Registration number:
for the
Year Ended 31 December 2024
Sunpower Group Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Balance Sheet |
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Statement of Changes in Equity |
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Statement of Cash Flows |
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Notes to the Financial Statements |
Sunpower Group Holdings Limited
Company Information
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Directors |
D Dodd A Wall C Maylett S Dabiri |
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Company secretary |
D Dodd |
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Registered office |
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Bankers |
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Auditors |
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Sunpower Group Holdings Limited
Strategic Report for the Year Ended 31 December 2024
The directors present their strategic report for the year ended 31 December 2024.
Principal activity
The principal activity of the company is the wholesale of electrical goods.
Our business
The company operates within the industrial power supply and commercial lighting sectors, serving a broad spectrum of industries including manufacturing, automation, and lighting contractors. Building on our strong foundation, we are focused on further strengthening our product positioning and refining our operational strategy to stay ahead of evolving market trends and customer needs.
To drive growth and innovation, we are launching focused R&D initiatives aimed at developing next-generation smart power supplies and emergency lighting products with global certifications. These initiatives will broaden our product portfolio, enabling us to serve niche industrial applications and deliver bespoke solutions tailored to specific customer requirements.
As part of our market expansion strategy, we will:
• Target new markets, both domestically and internationally
• Strengthen relationships with OEMs and system specifiers, particularly within the automation and emergency lighting sectors
To improve our operational agility, we will:
• Optimise supply chain resilience through multi-sourcing and advanced inventory forecasting
• Explore local stockholding options to minimize shipping delays and enhance delivery timelines
Additionally, we are committed to advancing our digital transformation by:
• Expanding digital marketing and sales enablement initiatives
• Investing in online digital sales platforms and content-driven marketing strategies to generate high-quality inbound leads
• Building a strong technical support and service reputation to differentiate our offerings from low-cost competitors
These strategic actions are designed to position the company for long-term success in a competitive global marketplace.
Key performance indicators
The company uses several key performance indicators ('KPIs') to manage and direct the performance of the business to consistently deliver a service which exceeds client expectations. These are then formally cascaded down to set the performance criteria of the Senior Management Team (SMT), all of whom now have a significant element of their pay directly related to their successful delivery against KPIs pertinent to their functional area. With a HMRC-approved Enterprise Management Incentive (EMI) scheme introduced in 2016 to ensure our staff are rewarded in line with shareholders and they can benefit from cross-divisional growth and ensure all our key staff look for cross-divisional sales opportunities.
The company's key financial and other performance indicators during the year were as follows:
|
Unit |
2024 |
2023 |
|
|
Turnover |
£ |
13,240,808 |
15,159,678 |
|
Gross profit |
£ |
3,969,554 |
4,644,287 |
|
Underlying EBITDA |
£ |
877,190 |
1,733,227 |
The company’s preferred measure of true underlying profitability – underlying EBITDA (underlying operating profit plus depreciation, amortisation, stock provisions, foreign exchange, profit/loss on sale of fixed assets, bad debt expense, share based payment expense and one off directors pension costs ) saw an decrease from £1,733,227 for 2023 to £877,190 for the 12 months to 31 December 2024.
This reduction was primarily driven by the following factors:
• Revenue decline: A reduction in sales volumes and/or pricing pressures led to lower revenues in key business segments.
• Adverse market conditions: Economic headwinds and changes in customer demand negatively affected profitability.
Management is actively implementing measures to address the decline, including cost control initiatives, operational efficiencies, and strategic investment in growth areas to support long-term EBITDA recovery.
Sunpower Group Holdings Limited
Strategic Report for the Year Ended 31 December 2024
Principal risks and uncertainties
The principal financial risks arising from the company’s operations remain broadly consistent with prior years and include foreign exchange risk, credit risk, and liquidity risk. These risks are monitored closely by the Board of Directors and, as at the balance sheet date, were not considered significant.
Credit Risk:
The company mitigates credit risk by conducting appropriate credit checks on all prospective customers before entering into sales agreements. Ongoing monitoring of existing customers is undertaken, and credit limits are adjusted in line with their financial standing and payment history.
Liquidity Risk:
The company does not have any bank loans or external borrowings. Liquidity risk is managed through the maintenance of accessible bank deposit accounts to ensure sufficient cash reserves are available to support day-to-day operations. These deposits are a combination of short-term and long-term instruments, alongside current accounts, all of which earn interest at floating rates.
Industry-Specific Considerations:
The company operates within the electronic component and LED lighting sectors, both of which are subject to global supply chain volatility, rapid technological advancement, and changing regulatory standards. While demand in the LED lighting market remains strong—driven by energy efficiency targets and sustainability initiatives—component lead times and pricing can be affected by global shortages, particularly for semiconductors and specialist materials.
To mitigate these risks, the company maintains strong relationships with key suppliers, monitors market developments closely, and regularly reviews its procurement and inventory strategies. These measures help to ensure continuity of supply and protect against significant cost fluctuations.
Geopolitical Risks:
Geopolitical tensions, particularly in regions such as China and Taiwan, pose a potential risk to the stability of global electronics manufacturing and supply chains. The company closely monitors developments in these areas and maintains contingency planning to reduce potential exposure, including exploring alternative sourcing options.
Environmental, Social and Governance (ESG) Considerations:
There is increasing regulatory and market pressure within the LED lighting industry to meet higher environmental standards, including energy efficiency targets, recycling regulations, and restrictions on hazardous substances. The company remains committed to sustainability and ethical sourcing, and continues to evaluate its operations and product lines to ensure compliance with evolving ESG expectations. Initiatives are in place to monitor environmental impact, engage with responsible suppliers, and ensure adherence to relevant industry standards and certifications.
Future developments
The business will invest in redeveloping its online platform for improved service and functionality, alongside which it will migrate its technical environment into a cloud-based solution.
Additionally, the business will continue to grow the product set across both brands, maintaining its position of quality and value, and also continue to invest to its people.
Approved by the
Director
Sunpower Group Holdings 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 of the company
The directors who held office during the year were as follows:
Dividends
Dividends amounting to £2,973,090 (2023 - £Nil) were paid in the year. The directors do not recommend payment of a further dividend.
Qualifying third party indemnity provisions
The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.
Going concern
In accordance with Financial Reporting Council's 'Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2006' the directors of all companies are now required to provide disclosures regarding the adoption of the going concern basis of accounting.
The company has sufficient financial resources available and is currently trading profitably and generating cash. The directors have prepared forecasts for the next 12 months that indicate that this trend will continue. The directors believe that the company has sufficient resources to continue in operational existence for the foreseeable future and have continued to adopt the going concern basis in preparing the financial statements.
Disclosure of information to the auditors
Each director 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 auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Reappointment of auditors
The auditors Hazlewoods LLP are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Approved by the
Director
Sunpower Group Holdings Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities 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:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company 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 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.
Sunpower Group Holdings Limited
Independent Auditor's Report to the Members of Sunpower Group Holdings Limited
Opinion
We have audited the financial statements of Sunpower Group Holdings Limited (the 'company') for the year ended 31 December 2024, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of 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:
• | give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit 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 auditor 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 original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and 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 our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
Sunpower Group Holdings Limited
Independent Auditor's Report to the Members of Sunpower Group Holdings Limited
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the 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. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities 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 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.
Extent to which the audit was 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, 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:
We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgments made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
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reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
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performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;. |
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enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and |
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reading minutes of meetings of those charged with governance. |
Sunpower Group Holdings Limited
Independent Auditor's Report to the Members of Sunpower Group Holdings Limited
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of this 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.
For and on behalf of
Staverton Court
Staverton
GL51 0UX
Sunpower Group Holdings Limited
Profit and Loss Account for the Year Ended 31 December 2024
|
Note |
2024 |
2023 |
|
|
Turnover |
|
|
|
|
Cost of sales |
( |
( |
|
|
Gross profit |
|
|
|
|
Administrative expenses |
( |
( |
|
|
Operating profit |
64,406 |
754,067 |
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Other interest receivable and similar income |
|
|
|
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Amounts written off investments |
( |
|
|
|
42,098 |
52,256 |
||
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Profit before tax |
|
|
|
|
Tax on profit |
( |
( |
|
|
Profit for the financial year |
|
|
The above results were derived from continuing operations.
The company has no recognised gains or losses for the year other than the results above.
Sunpower Group Holdings Limited
(Registration number: 03137835)
Balance Sheet as at 31 December 2024
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Note |
2024 |
2023 |
|
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Fixed assets |
|||
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Intangible assets |
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|
|
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Tangible assets |
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|
|
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Investments |
|
|
|
|
|
|
||
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Current assets |
|||
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Stocks |
|
|
|
|
Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
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Creditors: Amounts falling due within one year |
( |
( |
|
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Net current assets |
|
|
|
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Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
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Net assets |
|
|
|
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Capital and reserves |
|||
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Called up share capital |
437 |
437 |
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|
Share premium reserve |
83,944 |
83,944 |
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Profit and loss account |
5,866,932 |
8,697,493 |
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Shareholders' funds |
5,951,313 |
8,781,874 |
Approved and authorised by the
Director
Sunpower Group Holdings Limited
Statement of Changes in Equity for the Year Ended 31 December 2024
|
Share capital |
Share premium |
Profit and loss account |
Total |
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|
At 1 January 2023 |
|
|
|
|
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Profit for the year |
- |
- |
|
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New share capital subscribed |
|
|
- |
|
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Share based payment transactions |
- |
- |
636,034 |
636,034 |
|
At 31 December 2023 |
437 |
83,944 |
8,697,493 |
8,781,874 |
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Share capital |
Share premium |
Profit and loss account |
Total |
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At 1 January 2024 |
|
|
|
|
|
Profit for the year |
- |
- |
|
|
|
Dividends |
- |
- |
( |
( |
|
Share based payment transactions |
- |
- |
97,360 |
97,360 |
|
At 31 December 2024 |
|
|
|
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Sunpower Group Holdings Limited
Statement of Cash Flows for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
|
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Cash flows from operating activities |
|||
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Profit for the year |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
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Depreciation and amortisation |
|
|
|
|
Loss/(profit) on disposal of tangible assets |
|
( |
|
|
Finance income |
( |
( |
|
|
Finance costs |
|
( |
|
|
Share based payment transactions |
|
|
|
|
Income tax expense |
|
|
|
|
|
|
||
|
Working capital adjustments |
|||
|
Decrease in stocks |
|
|
|
|
Decrease/(increase) in trade debtors |
|
( |
|
|
Decrease in trade creditors |
( |
( |
|
|
Cash generated from operations |
|
|
|
|
Income taxes paid |
( |
( |
|
|
Net cash flow from operating activities |
|
|
|
|
Cash flows from investing activities |
|||
|
Interest received |
|
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
|
|
|
|
Net cash flows from investing activities |
|
|
|
|
Cash flows from financing activities |
|||
|
Proceeds from issue of ordinary shares, net of issue costs |
- |
|
|
|
Payments to finance lease creditors |
( |
- |
|
|
Dividends paid |
( |
- |
|
|
Net cash flows from financing activities |
( |
|
|
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
|
Cash and cash equivalents at 1 January |
|
|
|
|
Cash and cash equivalents at 31 December |
1,734,980 |
3,330,635 |
|
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.
Group accounts not prepared
Going concern
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
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 amounts 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.
Judgements
No material significant judgements have been made by management in preparing these financial statements. |
Key sources of estimation uncertainty
No material key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Revenue recognition
Turnover is recognised at the fair value of the consideration received or receivable for good provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Government grants
Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants relating to revenue are recognised in income over the period in which the related costs are recognised.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, 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.
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 is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amounts of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amounts equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Plant and equipment |
5 year straight line |
|
Furniture and fittings |
3 to 5 year straight line |
|
Motor vehicles |
5 year straight line |
Intangible assets
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Goodwill |
10 year straight line |
Previously purchased goodwill was transferred into the company at Net book value at the date that this was acquired. The original cost of this goodwill was £5,471,664. At the date of the transfer there was 7 years of useful life remaining.
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade 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. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. 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 debtors.
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable 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 all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
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.
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.
Financial instruments
Classification
Recognition and measurement
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Share based payments
The company operates an equity-settled, share-based compensation plan, under which the entity receives services from employees as consideration for equity instruments (options) of the entity. The fair value of the employee services received is measured by reference to the estimated fair value at the grant date of equity instruments granted and is recognised as an expense over the vesting period. The estimated fair value of the option granted is calculated using the Black Scholes option pricing model. The total amount expensed is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Turnover |
The analysis of the company's turnover for the year by class of business is as follows:
|
2024 |
2023 |
|
|
Industrial |
|
|
|
Lighting |
|
|
|
Online |
|
|
|
Wholesale |
2,425,873 |
2,646,372 |
|
|
|
The analysis of the company's turnover for the year by market is as follows:
|
2024 |
2023 |
|
|
Great Britain |
11,380,850 |
13,105,291 |
|
Europe |
146,586 |
304,771 |
|
Rest of the World |
1,713,372 |
1,749,616 |
|
|
|
|
Operating profit |
Arrived at after charging:
|
2024 |
2023 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
|
|
|
Foreign exchange losses |
|
|
|
Operating lease expense - property |
|
|
|
Operating lease expense - other |
17,047 |
47,509 |
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2024 |
2023 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Share-based payment expenses |
|
|
|
Other employee expense |
|
|
|
|
|
During the year pension costs of £244,928 (2023 - £nil) were incurred relating to close family members of certain directors.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
|
2024 |
2023 |
|
|
Administration |
|
|
|
Sales |
|
|
|
Operations |
|
|
|
|
|
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
476,561 |
484,755 |
During the year the number of directors who were receiving benefits and share incentives was as follows:
|
2024 |
2023 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid director:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Auditors' remuneration |
|
2024 |
2023 |
|
|
Audit of the financial statements |
|
|
|
Taxation |
Tax charged/(credited) in the profit and loss account
|
2024 |
2023 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
UK corporation tax adjustment to prior periods |
( |
|
|
83,737 |
372,894 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
( |
( |
|
Tax expense in the income statement |
|
|
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
8 |
Taxation (continued) |
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2024 |
2023 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
(Decrease)/increase in UK and foreign current tax from adjustment for prior periods |
( |
|
|
Tax decrease from effect of capital allowances and depreciation |
- |
( |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Effect of reversal of impairment provision against investments |
- |
( |
|
Total tax charge |
|
|
A corporation tax rate increase from 19% to 25% from 1 April 2023 was substantively enacted on 24 May 2021. Accordingly, the deferred tax balances have been calculated at the new rate of 25%.
Deferred tax
Deferred tax assets and liabilities
|
2024 |
Asset |
|
Fixed asset timing differences |
|
|
Short term timing differences |
|
|
|
|
2023 |
Asset |
|
Fixed asset timing differences |
|
|
Short term timing differences |
|
|
|
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Intangible assets |
|
Goodwill |
Software Development |
Total |
|
|
Cost or valuation |
|||
|
At 1 January 2024 |
|
|
|
|
Additions acquired separately |
- |
|
|
|
At 31 December 2024 |
|
|
|
|
Amortisation |
|||
|
At 1 January 2024 |
|
|
|
|
Amortisation charge |
- |
|
|
|
At 31 December 2024 |
|
|
|
|
Carrying amount |
|||
|
At 31 December 2024 |
- |
|
|
|
At 31 December 2023 |
- |
|
|
|
Tangible assets |
|
Plant and equipment |
Furniture and fittings |
Motor vehicles |
Total |
|
|
Cost |
||||
|
At 1 January 2024 |
|
|
|
|
|
Additions |
|
|
|
|
|
Disposals |
- |
- |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Depreciation |
||||
|
At 1 January 2024 |
|
|
|
|
|
Charge for the year |
|
|
|
|
|
Eliminated on disposal |
- |
- |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Carrying amount |
||||
|
At 31 December 2024 |
|
|
|
|
|
At 31 December 2023 |
|
|
|
|
|
Investments |
|
2024 |
2023 |
|
|
Investments in subsidiaries |
|
|
|
Investments in associates |
|
|
|
|
|
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
11 |
Investments (continued) |
|
Associates |
£ |
|
Cost |
|
|
At 1 January 2024 and 31 December 2024 |
|
|
Provision |
|
|
At 1 January 2024 |
- |
|
Provision |
|
|
At 31 December 2024 |
|
|
Carrying amount |
|
|
At 31 December 2024 |
|
|
At 31 December 2023 |
|
Impairment of associates
The amount of impairment loss included in profit or loss is £6,408 (2023 - £Nil). The amount of reversal of impairment recognised in profit or loss is £Nil (2023 - £38,829).
Details of undertakings
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
||||
|
2024 |
2023 |
||||||
|
Subsidiary undertakings |
|||||||
|
|
England & Wales |
|
|
|
|||
|
|
England & Wales |
|
|
|
|||
|
|
England & Wales |
|
|
|
|||
|
|
England & Wales |
|
|
|
|||
|
Associates |
|||||||
|
|
United Kingdom |
Members share |
|
|
|||
All subsidiary undertakings are dormant. The principal activity of Freeman Moore Investments LLP is that of consultancy services.
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Stocks |
|
2024 |
2023 |
|
|
Finished goods and goods for resale |
|
|
|
Debtors |
|
Note |
2024 |
2023 |
|
|
Trade debtors |
|
|
|
|
Amounts owed by related parties |
- |
|
|
|
Other debtors |
|
|
|
|
Prepayments |
|
|
|
|
Deferred tax assets |
|
|
|
|
|
|
|
Creditors |
|
Note |
2024 |
2023 |
|
|
Due within one year |
|||
|
Loans and borrowings |
|
|
|
|
Trade creditors |
|
|
|
|
Amounts due to related parties |
|
- |
|
|
Social security and other taxes |
|
|
|
|
Deferred income |
|
|
|
|
Accrued expenses |
|
|
|
|
Corporation tax liability |
65,210 |
175,386 |
|
|
|
|
||
|
Due after one year |
|||
|
Loans and borrowings |
|
|
|
Loans and borrowings |
Current loans and borrowings
|
2024 |
2023 |
|
|
HP and finance lease liabilities |
75,550 |
36,814 |
Non-current loans and borrowings
|
2024 |
2023 |
|
|
HP and finance lease liabilities |
159,550 |
104,222 |
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Pension and other schemes |
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £
Contributions totalling £Nil (2023 - £
|
Share-based payments |
Scheme details and movements
On 1 March 2019, Sunpower Group Holdings Limited granted 3,734 new share options under an equity settled share option plan for the benefit of certain employees of the company at an HMRC approved price of £24.89 per share. The employee is entitled to exercise a proportion of the share options each year over a period of six years subject to ongoing employment as well as being subject to performance conditions.
The movements in the number of share options during the year were as follows:
|
2024 |
2023 |
|
|
Outstanding, start of period |
|
|
|
Granted during the period |
- |
|
|
Forfeited during the period |
( |
( |
|
Exercised during the period |
- |
( |
|
Outstanding, end of period |
|
|
|
|
||
The movements in the weighted average exercise price of share options during the year were as follows:
|
2024 |
2023 |
|
|
Outstanding, start of period |
|
|
|
Outstanding, end of period |
|
|
|
|
||
The options outstanding at 31 December 2024 have an exercise price of £24.89 (2023 - £24.89), and a remaining contractual life of three years (2023 - four years).
Effect of share-based payments on profit or loss and financial position
The total expense recognised in profit or loss for the year was £97,360 (2023 - £636,034).
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
Ordinary A of £0.01 each |
14,577 |
146 |
14,577 |
146 |
|
Ordinary B of £0.01 each |
14,577 |
146 |
14,577 |
146 |
|
Ordinary C of £0.01 each |
2,500 |
25 |
2,500 |
25 |
|
Ordinary D of £0.01 each |
2,500 |
25 |
2,500 |
25 |
|
Ordinary F of £0.01 each |
1,495 |
15 |
1,495 |
15 |
|
Ordinary G of £0.01 each |
2,116 |
21 |
2,116 |
21 |
|
Ordinary I of £0.01 each |
5,760 |
58 |
5,760 |
58 |
|
Ordinary J of £0.01 each |
240 |
2 |
240 |
2 |
|
43,765 |
438 |
43,765 |
438 |
|
Subsequent Event Note
Subsequent to the year end, on 25 January 2025, the company repurchased and cancelled 2,116 of its own Ordinary G £0.01 shares for a total consideration of £41,116.
Rights, preferences and restrictions
|
Ordinary shares have the following rights, preferences and restrictions: |
|
Reserves |
Share capital
Share capital represents the issued equity share capital of the company.
Share premium
Share premium represents the amount by which the amount received by the company for an equity share issue exceeds its nominal value.
Profit and loss account
Represents cumulative profits or losses, net of dividends paid and other adjustments.
|
Obligations under leases and hire purchase contracts |
Operating leases
The total of future minimum lease payments is as follows:
|
2024 |
2023 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
- |
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Sunpower Group Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Dividends |
|
2024 |
2023 |
|
|
Dividends paid |
2,973,090 |
- |
|
Related party transactions |
Key management compensation
The remuneration of key management personnel of the company, which includes directors, is as follows:
|
2024 |
2023 |
|
|
Salaries and other short term employee benefits |
|
|
|
Transactions with directors |
Dividends totalling £2,631,750 (2023 - £nil) were paid during the year in respect of shares held by the company's directors. A further £341,340 (2023 - £nil) of dividends were paid to close family members of the directors.
At the balance sheet date an amount of £139,531 was due to (2023 - £1,062,977 due from) directors of the company. There are no fixed repayments terms and in interest charged on this balance.
Other related party transactions
During the year, the company sold fixed assets for proceeds of £14,400 (2023 - £46,345), amount advance to share holder of £nil (2023 - £51,540), paid £72,000 (2023- £72,000) of rent, and paid £77,917 (2023 - £86,000) for services provided by Freeman Moore Investments LLP, a partnership in which the company has an investment.