REGISTERED NUMBER: 09866940 (England and Wales)

Financial Statements for the Year Ended 31 December 2024

for

Bishops Waltham PV2 Limited

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3

DIRECTOR:

K Zhang

REGISTERED OFFICE:

Room 166

3 More London Riverside

London

SE1 2RE

REGISTERED NUMBER:

09866940 (England and Wales)

AUDITORS:

Shinewing Wilson Accountancy Limited

Chartered Certified Accountants

and Statutory Auditors

9 St Clare Street

London

EC3N 1LQ

FIXED ASSETS

Tangible assets

4

4,848,992

5,126,869

CURRENT ASSETS

Debtors

5

389,942

830,656

Cash at bank

136,987

291,961

526,929

1,122,617

CREDITORS

Amounts falling due within one year

6

4,746,814

6,107,275

NET CURRENT LIABILITIES

(4,219,885

)

(4,984,658

)

TOTAL ASSETS LESS CURRENT LIABILITIES

629,107

142,211

PROVISIONS FOR LIABILITIES

288,468

170,465

NET ASSETS/(LIABILITIES)

340,639

(28,254

)

CAPITAL AND RESERVES

Called up share capital

100

100

Share premium

16,420

16,420

Retained earnings

324,119

(44,774

)

340,639

(28,254

)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 22 September 2025 and were signed by:

K Zhang - Director

1.	STATUTORY INFORMATION

Bishops Waltham PV2 Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The company is able to operate for at least twelve months from the signing of the financial statements. For this reason, the directors believe that the company has adequate resources to continue in operational existence for the foreseeable future and therefore it is appropriate that the company continues to adopt the going concern basis in preparing its financial statements.

Turnover

Turnover comprises the fair value of the consideration received or receivable in respect of the invoiced value of generated electricity and accrued income. Revenue is shown net of sales, value added tax, returns, rebates and discounts. Revenue on the generation of energy is recognised when electricity is delivered.

Tangible fixed assets

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

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

Depreciation is provided on the following basis:

Plant and machinery etc - Over 20 years

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

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

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS102 to all of its financial instruments.

Financial instruments are recognised 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 trade and other receivables and cash and bank balances, 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 financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including trade and other payables, and loans from group undertakings, 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.

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

Share capital

Financial instruments issued by the company are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset.

The company's ordinary shares are classified as equity instruments.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Operating lease: the company as lessee

Rentals paid under operating leases are charged to the Income Statements on a straight line basis over the period of lease.

Exceptional items

Exceptional items are disclosed separately in the financial statements where it is necessary to do so to provide further understanding of the financial performance of the company. They are items that are material either because of their size or their nature, or that are nonrecurring are considered as exceptional items and are presented within the line items to which they best relate.

Contingencies: decommissioning provision

Contingent liabilities arise as a result of past events when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the company's control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow of resources is remote.

Decommissioning provision is not recognised until commencement date under the term.

Borrowing costs

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

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2023 - 1 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2024

and 31 December 2024

5,557,547

DEPRECIATION

At 1 January 2024

430,678

Charge for year

277,877

At 31 December 2024

708,555

NET BOOK VALUE

At 31 December 2024

4,848,992

At 31 December 2023

5,126,869

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Other debtors

389,942

830,656

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade creditors

3,419,885

4,799,001

Amounts owed to group undertakings

677,197

532,746

Other creditors

649,732

775,528

4,746,814

6,107,275

Trade creditor of £3.42 million (2023: £4.80 million) and an amount of £0.54 million (2023: £0.54 million) in other creditors were interest payable to the EPC contractor, which is the company's fellow subsidiary in the UK.

In the amounts owed to group undertakings, a balance of £0.46 million (2023: £0.46 million) represents the EPC deposit held and due to the company's fellow subsidiary in Hong Kong. The remaining balance is due to other UK project companies, which are the company's fellow subsidiaries. Balances are unsecured, interest free, and repayable on demand.

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.24

31.12.23

£

£

Within one year

79,577

65,811

Between one and five years

318,310

263,243

In more than five years

3,176,775

2,693,009

3,574,662

3,022,063

8.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Nijendra Dhungana FCCA (Senior Statutory Auditor)

for and on behalf of Shinewing Wilson Accountancy Limited

9.	CONTINGENT LIABILITIES

As per lease agreement, prior to the 15th year of the lease term, the company must obtain estimates from 3 reputable disposal companies of (i) the cost of removing the solar farm equipment and yielding up the Property with vacant possession ("Estimated Costs") and (ii) the estimated value of the solar farm equipment (the "Estimated Value"). On the fifteenth anniversary of the Term Commencement Date, the company will need to contribute annually to build up a sum equal to the Required Security before the end of the Term.

Therefore, decommissioning provision is not provided until 2054.

10.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

11.	ULTIMATE CONTROLLING PARTY

The immediate parent company is ProjectPower UK Limited, a company incorporated and registered in Hong Kong, Room 4306-4307 43/F, Far East Finance Centre, No.16 Harcourt Road, Hong Kong.

The ultimate parent company is ProjectPower Limited, a company incorporated and registered in 190 Elgin Avenue, George Town, Grand Cayman KY1-9008, Cayman Islands.

There is no one ultimate controlling party.