and with no repayment is required.
12
Retained earnings
Retained earnings represent cumulative profits or losses, net of distributions to the owners.
13
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified, and signed on 2 August 202402 August 2024.
The senior statutory auditor was David Lawrence BSc (Hons) FCA and the auditor was Azets Audit Services.
14
Controlling party
The immediate parent company is Q-Energy Bidco 1 Ltd, a company incorporated in England and Wales.
The smallest and largest group to prepare consolidated financial statements, which include the results of the company, is Q-Energy Holdco UK Ltd. The financial statements are available to the public and can be found at the registered office address of 58 Marylebone High Street, London, England, W1U 5HT.