Company registration number 08279151 (England and Wales)
CWE WH LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CWE WH LIMITED
COMPANY INFORMATION
Directors
BJA Hutt
TP French
SJL Myers
Company number
08279151
Registered office
First Floor, River Court
The Old Mill Office Park
Mill Lane
Godalming
Surrey
GU7 1EZ
Auditor
Azets Audit Services
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
CWE WH LIMITED
CONTENTS
Page
Directors' Report
1 - 2
Directors' Responsibilities Statement
3
Independent Auditor's Report
4 - 6
Profit and Loss Account
7
Balance Sheet
8
Statement of Changes in Equity
9
Notes to the Financial Statements
10 - 16
CWE WH LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company is that of a holding company. The principal activity of the company's subsidiaries is that of electricity generation from its wind turbines.

Directors

The directors who held office during the year were as follows:

BJA Hutt
TP French
SJL Myers
Fair review of the business

The results of the company for the year show a pre-tax profit of £401,475 (2023 - £301,845) and turnover of £nil (2023 - £nil).

Going Concern

The financial statements have been prepared on a going concern basis.

 

The company meets its day to day working capital requirements through cash generated from operations and finances its activities through bank loan facilities. Further details are given in note 1.

The company and group’s forecasts and projections for the next twelve months show that the company should be able to continue in operational existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the impact on the economy of the ongoing high levels of inflation. In the directors’ assessment they have considered the effectiveness of available measures to assist in mitigating any impact of the effect of cost increases and delays in repairs.

 

Consequently after making enquiries, the directors have a reasonable expectation that the company has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

Disclosure of information to the auditor

Each of the directors has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

CWE WH LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Reappointment of auditor

The auditor Azets Audit Services will be deemed to be reappointed under section 487(2) of the Companies Act 2006.

Small companies' provision statement

This report has been prepared in accordance with the small companies regime under the Companies Act 2006.

Approved and authorised for issue by the Board on
30 June 2025
30 June 2025
and signed on its behalf by:
SJL Myers
Director
CWE WH LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

CWE WH LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CWE WH LIMITED
- 4 -
Opinion

We have audited the financial statements of CWE WH Limited (the 'company') for the year ended 31 December 2024, which comprise the Profit And Loss Account, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including significant accounting policies. The 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

CWE WH LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CWE WH LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the Directors' Responsibility Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment and likely future developments including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

We identified the following applicable laws and regulations as those most likely to have a material impact on the financial statements: Health and Safety; compliance with the UK Companies Act and tax legislation.

CWE WH LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CWE WH LIMITED
- 6 -

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Owing to 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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 2006. Our 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 auditor's 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.

Sarah Simpson BSc BFP FCA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
30 June 2025
Chartered Accountants
Statutory Auditor
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
CWE WH LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
Notes
£
£
Administrative expenses
(4,538)
(4,191)
Other operating income
4,500
-
0
Operating loss
(38)
(4,191)
Interest receivable and similar income
5
401,513
306,036
Profit before taxation
401,475
301,845
Tax on profit
6
7
984
Profit for the financial year
401,482
302,829

The above results were derived from continuing operations.

 

The company has no other comprehensive income for the year other than the results above.

CWE WH LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
8
1,005
1,005
Current assets
Debtors
10
13,205
9,481
Cash at bank and in hand
598
358
13,803
9,839
Creditors: amounts falling due within one year
11
(12,103)
(8,121)
Net current assets
1,700
1,718
Net assets
2,705
2,723
Capital and reserves
Called up share capital
13
100
100
Profit and loss reserves
2,605
2,623
Total equity
2,705
2,723
The financial statements were approved by the board of directors and authorised for issue on 30 June 2025 and are signed on its behalf by:
SJL Myers
Director
Company Registration No. 08279151
CWE WH LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
100
5,823
5,923
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
302,829
302,829
Dividends
7
-
(306,029)
(306,029)
Balance at 31 December 2023
100
2,623
2,723
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
401,482
401,482
Dividends
7
-
(401,500)
(401,500)
Balance at 31 December 2024
100
2,605
2,705
CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

The company is a private company limited by share capital, incorporated, registered and domiciled in England.

 

The address of its registered office is First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ.

1.1
Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

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 £.

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

CWE WH Limited is a wholly owned subsidiary of CWE B Limited and the results of CWE WH Limited are included in the consolidated financial statements of CWE B Limited.

Name of parent of group

These financial statements are consolidated in the financial statements of Constantine Wind Energy Limited, the company's parent undertaking. The financial statements of Constantine Wind Energy Limited may be obtained from Companies House.

Summary of disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:

(a) Disclosures in respect of each class of share capital have not been presented.

(b) No cash flow statement has been presented for the company.

(c) Disclosures in respect of financial instruments have not been presented.

(d) No disclosure has been given for the aggregate remuneration of key management personnel.

The company has taken advantage of the exemption available under paragraph 33.1A of FRS 102 and does not disclose related party transactions with members of the same group that are wholly owned.

CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -
1.2
Going concern

The company is part of a group headed by Constantine Wind Energy Limited. true

The company has recorded a profit before tax of £401,475 in the year ended 31 December 2024 and has net current assets of £1,700 at the year end.

The financial statements have been prepared on a going concern basis.

The company and group’s forecasts and projections for the next twelve months show that the company should be able to continue in operational existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the impact on the economy of the ongoing high levels of inflation. In the directors’ assessment they have considered the effectiveness of available measures to assist in mitigating any impact of the effect of cost increases and delays in repairs.

Consequently after making enquiries, the directors have a reasonable expectation that the company has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

1.3
Taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Current tax

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 operates and generates taxable income.

Deferred tax

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

1.4
Fixed asset 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.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
1.5
Impairment of fixed assets

For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs.

 

The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

1.6
Trade and other debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

1.7
Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

1.8
Provisions

A provision is recognised in the balance sheet when the company has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.

1.9
Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

1.10

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

The directors do not consider there to be any judgements in the application of these accounting policies that have significant effect on the financial statements.

CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
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
2,650
2,500
4
Directors' remuneration, staff numbers and costs

The directors received no remuneration for their services to the company during the current or prior year and were the only employees of the company in the year.

2024
2023
Number
Number
Directors
3
3
5
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
13
7
Income from fixed asset investments
Income from shares in group undertakings
401,500
306,029
Total income
401,513
306,036
6
Taxation
2024
2023
£
£
Current tax
Group relief receivable
(2,048)
(984)
Deferred tax
Origination and reversal of timing differences
2,041
-
0
Total tax credit
(7)
(984)
CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Taxation
(Continued)
- 14 -

The actual credit for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
401,475
301,845
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
100,369
70,994
Dividend income
(100,376)
(71,978)
Taxation credit for the year
(7)
(984)
7
Dividends
2024
2023
£
£
Final dividend of £4,015 (2023 - £4,057) per ordinary share
401,500
306,029
8
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
9
1,005
1,005
9
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Subsidiaries
(Continued)
- 15 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
CWE Struan Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
100.00
CWE Meikle Float Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
100.00
CWE Airdrie Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
100.00
CWE Gardrum Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
100.00
CWE Donaldson Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
100.00
CWE Jacobshall Limited
First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ
the operation of a wind turbine
Ordinary
99.90
10
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
2,048
984
Amounts owed by group undertakings
4,734
-
0
Other debtors
20
51
6,802
1,035
Deferred tax asset (note 12)
6,403
8,446
13,205
9,481
11
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
7,603
3,931
Accrued expenses
4,500
4,190
12,103
8,121
CWE WH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
12
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£
£
Tax losses
6,403
8,446
2024
Movements in the year:
£
Asset at 1 January 2024
(8,446)
Charge to profit or loss
2,043
Asset at 31 December 2024
(6,403)
13
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
100
100
100
100
14
Financial commitments, guarantees and contingent liabilities

Under the terms of the loan agreement between Scottish Widows Limited and CWE B Limited, Scottish Widows have security over the loans held within CWE B Limited by way of a fixed and floating charge over all assets of CWE WH Limited.

15
Ultimate controlling party

The company's immediate parent is CWE B Limited.

 

The most senior parent entity producing publicly available financial statements is Constantine Wind Energy Limited. These financial statements are available upon request from Companies House.

The ultimate controlling party is Constantine Group Limited and Jemm Capital Limited, in so much as they act in concert.

The parent of the largest group in which these financial statements are consolidated is Constantine Wind Energy Limited, incorporated in England.

The address of Constantine Wind Energy Limited is First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ.

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