Black Brook CHP Limited - Filleted accounts

Registered number

13160086

Black Brook CHP Limited

Filleted Accounts

for the year ended 31 December 2024

Pages for filing with the Registrar

Black Brook CHP Limited
Registered number:		13160086
Statement of financial position
as at 31 December 2024

Notes			2024			2023

£				£
Fixed assets
Tangible assets	5		2,217,976			2,241,578

Current assets

Debtors	6	129,271			102,407
Deferred tax asset	9	64,277			64,277
Cash at bank and in hand		168,453			447,635
		362,001			614,319

Creditors: amounts falling due within one year	7	(432,094)			(437,048)

Net current (liabilities)/assets			(70,093)			177,271

Total assets less current liabilities			2,147,883			2,418,849

Creditors: amounts falling due after more than one year	8		(2,547,522)			(2,617,079)



Net liabilities			(399,639)			(198,230)

Capital and reserves
Called up share capital			10,000			10,000
Profit and loss account			(409,639)			(208,230)

Shareholders' funds			(399,639)			(198,230)


These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The profit and loss account has not been delivered to the Registrar of Companies.
The financial statements were approved by the board of directors and authorised for issue and are signed on its behalf by:



John Kutner
Director
Approved by the board on 16 May 2025

Black Brook CHP Limited
Notes to the Accounts
for the year ended 31 December 2024


1	Accounting policies

	Accounting convention
	These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
	The 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.


	Going concern
	At the date of approval of the financial statements, the company have prepared and approved up- to-date management accounts, budgets and cash flow projections which include key revenue and cost assumptions that the directors consider reasonable and prudent. The shareholders have stated that they will not will not seek early repayment of the loan where this would be detrimental to the going concern status of the company.
	Having considered the matters above, the company is of the view that it will have sufficient resources to continue to operate and meet debts as they fall due for the foreseeable future. The financial statements have therefore been prepared on a going concern basis.


	Turnover
	Turnover represents amounts receivable from the generation of electricity and heat from combined heat and power engines, net of VAT. Turnover from the sale of electricity is recognised when electricity is exported to the grid, that being the point at which the significant risks and rewards of ownership have passed to the buyer.

	Tangible fixed assets
	Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
	Revenue and costs during commissioning of the asset that are directly attributable to the construction of the asset are added to the cost of that asset until such time as the assets are substantially ready for their intended use.
	Once commissioned, depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:

	Plant and equipment	straight line over a 15 year period

	The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

	Impairment of fixed assets
	At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
	Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
	If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
	Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

	Borrowing costs related to fixed assets
	Borrowing costs directly attributable to the construction of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use.

	Cash at bank and in hand
	Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.

	Financial instruments
	The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. Financial instruments are recognised in the company's statement of financial position when the company 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 debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

	Equity instruments
	Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

	Basic financial liabilities
	Basic financial liabilities, including creditors and loan notes, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
	Loan notes are subsequently carried at amortised cost, using the effective interest rate method.
	Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

	Tax
	The tax expense represents the sum of the tax currently payable and deferred tax.

	Current tax
	The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

	Deferred tax
	Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

	Foreign exchange
	Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the income statement for the period.

2	Critical accounting judgements and key sources of estimation uncertainty
	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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

	Critical judgements
	The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

	Impairment of fixed assets
	At each reporting period end, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication of impairment. If there is any such indication, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

	Deferred Tax
	The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.


3	Operating profit
			2024		2023
£				£
	Operating profit for the year is stated after charging:

	Fees payable to the company's auditor for the audit of the company's financial statements		9,400		7,000


4	Employees
			2024		2023

	Average number of persons employed by the company		-		-

5	Tangible fixed assets
					Plant and machinery
£
	Cost
	At 1 January 2024				2,354,683
	Additions				137,377
	At 31 December 2024				2,492,060

	Depreciation
	At 1 January 2024				113,105
	Charge for the year				160,979
	At 31 December 2024				274,084

	Net book value
	At 31 December 2024				2,217,976
	At 31 December 2023				2,241,578

	Included within the carrying amount of plant and machinery is loan interest totalling £255,440 (2023: £274,719).


6	Debtors		2024		2023
£				£

	Trade debtors		58,350		74,070
	Other debtors		70,921		28,337
			129,271		102,407


7	Creditors: amounts falling due within one year		2024		2023
£				£

	Loan notes due within one year		357,904		361,268
	Trade creditors		30,434		37,909
	Other creditors		43,756		37,871
			432,094		437,048

	The company has granted securities to Iona Resource & Energy Efficiency (Strathclyde) LP, including a fixed charge, floating charge and negative pledge, secured over the assets of the company.


8	Creditors: amounts falling due after one year		2024		2023
£				£

	Loan notes due within 1 - 5 years		418,206		487,763
	Loan notes due after 5 years		2,129,316		2,129,316
			2,547,522		2,617,079

	Interest of 12% per annum is payable on loan notes of £2,905,426 (2023: £2,978,347). During the year £355,106 (2023: £341,875) was charged of which £355,115 (2023: £269,275) was paid and £Nil (2023: £72,600) was capitalised.


9	Deferred Taxation

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

			2024		2023
£				£
	Balances:
	Opening balance		64,277		-
	Movement for the year		-		64,277
	Closing balance		64,277		64,277


10	Called up share capital		2024		2023
£				£
	Ordinary share capital Issued and fully paid
	10,000 Ordinary shares of £1 each		10,000		10,000


11	Related party transactions

	At the period end, loan notes of £2,905,426 (2023: £2,978,347) were due, and interest of £955 (2023: £979) was accrued and included in "Other creditors" in note 7. Iona Resource & Energy Efficiency (Strathclyde) LP is the sole shareholder in the company. During the period, loans of £Nil (2023: £452,133) were advanced by Iona Resource & Energy Efficiency (Strathclyde) LP. Interest of £355,106 (2023: £341,875) was charged of which £355,115 (2023: £269,275) was paid and £Nil (2023: £72,600) was capitalised. Iona Capital Limited is a member of Iona EI (General Partner) 3 LLP which is the General Partner of Iona Resource & Energy Efficiency (Strathclyde) LP.

			2024		2023
£				£
	Transactions with related parties

	During the year the company entered into the following transactions with related parties:

	Purchases made from entities with common control or common significant influence:

	Goods and services		106,911		59,733
			106,911		59,733

			2024		2023
£				£

	In addition to the disclosures above, further trading balances due from related parties are set out below:

	Amounts due to related parties		17,490		9,760


12	Capital Commitments

	The company has £Nil (2023: £183,896) capital commitments at year end.

13	Parent Company

	In the opinion of the directors, the immediate controlling party is Iona Resource & Energy Efficiency (Strathclyde) LP due to it being the sole shareholder of the company. Further details of the general partner is disclosed in note 11.


14	Other information

	Black Brook CHP Limited is a private company limited by shares and incorporated in England. Its registered office is:
	123 Pall Mall
	London
	SW1Y 5EA

15	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.
	The senior statutory auditor was Kenneth McDowell.
	The auditor was Saffery Champness LLP.
	The audit report was signed on 16 May 2025