REGISTERED NUMBER: 08760287 (England and Wales)

REPORT OF THE DIRECTORS AND

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

POWERVERSE DEVELOPMENT LIMITED

Page

Company Information

1

Report of the Directors

2

Income Statement

3

Balance Sheet

4

Notes to the Financial Statements

5

DIRECTORS:

R W Britton

Ms G E H Choong

REGISTERED OFFICE:

Sustainable Workspaces, County Hall

5th Floor The Riverside Building

Belvedere Road

London

SE1 7PB

REGISTERED NUMBER:

08760287 (England and Wales)

ACCOUNTANTS:

Collards

Chartered Accountants

5-9 Eden Street

Kingston-upon-Thames

Surrey

KT1 1BQ

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 developing systems to provide home energy management solutions through the use of AI powered apps to connect all home energy systems.The developed product is then sold through our sister company, Powerverse UK Limited.

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 W Britton

Ms G E H Choong

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:

R W Britton - Director

23 September 2025

TURNOVER

784,025

264,110

Cost of sales

2,120,111

2,448,186

GROSS LOSS

(1,336,086

)

(2,184,076

)

Administrative expenses

6,975,550

4,508,339

(8,311,636

)

(6,692,415

)

Other operating income

17,907,090

-

OPERATING PROFIT/(LOSS)

4

9,595,454

(6,692,415

)

Interest payable and similar expenses

21,675

-

PROFIT/(LOSS) BEFORE TAXATION

9,573,779

(6,692,415

)

Tax on profit/(loss)

-

-

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

9,573,779

(6,692,415

)

FIXED ASSETS

Tangible assets

6

31,405

11,605

CURRENT ASSETS

Debtors

7

830,304

3,990,579

Cash at bank

423,675

535,314

1,253,979

4,525,893

CREDITORS

Amounts falling due within one year

8

2,230,283

16,477,851

NET CURRENT LIABILITIES

(976,304

)

(11,951,958

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(944,899

)

(11,940,353

)

CREDITORS

Amounts falling due after more than one year

9

1,421,675

-

NET LIABILITIES

(2,366,574

)

(11,940,353

)

RESERVES

Retained earnings

(2,366,574

)

(11,940,353

)

(2,366,574

)

(11,940,353

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 23 September 2025 and were signed on its behalf by:

R W Britton - Director

1.	STATUTORY INFORMATION

Powerverse Development 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.

Related party exemption

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

Revenue recognition

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.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Computer equipment

-

Straight line over 3 years

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Going concern

As at 31st December 2024, the company had excess liabilities over assets totalling £2,366,574 (2023 - £11,940,353).

During the year the company's holding company, Powerverse Investments Limited re-capitalised its holding through a share issue which consequently resulted in the write back of a loan to this company of £17,907,090. This movement is shown as an exceptional item in the accounts and resulted in a substantial reduction in the net liabilities of the company.

As at the date of this report, the holding company has new ownership and new funding available via the holding company amounting to £1.4 million plus accruing interest.

The company and its holding company is still dependent upon the continued financial support of the shareholder and on the basis that this support will continue, the directors consider it appropriate for the financial statements to be prepared on the going concern basis.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 30 (2023 - 11 ) .

4.	OPERATING PROFIT/(LOSS)

The operating profit (2023 - operating loss) is stated after charging:

2024

2023

£

£

Depreciation - owned assets

9,485

802

5.	EXCEPTIONAL ITEMS

2024

2023

£

£

Exceptional items

17,907,090

-

The exceptional item is a write back of a loan from the holding company.

6.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 January 2024

12,407

Additions

29,285

At 31 December 2024

41,692

DEPRECIATION

At 1 January 2024

802

Charge for year

9,485

At 31 December 2024

10,287

NET BOOK VALUE

At 31 December 2024

31,405

At 31 December 2023

11,605

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Amounts owed by group undertakings

754,676

3,578,154

Other debtors

27,403

49,509

VAT

88

355,921

Prepayments

48,137

6,995

830,304

3,990,579

Amounts owed by group undertakings are unsecured, repayable on demand and interest free.

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

64,006

224,297

Amounts owed to group undertakings

-

11,275,551

Social security and other taxes

113,057

87,661

Other creditors

33,290

32,257

Accruals and deferred income

2,019,930

4,858,085

2,230,283

16,477,851

Amounts owed to group undertakings are unsecured, repayable on demand and interest free.

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

1,421,675

-

Included in the amounts owed to group undertakings falling due after more than one year is a loan from the holding company, the terms of which mirror that of the loan received by the holding company from the Shareholder. Interest is charged monthly and capitalised quarterly and the loan plus interest is repayable on the third anniversary of the date of the loan agreement. As at year end, the total amount owed was £1,421,675.

10.	ULTIMATE PARENT UNDERTAKING AND CONTROLLING PARTY

The immediate parent undertaking is Powerverse Investments Limited by virtue of its 100% shareholding in this company..

At year end, the ultimate parent undertaking and controlling party was Lightsource bp Renewable Energy Investments Holdings Limited,

Following the acquisition of the shares of the Holding company in January 2025, the ultimate controlling party is now N T Boyle, who owns 100% of Powerverse Investments Limited.