REGISTERED NUMBER: 09157200 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

BRUNO POWER LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

R Bruno

C Archer

G Paris

REGISTERED OFFICE:

30-34 North Street

Hailsham

East Sussex

BN27 1DW

REGISTERED NUMBER:

09157200 (England and Wales)

AUDITORS:

Watson Associates (Audit Services) Ltd

Statutory Auditor

30 - 34 North Street

Hailsham

East Sussex

BN27 1DW

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

REVIEW OF BUSINESS

The principal activity of the Company in the year continued to be that of a holding company.

The Group has strived to maintain profitability and a strong trading position by further development of existing customer relationships and contracts. The Group has continued to develop market leading products in line with upcoming regulatory changes which will assist the Group in maintaining market share.

PRINCIPAL RISKS AND UNCERTAINTIES

With the increased level of trading, the cashflow requirements of the Company have continued to increase due to the slow debtor recovery rate, which is standard for the industry. The Company can also rely on the support of other Group members to assist with this cashflow burden. This support is considered adequate to deal with any potential cashflow risk.

The other main risk the Group faces is the impact of any fluctuations in the Euro exchange rates as the vast majority of the groups purchases are made from Italy. However, this risk is not considered to be significant as the purchases made from Italy are from other Bruno Group members.

ON BEHALF OF THE BOARD:

G Paris - Director

29 September 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of a holding company.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

R Bruno

C Archer

Other changes in directors holding office are as follows:

G Paris was appointed as a director after 31 December 2024 but prior to the date of this report.

H Wagner ceased to be a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Watson Associates (Audit Services) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

G Paris - Director

29 September 2025

Opinion

We have audited the financial statements of Bruno Power Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 loss 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 Auditors' 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

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 Strategic Report or the Report of the Directors.

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; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

Auditors' 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The company is subject to several laws and regulations where the consequence of non-compliance could have a direct material effect on the financial statements. The laws and regulations that we considered most likely to have such an effect include:

- FRS 102 - The Financial Reporting Standard applicable in the UK and Republic of Ireland

- The Companies Act 2006

- UK tax legislation, including corporation tax and VAT

As a UK subsidiary of an Italian-headquartered group, the Group is also subject to cross-border compliance risks, including those arising from intercompany transactions, transfer pricing rules, and the timely settlement and disclosure of intra-group balances. Given the integrated nature of operations between the UK and the wider EU group, there is also an elevated risk around cross-jurisdictional VAT treatment and reporting obligations, particularly with post-Brexit rules still evolving.

The Group is also subject to other laws and regulations that do not have a direct impact on the financial statements but are fundamental to its ability to operate and avoid significant penalties. These include health and safety regulations, environmental laws, and data protection regulations (UK GDPR).

We assessed the susceptibility of the Group's financial statements to material misstatement, including how

fraud might occur, by making enquiries of management and those charged with governance. We used

internal and external information to corroborate these enquiries and to perform a fraud risk assessment for

the group as a whole. We considered the risk of fraud to be higher through the potential for management

override of controls and manipulation of accounting estimates.

Audit procedures performed by the engagement team to detect irregularities, including fraud from instances

of non-compliance with laws and regulations included:

- Discussions with management regarding their knowledge of actual or suspected instances of fraud or non-compliance with laws and regulations;

- Review of the Group's compliance with local tax and financial reporting obligations, particularly in relation to intra-group transactions

- Challenging assumptions and judgements made by management in it's significant accounting estimates, in

particular in relation to the valuation of investments and provisions;

- Identifying and testing journal entries, focusing on those with unusual characteristics or posted by unexpected users;

- Testing material transactions outside the normal course of business or with connected parties, especially those involving overseas group entities.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Geoffrey David Slater (Senior Statutory Auditor)

for and on behalf of Watson Associates (Audit Services) Ltd

Statutory Auditor

30 - 34 North Street

Hailsham

East Sussex

BN27 1DW

29 September 2025

TURNOVER

-

-

Administrative expenses

(26,734

)

(33,315

)

OPERATING LOSS

(26,734

)

(33,315

)

Income from shares in group undertakings

-

1,100,000

(LOSS)/PROFIT BEFORE TAXATION

(26,734

)

1,066,685

Tax on (loss)/profit

4

-

-

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(26,734

)

1,066,685

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR

(26,734

)

1,066,685

FIXED ASSETS

Investments

6

3,994,881

3,994,881

CURRENT ASSETS

Debtors

7

313,944

340,018

Cash at bank

76,592

77,252

390,536

417,270

CREDITORS

Amounts falling due within one year

8

(1,745

)

(1,745

)

NET CURRENT ASSETS

388,791

415,525

TOTAL ASSETS LESS CURRENT LIABILITIES

4,383,672

4,410,406

CREDITORS

Amounts falling due after more than one year

9

(3,516,700

)

(3,516,700

)

NET ASSETS

866,972

893,706

CAPITAL AND RESERVES

Called up share capital

10

1,000

1,000

Retained earnings

865,972

892,706

SHAREHOLDERS' FUNDS

866,972

893,706

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

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

G Paris - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

1,000

26,021

27,021

Changes in equity

Dividends

-

(200,000

)

(200,000

)

Total comprehensive income

-

1,066,685

1,066,685

Balance at 31 December 2023

1,000

892,706

893,706

Changes in equity

Total comprehensive loss

-

(26,734

)

(26,734

)

Balance at 31 December 2024

1,000

865,972

866,972

1.	STATUTORY INFORMATION

Bruno Power 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.

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.

Critical accounting judgements and key sources of estimation uncertainty

No significant judgements have had to be made by management in preparing these financial statements.

The company has made assumptions concerning the future. The resulting assumptions will, by definition, seldom equal the related actual results. The assumptions that could have a significant risk of causing a material adjustment ot the carrying amounts of assets and liabilities within the next financial year are discussed below.

Investments are recognised at cost less any provision for impairment.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

Financial instruments

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, and loans to related parties.

Debt instruments that are payable or receivable within one year, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received; other debt instruments are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method.

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 profit or loss.

Financial assets and liabilities are offset and the net amount reported in the balance sheet only 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.

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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

3.	EMPLOYEES AND DIRECTORS

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

4.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023.

5.

DIVIDENDS

2024

2023

£

£

Ordinary A shares of 1 each

Interim

-

200,000

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2024

and 31 December 2024

4,514,881

PROVISIONS

At 1 January 2024

and 31 December 2024

520,000

NET BOOK VALUE

At 31 December 2024

3,994,881

At 31 December 2023

3,994,881

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Amounts owed by group undertakings

313,844

339,918

Other debtors

100

100

313,944

340,018

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

1,745

1,745

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

3,516,700

3,516,700

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

800

Ordinary A

1

800

800

200

Ordinary B

1

200

200

1,000

1,000

11.	RELATED PARTY DISCLOSURES

At the year end £3,516,700 (2023: £3,516,700) was owed to Bruno Generators UK Limited the immediate holding company.

At the year end £1,745 (2023: £1,745) was owed to BGG UK Limited, a subsidiary controlled by Bruno Power Limited.

At the year end £313,844 (2023: £339,918) was due from Powerlite Australia Pty Limited, a subsidiary controlled by Bruno Power Limited.

12.	ULTIMATE CONTROLLING PARTY

The directors consider the ultimate parent company and ultimate controlling party of Bruno Power Limited to be Bruno Generators Group S.P.A, a company based in Italy.

Bruno Power Limited is a subsidiary under the control of Bruno Generators UK Limited for which consolidated accounts are prepared and are publicly available. Bruno Generators UK Limited is a company incorporated in England and Wales.

The smallest group of undertakings for which group accounts are drawn up is Bruno Generators UK Limited. Copies of the group accounts can be obtained from the company's registered office 30/34 North Street, Hailsham, East Sussex, BN27 1DW.