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Registered number: 08620289 FES CONTRACTS UK NO 2 LIMITED UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
FES CONTRACTS UK NO 2 LIMITED CONTENTS
| Page
Company information | 1
Balance sheet | 2
Notes to the financial statements | 3 - 9
FES CONTRACTS UK NO 2 LIMITED COMPANY INFORMATION
Directors | M Brodin
| S Conway
| P Hawksworth
Company secretary | S Conway
Registered number | 08620289
Registered office | 10 Gloucester Place
| Portman Square
| London
| W1U 8EZ
Accountants | Blick Rothenberg Limited
| Chartered Accountants
| 16 Great Queen Street
| Covent Garden
| London
| WC2B 5AH
Page 1
|  | REGISTERED NUMBER:08620289
FES CONTRACTS UK NO 2 LIMITED BALANCE SHEET AS AT 31 MARCH 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 4 | - |  | 855,815 |
Bank and cash balances |  | - |  | 43,578 |
|  | - |  | 899,393 |
Creditors: amounts falling due within one year | 5 | (4,250) |  | (737,193) |
Net current (liabilities)/assets |  |  | (4,250) |  | 162,200
Total assets less current liabilities |  |  | (4,250) |  | 162,200
Creditors: amounts falling due after more than one year | 6 |  | - |  | (15,661)
Provisions for liabilities |  |  |  |  |
Deferred tax | 7 | - |  | (211,062) |
|  |  | - |  | (211,062)
Net liabilities |  |  | (4,250) |  | (64,523)
Capital and reserves |  |  |  |  |
Called up share capital | 8 |  | 1 |  | 1
Profit and loss account |  |  | (4,251) |  | (64,524)
Net deficit |  |  | (4,250) |  | (64,523)
The directors consider that the company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006. The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements. The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
S Conway
Director
Date: 4 November 2025
The notes on pages 3 to 9 form part of these financial statements. Page 2
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
1. | General information
FES Contracts UK No 2 Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is 10 Gloucester Place, Portman Square, London, W1U 8EZ. The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. 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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The following principal accounting policies have been applied:
| 2.2 | Going concern
During the year, a decision was made to strike off and close down the company. Accordingly, the financial statements have been prepared on a basis other than going concern.
| 2.3 | Revenue
Income from leasing comprises fees and commissions arising from the service agreement with its customers which is recognised on an accruals basis together with finance lease revenue. The revenue receivable under finance leases is apportioned between revenue and the repayment of the investment in finance leases. Over the whole period of the finance lease, the finance income equals gross earnings from the lease, i.e. the amount by which the total of the receipts expected by the lessor exceeds the cost of the leased asset. The receipts expected by the lessor consist of the total rentals payable by the lessee, together with any residual value of the asset, which is receivable by the lessor, whether or not that residual value is guaranteed. Income from termination of lease agreements is recognised once a lease is terminated and the company has transferred the significant risks and rewards of ownership to the buyer and it is probable that that company will receive the previously agreed upon payment. Income from direct sales of lighting systems is recognised when the company has transferred the significant risks and rewards of ownership to the buyer and it is probable that the company will receive the previously agreed upon payment. These criteria are considered to be met when the goods are delivered and installed for the customer in accordance under the terms of the sales agreement. Revenue is recognised net of value added taxes.
| 2.4 | Leased assets: the company as lessor
Where the company leases assets to a third party and gives rights approximating to ownership (finance leases), the assets are treated as if they had been sold outright. Lease payments are analysed between capital and interest components so that the interest element of the payment is credited to the income statement over the period of the lease and represents a proportionate recognition of the payments on an actuarial basis, calculated on the net investment in the lease. The capital part reduces the amounts owed by the lessee. Page 3
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.5 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.6 | Cash at bank
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
| 2.7 | Financial instruments
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments. Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. The company’s policies for its major classes of financial assets and financial liabilities are set out below. Financial assets Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Financial liabilities Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Page 4
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.8 | Financial instruments (continued)
Impairment of financial assets Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. Derecognition of financial assets and financial liabilities Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting of financial assets and financial liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
| 2.9 | Impairment
The carrying value of finance lease assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.
| 2.10 | Financial liabilities and equity
Financial liabilities and equity are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instrument's legal form. Page 5
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.11 | Loan arrangement fees
Loan arrangement fees are initially recognised as a reduction in the proceeds of the associated capital instrument. These costs are amortised over the term of the associated capital instrument in accordance with the effective interest rate.
| 2.12 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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. Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years. 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. Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the 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 the financial statements. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
3. | Employees
| The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL).
Page 6
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
4. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | - | 12,049
| Amounts owed by group undertakings | - | 801,172
| Other debtors | - | 32,553
| Prepayments and accrued income | - | 10,041
|  | - | 855,815
| The total cost of assets acquired from the purpose of letting under finance leases is £966,531 (2024 - £966,531). Included within amounts owed by fellow subsidiary undertakings are balances which bear no interest, are unsecured and are repayable on demand.
5. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | - | 10,951
| Amounts owed to group undertakings | - | 714,118
| Other taxation and social security | - | 6,024
| Accruals and deferred income | 4,250 | 6,100
|  | 4,250 | 737,193
| Included within amounts owed to fellow subsidiary undertakings and parent undertaking are balances which bear no interest, are unsecured and are repayable on demand. In September 2020, the company entered into a new facility under the Bounce Back Loan scheme. The loan bears an interest of 2.5% with no principal repayments for the first 12 months and the UK Government has provided a guarantee of up to 80% of the loan balance to the Bank. The company began making repayments in October 2021. The loan was repaid in full on 12 November 2024.
Page 7
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
6. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | - | 15,661
7. | Deferred taxation
|  | 2025
|  | £
| At beginning of year | 211,062
| Charged to profit or loss | (211,062)
| At end of year | -
| The deferred taxation balance is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fixed asset timing differences | - | 211,062
Page 8
FES CONTRACTS UK NO 2 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
8. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2024 - 1) Ordinary share of £1.00 | 1 | 1
9. | Leases receivable
| The company leases out lighting assets under non-cancellable leases for the following minimum lease receipts:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | - | 32,554
10. | Related party transactions
| The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
11. | Ultimate parent company and ultimate controlling party
The company is a subsidiary of FES Lighting UK Limited, a company incorporated in England and Wales. The ultimate parent company is Future Energy Solutions Lighting Holdings Limited, a company incorporated in England and Wales with a registered office at 10 Gloucester Place, Portman Square, London, W1U 8EZ. The ultimate controlling party is Mr A Lyons.
Page 9