ACCOUNTS - Final Accounts preparation

Registered number: 13492198

ION VENTURES JVCO UK LTD

UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2024

ION VENTURES JVCO UK LTD

REGISTERED NUMBER: 13492198

BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Investments	4		8,398,895		100
			8,398,895		100
Current assets
Debtors: amounts falling due within one year	5	-		100
		-		100
Creditors: amounts falling due within one year	6	(8,398,795)		(100)
Net current (liabilities)/assets			(8,398,795)		-
Total assets less current liabilities			100		100

Net assets			100		100

Capital and reserves
Called up share capital	100	100
	100	100

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ION VENTURES JVCO UK LTD

REGISTERED NUMBER: 13492198

BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2024

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

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 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 have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

H Bali

Director

Date: 30 September 2025

The notes on pages 3 to 5 form part of these financial statements.

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ION VENTURES JVCO UK LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

ion Ventures JVCO UK Ltd is a private company, limited by shares, domiciled in Engalnd and Wales, registered number 13492198. The registered office address is 2 Station Road West, Oxted, RH8 9EP. The company has not traded in the year.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.3

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.

2.4

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.

Employees

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)

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ION VENTURES JVCO UK LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

4.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	100
	Additions	8,398,795
	At 31 December 2024	8,398,895

	Net book value
	At 31 December 2024	8,398,895
	At 31 December 2023	100

The investment additions relate to the purchase of 100% of the A Ordinary shares of Flexion Energy Holdings UK Ltd. The amount includes cash paid, contingent consideration, and transaction costs.
Contingent consideration makes up £8,119,000 of the investment additions. It is payable based upon Flexion Energy meeting certain milestones in respect of the development of its portfolio of renewable energy projects. The amount recognised as contingent consideration is the amount estimated by the directors to be the probable amount payable under the sale and purchase agreement. The timing of the payment of contingent consideration is also an estimate, and may be subject to change in subsequent accounting periods.
Any future adjustments made to the estimate will result in an increase or decrease in the fixed asset investment, and will not affect profit and loss.
Subsequent to the balance sheet date, the Company has paid £424,000 in contingent consideration.

Debtors

					2024	2023
					£	£


Amounts owed by group undertakings	-	100

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ION VENTURES JVCO UK LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

6.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Amounts owed to group undertakings	279,795	100
Other creditors	8,119,000	-
	8,398,795	100

Other creditors comprise contingent consideration, as disclosed in Note 4.

7.	Related party transactions
	The Company has taken advantage of the exemption in FRS102 Section 33.1 to not disclose transactions with wholly owned group entities.

8.	Controlling party

The Company is a wholly owned subsidiary of ion Ventures Holdings Ltd, a company which is incorporated and registered in England and Wales.

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