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Registered number: 09348907 FAWLEY WATERSIDE LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
FAWLEY WATERSIDE LIMITED COMPANY INFORMATION
Directors | W W Astor (resigned 18 November 2024)
| M W A Doran
Registered number | 09348907
Registered office | Fawley Power Station
| Fawley
| Southampton
| SO45 1TW
Independent auditors | James Cowper Kreston Audit
| 9th Floor
| 1-4 Cumberland Place
| Southampton
| Hampshire
| SO15 2NP
FAWLEY WATERSIDE LIMITED CONTENTS
| Page
Strategic report | 1
Director's report | 2 - 3
Independent auditors' report | 4 - 6
Statement of comprehensive income | 7
Balance sheet | 8
Statement of changes in equity | 9
Statement of cash flows | 10
Notes to the financial statements | 11 - 23
FAWLEY WATERSIDE LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 MARCH 2025
Business review
Fawley Waterside Limited (“FWL”) completed the acquisition of Fawley Power Station and the surrounding site, totaling c.300 acres, on the West coast of Southampton Water (the “Site”) on 19 October 2015, for a total consideration of £31.7 million including VAT (£5 million of which has since been recovered) and transaction costs. The long-term strategy for the site is to seek opportunities to maximise site value. During the year ended 31 March 2025 an advisory team was appointed to prepare a new planning application.
Principal risks and uncertainties
In common with many businesses, the Company is exposed to a range of risks. The director manages risk in a variety of ways depending on its nature and its potential impact. The director believes the following risks to be the most significant for the Company:
Business risk
The Company will pursue outline planning permission, subject to section 106 agreement, the precise nature of which is still to be confirmed, but which is highly likely to be centred around commercial, power and marine uses. To maximise the value of the site, the business will need to produce a potentially profitable scheme and attract any necessary funding. There is a risk that the Company will incur additional planning risk when moving to the detailed planning stage, or otherwise be unable to secure whatever funding might be necessary.
Default risk and defaulting Limited Partners
Related to the above, were a limited partner of the parent undertaking, Fawley Waterside (UK) Limited Partnership, to default on its obligations to fund drawdowns pursuant to its parent undertaking commitment, there could in theory be a funding shortfall. No such funding requests are expected to be made within the next twelve months, and nor - were they to prove necessary, contrary to that expectation - is a funding shortfall considered likely. This report was approved by the board and signed on its behalf.
M W A Doran Director
Date: 10 November 2025
Page 1
FAWLEY WATERSIDE LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 MARCH 2025 The director presents their report and the financial statements for the year ended 31 March 2025.
Directors
The directors who served during the year were:
W W Astor (resigned 18 November 2024)
M W A Doran
Director's responsibilities statement
The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations. Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director 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 director is required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgments 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 director is 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.
Principal activity
The principal activity of the Company is the ownership of a land site at Fawley near Southampton requiring planning permission for the purpose of future development.
Future developments
The long-term strategy for the site is to seek opportunities to maximise site value.
Results and dividends
The profit for the year, after taxation, amounted to £1,191,000 (2024: £617,000 ). During the year, there was no payment of a dividend (2024: nil). Page 2
FAWLEY WATERSIDE LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2025
Political contributions
The Company made no political donations during the year (2024: nil).
Disclosure of information to auditors
Each of the persons who are a director 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 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.
Auditors
The auditors, James Cowper Kreston Audit, 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.
M W A Doran Director
Date: 10 November 2025
Page 3
FAWLEY WATERSIDE LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FAWLEY WATERSIDE LIMITED
Opinion
We have audited the financial statements of Fawley Waterside Limited (the 'Company') for the year ended 31 March 2025, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity 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 March 2025 and of its 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 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 2.2 in the financial statements, which indicates that the Company's ability to continue as a going concern is dependent on continued and, in a severe but plausible downside scenario, additional financial support being made available by its ultimate parent, over which there is uncertainty. As stated in note 2.2, these events or conditions, along with the other matters as set forth in note 2.2, 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. Page 4
FAWLEY WATERSIDE LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FAWLEY WATERSIDE 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 director 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 Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic report and the Director's 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 and the Director's 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 director' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit; or ∙the director were not entitled to prepare the financial statements in accordance with the small companies regime
Responsibilities of directors
As explained more fully in the Director's responsibilities statement set out on page 2, the director 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 director 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 director 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 director either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 5
FAWLEY WATERSIDE LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FAWLEY WATERSIDE 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. 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. The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows: ∙Enquiry of management and those charged with governance around actual and potential litigation and claims; ∙Reviewing minutes of meetings of those charged with governance; ∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable 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. 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.
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. Michael Bath BSc FCA DChA (Senior statutory auditor) for and on behalf of James Cowper Kreston Audit Charted Accountants and Statutory Auditors 9th Floor 1-4 Cumberland Place Southampton Hampshire SO15 2NP 11 November 2025 Page 6
FAWLEY WATERSIDE LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 MARCH 2025
| 2025 | 2024
Note | £000 | £000
Turnover | 4 | 2,802 | 2,566
Cost of sales | 5 | (387) | (381)
Gross profit |  | 2,415 | 2,185
Administrative expenses |  | (1,126) | (1,192)
Other operating charges |  | - | (84)
Operating profit | 6 | 1,289 | 909
Interest receivable and similar income |  | 77 | 35
Interest payable and similar expenses | 9 | (176) | (327)
Profit before tax |  | 1,190 | 617
Tax on profit | 10 | - | -
Profit for the financial year |  | 1,190 | 617
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 11 to 23 form part of these financial statements.
Page 7
FAWLEY WATERSIDE LIMITED REGISTERED NUMBER: 09348907 BALANCE SHEET AS AT 31 MARCH 2025
|  | 2025 |  | 2024
Note |  | £000 |  | £000
Fixed assets |  |  |  |  |
Tangible assets | 11 |  | 58 |  | 37
|  |  | 58 |  | 37
Current assets |  |  |  |  |
Work in progress | 12 | 26,630 |  | 26,630 |
Debtors: amounts falling due within one year | 13 | 232 |  | 662 |
Cash at bank and in hand |  | 2,714 |  | 1,740 |
|  | 29,576 |  | 29,032 |
Creditors: amounts falling due within one year | 14 | (11,470) |  | (12,095) |
Net current assets |  |  | 18,106 |  | 16,937
Total assets less current liabilities |  |  | 18,164 |  | 16,974
Creditors: amounts falling due after more than one year | 16 |  | (750) |  | (750)
Net assets |  |  | 17,414 |  | 16,224
Capital and reserves |  |  |  |  |
Called up share capital | 17 |  | 36,840 |  | 36,840
Profit and loss account |  |  | (19,426) |  | (20,616)
|  |  | 17,414 |  | 16,224
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
M W A Doran
Director
Date: 10 November 2025
The notes on pages 11 to 23 form part of these financial statements. Page 8
FAWLEY WATERSIDE LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2025
| Called up share capital | Profit and loss account | Total equity
| £000 | £000 | £000
At 1 April 2024 | 36,840 | (20,616) | 16,224
Total comprehensive income for the year | - | 1,190 | 1,190
At 31 March 2025 | 36,840 | (19,426) | 17,414
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2024
| Called up share capital | Profit and loss account | Total equity
| £000 | £000 | £000
At 1 April 2023 | 36,840 | (21,233) | 15,607
Total comprehensive loss for the year | - | 617 | 617
At 31 March 2024 | 36,840 | (20,616) | 16,224
| The notes on pages 11 to 23 form part of these financial statements.
Page 9
FAWLEY WATERSIDE LIMITED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2025
|  |  | 2025 | 2024
|  |  | £000 | £000
Cash flows from operating activities |  |
Profit for the financial year | 1,190 | 617
Adjustments for: |  |
Depreciation of tangible assets | 32 | 13
Interest paid | 176 | 327
Interest received | (77) | -
Taxation charge | - | (35)
Decrease/(increase) in debtors | 432 | (460)
(Decrease)/increase in creditors | (627) | 464
Corporation tax received | - | 357
Net cash generated from operating activities | 1,126 | 1,283
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (53) | (51)
Net cash from investing activities | (53) | (51)
Cash flows from financing activities |  |
Repayment of loans | - | (5,299)
New loans from group companies | - | 5,442
Interest paid | (176) | (327)
Government grant income | - | 113
Interest recieved | 77 | 35
Net cash used in financing activities | (99) | (36)
Net increase in cash and cash equivalents | 974 | 1,196
Cash and cash equivalents at beginning of year | 1,740 | 544
Cash and cash equivalents at the end of year | 2,714 | 1,740
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 2,714 | 1,740
| 2,714 | 1,740
The notes on pages 11 to 23 form part of these financial statements.
Page 10
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
1. | General information
Fawley Waterside Limited (the "Company") is a private company limited by shares and incorporated and domiciled in England and Wales. The registered number is 09348907 and the registered address is Fawley Power Station, Fawley, Southampton, S045 1TW. 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. All amounts in the financial statements have been rounded to the neared £1,000. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Going concern
The financial statements are prepared on a going concern basis which the director believes to be appropriate for the following reasons: At 31 March 2025, the Company had an outstanding bank loan of £2,340,000 (2023: £2,340,000) which has no fixed repayment term is therefore considered repayable on demand and amounts owed to group undertakings of £8,515,000 (2024: £8,515,000) which are similarly, due on demand. Cash and cash equivalents amounted to £2,714,000 (2024: £1,740,000) whilst most of current assets is Work in Progress of £26‚630‚000 (2024: £26,630,000). The director notes that during the year to 31 March 2021, outline planning permission was received in respect of the planned development at Fawley Waterside, which makes up the entirety of the Company’s work in progress and was the reason why the Company was formed. The director has prepared cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably possible downsides, the Company will have sufficient funds, through funding from its immediate parent, FWUKLP, to meet its liabilities as they fall due for that period. Those forecasts are dependent on FWUKLP not seeking repayments of the amounts due as at 31 March 2025, being £8‚515‚000, and providing additional financial support as required during that period. FWUKLP has indicated its intention to continue to make available such funds as are needed by the Company, and that it does not intend to seek repayment of the amounts due at the balance sheet date for the period covered by the forecasts. As with any company placing reliance on other group entities for financial support, the director acknowledges that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so. However, the ability of FWUKLP to continue to provide this support is dependent on its ability to obtain additional funding, if required, from its Limited Partners. If the remaining bank loan of £2,340,000 was to be recalled, the Company would be reliant on the partnership obtaining capital contributions to the same value, in order to provide this as additional funding to the Company. The director have an expectation, which they believe is reasonable, that the bank funding will not be recalled and that the partnership will continue to provide funding to the Company within the period covered by the forecasts. Page 11
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.2 | Going concern (continued)
Accordingly, at the time of signing these financial statements, the director considers that it remains appropriate to prepare the financial statements on a going concern basis. However, these circumstances represent a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern and, therefore, to continue realising its assets and discharging its liabilities in the normal course of business. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate.
| 2.3 | Financial instruments
ln accordance with FRS 102.22, financial instruments issued by the Company are treated as equity only to the extent that they meet the following two conditions: (a) they include no contractual obligations upon the Company to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Company; and (b) where the instrument will or may be settled in the Company’s own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Company’s own equity instruments or is a derivative that will be settled by the Company’s exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. To the extent that this definition is not met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company’s own shares, the amounts presented in these financial statements for called up share capital and share premium account exclude amounts in relation to those shares. Basic financial instruments Trade and other debtors Trade and other debtors are recognised initially at transaction price less attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of instrument for a similar debt instrument. Trade and other creditors Trade and other creditors are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method. lf the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of a similar debt instrument. Interest—bearing borrowings classified as basic financial instruments interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses. Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits. Page 12
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.4 | Impairment
Financial assets (including trade and other debtors) A financial asset not carried at fair value through profit or loss is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably. An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate. For financial instruments measured at cost less impairment an impairment is calculated as the difference between its carrying amount and the best estimate of the amount that the Company would receive for the asset if it were to be sold at the reporting date. Interest on the impaired asset continues to be recognised through the unwinding of the discount. Impairment losses are recognised in profit or loss. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss. Non-financial assets The carrying amounts of the Company’s non-financial assets, other than investment property, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. The recoverable amount of an asset is the greater of its value in use and its fair value less costs to sell. ln assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognised if the carrying amount of an asset or exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. An impairment loss is reversed if and only if the reasons for the impairment have ceased to apply.
| 2.5 | Work in progress
Work in progress is the land and site assets at Fawley Power Station and is recognised at the lower of cost and estimated selling price less costs to complete and sell. Costs comprise the purchase price of the land and assets and the related legal costs on acquisition which directly relate to bringing the work in progress to its existing location and condition. Page 13
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 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 is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Interest payable
Interest payable is recognised in profit or loss as it accrues, using the effective interest method.
| 2.9 | 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 14
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.10 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Plant and machinery | - | 3-5 years
|  |  |  | Motor vehicles | - | 5 years
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.11 | Government grants
Government grants are included within deferred income in the balance sheet and grant revenue is recognised in income when it is received or receivable and performance related conditions are fulfilled.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. Work in progress (Note 12) The Company has classified land as Work-in-Progress (WIP) under FRS 102 as it is held for subsequent development and resale. The classification of land as WIP is based on management’s assessment of the land’s intended use and current development activity. This classification will be reassessed if the intended use or development status changes. Page 15
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
4. | Turnover
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Rental income | 2,802 | 1,631
| Other income | - | 935
|  | 2,802 | 2,566
. |
| The future minimum lease payments receivable under non-cancellable leases are as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Less than one year | 1,240 | 2,797
| Between one and five years | 640 | 1,601
|  | 1,880 | 4,398
| All turnover is generated in the United Kingdom.
5. | Cost of sales
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Land rental costs | 116 | 46
| Planning application costs | 271 | 335
|  | 387 | 381
6. | Other (expense) / income
| Other income and expense relates to demolition cost.
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Other demolition expense | - | (84)
Page 16
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
7. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 18 | 18
8. | Employees
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Administrative staff | 5 | 4
9. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Interest on bank loans | 176 | 327
|  | 176 | 327
Page 17
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Total current tax | - | -
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Profit on ordinary activities before tax | 1,190 | 617
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 298 | 154
| Effects of: |  |
| Additional deduction for land remediation expenditure | - | (11)
| Brought forward losses utilised | (298) | (143)
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 18
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
11. | Tangible fixed assets
|  | Plant and equipment | Motor vehicles | Total
|  | £000 | £000 | £000
| Cost or valuation |  |  |
| At 1 April 2024 | 42 | 8 | 50
| Additions | 53 | - | 53
| At 31 March 2025 | 95 | 8 | 103
| Depreciation |  |  |
| At 1 April 2024 | 13 | - | 13
| Charge for the year | 30 | 2 | 32
| At 31 March 2025 | 43 | 2 | 45
| Net book value |  |  |
| At 31 March 2025 | 52 | 6 | 58
| At 31 March 2024 | 29 | 8 | 37
12. | Work in progress
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Work in progress | 26,630 | 26,630
| On 19 October 2015, the Company acquired the land at Fawley Power Station and the surrounding site on the West Coast of Southampton Water for a consideration of £25,000,000 plus stamp duty of £1,200,000 and related transaction costs of £430,000. The land site has been pledged as security for the Company's bank loan. Work in progress recognised as cost of sales in the year amounted to £nil (2024: £nil).
Page 19
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
13. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Trade debtors | 139 | 474
| Other debtors | - | 91
| Prepayments and accrued income | 93 | 97
|  | 232 | 662
14. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Bank loans | 2,340 | 2,340
| Trade creditors | 268 | 393
| Amounts owed to parent undertakings | 8,515 | 8,515
| Other taxation and social security | 48 | 66
| Other creditors | 9 | 9
| Accruals and deferred income | 290 | 772
|  | 11,470 | 12,095
| The amount owed to parent undertaking is a loan due to Fawley Waterside (UK) Limited Partnership, bearing no interest and is repayable on demand.
Page 20
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
15. | Loans
| This note provides information about the contractual terms of the Company's interest-bearing loans and borrowings, which are measured at amortised cost.
| Analysis of the maturity of loans is given below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Amounts falling due within one year |  |
| Bank loans | 2,340 | 2,340
| The primary bank loan of £2.34m (2024: £2.34m) is interest bearing at a variable interest rate of 2.5% above the bank's base rate. The minimum interest payable is 5.5% per annum, repayable on demand. During 2022 a new loan facility of £3.25m was obtained. The loan has no fixed duration and is repayable on demand. This is an interest bearing loan at a variable interest of 5.1% over bank base rate. At the year end £3.25m has been drawn down against this facility and repaid (2024: £3.25m had been drawn down and nil repaid). The land site has been pledged as security for the Company's bank loans.
16. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Accruals and deferred income | 750 | 750
| Government grant During the prior year 'Solent Local Enterprise Partnership' in partnership with Portsmouth City Council ("the Council") (acting as Accountable Body) has provided Fawley Waterside Limited with a grant related to the ongoing principal activities of future residential and commercial development in relation to the design, supply, installation and testing of underground cable works at Fawley Waterside Limited. As per the arrangement, a grant amounting to 50% of the total Project cost of £1,500,000, up to a maximum of £750‚000‚ has been agreed. The grant is subject to specified future performance-related conditions as listed below: a) 31km of fibre cables to be laid from a connection point at Houndsdown to the development site itself; b) 200 business or institutions be assisted in terms of access to high speed intemet via this fibre line; and c) 19,800 high speed broadband connections bc made by 2030. A grant of £637,500 was received during the year ended 31 March 2023 and a final payment of £112,500 was received in the prior year ended 31 March 2024 based on the above conditions and the satisfactory Project evaluation report being met post year end. As at 31 March 2025, the above performance-related conditions are yet to be fulfilled, therefore, the grant has been recognised as deferred income This amount will be recognised as income once the performance related conditions are satisfied.
Page 21
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
17. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
|  | Authorised, allotted, called up and fully paid |  |
|  | 36,840,001 (2024 - 36,840,001) Ordinary shares shares of £1.00 each | 36,840 | 36,840
| The holders of ordinary shares are entitled to receive dividends as declared.
18. | Financial instruments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Financial assets |  |
| Assets measured at amortised cost | 232 | 662
| Liabilities measured at amortised cost | (11,470) | (12,095)
|  | (11,238) | (11,433)
19. | Related party transactions
| During the year, the Company was charged staffing costs of £nil (2024: £281,939) by Fawley Waterside Management Limited, a company for which ARA Drummond is the sole director and shareholder. ARA Drummond was formerly a director of Fawley Waterside Limited, resigning in September 2023. The outstanding balance at year end was £nil (2024: £nil). During the year an amount of £NIL (2024: £5,442,249) was loaned to the Company by its parent Fawley Waterside Limited (UK) Partnership. The amount outstanding at the balance sheet date was £8,514,515 (2024: £8,514,515). The loan bears no interest and is repayable on demand. Key management personnel are considered to be the directors. The director did not receive any remuneration for their services to the Company during the period.
20. | Accounting estimates and judgements
Key sources of estimation uncertainty Management applies judgement regarding the valuation of the work in progress, which is assessed in conjunction with progress and developments made towards obtaining planning permission for the Fawley Power Station and the surrounding site. The site is currently held at cost in the absence of a grant of planning permission. Critical accounting judgements in applying the Company's accounting policies Management applies judgement to decisions regarding costs to be capitalised into work in progress and costs to be expensed to the statement of comprehensive income. Costs associated with the acquisition of the land and site assets have been capitalised. Costs associated with obtaining planning consent will be expensed to the statement of comprehensive income until the point where planning consent is obtained and the Section 106 is agreed. Page 22
FAWLEY WATERSIDE LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
21. | Controlling party
The Company is a wholly owned subsidiary of Fawley Waterside (UK) Limited Partnership, a limited partnership, registered office: Fawley Power Station, Fawley, Hampshire, SO45 1TW.
22. | Post balance sheet events
Subsequent to the year end, an unconnected third party has entered into a limited time option agreement to take a long lease on part of the Company's land.
Page 23