Registration number:
NextPower Development Limited
for the Year Ended 31 December 2024
NextPower Development Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Statement of Comprehensive Income |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
NextPower Development Limited
Company Information
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Directors |
Mr A Beolchini Mr M F Bonte-Friedheim Mr R Grier |
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Company secretary |
Lea Secretaries Limited |
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Registered office |
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Auditors |
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NextPower Development Limited
Strategic Report for the Year Ended 31 December 2024
The Directors present the Strategic Report for NextPower Development Limited for the year ended 31 December 2024.
References in this report to the “Company” mean NextPower Development Limited, together with its subsidiaries, the “Group”.
Principal Activities
The principal activity of the Company is that of an investment holding company which focuses its investment activities on renewable energy in the UK.
Business Review
The profit for the financial year ended 31 December 2024 was £1,989,419 (profit 2023 - £2.178,845).
During the year, the Group successfully continued its renewable energy plant development activities, further reinforcing its commitment to sustainability and innovation. Additionally, as part of its portfolio optimisation strategy, two plants were divested, with a portion of the proceeds being reinvested to support the ongoing development of projects currently in the pipeline. During the year, the Group used its cash balances to lend funds to related parties. In doing so, a significant rise in the value of Debtors and corresponding fall in Cash at bank and in hand has occurred.
The level of debtors at the year end reflects amounts due from group companies and trade receivables arising in the normal course of business. The directors consider these balances to be fully recoverable.
Cash at bank and in hand remained at a level sufficient to meet the company’s operational needs. The Company maintains a prudent approach to liquidity, ensuring adequate cash reserves are available to support ongoing activities and any short-term obligations.
Principal Risks and Uncertainties
The management of the business and execution of the Group’s strategy are subject to a number of risks. The principal risks are market risk, credit risk and liquidity risk. The principal risks of the group are monitored by Management. Where Management identifies that specific risks are material to the Group, the financial impact of these risks is considered as part of business planning and capital management.
Market Risk
Market risk is the risk of fluctuations in the financial markets that can affect investor appetite. Economic downturns may lead to reduced asset values and liquidity challenges.
Liquidity Risk
Liquidity risk is the risk of an entity encountering difficulty in meeting obligations with financial liabilities. Liquidity management is performed centrally by Group Finance with oversight from the CFO. The Group has a scalable business model allowing it to be able to react effectively and quickly.
Credit Risk
Credit risk is the risk that a counterparty will fail to complete it contractual obligations when they fall due. The Company mitigates this risk by placing priority of this payment over other obligations of the funds and undertaking thorough due diligence on counter parties.
Future Development
The company will continue to develop its SPVs. All sales are expected to be made at a profit. Based on historical experience, the Company is expected to sell thier SPVs within a period of two years on average and expected to realise profits in the future. These profits will be used to make further investments by the Group.
NextPower Development Limited
Strategic Report for the Year Ended 31 December 2024
Approved and authorised by the
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NextPower Development Limited
Directors' Report for the Year Ended 31 December 2024
The directors present their report and the for the year ended 31 December 2024.
Directors of the group
The directors who held office during the year were as follows:
Results and dividends
The Group reported profits after tax of £1,989,419 for the financial year (2023 - £2,178,845).
The directors approved the payment of dividends of £900,000 in the current year (2023 - £1,400,000).
Political donations
The Company did not make any political donations or incur any political expenditure during the year (2023: £nil).
Qualifying third party indemnity provisions
The Group has not made qualifying third party indemnity provisons for the benefit of its directors during the year.
Employee involvement
The Group do not have any employees to place considerable involvement to its employees.
Director's interest
None of the directors had any interest in any contracts or arrangements with the Group and its subsidiaries during the year.
Going concerns
The directors are confident that the Company has sufficient resources to continue its operations for the foreseeable future, defined as a period of at least 12 months from the date of approval of these financial statements. As such, the going concern basis has been adopted in the preparation of the annual report and financial statements.
In reaching this conclusion, the directors have considered the Company’s current financial position, projected cash flows, and the ongoing support from its parent and other group companies. No material uncertainties have been identified that would cast significant doubt on the Company’s ability to continue as a going concern.
Principle risks and uncertainties
The Strategic Report on page 2 includes the details of the Group's exposure to financial risks and how these are managed.
Post balance sheet events
SubSubsequent to the year end, the Group completed the disposal of certain investments, Moss Lane and SPV 16. Both these investments were sold at a profit.
As these transactions occurred after the balance sheet date of 31 December 2024, the profits arising thereon have not been recognised in these financial statements.
NextPower Development Limited
Directors' Report for the Year Ended 31 December 2024
Disclosure of information to the auditor
Each of the persons who are directors at the time when this Director’s Report is approved has confirmed that :
• so far as the director is aware, there is no relevant audit information of which the Company’s auditor is unaware , and
• the directors 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 auditor is aware of that information.
This information is given and should be interpreted in accordance with the provision of s418 of the Companies Act 2006.
Reappointment of auditor
Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and The Audit Experts will therefore continue in office.
Approved and authorised by the
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NextPower Development Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). 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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
NextPower Development Limited
Independent Auditor's Report to the Members of NextPower Development Limited
Opinion
We have audited the financial statements of NextPower Development Limited (the 'company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of material 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 group's and the company's affairs as at 31 December 2024 and of the group's 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 auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and 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 director's 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 group's and the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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.
NextPower Development Limited
Independent Auditor's Report to the Members of NextPower Development Limited
Other information
The other information comprises all of the information in the annual report other than the financial statements and our auditor’s 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, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in the report, 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 misstatement, we are required to perform procedures to determine whether this gives rise to a material misstatements in the financial statements themselves. If, based on work we have performed, we conclude that there is material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
• the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the group and the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
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 by the company, or returns adequate for our audit have not been received from branches not visited by us; or
• the company financial statements are not in agreement with the accounting records and returns; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they 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 and the group’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 group or company or to cease operations, or have no realistic alternative but to do so.
NextPower Development Limited
Independent Auditor's Report to the Members of NextPower Development Limited
Auditor 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 auditor’s 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 specific procedures for this engagement and the extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
• Enquiries of management including consideration of knowns or suspected instances of non-compliance with laws and regulations and fraud;
• Using analytical procedures to identify any unusual or unexpected relationships; and
• Performing audit work over the risk of management override of controls, including testing or journals entries and other adjustments for appropriateness , evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities even though we have properly planned and performed our audit in accordance with the auditing standards, including those leading to a material misstatement in the financial statements or non-compliance with regulations. 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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s 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 auditor’s 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.
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For and on behalf of
Hammersmith
London
W6 8DA
NextPower Development Limited
Consolidated Profit and Loss Account for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
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Turnover |
- |
- |
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Gross profit/(loss) |
- |
- |
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Administrative expenses |
( |
( |
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Operating loss |
( |
( |
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Gain on sale of investments |
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Other interest receivable and similar income |
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2,817,866 |
3,471,000 |
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Profit before tax |
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Tax on profit |
- |
( |
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Profit for the financial year |
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Profit/(loss) attributable to: |
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Owners of the company |
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The above results were derived from continuing operations.
The group has no recognised gains or losses for the year other than the results above.
NextPower Development Limited
Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2024
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2024 |
2023 |
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Profit for the year |
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Total comprehensive income for the year |
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Total comprehensive income attributable to: |
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Owners of the company |
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NextPower Development Limited
(Registration number: 06363524)
Consolidated Balance Sheet as at 31 December 2024
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Note |
2024 |
(As restated) |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Net assets |
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Capital and reserves |
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Called up share capital |
2 |
2 |
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Retained earnings |
30,339,333 |
29,249,914 |
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Equity attributable to owners of the company |
30,339,335 |
29,249,916 |
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Shareholders' funds |
30,339,335 |
29,249,916 |
Approved and authorised by the
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NextPower Development Limited
(Registration number: 06363524)
Company Balance Sheet as at 31 December 2024
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Note |
2024 |
2023 |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Net assets |
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Capital and reserves |
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Called up share capital |
2 |
2 |
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Retained earnings |
3,722,982 |
3,707,357 |
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Shareholders' funds |
3,722,984 |
3,707,359 |
The company made a profit after tax for the financial year of £915,625 (2023 - profit of £722,595).
Approved and authorised by the
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NextPower Development Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 December 2024
Equity attributable to the parent company
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Share capital |
Retained earnings |
Total |
Total equity |
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At 1 January 2024 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
( |
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At 31 December 2024 |
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Share capital |
Retained earnings |
Total |
Total equity |
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At 1 January 2023 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
( |
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At 31 December 2023 |
2 |
29,249,914 |
29,249,916 |
29,249,916 |
NextPower Development Limited
Statement of Changes in Equity for the Year Ended 31 December 2024
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Share capital |
Retained earnings |
Total |
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At 1 January 2024 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
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At 31 December 2024 |
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Share capital |
Retained earnings |
Total |
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At 1 January 2023 |
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Profit for the year |
- |
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Dividends |
- |
( |
( |
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At 31 December 2023 |
2 |
3,707,357 |
3,707,359 |
NextPower Development Limited
Consolidated Statement of Cash Flows for the Year Ended 31 December 2024
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Note |
2024 |
(As restated) |
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Cash flows from operating activities |
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Profit for the year |
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Adjustments to cash flows from non-cash items |
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Profit from disposals of investments |
( |
( |
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Finance income |
( |
( |
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Income tax expense |
- |
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Foreign exchange gains/losses |
( |
( |
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( |
( |
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Working capital adjustments |
|||
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Increase in trade debtors |
( |
( |
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Increase/(decrease) in trade creditors |
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( |
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Net cash flow from operating activities |
( |
( |
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Cash flows from investing activities |
|||
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Interest received |
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Acquisition of financial investments other than trading investments |
( |
( |
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Proceeds from disposal of financial investments other than trading investments |
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Net cash flows from investing activities |
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Cash flows from financing activities |
|||
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Dividends paid |
( |
( |
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Net decrease in cash and cash equivalents |
( |
( |
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Cash and cash equivalents at 1 January |
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Effect of exchange rate fluctuations on cash held |
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Cash and cash equivalents at 31 December |
1,252,368 |
2,405,927 |
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NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The principal activity of the Company and its subsidiaries is that of investment in renewal sector activities in the UK.
The address of its registered office is:
United Kingdom
These financial statements were authorised for issue by the
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Material accounting policies |
Summary of material accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ("FRS 102") and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value. The functional and presentational currency is Pound Sterling (£).
The Company has taken advantage of exemption provided by FRS 102 section 33 “Related Party Transactions” not to disclose transactions with other Next Energy Capital Sarl wholly owned subsidiaries who are related parties.
The Company has taken advantage of the exemption in section 408 of the Companies Act from presenting its individual profit and loss account.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2024. Under FRS 102, para 9.9(b), SPVs were excluded from consolidation as they are held as part of an investments protfolio and has never been previously consolidated within the group financial statements.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Going concern
As mentioned in the Directors’ Report, the directors are confident that the company has sufficient resources to continue its operations for the foreseeable future, defined as a period of at least 12 months from the date of approval of these financial statements. As such, the going concern basis has been adopted in the preparation of the annual report and financial statements.
In reaching this conclusion, the directors have considered the company’s current financial position, projected cash flows, and the ongoing support from its parent and other group companies. No material uncertainties have been identified that would cast significant doubt on the company’s ability to continue as a going concern.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Prior period error
During 2024, management identified a reclassification error in the comparatives which were not recorded in the correct account balances. The detail of the reclassification of comparatives is shown in the following table:
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As previously reported |
Adjustment |
As restated |
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Other receivables |
1,140,713 |
(774,900) |
365,813 |
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Investments |
5,369,597 |
774,900 |
6,144,497 |
|
6,510,310 |
- |
6,510,310 |
The Group discovered that investments of Devco Limited and Devco 2 Limited in SPVs were erronously recognised as other current assets as at 31 December 2023. As a consequence, the reclassification error has been corrected by reclassifying other receivables to investments as at 31 December 2023.
Judgements
Management has determined that certain special purpose vehicles (SPVs) are held as part of investment protfolio and are not consolidated under FRS 102 Section 9. This judgement is based on management’s intention and the structure of these investments, and it affects the presentation of the Group’s consolidated financial statements. |
The Group holds investments in various entities, including early-stage renewable energy projects. Management assesses whether these should be accounted for as subsidiaries, associates, or financial assets. This classification involves judgement regarding control, significant influence, and the business model for holding the investment. |
Key sources of estimation uncertainty
The preparation of financial statements under FRS 102 requires the use of estimates and assumptions. The following areas involve significant estimation uncertainty that could result in a material adjustment to the carrying amounts of assets or liabilities in the next financial year.
The Group reviews the carrying values of investments in subsidiaries and associates for impairment where indicators exist. Estimating the recoverable amount involves significant assumptions, including forecast cash flows, discount rates, and market valuations. Given the early-stage nature of some investments, these assumptions are inherently uncertain.
The Group has exposure to balances denominated in foreign currencies. The retranslation of these balances at each reporting date can affect the reported results and net asset position. Judgement is involved in selecting appropriate exchange rates and assessing whether differences should be recognised in profit or loss or equity.
The Group makes an estimate of the recoverable value of trade and inter-company debtors at the reporting date. When assessing impairment of trade and inter-company debtors, management will use the information available and conditions present at the reporting date to estimate the value of any provision required. In respect of trade debtors, this will include factors such as the ageing profile of the debtor and historical experience, and the lastest financial position and liquidity of related group companies with whom inter-company debtors are held with.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Tax
The tax expense for the period comprises deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge 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 group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements. These 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.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
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Asset class |
Depreciation method and rate |
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Furniture, fittings and equipment |
20% - 25% |
Business combinations
Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages, the cost is the consideration at the date of each transaction.
Contingent consideration is initially recognised at an estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Investments
Investments in the Company’s balance sheet are stated at cost less any impairment. They are reviewed annually for indicators of impairment.
Investments in subsidiaries are measured at cost less impairment. Investments in subsidiaries held as part of an investment portfolio are measured at Fair value with fair value changes recognised in profit or loss. The entity uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of inputs determined by reference to a market price in an active market.
Where the fair value of investments can not be reliably measured due to an absent active market or due to no other reliable method to calculate fair value the Investment is recognised at cost less impairment.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Receivables represent amounts due for services rendered in the ordinary course of business.
They are initially recognised at the transaction price, and subsequently measured at amortised cost using the effective interest method, less any provision for impairment.
An impairment provision is recognised when there is objective evidence that the Group will not collect the full amount due under the terms of the receivable.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
Dividends
Dividends and other distributions to the group's shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the shareholders. These amounts are recognised in the statement of changes in equity.
Related party transactions
The Group discloses transactions with related parties which are not wholly owned within the same group. Where appropriate, transactions of a similar nature are aggregated unless, in the opinion of the directors, separate disclosure is necessary to understand the effect of the transactions on the group financial statements.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Financial instruments
Classification
• Basic financial instruments include cash, receivables, payables, loans, and similar debt instruments that meet the criteria of Section 11 of FRS 102. These are initially recognised at transaction price and subsequently measured at amortised cost using the effective interest method.
• Other financial instruments include derivatives and instruments that do not meet the definition of basic financial instruments under FRS 102. These are measured at fair value through profit or loss, unless designated as part of a hedging relationship that qualifies for hedge accounting under Section 12.
Recognition and measurement
Initial Recognition
Financial assets and liabilities are recognised when the Group becomes a party to the contractual provisions of the instrument.
• Basic financial instruments are initially measured at transaction price, including any transaction costs.
• Other financial instruments are initially recognised at fair value, with any transaction costs recognised in profit or loss.
Subsequent Measurement
• Basic financial instruments are subsequently measured at amortised cost using the effective interest method.
• Investments in non-convertible preference shares and non-puttable ordinary shares that are publicly traded or whose fair value can otherwise be reliably measured are subsequently measured at fair value through profit or loss.
• Derivatives and other non-basic financial instruments are measured at fair value, with changes recognised in the profit and loss account unless part of a qualifying hedge.
Derecognition
• A financial asset is derecognised when the contractual rights to the cash flows expire or are settled, or when the asset is transferred and the Group has transferred substantially all the risks and rewards of ownership.
• A financial liability is derecognised when it is extinguished — i.e., when the obligation is discharged, cancelled, or expires.
Impairment
Objective evidence includes:
• Significant financial difficulty of the counterparty,
• Default or delinquency in interest or principal payments,
• Probability that the counterparty will enter bankruptcy or financial reorganisation.
If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognised, the impairment loss is reversed through profit or loss.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Other gains and losses |
The analysis of the group's other gains and losses for the year is as follows:
|
2024 |
2023 |
|
|
Gain from disposals of investments |
|
|
Total proceeds from the sale of investments was £2,730,816 (2023 - £3,266,206). The cost of these investments were £1,170,716 (2023 - £627,280) resulting in a gain on the sale of investments of £1,560,100 (2023 - £2,598,926). The total gain reported for the year also includes deferred consideration received totalling £191,316 in relation to prior year disposals.
|
Operating profit |
Arrived at after charging/(crediting)
|
2024 |
2023 |
|
|
Auditors' remuneration |
|
|
|
Other expenses |
|
|
|
Foreign exchange gains |
( |
( |
|
Other interest receivable and similar income |
|
2024 |
2023 |
|
|
Other finance income |
|
|
|
Directors' remuneration |
No directors received any emoluments from the company during the year (2023 - £Nil). Emoluments were paid by a group company and were considered de minimis in relation to this entity.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Taxation |
The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2023 - the same as the standard rate of corporation tax in the UK) of
|
2024 |
(As restated) |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Effect of revenues exempt from taxation |
( |
( |
|
Tax decrease arising from group relief |
( |
( |
|
Total tax charge/(credit) |
- |
- |
Tax charged/(credited) in the consolidated profit and loss account
|
2024 |
2023 |
|
|
Deferred taxation |
||
|
Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods |
- |
(219,510) |
|
Arising from write-down or reversal of write-down of deferred tax asset |
- |
|
|
Total deferred taxation |
- |
|
Deferred tax recognised in sudsidiaries financial statements for the year was £nil (2023 - £219,510). Total amount of deferred tax assets of £nil (2023 - £1,218,012) was written down last year as it is not probable that there will be sufficient future taxable profits available against which the company can use the benefits therefrom.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Tangible assets |
Group and Company
|
Furniture, fittings and equipment |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2024 |
|
|
|
At 31 December 2024 |
|
|
|
Depreciation |
||
|
At 1 January 2024 |
|
|
|
At 31 December 2024 |
|
|
|
Carrying amount |
||
|
At 31 December 2024 |
- |
- |
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Investments |
Group
|
2024 |
(As restated) |
|
|
Cost or valuation |
||
|
At 1 January |
6,144,497 |
5,995,838 |
|
Additions |
1,059,275 |
1,003,480 |
|
Disposals |
(42,003) |
(854,821) |
|
At 31 December |
7,161,769 |
6,144,497 |
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2024 |
2023 |
|||
|
Subsidiary undertakings |
||||
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
|
|
United Kingdom |
|
|
|
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Subsidiary undertakings
|
NextPower SPV 14 Ltd The principal activity of NextPower SPV 14 Ltd is |
|
NextPower SPV 15 Ltd The principal activity of NextPower SPV 15 Ltd is |
|
NextPower SPV 16 Ltd The principal activity of NextPower SPV 16 Ltd is |
|
Moss Lane Farm Solar Ltd The principal activity of Moss Lane Farm Solar Ltd is |
|
NextPower SPV 9 Ltd The principal activity of NextPower SPV 9 Ltd is |
|
NextPower SPV 12 Ltd The principal activity of NextPower SPV 12 Ltd is |
|
NextPower SPV 13 Ltd The principal activity of NextPower SPV 13 Ltd is |
|
NextPower SPV 17 Ltd The principal activity of NextPower SPV 17 Ltd is |
|
NextPower SPV 18 Ltd The principal activity of NextPower SPV 18 Ltd is |
Company
|
2024 |
2023 |
|
|
Investments in subsidiaries |
|
|
|
Investments in associates |
- |
|
|
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 1 January 2024 |
|
|
Additions |
|
|
At 31 December 2024 |
|
|
Carrying amount |
|
|
At 31 December 2024 |
|
|
At 31 December 2023 |
|
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2024 |
2023 |
|||
|
Subsidiary undertakings |
||||
|
|
5th Floor, North Side, 7/10
United Kingdom |
|
|
|
|
|
5th Floor North Side, 7/10
United Kingdom |
|
|
|
|
|
5th Floor North Side, 7/10 Chandos Street, Cavendish Square, London, United Kingdom, W1G 9DQ United Kingdom |
|
|
|
|
|
5th Floor North Side, 7/10 Chandos Street, Cavendish Square, London, United Kingdom, W1G 9DQ United Kingdom |
|
|
|
|
|
5th Floor North Side, 7/10 Chandos Street, Cavendish Square, London, United Kingdom, W1G 9DQ United Kingdom |
|
|
|
|
Subsidiary undertakings |
|
Nightshade Topco The principal activity of Nightshade Topco is |
|
NPD Top Devco The principal activity of NPD Top Devco is |
|
Nightshade Investco Limited The principal activity of Nightshade Investco Limited is |
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Nightshade Devco2 Ltd The principal activity of Nightshade Devco2 Ltd is |
|
Nightshade Devco Ltd The principal activity of Nightshade Devco Ltd is |
|
Debtors |
|
Group |
Company |
||||
|
Current |
Note |
2024 |
(As restated) |
2024 |
2023 |
|
Trade debtors |
- |
|
- |
- |
|
|
Amounts owed by related parties |
|
|
|
|
|
|
Other debtors |
|
|
|
|
|
|
VAT receivables |
- |
184,106 |
4,415 |
2,935 |
|
|
Prepayments |
|
|
|
|
|
|
|
|
|
|
||
Amounts owed by related parties include a loan made to NextEnergy Capital Limited by NextPower Development Limited amounting to £15,796,578 (2023 - £14,600,000). The loan carries an annual interest rate of 3.2% + EURIBOR 6 months. Interest rolls up with the loan principle on 31 December each year, with the full balance payable on 31 December 2033. The interest accrued on loan during the year was £1,010,521 (2023 - £796,578).
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Cash at bank |
|
|
|
|
|
Creditors |
|
Group |
Company |
||||
|
Note |
2024 |
2023 |
2024 |
2023 |
|
|
Due within one year |
|||||
|
Trade creditors |
|
|
- |
|
|
|
Amounts due to related parties |
- |
- |
|
- |
|
|
Other payables |
|
- |
- |
- |
|
|
Accruals |
|
|
|
|
|
|
|
|
|
|
||
Amounts due to related parties are unsecured, non-interest bearing and payable on demand.
NextPower Development Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
2 |
|
2 |
|
Dividends |
|
2024 |
2023 |
|||
|
£ |
£ |
|||
|
Final dividend of £ |
900,000 |
1,400,000 |
||
|
Parent and ultimate parent undertaking |
The company's immediate parent is NextEnergy Capital Sàrl, incorporated in Luxembourg.
The ultimate parent is NextEnergy Capital Sàrl, incorporated in Luxembourg.
|
Post balance sheet events |
Subsequent to the year end, the Group completed the disposal of certain investments, Moss Lane and SPV 16. Both these investments were sold at a profit.
As these transactions occurred after the balance sheet date of 31 December 2024, the profits arising thereon have not been recognised in these financial statements.
|
Auditor Limitation liability |
An auditors’ limitation of liability agreement has been approved by the directors for the financial year ended 31 December 2024.
The principal terms and conditions are as below:
• The agreement limits the amount of any liability owed to the Company by the auditors in respect of any negligence default, breach of duty or breach of trust , occurring in the course of audit of the Company’s accounts and pursuant to this agreement of which the auditor may be guilty in relation to the Company.
• The agreement also stipulates the maximum aggregated amount payable in event of any of the circumstances stated above.