Company registration number 09574949 (England and Wales)
SOLEIN ENERGY UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
SOLEIN ENERGY UK LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 8
SOLEIN ENERGY UK LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
5
2,318,862
2,318,862
Current assets
Debtors
7
1,323,796
1,342,427
Cash at bank and in hand
92,717
87,380
1,416,513
1,429,807
Creditors: amounts falling due within one year
8
(3,726,388)
(3,812,808)
Net current liabilities
(2,309,875)
(2,383,001)
Net assets/(liabilities)
8,987
(64,139)
Capital and reserves
Called up share capital
10
100
100
Profit and loss reserves
8,887
(64,239)
Total equity
8,987
(64,139)
The notes on pages 3 to 8 form part of these financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved and signed by the director and authorised for issue on 24 September 2025
Ms L Edwards
Director
Company registration number 09574949 (England and Wales)
SOLEIN ENERGY UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
100
(64,239)
(64,139)
Year ended 31 December 2023:
Profit and total comprehensive income
-
Balance at 31 December 2023
100
(64,239)
(64,139)
Year ended 31 December 2024:
Profit and total comprehensive income
-
73,126
73,126
Balance at 31 December 2024
100
8,887
8,987
The notes on pages 3 to 8 form part of these financial statements.
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information
Solein Energy UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is 10 Queen Street Place, London, Greater London, UK, EC4R 1AG.
1.1
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.
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.
The company, and the group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and group are considered eligible for the exemption to prepare consolidated accounts.
1.2
Going concern
The company made a profit in the period of true£73,126 (2023: £nil) and has net current liabilities of £2,309,875 (2023: £2,383,001). Within net current liabilities is an amount of £2,657,447 (2023: £2,655,308) owed to the company’s immediate parent entity, Dessus Petroholding Limited (''Dessus'') and a further amount of £526,530 (2023: £526,530) owed to the company’s ultimate controlling party, Anar Alizade.
Both the ultimate controlling party and the immediate parent entity have provided letters of support to the company confirming their intention not to recall their debt until such time as the company is able to repay it without detriment to its ongoing trade. Whilst the directors acknowledge that these letters are not legally binding they believe they are a reasonable basis on which to make this assessment due to the commercial incentive the wider group has to continue supporting the group to maintain and expand its position in the UK marketplace.
The directors have performed an assessment of going concern, giving due consideration to the group’s and company’s historical and current income, together with its forward-looking projections. Those cash flow forecasts show that the group and company is able to continue to operate within the existing facilities available and without further funding being required, beyond that noted above, for the period of the forecasts.
Based on the above, the directors consider that the group and company will be a going concern for the period of at least 12 months from the date of approval of these financial statements and have therefore prepared the financial statements on a going concern basis.
1.3
Fixed asset investments
Investments in subsidiaries are measured at cost less accumulated impairment.
1.4
Cash and cash equivalents
Cash and cash equivalents 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, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.5
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 balance sheet 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 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 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.
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 creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
Debt instruments 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.
1.6
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.
1.7
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.8
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is 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 investment in subsidiaries
Determine whether there are indicators of impairment of the company's investments in subsidiary companies. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the individual subsidiary companies.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Provision for impairment of financial assets
Impairment of financial assets held at amortised cost is made on an assessment of the recoverability of the amounts receivables, requiring management's judgement and estimates if there are indicators of impairment.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was: 2
2024
2023
Number
Number
2
2
4
Director's remuneration
2024
2023
£
£
Remuneration for qualifying services
80,255
80,000
Company pension contributions to defined contribution schemes
6,400
6,400
86,655
86,400
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
5
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
6
2,318,862
2,318,862
6
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Solein Harvest Ltd
United Kingdom
Ordinary shares
100.00
Solein Walmoor Ltd
United Kingdom
Ordinary shares
100.00
Solein Rookery Ltd
United Kingdom
Ordinary shares
100.00
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
1,311,629
1,340,513
Other debtors
7,960
1,914
Prepayments and accrued income
4,207
1,323,796
1,342,427
8
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Other borrowings
9
526,530
526,530
Trade creditors
5,592
8,220
Amounts owed to group undertakings
3,169,642
3,276,529
Taxation and social security
18,674
(4,514)
Other creditors
800
1,793
Accruals and deferred income
5,150
4,250
3,726,388
3,812,808
9
Loans and overdrafts
2024
2023
£
£
Other loans
526,530
526,530
Payable within one year
526,530
526,530
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
10
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
11
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 is unqualified and includes the following:
Opinion
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.
Senior Statutory Auditor:
Donald Nelson FCA
Statutory Auditor:
Xeinadin Audit Limited
Date of audit report:
24 September 2025
12
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
49,512
-
Between two and five years
16,796
-
66,308
-
13
Related party transactions
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.
At year end, the company has a loan payable of £526,530 (2023: £526,530) to Anar Alizade, the ultimate beneficial owner of the company, and is included in creditors. The loan is interest free and repayable on demand.
14
Ultimate controlling party
SOLEIN ENERGY UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Ultimate controlling party
(Continued)
- 8 -
The company is a 100% subsidiary of Dessus Petroholding Limited. Dessus Petroholding Limited is a 100% subsidiary of Gagnant Global Holding Limited, Isle of Man, which is in turn 100% owned by Anar Alizade.
The smallest and largest group in which the results of the company are consolidated is that headed by Dessus Petroholding Limited. Consolidated financial statements are publicly available from Companies House, Crown Way, Cardiff, CF14 3UZ.