REGISTERED NUMBER: 12335286 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

WORCESTERSHIRE SOLAR 1 LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

S J Beck

W Cranstone

J Armstrong

REGISTERED OFFICE:

5 New Street Square

London

EC4A 3TW

REGISTERED NUMBER:

12335286 (England and Wales)

AUDITORS:

Magma Audit LLP

16 Davy Court

Castle Mound Way

Rugby, CV23 0UZ

Magma Audit LLP is part

Of the Dains Group

FIXED ASSETS

Tangible assets

4

54,043,959

22,858,661

CURRENT ASSETS

Debtors

5

111,557

13,749,631

Cash at bank

3,167,554

8,069,941

3,279,111

21,819,572

CREDITORS

Amounts falling due within one year

6

(56,740,401

)

(44,162,390

)

NET CURRENT LIABILITIES

(53,461,290

)

(22,342,818

)

TOTAL ASSETS LESS CURRENT LIABILITIES

582,669

515,843

CAPITAL AND RESERVES

Called up share capital

1

1

Other reserves

586,749

586,749

Retained earnings

(4,081

)

(70,907

)

SHAREHOLDERS' FUNDS

582,669

515,843

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2025 and were signed on its behalf by:

J Armstrong - Director

1.	STATUTORY INFORMATION

Worcestershire Solar 1 Limited is a limited company, registered in England and Wales. Its registered office address is 5 New Street Square, London, EC4A 3TW and the registered number is 12335286.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in Sterling (£) and are rounded to the nearest pound (£).

Going Concern

At the year end the company had net current liabilities of £53,461,290 (2024: £22,342,818). The directors have prepared the financial statements on a going concern basis as Gresham House Secure Income Renewable Energy and Storage LP, a Limited Partnership ('LP') under common control, have the ability and the intention to continue supporting the company's operating activities for at least 12 months from the date of approval. In addition, the LP will not call for the repayment of the outstanding loans of £56,723,085 (2024: £43,489,568) until 2035 as per the loan agreement.

Critical accounting judgements and key sources of estimation uncertainty

The company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

(i) Impairment of tangible fixed assets

Annually, the directors consider whether tangible fixed assets are impaired. Where an indication of impairment is identified, the estimation of the recoverable value requires an estimation of the future cash flows from the tangible fixed asset and also the selection of appropriate discount rates in order to calculate the net present value of those cash flows.

Tangible fixed assets

Assets under construction are stated at acquisition cost. Additions include amounts payable to third party contractors for the construction of the solar plant and other costs that were directly attributable to bringing the assets into working condition for their intended use.

Depreciation is provided on all property, plant and equipment, at annual rates calculated in order to write off the cost, less estimated residual value, on a straight-line basis over their expected useful lives.

Interest on loan amounts used for capital expenditure during the construction phase of the assets are capitalised according to the nature of the capital expenditure.

Depreciation commences when the asset becomes ready for its intended use. The residual values, if not insignificant, and remaining useful lives are reassessed at each reporting date. When parts of an item of property, plant and equipment have different useful lives, those components are accounted for as separate items of property, plant and equipment.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the profit and loss account.

Impairment of non-financial assets

At each balance sheet date non-financial assets not carried at fair value are assessed to determine whether there is an indication that the asset may be impaired. If there is such an indication, the recoverable amount of the asset is compared to the carrying amount of the asset.

The recoverable amount of the asset is the higher of the fair value less costs to sell and value in use. Value in use is defined as the present value of the future cash flows before interest and tax obtainable as a result of the asset’s (or asset’s cash generating unit’s) continued use. These cash flows are discounted using a pre-tax discount rate that represents the current market risk-free rate and the risks inherent in the asset.

If the recoverable amount of the asset is estimated to be lower than the carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognised in the profit and loss account, unless the asset has been revalued when the amount is recognised in other comprehensive income to the extent of any previously recognised revaluation. Thereafter any excess is recognised in profit or loss.

If an impairment loss is subsequently reversed, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of depreciation or amortisation) had no impairment loss been recognised in prior periods. A reversal of an impairment loss is recognised in the profit and loss account.

Financial instruments

(i) Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances 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.

Such assets are subsequently carried at amortised cost using the effective interest rate method.

(ii) Financial liabilities

Basic financial liabilities, including trade and other creditors 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.

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

Taxation

The tax expense for the year comprises current and deferred tax.

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.

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.

Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Operating leases

Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Payments under operating leases are capitalised and once the site is operational the payments will be charged to profit or loss.

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with maturities of three months or less.

Other reserves

Other reserves includes a capital contribution made by a previous parent company in relation to the waiver of loan balances.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2024 - 3 ) .

4.	TANGIBLE FIXED ASSETS

Asset

under

constructio

£

COST

At 1 April 2024

22,858,661

Additions

31,185,298

At 31 March 2025

54,043,959

NET BOOK VALUE

At 31 March 2025

54,043,959

At 31 March 2024

22,858,661

Included within assets under construction are capitalised borrowing costs of £3,485,177 (2024: £895,874).

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Other debtors

76,185

50,790

VAT

4,264

1,704,947

Prepayments and accrued income

31,108

11,993,894

111,557

13,749,631

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

1,878

634,141

Amounts owed to group undertakings

56,723,085

43,489,568

Accruals and deferred income

15,438

38,681

56,740,401

44,162,390

Amounts owed to group undertakings are unsecured and repayable at the earlier of (i) immediately on written demand from the lender, and (ii) 1 March 2035. The loan amount attracts an interest rate of 5% per annum.

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

97,208

97,208

Between one and five years

388,833

388,833

In more than five years

3,278,714

3,353,685

3,764,755

3,839,726

8.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Ryan Parkin (Senior Statutory Auditor)

for and on behalf of Magma Audit LLP

9.	CAPITAL COMMITMENTS

At the year end, the company had a capital commitment of £11,051,918 (2024: £26,400,110) in relation to the ongoing construction of the solar photovoltaic plant. This commitment is expected to be fully paid by September 2026.

10.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.