Registered number:
FOR THE YEAR ENDED 30 DECEMBER 2024
PRINCIPLE POWER (EUROPE) LIMITED
COMPANY INFORMATION
Directors | |
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Company secretary | |
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Registered number | 07576908 |
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Registered office | |
| London |
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Independent auditors | |
| Abbey Square |
| Davidson House |
| Reading |
| RG1 1EU |
PRINCIPLE POWER (EUROPE) LIMITED
CONTENTS
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Directors' Report | 1 - 3 |
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Independent Auditors' Report | 4 - 7 |
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Statement of Comprehensive Income | 8 |
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Statement of Financial Position | 9 |
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Notes to the Financial Statements | 10 - 17 |
PRINCIPLE POWER (EUROPE) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 DECEMBER 2024
The directors present their report and the financial statements for the year ended 30 December 2024.
Principal activity
The principal activity of the Company consists of Engineering, Operations & Maintenance, Research & Development and Licensing of offshore support structures for wind electrical power generation. The Company's principal activity also comprises the development in the UK and Europe of offshore wind technology owned by its parent company, Principle Power Inc. ("PPI").
Business review
The Company supports its parent company, together with other group members in developing and exploiting Windfloat® technology in the UK and other geographical regions. This includes providing operations and maintenance (O&M) services for the Windfloats deployed in the Kincardine Offshore Floating Wind Farm, located off the east coast of Scotland. Kincardine is the largest floating offshore wind farm installed on a semisubmersible foundation. The project is located 15 km off the coast of Aberdeen, in waters ranging from 60 to 80 m deep, and it features five WindFloat T units hosting 9.5 MW turbines. Power generation commenced in 2021.
The Company is involved with PPI group business development activities including identification, development and negotiation of concept, feasibility and FEED studies for floating offshore wind projects. Customer projects around the UK and other regions continue to be pursued. These are long term projects that require regulatory approvals, infrastructure such as power take-off, grid connections, multi-party contracts and funding. Accordingly, the timing of commencement of revenues from such projects is inevitably unpredictable.
During the year, the Company has continued with its O&M contract for the Kincardine Offshore Floating Wind Farm. Delays have been experienced in the development of several other projects, along with the cancellation of a project where feasibility studies had been undertaken.
Events since the end of the year
There have been no significant events since the year end.
Health & Safety
The directors, together with the senior management of PPI and group companies, are committed to ensuring the health and safety of all employees, as well as that of our customers and other stakeholders. Health and safety policies and procedures are aligned with industry best practices and are implemented across the PPI group, supported by regular training, monitoring, and feedback processes.
PRINCIPLE POWER (EUROPE) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 DECEMBER 2024
Employees are contractually committed, supported, and encouraged to raise any concerns regarding the safety of employees, customers, or other third parties involved in any aspect of the business - confidentially and without restriction.
Principle Power's Integrated Management System is certified under the rigorous standards of ISO 9001:2015, ISO 14001:2015, and ISO 45001:2018. The company empowers its teams with the tools, training, and authority to stop work, report hazards, and suggest process improvements, fostering an incident-free working environment for all contributors.
Directors
The directors who served during the year were:
P J Delf
P C R Freitas Rosa
Going concern
The directors have prepared detailed budgets for a period of at least 12 months from the date of signing the accounts, which show that the Company is expected to be able to meet all its non-group liabilities as they fall due.
At the year end, the Company is in a net liability position totalling £242k (2023: £474K). Within the net liabilities there is an amount owed to the parent company totalling £1,223k (2023: £1,305k). The Company is therefore dependent on the continued support of the parent company, Principle Power Inc. to meet its liabilities as they fall due. Principle Power Inc. has confirmed, through providing a signed support letter which is legally binding, (in line with previous years) that it will continue and has the means to support the Company for at least 12 months from the date of signing these accounts.
Based on the continued support of the parent company, the directors are confident that the Company will be able to meet its liabilities for a period of at least 12 months from the approval of the financial statements and have therefore concluded that it is appropriate for the financial statements to be prepared on the going concern basis.
PRINCIPLE POWER (EUROPE) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 DECEMBER 2024
Directors' responsibilities statement
The directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Company's financial statements and then apply them consistently; |
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• | make judgments and accounting estimates that are reasonable and prudent; |
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• | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to 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.
PRINCIPLE POWER (EUROPE) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 DECEMBER 2024
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
• | so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and |
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• | the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information. |
Auditors
The auditors, Cooper Parry Group Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
Small companies note
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
………………………………….
P C R Freitas Rosa
Director
Date:
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PRINCIPLE POWER (EUROPE) LIMITED
Opinion
We have audited the financial statements of Principle Power (Europe) Limited (the 'Company') for the year ended 30 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position and the related notes, 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 30 December 2024 and of its profit for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. Weare independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PRINCIPLE POWER (EUROPE) LIMITED (CONTINUED)
Other information
The other information comprises the information included in the annual report other than the financial statements and our Auditors' 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.
Opinion 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• | the strategic report and the Directors' Report has 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 Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PRINCIPLE POWER (EUROPE) LIMITED (CONTINUED)
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 an Auditors' 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We discussed with the directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance.
During the audit we focussed on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management.
Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PRINCIPLE POWER (EUROPE) LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements (continued)
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 Auditors' Report
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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Cooper Parry Group Limited
Abbey Square
Davidson House
Reading
RG1 1EU
Date:
PRINCIPLE POWER (EUROPE) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 DECEMBER 2024
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Turnover | 3 | ||
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Gross profit |
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Administrative expenses |
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Other operating income | 4 | ||
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Operating profit | 5 | ||
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Interest payable and similar expenses |
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Profit before tax |
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Taxation | 8 | - | |
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Profit for the financial year |
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There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.
There was no other comprehensive income for 2024 (2023: £NIL).
The notes on pages 10 to 17 form part of these financial statements.
PRINCIPLE POWER (EUROPE) LIMITED
REGISTERED NUMBER: 07576908
STATEMENT OF FINANCIAL POSITION
AS AT 30 DECEMBER 2024
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Fixed assets |
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Tangible assets | 9 |
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Current assets |
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Debtors: amounts falling due within one year | 10 |
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Bank and cash balances |
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Creditors: amounts falling due within one year | 11 | ( |
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Net current liabilities |
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Total assets less current liabilities |
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Net liabilities |
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Capital and reserves |
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Called up share capital | 12 |
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Profit and loss account | 15 |
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Total shareholders' funds |
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements were approved and authorised for issue by
………………………………………..
P C R Freitas Rosa
Director
Date:
The notes on pages 10 to 17 form part of these financial statements.
PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
1. General information
Principle Power (Europe) Limited is a private company, limited by shares, registered in
2. Accounting policies
2.1 Basis of preparation of financial statements
The following principal accounting policies have been applied:
2.2 Going concern
The directors have prepared detailed budgets for a period of at least 12 months from the date of signing the accounts, which show that the Company is expected to be able to meet all its non-group liabilities as they fall due.
At the year end, the Company is in a net liability position totalling £242k (2023: £474K). Within the net liabilities there is an amount owed to the parent company totalling £1,223k (2023: £1,305k)). The Company is therefore dependent on the continued support of the parent company, Principle Power Inc. to meet its liabilities as they fall due. Principle Power Inc. has confirmed, through providing a signed support letter which is legally binding, (in line with previous years) that it will continue and has the means to support the Company for at least 12 months from the date of signing these accounts.
Based on the continued support of the parent company, the directors are confident that the Company will be able to meet its liabilities for a period of at least 12 months from the approval of the financial statements and have therefore concluded that it is appropriate for the financial statements to be prepared on the going concern basis..
2.3 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 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.
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.
PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
2. Accounting policies (continued)
Depreciation is provided on the following basis:
Computer equipment | - |
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.
2.4 Foreign currency translation
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
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 monetary items are translated using the closing rate. Nonmonetary 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.
2.5 Pensions
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
2. Accounting policies (continued)
2.6 Current and deferred taxation
The tax credit for the year comprises deferred tax. Tax is recognised in profit or loss 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 tax credit is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
• | The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and |
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• | Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. |
Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
2.7 Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
2.8 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.
2.9 Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
2. Accounting policies (continued)
2.10
Other income relates to pass through costs incurred on behalf of the group. These are reimbursed at a margin and are recognised when the right to receipt is established. This is at a point in time when the related expenditure is incurred by the company and becomes receivable from the group.
2.11 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
The company provides operation and maintenance services, revenue from which is made up of fixed payments of certain level of support made available for customers. The operation and maintenance service revenue is recognized on a straight line basis over the period of the contract. The company also provides engineering studies, which are provided under a fixed price or under a time and material usage basis. For such services, revenue is recognized over time using a cost-based progress method, or revenue is recognized as time and materials are delivered to the customer
3. Turnover
Analysis of turnover by country of destination:
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United Kingdom | 579,077 | 512,912 |
Rest of the world | 40,815 | 621,886 |
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4. Other income
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| £ | £ |
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Services recharged to group companies | ||
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PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
5. Operating profit
The operating profit is stated after charging:
| 2024 | 2023 |
| £ | £ |
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Depreciation - owned asset |
6. Auditors' remuneration
During the year, the Company obtained the following services from the Company's auditors:
| 2024 | 2023 |
| £ | £ |
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Audit of the Company's financial statements |
7. Employees
The average monthly number of employees, including directors, during the year was
8. Taxation
No charge has been included for corporation tax on profits for either the current or prior period in view of the utilization of tax losses brought forward from previous years.
| 2024 | 2023 |
| £ | £ |
Deferred tax |
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Short term timing differences | ( | - |
Losses and other deductions | ( | - |
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Total deferred tax | ( | - |
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Taxation on (loss)/profit on ordinary activities | ( | - |
PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
9. Tangible fixed assets
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At 30 December 2023 | |
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Depreciation |
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Charge for the year on owned assets | |
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Net book value |
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At 30 December 2023 |
10. Debtors
| 2024 | 2023 |
| £ | £ |
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Amounts owed by group undertakings | ||
Prepayments and accrued income | ||
Deferred taxation | - | |
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PRINCIPLE POWER (EUROPE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2024
11. Creditors: Amounts falling due within one year
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Amounts owed to group undertakings | ||
Other taxation and social security | ||
Other creditors | ||
Accruals and deferred income | ||
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12. Share capital
| 2024 | 2023 |
| £ | £ |
Allotted, called up and fully paid |
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13. Related party transactions
(i) The company is a wholly-owned subsidiary of Principle Power Inc and has taken advantage of the exemption conferred by Section 1A of FRS 102 not to disclose transactions with the parent undertaking, or any other wholly-owned subsidiary companies of the parent undertaking.
(ii) Fees of £
14. Ultimate controlling party
The company is a wholly-owned subsidiary of
15. Accounting period
As the Companies Act 2006 allows the reporting date to be three days before or after the end of the accounting period the company has included figures up to 31 December 2024.