Company registration number 08113363 (England and Wales)
CWE NORWIN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
CWE NORWIN LIMITED
COMPANY INFORMATION
Directors
TP French
SJL Myers
MR Hubbard
(Appointed 19 February 2026)
Company number
08113363
Registered office
First Floor, River Court
The Old Mill Office Park
Mill Lane
Godalming
Surrey
GU7 1EZ
Auditor
Azets Audit Services
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
CWE NORWIN LIMITED
CONTENTS
Page
Directors' Report
1 - 2
Directors' Responsibilities Statement
3
Independent Auditor's Report
4 - 6
Profit and Loss Account
7
Statement of Comprehensive Income
8
Balance Sheet
9
Statement of Changes in Equity
10
Notes to the Financial Statements
11 - 23
CWE NORWIN LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company is that of electricty generation from its wind turbines.

Directors

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

BJA Hutt
(Resigned 31 December 2025)
TP French
SJL Myers
MR Hubbard
(Appointed 19 February 2026)
Fair review of the business

The results of the company for the year show a pre-tax profit of £156,795 (2024 - £559,401) and turnover of £2,220,029 (2024 - £2,608,837).

The company has 29 operating turbines.

Going Concern

The financial statements have been prepared on a going concern basis.

The company meets its day to day working capital requirements through cash generated from operations and finances its activities through bank loan facilities. Further details are given in note 1.

The company and group’s forecasts and projections for the next twelve months show that the company should be able to continue in operational existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the impact on the economy of the ongoing high levels of inflation and the continued unrest in the Middle East. In the directors’ assessment they have considered the effectiveness of available measures to assist in mitigating any impact of the effect of cost increases and delays in repairs.

Consequently after making enquiries, the directors have a reasonable expectation that the company has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

Disclosure of information to the auditor

Each of the directors has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

CWE NORWIN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Reappointment of auditor

The auditor Azets Audit Services will be deemed to be reappointed under section 487(2) of the Companies Act 2006.

Small companies' provision statement

This report has been prepared in accordance with the small companies regime under the Companies Act 2006.

Approved and authorised for issue by the Board on
11 June 2026
11 June 2026
and signed on its behalf by:
..............................
SJL Myers
Director
CWE NORWIN LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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; 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.

CWE NORWIN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CWE NORWIN LIMITED
- 4 -
Opinion

We have audited the financial statements of CWE Norwin Limited (the 'company') for the year ended 31 December 2025, which comprise the Profit And Loss Account, the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including 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 December 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 Auditor's 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 UK, including the FRC’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

In auditing the financial statements, we have concluded that the directors' 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- the information given in the Directors' Report for the financial year 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.

CWE NORWIN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CWE NORWIN LIMITED (CONTINUED)
- 5 -
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 identifie d material misstatements in 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; or

- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the Directors' Report and from the requirement to prepare a Strategic Report.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement, 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.

Auditor's 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 auditor's 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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

We identified the following applicable laws and regulations as those most likely to have a material impact on the financial statements: Health and Safety; compliance with the UK Companies Act and tax legislation.

CWE NORWIN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CWE NORWIN LIMITED (CONTINUED)
- 6 -

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- reading any correspondence with regulators including the Health and Safety Executive;

- reviewing minutes of board meetings of those charged with governance;

- assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;

- reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and

- performing audit work over the risk of management bias and 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 indicators of potential bias.

Owing to 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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 auditor's 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.

Sarah Simpson BSc BFP FCA (Senior Statutory Auditor)
For and on behalf of Azets Audit Services, Statutory Auditor
Chartered Accountants
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
30 June 2026
CWE NORWIN LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Turnover
3
2,220,029
2,608,837
Cost of sales
(640,175)
(635,202)
Gross profit
1,579,854
1,973,635
Administrative expenses
(1,133,697)
(1,117,330)
Operating profit
5
446,157
856,305
Interest receivable and similar income
7
22,399
19,196
Interest payable and similar expenses
8
(311,761)
(316,100)
Profit before taxation
156,795
559,401
Tax on profit
9
(40,240)
(140,400)
Profit for the financial year
116,555
419,001

The above results were derived from continuing operations.

CWE NORWIN LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
£
£
Profit for the year
116,555
419,001
Other comprehensive income
Cash flow hedges gain arising in the year
254,895
85,955
Tax relating to other comprehensive income
(63,724)
(21,489)
Total other comprehensive income for the year
191,171
64,466
Total comprehensive income for the year
307,726
483,467
CWE NORWIN LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
11
90,933
100,823
Tangible assets
12
9,972,280
10,978,717
10,063,213
11,079,540
Current assets
Stock
14
113,143
-
Debtors
15
2,361,374
1,294,403
Cash at bank and in hand
106,544
571,133
2,581,061
1,865,536
Creditors: amounts falling due within one year
16
(1,130,008)
(715,497)
Net current assets
1,451,053
1,150,039
Total assets less current liabilities
11,514,266
12,229,579
Creditors: amounts falling due after more than one year
17
(9,380,315)
(10,293,213)
Provisions for liabilities
Deferred tax liability
19
1,783,262
1,758,163
(1,783,262)
(1,758,163)
Net assets
350,689
178,203
Capital and reserves
Called up share capital
20
1
1
Hedging reserve
21
(910,981)
(1,102,152)
Profit and loss reserves
1,261,669
1,280,354
Total equity
350,689
178,203
The financial statements were approved by the board of directors and authorised for issue on 11 June 2026 and are signed on its behalf by:
SJL Myers
Director
Company Registration No. 08113363
CWE NORWIN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
Share capital
Hedging reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
1
(1,166,618)
1,163,228
(3,389)
Year ended 31 December 2024:
Profit for the year
-
-
419,001
419,001
Other comprehensive income:
Cash flow hedges gains
-
85,955
-
85,955
Tax relating to other comprehensive income
-
(21,489)
-
0
(21,489)
Total comprehensive income
-
64,466
419,001
483,467
Dividends
10
-
-
(301,875)
(301,875)
Balance at 31 December 2024
1
(1,102,152)
1,280,354
178,203
Year ended 31 December 2025:
Profit for the year
-
-
116,555
116,555
Other comprehensive income:
Cash flow hedges gains
-
254,895
-
254,895
Tax relating to other comprehensive income
-
(63,724)
-
0
(63,724)
Total comprehensive income
-
191,171
116,555
307,726
Dividends
10
-
-
(135,240)
(135,240)
Balance at 31 December 2025
1
(910,981)
1,261,669
350,689
CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
1
Accounting policies
Company information

The company is a private company limited by share capital, incorporated, registered and domiciled in England.

The address of its registered office is First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ.

1.1
Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

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 £.

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Name of parent of group

These financial statements are consolidated in the financial statements of Constantine Wind Energy Limited, the company's parent undertaking. The financial statements of Constantine Wind Energy Limited may be obtained from Companies House.

Summary of disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:

(a) Disclosures in respect of each class of share capital have not been presented.

(b) No cash flow statement has been presented for the company.

(c) Disclosures in respect of financial instruments have not been presented.

(d) No disclosure has been given for the aggregate remuneration of key management personnel.

The company has taken advantage of the exemption available under paragraph 33.1A of FRS 102 and does not disclose related party transactions with members of the same group that are wholly owned.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
1.2
Going concern

The company is part of a group headed by Constantine Wind Energy Limited. true

The company has recorded a profit before tax of £156,795 in the year ended 31 December 2025 and has net current assets of £1,451,053 at the year end.

CWE B Limited, along with certain other subsidiaries of Constantine Wind Energy Limited including CWE Norwin Limited, are party to a group bank loan facility of £69.1m with Scottish Widows Limited which was agreed and drawn down in full by CWE B Limited as head of the banking facility group. This facility is secured by charges over the assets of this wider banking group in favour of Lloyds Bank plc, acting as security agent for Scottish Widows Limited. The loan is repayable in semi-annual payments to 31 March 2038 and is subject to a fixed interest rate of 2.12%, for the life of the loan.

The company meets its day to day working capital requirements through cash generated from operations and finances its activities through bank loan facilities.

The financial statements have been prepared on a going concern basis.

The company and group’s forecasts and projections for the next twelve months show that the company should be able to continue in operational existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the impact on the economy of the ongoing high levels of inflation and the continued unrest in the Middle East. In the directors’ assessment they have considered the effectiveness of available measures to assist in mitigating any impact of the effect of cost increases and delays in repairs.

Consequently after making enquiries, the directors have a reasonable expectation that the company has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

1.3
Turnover

Turnover comprises the fair value of the consideration received or receivable in the ordinary course of the company’s activities net of value added tax and discounts. Turnover is derived from the sale of electricity generated by the company and provided under fixed price supply contracts and income earned under the 'Feed-in-Tariff'. Turnover is recognised as supplied into the distribution network.

1.4
Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

1.5
Taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Current tax

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
Deferred tax

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

1.6
Intangible fixed assets other than goodwill

Intangible assets that are acquired by the company are stated at cost less accumulated amortisation and less accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Licence rights
5% on cost straight line
1.7
Tangible fixed assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses, except for plant and machinery which is measured at fair value less accumulated depreciation and accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Increases in the carrying amounts arising on revaluation of plant and machinery are recognised, net of tax, in other comprehensive income and accumulated in reserves in shareholders’ equity. To the extent that the increase reverses a decrease previously recognised in profit or loss, the increase is first recognised in profit or loss. Decreases that reverse previous increases of the same asset are first recognised in other comprehensive income to the extent of the remaining surplus attributable to the asset; all other decreases are charged to profit or loss.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Plant and machinery
5% straight line
1.8
Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs.

The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.9
Stock

Stock is stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stock to it's present location and condition.

Stock held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Trade and other debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised 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.

1.11
Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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.

1.12
Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

1.13
Provisions

A provision is recognised in the balance sheet when the company has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.

1.14
Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Fixed payments made under operating leases are charged to the profit and loss account on a straight-line basis over the period of the lease. Payments made under operating leases whose rental is based either entirely or partially upon turnover generated by a specific asset are recognised in the profit and loss account in the period in which the turnover is earned.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.15
Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

1.16

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

1.17
Derivative financial instruments and hedging
Derivatives

Derivative financial instruments are recognised at fair value. The gain or loss on remeasurement to fair value is recognised immediately in the profit and loss account. However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the item being hedged (see below).

Cash flow hedges

Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability, or a highly probable forecast transaction, the effective part of any gain or loss on the derivative financial instrument is recognised directly in Other Comprehensive Income (“OCI”). Any ineffective portion of the hedge is recognised immediately in profit or loss.

For cash flow hedges, where the forecast transactions resulted in the recognition of a non-financial asset or non-financial liability, the hedging gain or loss recognised in OCI is included in the initial cost or other carrying amount of the asset or liability. Alternatively when the hedged item is recognised in the profit and loss account the hedging gain or loss is reclassified to the profit and loss account.

When a hedging instrument expires or is sold, terminated or exercised, or the entity discontinues designation of the hedge relationship but the hedged forecast transaction is still expected to occur, the cumulative gain or loss at that point remains in equity and is recognised in accordance with the above policy when the transaction occurs. If the hedged transaction is no longer expected to take place, the cumulative unrealised gain or loss recognised in equity is recognised immediately in the profit and loss account.

2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The directors do not consider there to be any judgements in the application of these accounting policies that have significant effect on the financial statements.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 16 -
Key sources of estimation uncertainty

Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows:

Useful economic lives of tangible assets and licence rights

The directors have applied a useful economic life of 20 years to tangible fixed assets and 20 years to licence rights and consider this to be appropriate based upon their expected lives.

Estimation of fair value of plant and machinery

The directors have applied the revaluation model to plant and machinery and determined their fair value on the basis of discounted cash flow projections based upon reliable estimates of future cash flows (Level 3 fair value measurements).

3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Sale of goods
2,143,096
2,489,557
Other revenue
76,933
119,280
2,220,029
2,608,837
4
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
5,620
5,300
5
Operating profit
2025
2024
Operating profit for the year is stated after charging:
£
£
Depreciation of owned tangible fixed assets
1,028,303
1,023,728
Amortisation of intangible assets
9,890
9,890
Operating lease charges
241,206
217,827
Amortisation of arrangement fees
8,053
8,053
CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
6
Directors' remuneration, staff numbers and costs

The directors received no remuneration for their services to the company during the current or prior year and were the only employees of the company in the year.

2025
2024
Number
Number
Directors
3
3
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
22,399
19,196
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest payable on loans from group undertakings
311,761
316,100
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
172,413
83,333
Tax relating to prior year adjustments recognised in profit or loss
(152,494)
-
0
Group relief payable
58,946
-
0
Total current tax
78,865
83,333
Deferred tax
Origination and reversal of timing differences
(191,119)
57,654
Adjustment in respect of prior periods
152,494
(587)
Total deferred tax
(38,625)
57,067
Total tax charge
40,240
140,400
CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Taxation
(Continued)
- 18 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
156,795
559,401
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
39,199
139,850
Tax effect of expenses that are not deductible in determining taxable profit
1,041
1,137
Adjustments in respect of prior years
(152,494)
-
0
Deferred tax adjustments in respect of prior years
152,494
(587)
Taxation charge for the year
40,240
140,400

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£
£
Deferred tax arising on:
Revaluation of financial instruments treated as cash flow hedges
63,724
21,489
10
Dividends
2025
2024
£
£
Final dividend of £135,240 (2024 - £301,875) per ordinary share
135,240
301,875
CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
11
Intangible fixed assets
Licence rights
£
Cost
At 1 January 2025 and 31 December 2025
190,669
Amortisation and impairment
At 1 January 2025
89,846
Amortisation charged for the year
9,890
At 31 December 2025
99,736
Carrying amount
At 31 December 2025
90,933
At 31 December 2024
100,823

Licence rights represent amounts paid to secure electricity generation rights.

12
Tangible fixed assets
Plant and machinery
£
Valuation
At 1 January 2025
18,247,850
Additions
21,866
At 31 December 2025
18,269,716
Depreciation and impairment
At 1 January 2025
7,269,133
Depreciation charged in the year
1,028,303
At 31 December 2025
8,297,436
Carrying amount
At 31 December 2025
9,972,280
At 31 December 2024
10,978,717

There are charges over certain of the company's plant and machinery and leasehold interests in favour of Lloyds Bank plc acting as security agent for Scottish Widows Limited, a funding provider, for all amounts due to them.

Revaluation

On 15 December 2022 the company's plant and machinery was revalued to fair value on the basis of discounted cash flow projections based upon estimates of future cash flows.

The directors are satisfied that the carrying amount at the year end does not differ materially from the fair value of the plant and machinery.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Tangible fixed assets
(Continued)
- 20 -

Had this class of asset been measured on a historical cost basis, the carrying amount would have been £4,353,967 (2024 - £4,783,338).

13
Financial instruments
2025
2024
£
£
Carrying amount of financial liabilities include:
Measured at fair value through profit or loss
- Other financial liabilities
1,214,641
1,469,536

Other financial liabilities comprise the entity's proportion of a back to back Treasury Service arrangement with CWE B Limited of an inflation rate swap in favour of CWE B Limited taken out as a condition of the group refinancing used to manage the inflation linked revenue received in its subsidiaries, which is designated as fair value through the hedging reserve. The fair value at the year end of £1,214,641 (2024 - £1,469,536) is based on a mid-market marked to market valuation. The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

14
Stock
2025
2024
£
£
Raw materials and consumables
113,143
-
15
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
-
0
3,676
Amounts owed by group undertakings
1,653,162
483,590
Other debtors
20,054
29,913
Prepayments and accrued income
592,092
681,158
2,265,308
1,198,337
2025
2024
Amounts falling due after more than one year:
£
£
Other debtors
96,066
96,066
Total debtors
2,361,374
1,294,403

£96,066 (2024 - £96,066) of other debtors represents restoration bonds which are due back on the decommissioning of turbine sites.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
16
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Other borrowings
18
206,171
185,489
Trade creditors
22,306
39,336
Amounts owed to group undertakings
521,473
257,749
Corporation tax
172,413
83,333
Group relief
58,946
-
Other taxation and social security
23,078
35,915
Other creditors
13,644
-
0
Accrued expenses
111,977
113,675
1,130,008
715,497
17
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Other borrowings
18
8,165,674
8,823,677
Other non-current financial liabilities
13
1,214,641
1,469,536
9,380,315
10,293,213
18
Loans and overdrafts
2025
2024
£
£
Loans from group undertakings
8,371,845
9,009,166
Payable within one year
206,171
185,489
Payable after one year
8,165,674
8,823,677

Borrowings

At the start of 2021, a new group banking facility of £96.2m with Scottish Widows Limited was agreed and drawn down by CWE B Limited as head of the new banking facility group, which includes CWE Norwin Limited. This facility now stands at £69.1m at 31 December 2025. It is secured by charges over the assets of this wider banking group in favour of Scottish Widows Limited, is repayable in semi-annual payments to 31 March 2038 and is subject to a fixed interest rate of 2.12% for the life of the loan.

Offset against the bank loans is £72,473 (2024 - £80,525) in respect of loan arrangement fees not amortised.

The amount falling due after more than five years is £5,240,098 (2024 - £6,040,063).

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated tax depreciation
(254,320)
(7,254)
Tax losses carry-forwards
-
(208,441)
Revaluation of property, plant and equipment
2,341,242
2,341,242
Revaluation of cash flow hedges
(303,660)
(367,384)
1,783,262
1,758,163
2025
Movements in the year:
£
Liability at 1 January 2025
1,758,163
Credit to profit or loss
(38,625)
Charge to other comprehensive income
63,724
Liability at 31 December 2025
1,783,262
20
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
1
1
1
1
21
Hedging reserve
2025
2024
£
£
At the beginning of the year
(1,102,152)
(1,166,618)
Gains and losses on cash flow hedges
254,895
85,955
Tax on gains and losses on cash flow hedges
(63,724)
(21,489)
At the end of the year
(910,981)
(1,102,152)

The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments relating to hedged transactions that have not yet occurred.

CWE NORWIN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
22
Operating lease commitments
As lessee

Operating leases whose rental payments are based either entirely or partially upon turnover generated by a specific asset are recognised in the profit and loss account in the period in which the turnover is earned.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within one year
131,415
112,935
Between two and five years
106,811
88,033
238,226
200,968
23
Related party transactions

During the year CWE Norwin Limited recognised £67,339 (2024 - £64,997) in management charges from Constantine Wind Energy Limited in the profit and loss account.

CWE Norwin Limited had a net creditor of £8,371,845 (2024 - £9,009,166) due to CWE B Limited at the year end. This amount represents funding received from Scottish Widows Limited by CWE B Limited and is subject to interest at a fixed rate of 2.12%.

CWE Norwin Limited also has a Treasury Services agreement with CWE B Limited for an inflation rate swap and a non-current financial liability of £1,214,641 (2024 - £1,469,536) has been recognised at the year end in respect of this agreement.

24
Ultimate controlling party

The company's immediate parent is CWE B Limited.

The most senior parent entity producing publicly available financial statements is Constantine Wind Energy Limited. These financial statements are available upon request from Companies House.

The ultimate controlling party is Constantine Group Limited and Jemm Capital Limited, in so much as they act in concert.

The parent of the largest group in which these financial statements are consolidated is Constantine Wind Energy Limited, incorporated in England.

The address of Constantine Wind Energy Limited is First Floor, River Court, The Old Mill Office Park, Mill Lane, Godalming, Surrey GU7 1EZ.

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