ACCOUNTS - Final Accounts preparation

Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:

Registered number: 11131346

GRAVIS SOLAR 1 LIMITED

ANNUAL REPORT
AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 DECEMBER 2024

GRAVIS SOLAR 1 LIMITED

COMPANY INFORMATION

Directors	Ms A L Bath
	Ms C Marlow (appointed 2 August 2024)
	Mr P W Kent (resigned 2 August 2024)
	Mr P A White (appointed 2 August 2024)
	Ms A K Yoon (resigned 2 August 2024)
	Mr M Quatraro


Registered number	11131346


Registered office	24 Savile Row
	London
	United Kingdom
	W1S 2ES


Independent auditors	Wellden Turnbull Limited
	Chartered Accounts & Statutory Auditors
	Albany House
	Claremont Lane
	Esher
	Surrey
	KT10 9FQ

GRAVIS SOLAR 1 LIMITED

CONTENTS

	Page
Strategic Report	1
Directors' Report	2 - 3
Independent Auditors' Report	4 - 7
Statement of Income and Retained Earnings	8
Balance Sheet	9
Notes to the Financial Statements	10 - 19

GRAVIS SOLAR 1 LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

The Directors present their Strategic Report for the Company for the year ended 31 December 2024.

Business review

During the year the principal activity of the Company continued to be the provision of intermediary finance.
The Company's turnover during the period amounted to £2,403,000 (2023 - £3,802,000) with a loss after taxation of £11,437,000 (2023 - £11,275,000). As at 31 December 2024 the Company had net liabilities of £33,428,000 (2023 - £21,991,000). The Directors believe the Group is in a position to continue to meet its liabilities as they fall due further details of which are set out in note 2.5.
Due to changes in the future cash flows expected to be generated by the Company's loan debtors, the Directors' have estimated that the recoverable value of the loans is less than their carrying value. An impairment charge has therefore been recognised in the statement of income and retained earnings in the period of £6,926,000 (2023 - £8,584,000).

Principal risks and uncertainties

The principal risk of the Company is the ability to meet its third party debt obligations, which it does using income derived from its loans to group undertakings, who in turn generate income from their direct and indirect subsidiaries that are involved in the generation of renewable energy. To this end the Company’s debt obligations have been structured to ensure cash inflows exceed cash outflows due under financing obligations. The Directors monitor asset income generation forecasts in the Company's indirect subsidiaries closely to ensure the Company is in a position to meets its liabilities as they fall due.
The Company is also subject to risks associated with impending laws, regulations and changes in the markets in which it operates. These include changes to the corporation tax rate, changes in electricity prices and changes in government policy in respect of renewable energy.

Financial key performance indicators

The key financial indicator for the Company is cashflow, which is monitored and managed on a regular basis to ensure that liabilities as a whole can be met as they fall due.

Other key performance indicators

The Directors do not consider that there are any other key performance indicators.

This report was approved by the board and signed on its behalf.

Ms A L Bath

Director

Date: 9 October 2025

Page 1

GRAVIS SOLAR 1 LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing these financial statements, the Directors are required to:

∙select suitable accounting policies for the Company's financial statements and then apply them consistently;

∙make judgements and accounting estimates that are reasonable and prudent;

∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £11,437,000 (2023 - £11,275,000).

No dividends were declared or paid in the year (2023 - £NIL).

Directors

The Directors who served during the year were:

Ms A L Bath

Ms C Marlow (appointed 2 August 2024)

Mr P W Kent (resigned 2 August 2024)

Mr P A White (appointed 2 August 2024)

Ms A K Yoon (resigned 2 August 2024)

Mr M Quatraro

Future developments

The Directors do not anticipate any changes in the level or nature of the Company's business in the near future. The Company will continue to identify new areas of market opportunity or sectors of interest across the renewable energy sector.

Page 2

GRAVIS SOLAR 1 LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Financial instruments

The Company has established a risk and financial management framework to protect the Company from events that hinder the achievement of the Company's performance objectives. The objective is to limit undue counterparty exposure, ensure sufficient working capital exists and monitor the management of risk at a business unit level. Steps taken by management to achieve this include reviewing asset performance against forecasts to ensure cash flow generation is in line with expectations; monitoring day to day operations to ensure cash inflows are sufficient to cover expected cash outflows; and reviewing financial information on a monthly basis to ensure appropriate financing is in place and available to be deployed as and when required.
The principal risk the Company is exposed to in relation to its financial instruments is liquidity risk.
Liquidity risk
Liquidity risk is the risk that the Company will fail to meet its financial obligations in a timely and cost effective manner due to mismatches in the maturity profile of assets and liabilities. The Company’s liquidity risk is principally managed using third-party borrowings and intercompany loans. Cash flows generated from operations are used to finance these facilities per the contractual provisions in place.

Qualifying third party indemnity provisions

An insurance policy is in place which covers Directors and Officers claims.

Disclosure of information to auditors

Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

Refer to note 18 for details of post balance sheet events.

Auditors

The auditors, Wellden Turnbull Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

Ms A L Bath

Director

Date: 9 October 2025

Page 3

GRAVIS SOLAR 1 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAVIS SOLAR 1 LIMITED

Opinion

We have audited the financial statements of Gravis Solar 1 Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Income and Retained Earnings, the Balance Sheet and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its loss for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to note 2.5 of the financial statements that sets out the position of the Company with respect to going concern. Two of the Company's indirect subsidiaries are currently subject to an ongoing audit by the Office of Gas and Electricity Market (OFGEM), the energy regulator, the outcome of which is uncertain. An adverse or unfavourable finding following a regulatory review could result in a number of possible financial consequences for the impacted company and its ability to generate cashflows, which in turn may impact the ability of the Company to service its borrowings. As stated in note 2.5, these events or conditions, along with the other matters as set forth in note 2.5, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Page 4

GRAVIS SOLAR 1 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAVIS SOLAR 1 LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The Directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

∙the financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of Directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 2, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Page 5

GRAVIS SOLAR 1 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAVIS SOLAR 1 LIMITED (CONTINUED)

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue, the valuation of loans receivable and payable and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. The Companies Act 2006 and UK company tax law are those that we have identified in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

∙Enquiry of management and those charged with governance as to actual and potential litigation and claims;

∙Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations;

∙Performing audit work over the risk of management override of controls, including testing of journal 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;

∙Reviewing the recoverability of intercompany loans with reference to the underlying cash flows the subsidiaries are expected to generate over life;

∙Assessing the reasonableness of revenue recognised in the period and the requirement of accounting standards; and

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.

Page 6

GRAVIS SOLAR 1 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GRAVIS SOLAR 1 LIMITED (CONTINUED)

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Mark Nelligan FCA (Senior Statutory Auditor)

for and on behalf of

Wellden Turnbull Limited

Chartered Accounts

Statutory Auditors

Albany House

Claremont Lane

Esher

Surrey

KT10 9FQ

Date: 9 October 2025

Page 7

GRAVIS SOLAR 1 LIMITED

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£000	£000


Turnover	4	2,403	3,802
Cost of sales		(6,036)	(6,110)
Gross loss		(3,633)	(2,308)
Administrative expenses		(878)	(383)
Exceptional administrative expenses	8	(6,926)	(8,584)
Operating loss		(11,437)	(11,275)
Tax on loss	7	-	-
Loss after tax		(11,437)	(11,275)



Retained earnings at the beginning of the year	(21,992)	(10,717)
Loss for the year	(11,437)	(11,275)
Retained earnings at the end of the year	(33,429)	(21,992)

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of income and retained earnings.

The notes on pages 10 to 19 form part of these financial statements.

Page 8

GRAVIS SOLAR 1 LIMITED

REGISTERED NUMBER: 11131346

BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£000		£000

Fixed assets
Investments	9		1		1
Current assets
Debtors: amounts falling due after more than one year	10	47,100		60,673
Debtors: amounts falling due within one year	10	27,414		31,657
Cash at bank and in hand	11	31		35
		74,545		92,365
Current liabilities
Creditors: amounts falling due within one year	12	(15,557)		(18,593)
Net current assets			58,988		73,772
Total assets less current liabilities			58,989		73,773
Creditors: amounts falling due after more than one year	13		(92,417)		(95,764)

Net liabilities			(33,428)		(21,991)

Capital and reserves
Called up share capital	15	1	1
Profit and loss account	16	(33,429)	(21,992)
		(33,428)	(21,991)

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

Ms A L Bath

Director

Date: 9 October 2025

The notes on pages 10 to 19 form part of these financial statements.

Page 9

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

Gravis Solar 1 Limited is a private company, limited by shares and incorporated in England and Wales, registration number 11131346. The registered office address is 24 Savile Row, London, W1S 2ES.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

These financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £'000 unless otherwise stated.

The following principal accounting policies have been applied:

2.2

Compliance with accounting standards

The accounts have been prepared using FRS 102, the financial reporting standard applicable in the UK and Republic of Ireland. There were no material departures from that standard.

2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Gravis Asset Holdings Limited as at 31 December 2024 and these financial statements may be obtained from Companies House.

2.4

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 10

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Going concern

The Company was loss making in the period and is in a net liability position at the year end date.
The financial statements have been prepared on a going concern basis which means that the Company can be expected to meet its liabilities as they fall due for a period of 12 months from the date of approval these financial statements. In assessing the appropriateness of the going concern basis of preparation the Directors have taken into account the key risks of the business, including the Company’s business model and the availability of cash resources.
The Company provides intermediary finance to its direct and indirect subsidiary undertakings, both of whom are holding companies for subsidiaries engaged in the generation and sale of renewable solar electricity. Two of the Company's indirect subsidiaries are currently subject to ongoing audits by OFGEM, the energy regulator, in relation to compliance with the Renewable Obligation Order (ROO). An adverse finding by OFGEM could result, amongst other things, in the withdrawal of a generating stations Renewable Obligations Certificates (ROC) accreditation where there has been material non-compliance with the ROO. If OFGEM proceed with withdrawing the ROCs accreditation then the respective subsidiaries ability to generate income to repay the intercompany loans will be significantly impacted and in turn, the Company's ability to service its borrowings.
The outcome of the ongoing audits in the Group remain uncertain as at the date of approval of these financial statements however the Directors note that all subsidiaries continue to receive ROC certificates.
Although there is uncertainty as to the outcome of these audits, the Directors cite the ongoing support of the Company’s parent and lender to not demand repayment of their outstanding debt to the detriment of the Company.
On this basis the Directors consider it is appropriate to prepare the financial statements on a going concern basis.

2.6

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.
Revenue comprises interest receivable from the provision of loan financing. Interest receivable is recognised over the loan period using the effective interest method, which takes into account related fees and transaction costs.

2.7

Interest payable

Interest payable is recognised using the effective interest method, which takes into account related fees and transaction costs. Interest payable is included within cost of sales as it is directly attributable to the interest receivable included in revenue.

2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Page 11

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.9

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.11

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.

2.12

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.13

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.

2.14

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the

Page 12

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.14

Financial instruments (continued)

estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 13

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management is required to make judgements, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such such estimates.
The Directors do not consider the Company to have any key sources of estimation uncertainty nor significant judgements or assumptions in preparing these financial statements.

Turnover

The whole of the turnover is attributable to the Company's principal activity.

All turnover arose within the United Kingdom.

Audit of the Company's financial statements

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Employees

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

Page 14

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024



Total current tax	-	-

Loss on ordinary activities before tax

(11,437)

(11,275)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)	(2,859)	(2,650)
Effects of:
Unrelieved tax losses carried forward	2,859	2,650
Total tax charge for the year	-	-

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

8.	Exceptional items
		2024	2023
		£000	£000

Loan impairment

6,926

8,584

Due to changes in the future cash flows expected to be generated by the Company's loan debtors, the Directors' have estimated that the recoverable value of the loans is less than their carrying value. An impairment charge has therefore been recognised in the statement of income and retained earnings in the period of £6,926,000 (2023 - £8,584,000).

Page 15

GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

9.	Fixed asset investments

		Investments in subsidiary companies
		£000
	Cost or valuation
	At 1 January 2024	1
	At 31 December 2024	1

Subsidiary undertaking
The following was a subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Solarplicity AS Holdings Limited

24 Savile Row, London, W1S 2ES

Ordinary

100%

10.	Debtors
		2024	2023
		£000	£000

Due after more than one year
Loans to group undertakings	47,100	60,673

					2024	2023
					£000	£000

Due within one year
Loans to group undertakings	27,378	31,638
Other debtors	36	19
	27,414	31,657

Loans to group undertakings comprise unsecured loan notes accounted for at amortised cost. An impairment in respect of this balance was recorded in the period as set out in note 8.
Turnover is represented, in its entirety, by interest receivable on loans to group undertakings.

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GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

11.	Cash and cash equivalents
		2024	2023
		£000	£000

	Cash at bank and in hand	31	35

12.	Creditors: Amounts falling due within one year
		2024	2023
		£000	£000

Trade creditors	2	-
Loans from a group undertaking	6,300	6,814
Other loans	9,255	11,779
	15,557	18,593

Loans from a group undertaking comprise unsecured loan notes which are interest bearing and repayable on demand.
Refer to note 13 for details of other loans.
Cost of sales is represented, in entirety, by interest payable on the Company's borrowings.

13.	Creditors: Amounts falling due after more than one year
		2024	2023
		£000	£000

	Other loans	92,417	95,764

Other loans comprise loan notes which are repayable in instalments by 2052 and attract interest at 6.5% per annum.
Other loans are secured over all assets of the Company, present and future.

The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:
	2024	2023
	£000	£000

Repayable by instalments

85,373

70,448

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GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.	Financial instruments
		2024	2023
		£000	£000

	Financial assets
	Financial assets measured at amortised cost	74,545	92,365

	Financial liabilities
	Financial liabilities measured at amortised cost	107,974	114,357

	Financial assets measured at amortised cost comprise cash at bank, loans to group undertakings and other debtors.
	Financial liabilities measured at amortised cost comprise loans from a group undertaking, other loans and trade creditors.

15.	Share capital
		2024	2023
		£000	£000

Allotted, called up and fully paid

1,000 (2023 - 1,000) Ordinary Shares shares of £1.00 each	1	1

16.

Reserves

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.

17.	Related party transactions
	The Company is exempt under the terms of Financial Reporting Standard 102 (FRS102) Section 33 paragraph 1A, from disclosing related party transactions with other group companies, on the grounds that the Company is wholly owned within the Group.

18.	Post balance sheet events

Subsequent to the year end, the Company entered into a settlement agreement in respect of a Warranty and Indemnity Insurance Policy signed when the Company acquired its subsidiary undertaking on 26 January 2018. The Company received a settlement amount of £19,435,000.

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GRAVIS SOLAR 1 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

19.	Controlling party

The Company's immediate and ultimate parent company is Gravis Asset Holdings Limited, a company incorporated in England and Wales.
The smallest and largest group of undertakings into which the results of the Company are consolidated is headed by Gravis Asset Holdings Limited.
The registered office address of Gravis Asset Holdings Limited is 24 Savile Row, London, United Kingdom, W1S 2ES. The consolidated financial statements are available from the registered office address and Companies House.

Page 19