Company registration number 12015637 (England and Wales)
STOKEFORD JV CO LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
STOKEFORD JV CO LIMITED
COMPANY INFORMATION
Directors
R Dummett
W Bond
Company number
12015637
Registered office
3rd Floor, St George's House
13-14 Ambrose Street
Cheltenham
GL50 3LG
STOKEFORD JV CO LIMITED
CONTENTS
Page
Directors' report
1 - 2
Statement of comprehensive income
3
Statement of financial position
4
Statement of changes in equity
5
Notes to the financial statements
6 - 12
STOKEFORD JV CO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The company's principal activity during the year was a holding company for the development of renewable energy projects for the future production of electricity.

Results and dividends

The profit for the year amounted to £165,466 (2022: £3,663 loss). The directors approved a dividend for the year ended 31 December 2024 of £141,376 (2022: £nil).

Fair review of the business

The company has not yet started to trade and is currently in a development phase. The project has been connected and is currently under going testing before it can begin to generate revenue. The company has net assets at 31 December 2024 of £18,078 (2022: £6,012 net liabilities).

Directors

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

R Dummett
W Bond
Qualifying third party indemnity provisions

As permitted by the Companies Act 2006, the ultimate parent of the company, has indemnified the directors of the company in respect of proceedings brought by third parties and qualifying third party indemnity insurance was in place throughout the year and up to the date of approval of the financial statements.

Financial instruments
Liquidity risk

Failure to meet financial obligations in a timely and cost effective manner due to mismatches in the maturity profile of assets and liabilities. The company prepares periodic cash flow forecasts to anticipate its future cash commitments.

Interest risk

Fluctuation in the prevailing levels of market rates of interest on its financial position and cash flows; this is mitigated by the company having short-term interest free working capital funding.

Credit risk

The company's financial assets may be bank balances, trade and other receivables. The company's credit risk is primarily attributable to its future trade and other receivables which are managed through credit control and the relevant monitoring by its directors.

The directors believe the company is well placed to manage risks and have a reasonable expectation that the company has adequate resources to continue in operation existence for the foreseeable future.

STOKEFORD JV CO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Going concern

The directors have have considered a period of 12 months from the date of approval of these financial statements in preparing their going concern assessment. The going concern assessment is dependent on the ultimate parent, Innova Capital Limited, not seeking repayment of the amounts due to other group entities that are controlled by Innova Capital Limited for a period of at least 12 months from the date of signing these financial statements. Innova Capital Limited has indicated its intention to continue to make available such funds as are needed by the company and that it does not intend to seek repayment of the amounts due during the going concern assessment period.

 

Consequently, the directors have are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Small companies exemption

The Directors have taken advantage of the small companies' exemptions provided by section 414B of the Companies Act 2006 not to prepare a Strategic Report.

On behalf of the board
R Dummett
Director
29 September 2025
STOKEFORD JV CO LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
2024
2023
Notes
£
£
Turnover
3
-
-
Administrative expenses
(7,294)
(3,663)
Operating loss
4
(7,294)
(3,663)
Interest receivable and similar income
6
2,874,656
-
0
Interest payable and similar expenses
7
(2,874,656)
-
0
Amounts written off investments
8
172,760
-
Profit/(loss) before taxation
165,466
(3,663)
Tax on profit/(loss)
9
-
0
-
0
Profit/(loss) for the financial year
165,466
(3,663)

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

The notes on pages 6 to 12 form part of these financial statements.

STOKEFORD JV CO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 4 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
11
-
0
1
Current assets
Debtors
13
142,528
21,407,939
Creditors: amounts falling due within one year
14
(124,450)
(21,413,952)
Net current assets/(liabilities)
18,078
(6,013)
Net assets/(liabilities)
18,078
(6,012)
Capital and reserves
Called up share capital
15
1
1
Profit and loss reserves
18,077
(6,013)
Total equity
18,078
(6,012)

The notes on pages 6 to 12 form part of these financial statements.

For the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These 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 are signed on its behalf by:
R Dummett
Director
Company registration number 12015637 (England and Wales)
STOKEFORD JV CO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
1
(2,350)
(2,349)
Period ended 31 December 2023:
Loss and total comprehensive income
-
(3,663)
(3,663)
Balance at 31 December 2023
1
(6,013)
(6,012)
Year ended 31 December 2024:
Profit and total comprehensive income
-
165,466
165,466
Dividends
10
-
(141,376)
(141,376)
Balance at 31 December 2024
1
18,077
18,078

The notes on pages 6 to 12 form part of these financial statements.

STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
1
Accounting policies
Company information

Stokeford JV Co Limited is a private company limited by shares incorporated in England and Wales. The registered office is 3rd Floor, St George's House, 13-14 Ambrose Street, Cheltenham, GL50 3LG.

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:

 

 

Preparation of the consolidated financial statements

The financial statements contain information about Stokeford JV Co Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

1.2
Going concern

The directors have have considered a period of 12 months from the date of approval of thesetrue financial statements in preparing their going concern assessment. The going concern assessment is dependent on the immediate parent, Innova Holdings Limited, not seeking repayment of the amounts due from other group entities that are controlled by Innova Holdings Limited for a period of at least 12 months from the date of signing these financial statements. Innova Holdings Limited has indicated its intention to continue to make available such funds as are needed by the company and that it does not intend to seek repayment of the amounts due during the going concern assessment period.

 

Consequently, the directors have are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

1.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 7 -

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

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

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
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.

Critical judgements

The directors do not consider there to be any material critical judgements.

 

Key sources of estimation uncertainty

The directors do not consider there to be any material key sources of estimation uncertainty.

3
Revenue
2024
2023
£
£
Interest income
2,874,656
-
4
Operating loss
2024
2023
Operating loss for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
2,760
2,750
5
Employees

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

2024
2023
Number
Number
Total
-
0
-
0

The company does not have any employees.

6
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest receivable from group companies
2,874,656
-
0
STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
7
Interest payable and similar expenses
2024
2023
£
£
Interest payable to group undertakings
2,874,656
-
0
8
Amounts written off investments
2024
2023
£
£
Gain on disposal of investments held at fair value
172,760
-
9
Taxation

From 5 April 2023, the main rate of corporation tax increased from 19% to 25%, and a new 19% small profits rate of corporation tax was introduced for companies whose profits do not exceed £50,000. The main rate applies to companies with profits in excess of £250,000.

 

The hybrid rate calculated for the 12 month period is 23.5%.

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

2024
2023
£
£
Profit/(loss) before taxation
165,466
(3,663)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 19.00% (2023: 23.50%)
31,439
(861)
Unutilised tax losses carried forward
-
0
861
Taxation charge for the year
31,439
-
Taxation charge in the financial statements
-
-
Reconciliation - the current year tax charge does not reconcile to the above analysis.  Please review figures in the database.
31,439
-
10
Dividends
2024
2023
£
£
Final paid
141,376
-
0
STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
11
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
12
-
0
1
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
1
Disposals
(1)
At 31 December 2024
-
Carrying amount
At 31 December 2024
-
At 31 December 2023
1

On 25 October 2025 the Company disposed of its entire shareholding in Stokeford Solar Limited.

12
Subsidiaries
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Stokeford Solar Limited
England & Wales
Ordinary shares
100.00

As at 31 December 2024 the Company has no subsidiaries after the sale of Stokeford Solar Limited on 25 October 2025.

13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by related parties
-
0
21,407,938
Other debtors
142,528
1
142,528
21,407,939
STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
14
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
2,760
720
Amounts owed to related parties
118,509
21,410,052
Accruals and deferred income
3,181
3,180
124,450
21,413,952
15
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
93
93
1
1
A Ordinary shares of 1p each
50
50
-
-
143
143
1
1

The two classes of ordinary shares hold equal rights regarding payment of dividends and distributions. A Ordinary shares do not confer any right to redemption and the total voting rights of A Ordinary shares is equal to 50% of the total voting rights of all shares.

16
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Loans from
Loans to
2024
2023
2024
2023
£
£
£
£
Entities with control, joint control or significant influence over the company
-
21,038,037
-
-
Entities over which the entity has control, joint control or significant influence
-
-
-
21,035,937
2024
2023
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
-
0
21,410,052
STOKEFORD JV CO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
16
Related party transactions
(Continued)
- 12 -

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due from related parties
£
£
Entities with control, joint control or significant influence over the company
-
1
Entities over which the entity has control, joint control or significant influence
142,528
21,407,938

Transactions with related parties were done at market rate and are repayable on demand. The amounts outstanding at 31 December 2024 are unsecured and do not attract interest.

17
Ultimate controlling party

As at 31 December 2024 the company is jointly controlled by Innova Holdings Limited and Holme

Infrastructure Projects Limited. Both are incorporated in England and Wales. The registered address of Innova

Holdings Limited is 3rd Floor, St George's House, 13-14 Ambrose Street, Cheltenham, GL50 3LG and Holme

Infrastructure Projects Limited registered office is Stokeford Farm, East Stoke, Wareham, Dorset, England,

BH20 6AL.

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