The directors present their annual report and financial statements for the year ended 31 December 2024. The comparatives to the financial statements relate to the period from 1 February to 31 December 2023.

The principal activity of the company in the year under review was that of computer programmers, consultants and agents.

No ordinary dividends were paid (2023:£600,000). The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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 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; and

• 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 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.

In the case of each director in office at the date the Directors' Report is approved:

• so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and

• they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.

The company directors have opted to apply the exemptions allowed under Section 414B of the Companies Act 2006 to not prepare a Strategic Report.

The Directors have reviewed the company objective, risk and management polices along with market conditions and forecast with cash flow projections. As a result, and along with the support of the ultimate controlling party. The ddirectors have concluded that the company has adequate and sufficient resources to continue to adopt a going concern basis in preparing the financial statements.

Future developments

The directors expect the company to continue operating steadily during the forthcoming year. Attention will remain on managing risks arising from economic and market conditions while seeking opportunities to improve operational efficiency and long-term profitability.

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

The directors of the company have elected not to include a copy of the income statement within the financial statements.

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

The notes on pages 7 to 15 form part of these financial statements.

TESLA (Europe) Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

• the requirements of IFRS 7 Financial Instruments: Disclosures;

• the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;

• the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;

• the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

- paragraph 79(a)(iv) of IAS 1;

- paragraph 73(e) of IAS 16 Property, Plant and Equipment;

• the requirements of paragraphs 10(d), 10)(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D and 111 of IAS 1

Presentation of Financial Statements;

• the requirements of paragraphs 134 to 136 of IAS 1 Presentation of Financial Statements;

• the requirements of IAS 7 Statement of Cash Flows;

• the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and

Errors;

• the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

The company meets its day-to-day working capital requirements through its cash reserves. The current economictrue conditions continue to create uncertainty, particularly over the level of demand for the company’s products. The company’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the company should be able to operate within the level of its current cash reserves. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for supplied services provided, stated net of discounts, returns and value added taxes.

Revenue from providing services is recognised in the accounting period in which the services are rendered and when it is probable that an economic benefit will flow to the entity and the revenue and costs can be reliably measured.

Deferred revenue

Deferred income represents payments received in advance for services that have not yet been rendered to the customer. This income is recognised as a liability on the statement of financial position upon receipt. It is subsequently recognised as revenue in the income statement in the period in which the related obligation is fulfilled, in accordance with the revenue recognition principle.

Interest income

Interest income is recognised as it accrues, using the effective interest method. The effective interest rate is the rate that exactly discounts estimated future cash receipts over the expected life of the financial instrument to the net carrying amount of the financial asset. Interest income is generally presented under 'Other income' in the income statement, unless it arises in the course of the company's ordinary activities, in which case it is presented as part of operating revenue.

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. The group's policy is to only capitalise purchases above £5,000.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The Company recognises a right-of-use (ROU) asset and a lease liability at the commencement date of a lease. The ROU asset is initially measured at cost, comprising:

•    the initial lease liability,

•    any initial direct costs,

•    lease payments made at or before the commencement date, and

•    restoration obligations.

ROU assets are subsequently depreciated over the shorter of the asset’s useful life or the lease term, and assessed for impairment when indicators exist.

The lease liability is measured at the present value of lease payments, discounted using the Company’s incremental borrowing rate unless the rate implicit in the lease is readily determinable. Lease liabilities are remeasured when lease terms change or when modifications occur.

The Company applies the exemptions for:

•    short-term leases (lease term < 12 months), and

•    leases of low-value assets.

Payments for these leases are recognised on a straight-line basis as an expense.

As the Company has adopted FRS 101, certain disclosures required under IFRS 16 have been reduced.

Adoption of New Lease Standard (IFRS 16)

Effective 1st January 2024, the Company adopted IFRS 16 – Leases, which requires lessees to recognize a right-of-use (ROU) asset and a corresponding lease liability for most leases previously classified as operating leases.

The Company applied the standard using the modified prospective approach and therefore did not restate comparative periods. The cumulative effect of initially applying the standard was recognized on 1st January 2024.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are recognised in the income statement. All other foreign exchange gains and losses are presented in the income statement within ‘Other (expenses)/income’.

Trade debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business. Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortized cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

The average monthly number of persons (including directors) employed by the company during the year was:

As total directors' remuneration was less than £200,000 in the current year, no disclosure is provided for that year.

The ultimate parent company in the period was Yes Energy LLC. a company incorporated in the USA (31 January 2024: ultimate parent company was Tesla Inc. a company incorporated in the USA).

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

Included in liabilities is deferred income of £1,654,749 (31 December 2023: £1,465,566) related to future revenues.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

As at 31 December 2024 the amount payable was £20,505 (2023: £10,279).

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report is unqualified and includes the following:

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 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.

The ultimate parent company which prepares consolidated financial statements under US GAAP. These consolidated financial statements are not publicly available in the UK and are not prepared in accordance with IFRS or an equivalent framework.

Accordingly, the company has not taken the exemption permitted by paragraph 8(k) of FRS 101 in respect of related party disclosures.

During the year the company entered into the following transactions with its parent company:

All transactions were made on an arm’s length basis.