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Registered number: 15847271
ELSTREE BATTERY STORAGE LIMITED
ANNUAL REPORT FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELSTREE BATTERY STORAGE LIMITED
COMPANY INFORMATION
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Bird & Bird Company Secretaries Limited
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Chartered Accountants and Statutory Auditors
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ELSTREE BATTERY STORAGE LIMITED
CONTENTS
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Independent auditors' report
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Statement of Profit or Loss and Other Comprehensive Income
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Statement of financial position
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Statement of changes in equity
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Notes to the financial statements
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Detailed profit and loss account and summaries
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ELSTREE BATTERY STORAGE LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the period ended 31 December 2025.
The Company did not trade during the period and is currently developing a battery energy storage system.
The directors who served during the period were:
R Jimenez Chaves (appointed 22 November 2024, resigned 27 March 2026)
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R C Thwaites (appointed 18 July 2024)
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C C Forth (appointed 27 March 2026)
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Directors' responsibilities statement
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The directors are responsible for preparing the Directors' report and the financial statements, in accordance with applicable law.
Company law requires the directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards
for small and medium-sized entities (IFRS for SME's) as adopted by the UK.
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 the financial statements, the directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgements and estimates that are reasonable and prudent;
∙state whether they have been prepared in accordance with IFRS Accounting Standards in conformity with the requirements of the Companies Act 2006, subject to any material departures disclosed and explained in the financial statements;
∙assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
∙use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
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ELSTREE BATTERY STORAGE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
Disclosure of information to auditors
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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.
The auditors, MHA, 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.
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ELSTREE BATTERY STORAGE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTREE BATTERY STORAGE LIMITED
We have audited the financial statements of Elstree Battery Storage Limited for the period ended 31 December 2025 which comprise the Statement of profit or loss and other comprehensive income, the Statement of financial position, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of material accounting policies set out on pages 10 - 12. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards for small and medium-sized entities (IFRS for SME's) as adopted by the United Kingdom.
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its loss for the period then ended;
∙have been properly prepared in accordance with UK-adopted international accounting standards International Financial Reporting Standards for small and medium-sized entities (IFRS for SME's) as adopted by the United Kingdom; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
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.
Conclusions relating to going concern
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In auditing the financial statements, we have concluded that the use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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ELSTREE BATTERY STORAGE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTREE BATTERY STORAGE LIMITED (CONTINUED)
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
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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 period for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report has 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 on page 1, 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.
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ELSTREE BATTERY STORAGE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTREE BATTERY STORAGE 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙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 review of accounting estimates for bias;
∙Reviewing financial statement disclosures and testing 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.
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.
Stephen Poleykett BA (Hons) FCA (Senior statutory auditor)
for and on behalf of
MHA
Chartered Accountants and Statutory Auditors
2 London Wall Place
London
EC2Y 5AU
17 April 2026
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).
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ELSTREE BATTERY STORAGE LIMITED
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2025
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18 July 2024 to 31 December 2025
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Total comprehensive income
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The notes on pages 10 to 14 form part of these financial statements.
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ELSTREE BATTERY STORAGE LIMITED
REGISTERED NUMBER: 15847271
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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Property, plant and equipment
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Trade and other receivables
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Trade and other liabilities
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Issued capital and reserves
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The financial statements on pages 6 to 14 were approved and authorised for issue by the board of directors and were signed on its behalf by:
The notes on pages 10 to 14 form part of these financial statements.
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ELSTREE BATTERY STORAGE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
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Comprehensive income for the period
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Total comprehensive income for the period
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Contributions by and distributions to owners
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Total contributions by and distributions to owners
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The notes on pages 10 to 14 form part of these financial statements.
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ELSTREE BATTERY STORAGE LIMITED
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2025
Cash flows from operating activities
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Movements in working capital:
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Increase in trade and other receivables
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Increase in trade and other payables
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Cash generated from operations
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Net cash used in operating activities
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Cash flows from investing activities
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Purchases of property, plant and equipment
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Net cash used in investing activities
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Cash flows from financing activities
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Net cash from financing activities
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Net increase in cash and cash equivalents
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Cash and cash equivalents at the end of the period
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The notes on pages 10 to 14 form part of these financial statements.
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ELSTREE BATTERY STORAGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
Elstree Battery Storage 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.
The financial statements are prepared for the period from 18 July 2024 (date of incorporation) to 31 December 2025. This period is longer than twelve months as these are the Company’s first financial statements since incorporation. Accordingly, no comparative information is presented.
These financial statements are presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated.
2.Accounting policies
These financial statements have been prepared in accordance with UK-adopted International Accounting Standards (“IAS”) and with those parts of the Companies Act 2006 applicable to companies reporting under International Financial Reporting Standards for small and medium-sized entities (IFRS for SME's).
These are the first financial statements prepared by the Company in accordance with International Financial Reporting Standards for small and medium-sized entities (IFRS for SME's).
In preparing these financial statements, management has made judgments, estimates and assumptions that affect the application of the Company accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.
The financial statements have been prepared on an accruals basis and the historical cost convention. The principal accounting policies adopted are set out below.
The financial statements have been prepared on the going concern basis. The company had net liabilities of £14,900 at the balance sheet date. The company is supported by BW ESS Limited an intermediate parent company which has adequate resources to continue to provide support to the company for at least 12 months from the approval of the financial statements.
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ELSTREE BATTERY STORAGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Property, plant and equipment
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Assets under construction represent project construction costs plus other directly attributable costs incurred for Battery Energy Storage System (“BESS”) project development during the construction period. Cost includes the purchase price, any directly attributable costs of bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management, and the capitalisation of borrowing costs directly attributable to the acquisition or construction of qualifying assets during the development period in accordance with IAS 23 Borrowing Costs.
Assets under construction are not depreciated until they are brought into use and transferred to the appropriate category of property, plant and equipment.
Financial assets and financial liabilities are recognised when an entity becomes a party to the contractual provisions of the instruments.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.
Financial assets
Financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.
Financial assets that are 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 Statement of Profit or Loss.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangement 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.
Financial liabilities
Financial liabilities, including 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.
Financial liabilities classified as payable within one year are not amortised.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
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ELSTREE BATTERY STORAGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of transaction costs. Dividend payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.
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18 July 2024 to 31 December
2025
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Legal and professional fees
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Property, plant and equipment
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Assets under construction
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Assets under construction
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Assets under construction relate to direct costs incurred in the development of battery energy storage systems. These include construction, development, and other directly attributable costs, including capitalised borrowing costs in accordance with IAS 23.
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ELSTREE BATTERY STORAGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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Trade and other receivables
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Total current trade and other receivables
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Payables to related parties
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Total trade and other payables
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Included in the payable to related parties is an amount due to BW ESS Development UK Ltd.
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Ordinary Shares shares of £1.00 each
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Ordinary Shares shares of £1.00 each
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ELSTREE BATTERY STORAGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
Share capital
Share capital represents the nominal (par) value of shares that have been issued.
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Related party transactions
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During the period, the parent funded the Company's development expenditure and operating costs. All transactions were made in the normal course of business.
At the reporting date, the following balances were outstanding:
BW ESS Development UK Limited, a related party by virtue of common ownership within the group, had a creditor balance of £1,545,660. The balance is unsecured, interest free, and repayable on demand.
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Ultimate controlling party
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Elstree Battery Storage Limited is a subsidiary of the immediate parent company, BW ESS Development UK Limited which prepares standalone company financial statements. The ultimate holding company BW Altor Pte. Ltd. will prepare consolidated financial statements and these will be publicly available.
BW Altor Pte. Ltd is incorporated and domiciled in Singapore. The address of its registered office is 10 Pasir Panjang Road, #18-01 Mapletree Business City, Singapore 117438.
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Financial instruments - fair values and risk management
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The Company’s risk management is managed by the immediate holding company as part of its operations. The Company’s financial instruments comprise trade and other receivables, amounts due from related parties, cash and cash equivalents, and trade and other payables.
Liquidity Risk
Liquidity risk is considered low. The Company is an SPV and the Group maintains adequate cash reserves to meet the Company's current and foreseeable obligations as they fall due. Cash flow forecasts for the Group are reviewed regularly by management to ensure that sufficient funds are available to support operational and investment activities.
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