Company registration number 06968134 (England and Wales)
AMBER ENERGY SOLUTIONS LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
AMBER ENERGY SOLUTIONS LTD
COMPANY INFORMATION
Directors
N S Proctor
N Richards
(Appointed 24 February 2025)
Company number
06968134
Registered office
One Central Square
Cardiff
United Kingdom
CF10 1FS
Auditor
Azets Audit Services
Ty Derw
Lime Tree Court
Cardiff Gate Business Park
Cardiff
South Glamorgan
United Kingdom
CF23 8AB
AMBER ENERGY SOLUTIONS LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Income statement
9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Notes to the financial statements
13 - 24
AMBER ENERGY SOLUTIONS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Review of the business

 

The results for the year are set out on page 8. The board measures the performance of the business by the following key measures

£m

2024

2023

Turnover

11.4

9.5

Operating profit

1.7

1.5

Adjusted EBITDA

2.2

2.3

 

The directors are pleased to report an increase in turnover for the year driven by continued client growth in key market sectors. Not only were new clients gained, but, encouragingly, key renewals were completed, which are reflective of clients satisfaction with the service and offering that the company provides. Amber’s values of transparency, together with an in-depth market knowledge and comprehensive product offering are critical to success. Our unique digital marketing approach continues to drive growth, orders and consequently turnover.

 

The company continues to expand within the Build to Rent (BTR) property sector where it has a complete offering ensuring maximisation of asset value for investors, effective energy procurement and and robust billing services for residents. In addition to this the company has also developed its service proposition in the area of Net Zero Consultancy, working with clients to develop strategic pathways through change, balancing financial and environmental sustainability with exceptional service and trust.

 

AMBER ENERGY SOLUTIONS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Principal risks and uncertainties

 

The Directors consider that the following present the biggest financial risks to the Company and describe the strategies employed to mitigate those risks.

Continued energy market volatility

Whilst the Company takes no risk on the energy markets, the continuing volatility along with a new market level on higher energy prices means that energy is now firmly on all of our client’s board agenda as a high cost item. This means that services that Amber undertakes for our clients are increasingly subject to analysis and scrutiny by our client base. This means that maintaining consistently high service levels are critical measures of performance. One impact of the heightened focus on energy is that clients are taking longer to make decisions around service renewal. The Company is comfortable that it is performing to service level agreements, and several major clients renewed in both 2024 and early in 2025, it will however remain an area of risk that the Company continues to monitor.

 

Cashflow and Credit risk

The Company obtains the majority of its cash inflow through commission payments from suppliers. This is a market norm and is part of the procurement process, with the Company being consistently transparent with its clients on the level of commission within their procurement contracts. However, energy suppliers are increasingly taking tougher stances on granting credit when procurement contracts are being tendered. This can lead to delays in procurement contracts being placed and therefore the group generating cash receipts. The Company mitigates this through careful cashflow planning and working with key suppliers and partners.

It should be noted that the company’s debt providers continue to support the Company, with a new loan with a current debt provider being put in place in 2024. The Directors of the Company have an active dialogue with all major debt providers to ensure that they are updated on current and forecast trading matters.

 

Employee turnover and wage inflation

As a consultancy provider, the Company’s main costs are employees. The Company assess two risks that the Directors are actively monitoring. Firstly, that of wage inflation. The Company is a Certified B Corporation and therefore continually reviews the employment market to ensure that, where possible, it is paying market rate to our employees. The Company continually monitors gross profit performance to ensure that new bids price in expected wage inflation. Secondly, due to the profile of some of the employees and job roles, the Company can experience significant employee turnover. The Company mitigates this by employing a flexible working environment, including encouraging employees to work from home where appropriate, meaning that it is able to recruit from across the UK rather than be dependent on the local employment market.

Development and performance

The financial year 2024 has seen a continuation of the growth in Amber’s revenue and the directors expect this to continue into the following year. Clients are recognising the need for a more sophisticated approach to managing their energy cost and the increased emphasis on transparent financial analysis and effective procurement means that Amber is well suited to support them in meeting these challenges.

 

The Company continues to invest in its Net Zero consulting division. The Company sees this division as an area of growth with increased focus on ESG throughout the Company’s client base. We also view Net Zero projects as a method for our clients to partially protect themselves against future market volatility as driving towards a Net Zero agenda.

 

On behalf of the board

N S Proctor
Director
29 September 2025
AMBER ENERGY SOLUTIONS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The Directors present their annual report and financial statements for the period ended 31 December 2024.

Principal activities

The principal activity of the Company continued to be that of utility consultants including the development of new and innovative solutions designed to support clients with their sustainability objectives, journey to net zero alongside developing utility purchasing strategies.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The Directors who held office during the period and up to the date of signature of the financial statements were as follows:

N S Proctor
D C Ashman
(Resigned 24 February 2025)
L J Virgo
(Resigned 10 September 2024)
J D French
(Resigned 19 November 2024)
N Richards
(Appointed 24 February 2025)
Auditor

Azets Audit Services were appointed as auditor to the Company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a Director at the date of approving this report is aware, there is no relevant audit information of which the Company’s auditor is unaware. Additionally, the Directors individually have taken all the necessary steps that they ought to have taken as Directors in order to make themselves aware of all relevant audit information and to establish that the Company’s auditor is aware of that information.

Going concern

Management continues to have a reasonable expectation that the Company has adequate resources to continue in operation for at least the next 12 months and that the going concern basis of accounting remains appropriate.

 

In assessing whether the going concern assumption is appropriate, management have considered all available information about the future including the profit and cash forecasts prepared up to the end of 2026 and management's ability to affect costs and revenues. Subsequent to the year end a covenant breach was reported to one of our lenders, this has been accepted, and the funding remains available to us on the original terms.

 

Revenue streams are forecast based on already signed contracts delivering future ongoing revenue, and the pipeline of anticipated orders from both existing business which is forecast to renew and an assessment of likely new business to be generated in the future. Year-on-Year this pipeline has grown materially and is diversified across the sectors in which the Company operates, includes the relatively new area of consultancy. Based on historic and projected conversion rates management believes there to be sufficient coverage on pipeline to meet projected revenues. Deal closure timing can be the major area of uncertainty and management are confident that any short-term working capital requirements can be satisfied through leveraging existing or new funding arrangements. In addition, management continue to be open to exploring suitable partnership or co-investment opportunities where strategies align.

 

 

AMBER ENERGY SOLUTIONS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
On behalf of the board
N S Proctor
Director
29 September 2025
AMBER ENERGY SOLUTIONS LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -

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

 

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

 

 

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

AMBER ENERGY SOLUTIONS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMBER ENERGY SOLUTIONS LTD
- 6 -
Opinion

We have audited the financial statements of Amber Energy Solutions Ltd (the 'Company') for the year ended 31 December 2024 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

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

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The Directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

AMBER ENERGY SOLUTIONS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AMBER ENERGY SOLUTIONS LTD
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' report.

 

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

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

Auditor's responsibilities for the audit of the financial statements

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

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

AMBER ENERGY SOLUTIONS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AMBER ENERGY SOLUTIONS LTD
- 8 -

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

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

 

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

 

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

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Andrew Howells
Senior Statutory Auditor
For and on behalf of Azets Audit Services
29 September 2025
Chartered Accountants
Statutory Auditor
Ty Derw
Lime Tree Court
Cardiff Gate Business Park
Cardiff
South Glamorgan
United Kingdom
CF23 8AB
AMBER ENERGY SOLUTIONS LTD
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
Notes
£
£
Revenue
3
11,434,696
9,519,960
Cost of sales
(2,745,271)
(2,409,927)
Gross profit
8,689,425
7,110,033
Administrative expenses
(7,021,336)
(5,682,074)
Other operating income
-
0
51,013
Operating profit
4
1,668,089
1,478,972
Finance costs
7
(118,871)
(104,106)
Profit before taxation
1,549,218
1,374,866
Tax on profit
8
(32,434)
(83,358)
Profit for the financial year
1,516,784
1,291,508

The income statement has been prepared on the basis that all operations are continuing operations.

AMBER ENERGY SOLUTIONS LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
2024
2023
£
£
Profit for the year
1,516,784
1,291,508
Other comprehensive income
-
-
Total comprehensive income for the year
1,516,784
1,291,508
AMBER ENERGY SOLUTIONS LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Non-current assets
Intangible assets
10
700,722
703,239
Property, plant and equipment
11
100,644
168,536
801,366
871,775
Current assets
Trade and other receivables
12
6,159,917
3,644,843
Cash and cash equivalents
225,781
851,261
6,385,698
4,496,104
Current liabilities
13
(3,732,201)
(3,720,596)
Net current assets
2,653,497
775,508
Total assets less current liabilities
3,454,863
1,647,283
Non-current liabilities
14
(378,341)
(114,226)
Provisions for liabilities
Deferred tax liability
114,482
87,801
(114,482)
(87,801)
Net assets
2,962,040
1,445,256
Equity
Called up share capital
17
100
100
Share premium account
900
900
Retained earnings
2,961,040
1,444,256
Total equity
2,962,040
1,445,256
The financial statements were approved by the board of directors and authorised for issue on 29 September 2025 and are signed on its behalf by:
N S Proctor
Director
Company Registration No. 06968134
AMBER ENERGY SOLUTIONS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Share premium account
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2023
100
900
1,152,748
1,153,748
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
1,291,508
1,291,508
Dividends
9
-
-
(1,000,000)
(1,000,000)
Balance at 31 December 2023
100
900
1,444,256
1,445,256
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
1,516,784
1,516,784
Balance at 31 December 2024
100
900
2,961,040
2,962,040
AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
1
Accounting policies
Company information

Amber Energy Solutions Ltd is a private Company limited by shares incorporated in England and Wales. The registered office is One Central Square, Cardiff, United Kingdom CF10 1FS.

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.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this Company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The Company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the Company are consolidated in the financial statements of Amber Enterprises Group Ltd. These consolidated financial statements are available from its registered office, One Central Square, Cardiff, United Kingdom, CF10 1FS .

1.2
Going concern

Management continues to have a reasonable expectation that the Company has adequate resources to continue in operation for at least the next 12 months and that the going concern basis of accounting remains appropriate. true

 

In assessing whether the going concern assumption is appropriate, management have considered all available information about the future including the profit and cash forecasts prepared up to the end of 2026 and management's ability to affect costs and revenues. Subsequent to the year end a covenant breach was reported to one of our lenders, this has been accepted, and the funding remains available to us on the original terms. Revenue streams are forecast based on already signed contracts delivering future ongoing revenue, and the pipeline of anticipated orders from both existing business which is forecast to renew and an assessment of likely new business to be generated in the future.

 

Year-on-Year this pipeline has grown materially and is diversified across the sectors in which the Company operates, includes the relatively new area of consultancy. Based on historic and projected conversion rates management believes there to be sufficient coverage on pipeline to meet projected revenues. Deal closure timing can be the major area of uncertainty and management are confident that any short-term working capital requirements can be satisfied through leveraging existing or new funding arrangements. In addition, management continue to be open to exploring suitable partnership or co-investment opportunities where strategies align.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.3
Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

 

The following criteria must also be met before revenue is recognised:

Rendering of services

 

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

1.4
Research and development expenditure

In the research phase of an internal project, it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research is recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives, which is 10 years.

 

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were incurred in the research phase only.

1.5
Intangible fixed assets other than goodwill

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life, If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 

The estimated useful lives range as follows:

Development costs
10 Years
1.6
Property, plant and equipment

Property, plant and equipment under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that 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.

 

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -

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:

Leasehold improvements
10%
Office equipment
25%
Computer equipment
25%
Motor vehicles
25%

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 the Income Statement.

1.7
Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. Bank overdrafts are shown within borrowings in current liabilities.

1.8
Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

 

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

 

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Income Statement.

 

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.9
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.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.10
Taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Income statement, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

 

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Statement of Financial Position date in the countries where the Company operates and generates income.

 

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that:

 

 

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Statement of Financial Position date.

 

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.13
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.14
Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to the Income Statement at the same rate as depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

 

Grants of a revenue nature are recognised in the Income Statement in the same period as the related expenditure.

1.15
Foreign exchange

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

 

At each period end, foreign currency items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

2
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.

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.

Revenue recognition and accrued income

Revenue recognition is calculated based on contract terms and spread over the contract period. The calculation of revenue recognition involves some estimation uncertainty.

3
Revenue
2024
2023
£
£
Revenue analysed by class of business
Management Consultancy
11,434,696
9,519,960
2024
2023
£
£
Revenue analysed by geographical market
UK
11,434,696
9,519,960
AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Revenue
(Continued)
- 19 -
2024
2023
£
£
Other revenue
Grants received
-
7,363
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
1,548
3,792
Government grants
-
(7,363)
Fees payable to the company's auditor for the audit of the company's financial statements
28,500
20,550
Depreciation of owned property, plant and equipment
50,229
49,863
Loss/(profit) on disposal of property, plant and equipment
12,730
(494)
Amortisation of intangible assets
118,116
84,995
Operating lease charges
171,795
188,696
5
Employees

The average monthly number of persons (including Directors) employed by the Company during the year was:

2024
2023
Number
Number
170
158

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
6,178,072
4,921,621
Social security costs
681,875
557,312
Pension costs
157,832
179,885
7,017,779
5,658,818
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
563,319
429,581
Company pension contributions to defined contribution schemes
3,613
3,963
566,932
433,544
AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Directors' remuneration
(Continued)
- 20 -

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2023 - 4).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
189,526
126,634
Company pension contributions to defined contribution schemes
-
1,321
7
Finance costs
2024
2023
£
£
Interest on bank overdrafts and loans
74,533
74,181
Other interest
44,338
29,925
118,871
104,106
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
23,863
-
0
Adjustments in respect of prior periods
(18,110)
(4,443)
Total current tax
5,753
(4,443)
Deferred tax
Origination and reversal of timing differences
10,926
86,110
Adjustment in respect of prior periods
15,755
1,691
Total deferred tax
26,681
87,801
Total tax charge
32,434
83,358
AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Taxation
(Continued)
- 21 -

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

2024
2023
£
£
Profit before taxation
1,549,218
1,374,866
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
387,305
323,368
Tax effect of expenses that are not deductible in determining taxable profit
24,817
139,087
Adjustments in respect of prior years
(2,356)
(2,752)
Effect of change in corporation tax rate
-
0
5,096
Group relief
(377,332)
(379,991)
Enhanced Capital Allowances
-
0
(1,450)
Taxation charge for the year
32,434
83,358
9
Dividends
2024
2023
£
£
Final paid
-
0
1,000,000
10
Intangible fixed assets
Development costs
£
Cost
At 1 January 2024
826,041
Additions - internally developed
28,036
Additions - separately acquired
87,563
At 31 December 2024
941,640
Amortisation and impairment
At 1 January 2024
122,802
Amortisation charged for the year
118,116
At 31 December 2024
240,918
Carrying amount
At 31 December 2024
700,722
At 31 December 2023
703,239
AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
11
Property, plant and equipment
Leasehold improvements
Office equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
15,330
14,306
200,841
43,950
274,427
Additions
-
0
(3,093)
25,718
-
0
22,625
Disposals
-
0
(5,788)
(32,648)
(43,950)
(82,386)
At 31 December 2024
15,330
5,425
193,911
-
0
214,666
Depreciation and impairment
At 1 January 2024
6,875
8,068
88,201
2,747
105,891
Depreciation charged in the year
1,670
722
46,922
915
50,229
Eliminated in respect of disposals
-
0
(5,788)
(32,648)
(3,662)
(42,098)
At 31 December 2024
8,545
3,002
102,475
-
0
114,022
Carrying amount
At 31 December 2024
6,785
2,423
91,436
-
0
100,644
At 31 December 2023
8,455
6,238
112,640
41,203
168,536
12
Trade and other receivables
2024
2023
Amounts falling due within one year:
£
£
Trade receivables
292,693
450,623
Corporation tax recoverable
25,640
-
0
Amounts owed by group undertakings
-
0
2,236,334
Other receivables
32,116
42,840
Prepayments and accrued income
5,781,343
886,921
6,131,792
3,616,718
2024
2023
Amounts falling due after more than one year:
£
£
Prepayments and accrued income
28,125
28,125
Total debtors
6,159,917
3,644,843

The long term prepayment relates to a rent deposit paid in accordance with Company's office rental contract.

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
13
Current liabilities
2024
2023
Notes
£
£
Bank loans
15
394,320
51,626
Obligations under finance leases
-
0
41,575
Other borrowings
15
156,016
686,379
Trade payables
828,602
375,090
Amounts owed to group undertakings
1,421,908
524,362
Corporation tax
-
0
264,577
Other taxation and social security
738,373
1,346,685
Other payables
86,172
299,961
Accruals and deferred income
106,810
130,341
3,732,201
3,720,596

Details of security provided are given in note 9.

14
Non-current liabilities
2024
2023
Notes
£
£
Bank loans and overdrafts
15
22,277
74,972
Other borrowings
15
356,064
39,254
378,341
114,226

Details of security provided are given in note 15.

15
Borrowings
2024
2023
£
£
Bank loans
416,597
126,598
Other loans
512,080
725,633
928,677
852,231
Payable within one year
550,336
738,005
Payable after one year
378,341
114,226

Bank loans are secured by debentures over the company's assets, they bear interest at 6 - 7.5% and are repayable by installments. Other loans are unsecured, payable in installments and bear interest at 2.5 - 7%. The total value of loans that are secured with a personal guarantee totals £38,560 (2023: £131,776).

AMBER ENERGY SOLUTIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
157,832
179,885

The Company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

At the Balance Sheet date, there were no amounts outstanding in respect of contributions owed to the scheme (2023: £Nil).

17
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
of 10p each
1,000
1,000
100
100
18
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
107,248
97,500
Between two and five years
192,460
272,733
299,708
370,233

The lease commitments relate to the rental of the Company's headquarters in Cardiff. The rental agreement for the headquarters commenced in October 2017 and has a 10 year term.

19
Ultimate controlling party

Amber Enterprises Group Ltd is the immediate parent of the Company. Its registered and trading address is One Central Square, Cardiff, United Kingdom, CF10 1FS. The ultimate controlling parties are Nicholas and Rebecca Proctor, by virtue of their shareholdings in Amber Enterprises Group Ltd.

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