The directors present the Strategic report for the year ended 31 December 2025.
Throughout the year under review, the company continued to provide funding to its subsidiary companies, and to sell power and Renewable Obligations Certificates (ROCs) on their behalf. The company also continues to act as an investment company for the RWE group's UK renewables business.
During the year, some of the company's subsidiaries, NVE TopCo Limtied, NVW TopCo Limited, and NB TopCo Limited were dissolved. The company transferred its investments in these subsidiaries to NVE HoldCo Limited, NVW HoldCo Limited, and NB HoldCo Limited, which were previously owned by the dissolved entities. The company now owns 100% of the share capital of these subsidiaries. The net book value of these new investments is equal to the net book value of the dissolved entities. The company also disposed of its investment in its subsidiary, Storage Facility 1 Limited, during the year as the subsidiary was dissolved.
The companies subsidiaries, Norfolk Vanguard East Limited and Norfolk Vanguard West Limited secured Contracts for Difference (CfDs) at a government auction on 14 January 2026. The achieved price was £91.20/MWh for electricity generated by the assets for 20 years. This figure is based on the 2024 prices and will be adjusted annually for inflation. This was followed by the announcement on the same day that 50% of these subsidiaries would be sold to an external partner, KKR, which was agreed in December 2025 but was contingent on the subsidiaries bring successful in CfD allocation round 7. As a result of this transaction, 50% of the investments in these subsidiaries has been reclassified as held for sale.
Key performance indicators
Given the nature of the business, the company's directors are of the opinion that the KPIs necessary for an understanding of the development, performance and position of the business are revenue, profit for the financial year, net assets, and net current assets,.
During the year, revenue decreased by 17.8% compared to 2024. This reduction is due to a drop in volume from 1,406,294 MWh in 2024 to 1,326,608 MWh in 2025 which relates to lower wind resource, together with a decrease in average hedged power prices from £138.91/MWh in 2024 to £85.56/MWh in 2025.
However, this reduction in revenue is partially offset by gains on power price derivative financial instruments of £9,050k (2024: loss of £4,203k) which were realised in the current year.
Other items impacting profit for the period is the decrease in dividends paid to the company by its subsidiaries of £137,137k, and an increase of £4,700k in internal group company recharges. Although the company received a higher level of interest income in relation to its loans to subsidiaries (£52,736k higher compared to the prior year) this was offset by an increase in interest payable to the parent undertakings of £87,877k.
The movement in net current assets is primarily driven by an increase in loans provided to subsidiaries of £1,311,771k which are receivable within 12 months of 31 December 2025. This is partially offset by a reduction of £316,013k in amounts owed by parent undertaking. Finally, £82,298k of investments in subsidiaries have been reclassified as held for sale which has increased current assets.
As well as the factors affecting net current assets, the movement in net assets is driven by an increase of £1,028,097k in the companies borrowings from its parent company, and a £234,525k additional net investment in subsidiaries and associates. The acquisition of shares in subsidiaries is set out in note 12 of the financial statements.
Key performance indicators (continued)
The results for the year are presented on page 13 of the financial statements. The position of the company as at 31 December 2025 is provided on pages 14 - 15 of the financial statements.
Principal risks and uncertainties
The principal risks and uncertainties facing the company's subsidiaries and associates are as follows:
Political and regulatory
Risks
Adverse changes in the regulatory and political environment for renewables generators, particularly with regards to changes to subsidy mechanisms and windfall taxes;
Mitigation
Political and regulatory risks are monitored by undertaking regular political and regulatory analysis and mitigated by ensuring regulatory compliance. The wind farms’ remaining economic lives are between seven years and 20 years, and therefore short-term fluctuations in generated volumes and electricity prices are expected to have little impact on lifetime profitability. Long-term changes in wind speeds and long-term price forecasts are monitored regularly.
Significant economic uncertainty exists resulting from the ongoing conflict in the Middle East. Uncertainty concerning the export of oil, gas and other commodities from the Persian Gulf is expected to lead to a global increase in inflation. The directors anticipate that this will adversely affect the prices at which the company procures goods and services, including through index-linked contracts, and have factored this into the business plan and forecasts. Subsidiaries of the company have individually acknowledged supply chain risks relating to components being manufactured in the UAE. No subsidiaries are currently experiencing disruption to the manufacturing process resulting from the conflict. Although it is not possible to anticipate the development of the conflict and its potential consequences, the directors will continue to monitor developments and will carefully consider the risks and appropriate mitigation strategies when awarding future contracts.
Cyber security
Risks
Cyber-attacks on energy generation critical infrastructure.
Mitigation
The company and its subsidiaries maintain high standards of cyber-security and has established, formalised processes which prevent, deter and limit the impact from cyber-attacks. As part of the RWE group the company is overseen by the group’s information security office who organises regular, mandatory, training, for all colleagues. Key controls are also in place to prevent cyber security risks as far as possible.
Availability and price
Risks
Average wind speeds falling significantly below expectations leading to a reduction in revenues and cash flow;
A medium- to long-term reduction in electricity prices leading to reduced profitability;
Occurrence of technical faults and physical degradation of the wind farm asset leading to reduced generation availability and increased rectification costs;
Shortages of labour or materials, or difficulties within the supply chain leading to a lack of essential parts needed to maintain the wind farm;
An increase in the price of materials, components and consumables needed to maintain the wind farm leading to a reduction in profitability; and
Impacts of climate change adversely affecting the availability and operations of the wind farm, and/or reducing the useful economic life of the wind farm asset.
Principle risks and uncertainties (continued)
Mitigation
Availability risk is managed using availability incentives and by monitoring the operational efficiency and physical conditions of the wind farms, taking remedial action where required. The company’s subsidiaries and their service providers maintain relationships with multiple suppliers for turbine components in order to reduce key supplier risk.
The remaining economic lives of the wind farms operated by the company's subsidiaries are between seven and 20 years, and therefore short term fluctuations in generated volumes and electricity prices are expected to have little impact on the lifetime profitability of the company. Long-term changes in wind speeds and long term prices forecasts are monitored regularly.
There are no significant issues around cash flow, debt recovery, and overall profitability arising from the above mentioned risks and therefore it is appropriate to conclude these are not key risks to the company. The directors actively monitor and manage the principal risks above and do not currently foresee a significant impact to the cash flow or profitability of the company’s subsidiaries and associates as a result of these risks.
Statement by the directors of the company regarding their duty under s172(1) Companies Act 2006 to promote the success of the company
The Board of the company believes it has acted in the manner most likely to promote the success of the company for the benefit of its members as a whole having a regard to the matters set out in s172(1)(a-f) of the Act.
The following important matters have been directly addressed:
Likely consequence of long term decisions
The company generates profits through investment in companies that operate and maintain wind farm sites and the development of consented renewable power generation sites. The Board reviewed the short-term and long-term cash flows to ensure all planned projects were economically viable, will become cash generating assets, and are therefore in accordance with the primary business activity.
The directors have reviewed the company's loans to its subsidiaries to ensure required operational cash flows are provided by an appropriate financial instrument. During the year, short term loans have been provided to NVW HoldCo Limited, NVE HoldCo Limited, and NB HoldCo Limited, with interest rates commensurate with the loan terms and inherent risk.
The directors have approved the budget for 2026 and the plan for the following years. In doing so, the Board has ensured the business can meet the company's cash flow requirements ensuring prompt supplier payments and other liabilities are met as they fall due.
The directors, having taken into consideration the interest of its members and the future funding requirements of the business, have not approved a dividend for the reporting period.
Employee engagement
Other than the directors, there are no employees of the company. However, the company carefully considers the health and welfare of onsite contractors with the regular Health and Safety report reviewed at all Board meetings.
Business relationships
The company follows RWE’s code of conduct and expects business partners to accept the principles set out in that code. The company's goals must only be achieved by legal and ethical means. Private interests should remain separate to those of the company and employees should not solicit or accept monetary benefits from third parties. Conflicts of interest should be declared at the start of the procurement process or when staff first become aware that a conflict exists. In order to minimise the risks of bribery and corruption the RWE Group operates a compliance management system with designated compliance officers in all group companies.
Business relationships (continued)
The company's procurement terms and conditions also require all suppliers to comply with the RWE code of conduct. The code of conduct is consistent with the “labour standards” set out in the United Nations global compact, it requires all suppliers both through their own activities and those within their own supply chains, to ensure they do not commit any offences of ‘slavery, servitude and forced or compulsory labour’, ‘child labour’ or ‘human trafficking’. This is consistent with the requirements of the Modern Slavery Act 2015.
The health and safety of employees and contractors on the company's sites is vitally important. Contractors are therefore expected to sign up to and follow RWE's HSE requirements whenever working in a location managed by a RWE Renewables company.
The company supports suppliers by paying promptly in line with the terms agreed between the parties.
The company sells its electrical output to RWE Supply & Trading GmbH under a combined route to market agreement, power purchase agreements and other relevant agreements. There is also a power swap agreement in place with RWE Supply and Trading GmbH to hedge seasonal volume. The company strictly follows these agreements in order to maintain good business relationships.
Community and the environment
Wind farms create a lot of extra business for the local community as the company's subsidiaries look to engage with local suppliers where possible. As part of any new operation a Lobby is held to give the local community a chance to ask questions, but also provides a platform to demonstrate the economic benefit to the local communities. An annual review is taken of regional supplier spend to show the benefits to the local communities.
The company's subsidiaries are dedicated to generating electricity using sustainable energy resources. As part of this project, the company's subsidiaries have worked with local authorities to ensure adequate and appropriate wildlife conservation steps are in place to promote and protect the local ecology.
Maintaining high business standards
The Board is aware of its social role and responsibility towards customers, business partners, shareholders, employees and the wider stakeholder community. As part of the RWE group, the company follows the RWE Code of Conduct which provides clear principles on how the company conducts its business and social activities. The company is committed to conducting business with integrity, being respectful to others and the environment, and in compliance with the law.
The need to act fairly as between members of the company
The company is held directly by a single member, and has one ultimate parent company, RWE AG.
On behalf of the board
The directors present their Annual Report and the Audited Financial Statements for the year ended 31 December 2025.
The results for the year are set out on page 13.
No ordinary dividends were paid during the year (2024: £200,000k). 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 company maintains insurance policies on behalf of all the directors against liability arising from negligence, breach of duty and breach of trust in relation to the company.
The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company by monitoring levels of debt finance and the related finance costs. The company's operations expose it to a few financial risks which are set out below.
The company is a profitable and cash generating business. It participates in the RWE Group cash pooling mechanism through the ultimate parent undertaking, RWE AG, providing short term liquidity within agreed limits. Due to these factors the company is not subject to liquidity or cash flow risk.
The company’s activities expose it to interest rate risk. The company’s risk management programme seeks to minimise potential adverse effects on the company’s financial performance arising from the unpredictability of financial markets.
The company has no significant exposure to currency risk.
The company has no significant exposure to credit risk.
The company’s activities expose it to price risk arising from the sale of electricity and Renewable Obligations Certificates (ROCs). The directors monitor the effects of changes to electricity and ROC prices and consider that this risk is acceptable to the business at the individual entity level. The company also use power swaps to hedge its exposure to changes in electricity prices.
The company has chosen in accordance with Companies Act 2006, s.414C(11) to set out in the company's Strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the Directors' report. It has done so in respect of engagement with suppliers, customers and others in a business relationship with the company.
On 17 February 2026, the company's subsidiary, RWE Offshore Celtic Sea Limited was dissolved, and the company disposed of its remaining shareholding.
The company intends to continue to invest in renewable energy companies, and further invest in those companies already owned. The company will also continue to sell power and ROCs on behalf of its subsidiary companies.
The auditor, Deloitte LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
RWE Renewables UK Limited (the company) holds shares in various onshore and offshore wind farms. The greenhouse gas (GHG) emissions and energy consumption associated with UK activities in these wind farms, of which the company owns a share, are reported in Directors’ reports for the associated company, as appropriate.
As the company has not consumed more than 40,000 kWh of energy in this and last reporting period, it qualifies as a low energy user under the UK Government Streamlined Energy and Carbon Reporting (SECR) requirements and is not required to report on its emissions, energy consumptions or energy efficiency activities.
The directors have fully considered the risks and uncertainties of the company's cash flow forecasts and projections, including the company’s commitment to provide support to its subsidiary and joint venture undertakings in accordance with the respective joint operation agreements for each entity.
The going concern basis is considered to be appropriate by the directors as the company is in a net current asset position and the company continues to receive financial support from the parent company, RWE Renewables International Participants B.V. It also participates in the RWE Group cash pooling mechanism through the ultimate parent undertaking, RWE AG, providing short term liquidity within agreed limits.
On this basis, the directors have a reasonable expectation that the company will have adequate resources to continue in operational existence for the foreseeable future, being at least 12 months from date of signing. Thus, they continue to adopt the going concern basis in preparing the annual financial statements.
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), including FRS 101 “Reduced Disclosure Framework”. Under company law, 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 accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards have been followed; 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 also 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
In our opinion the financial statements of RWE Renewables UK Limited (the ‘company’):
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, including Financial Reporting Standard 101 “Reduced Disclosure Framework”; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for 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.
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, 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.
We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company’s business sector.
Extent to which the audit was considered capable of detecting irregularities, including fraud (continued)
We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that:
had a direct effect on the determination of material amounts and disclosures in the financial statements these included UK Companies Act and UK tax legislation; and
do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included environmental regulations, health and safety regulations and data protections regulations.
We discussed among the audit engagement team including relevant internal specialists such as Tax and IT specialists regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with HMRC and Ofgem.
Report on other legal and regulatory requirements
Opinions on other matters prescribed by the Companies Act 2006
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 year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
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 any material misstatements in the strategic report or the directors’ report.
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.
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
There were no items of other comprehensive income.
The notes on pages 17 to 35 form part of these financial statements.
RWE Renewables UK Limited is a private company limited by shares, incorporated in England and Wales and domiciled in the United Kingdom. The registered office is Windmill Hill Business Park, Whitehill Way, Swindon, Wiltshire, United Kingdom, SN5 6PB. The company's principal activities and nature of its operations are disclosed in the Directors' report.
As permitted by FRS 101, the company has taken advantage of the relevant disclosure exemptions from the list below that are available under that standard in relation to share based payments, financial instruments, capital management, presentation of a cash flow statement, presentation of comparative information in respect of certain assets, standards not yet effective, impairment of assets, business combinations, discontinued operations, related party transactions, revenue from contracts with customers and leases.
the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share based Payment;
the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii), B64 (o)(ii), B64(p), B64(q)(ii), B66 and B67of IFRS 3 Business Combinations. Equivalent disclosures are included in the consolidated financial statements of RWE AG in which the entity is consolidated;
the requirements of paragraph 33 (c) of IFRS 5 Non-current Assets Held for Sale and Discontinued Operations;
the requirements of IFRS 7 Financial Instruments: Disclosures;
the requirements of paragraphs 91-99 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; and
the requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of IFRS 16 Leases. The requirements of paragraph 58 of IFRS 16, provided that the disclosure of details of indebtedness required by paragraph 61(1) of Schedule 1 to the Regulations is presented separately for lease liabilities and other liabilities, and in total;
the requirement in paragraph 38 of IAS 1 ‘Presentation of Financial Statements’ to present comparative information in respect of: (i) paragraph 79(a) (iv) of IAS 1, (ii) paragraph 73(e) of IAS 16 Property Plant and Equipment (iii) paragraph 118 (e) of IAS 38 Intangibles Assets and (iv) paragraphs 76 and 79(d) of IAS 40 Investment Property;
the requirements of paragraphs 10(d), 10(f), 16, 38A to 38D, 40A-D,111 and 134-136 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 88(c) and 88(d) of IAS 12 Income Taxes;
the requirements of paragraph 17 of IAS 24 Related Party Disclosures;
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member;
the requirements of paragraphs 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
Where required, equivalent disclosures are given in the group financial statements of RWE AG. The group financial statements of RWE AG are available to the public and can be obtained as set out in note 26.
The company has taken advantage of the exemption under section 401 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
RWE Renewables UK Limited is a wholly owned subsidiary of RWE Renewables International Participations B.V. and the results of RWE Renewables UK Limited are included in the consolidated financial statements of RWE AG which are available from RWE AG, RWE Platz 1, 45141 Essen, Germany.
Other operating income
Other operating income comprises compensation related to goods and services provided by the company and income which is incidental to the company’s principal business activities.
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.
Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:
it has been incurred principally for the purpose of selling or repurchasing it in the near term, or
on initial recognition it is part of a portfolio of identified financial instruments that the company manages together and has a recent actual pattern of short-term profit taking, or
it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.
Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.
Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability. A derivative is presented as a non-current asset or liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are classified as current.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.
Significant judgement is made by management in assessing whether the company’s policy of entering into contracts to sell power for physical delivery in future settlement periods qualifies for the own-use exemption, pursuant to the requirements of IFRS 9. The company’s policy is to forward sell power at predetermined prices based on forecast performance of the wind farm. Given the nature of the business, management must re-assess the hedged volumes considering expected changes in output, the group’s hedge policy, underlying contractual agreements (i.e. PPAs) or the latest information available to the company. Where there is a shortfall in power compared to the forward position this is traded at the current prevailing rate, where power exceeds the forward position this is sold at the current prevailing rate.
In making this assessment, the company takes into account the principles and intention of the financial instruments standard as they apply to the company’s business model, considering the dependence on the average weather patterns for forecasting energy output and the nature of the power markets where forward contracts for granular delivery periods (e.g. one day) are only liquid close to the delivery period. In doing so the company has concluded that when taking into account the interaction of IFRS 9 paragraphs 2.4 and 2.6 and the principles and intention as they apply to the company’s business model, the sale and purchase contracts under the power purchase agreements should be subject to the own-use exemption and thus treated as executory contracts under IFRS 15.
No fees were paid to the auditor for non-audit services.
The company has no employees for the year under review (2024: none). Employees of the RWE group are employed by a fellow group company.
The directors do not receive any remuneration from the company in respect of their services to the company. Instead, they are employed and paid by another related entity, RWE Renewables Management UK Limited. Due to the nature of the services provided and the number of entities to which it relates, it is not possible to meaningfully allocate the directors’ remuneration in respect of qualifying services to the company.
The disposal of fixed asset investments relates to the company's £55k investment in its subsidiary, Storage Facility 1 Limited as this subsidiary was dissolved on 23 December 2025.
The tax (credit)/charge for the year is lower than the standard rate of corporation tax in the UK (2024: lower than the standard rate of corporation tax in the UK) of 25.00% (2024: 25.00%).
The (credit)/charge for the year can be reconciled to the profit per the statement of comprehensive income as follows:
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
Reversals of previous impairment losses have been recognised in profit or loss as follows:
The impairment charge in the year ended 31 December 2025 relates to an impairment of £5,432k in the company's investment in RWE Offshore Celtic Sea Limited. This was the result of an equity injection which was immediately impaired as RWE Offshore Celtic Sea Limited was due to be dissolved once its intercompany loan had been repaid.
The investment in RWE Renewables UK Wind Services Limited was fully impaired in 2013 as the subsidiary was made dormant. Since then, the subsidiary has begun operating as a wind farm operations and maintenance service provider, and had a positive net asset balance of £44,517k as at 31 December 2024. As a result, management decided it was appropriate to reverse this impairment of £1,635k in the prior year as the circumstances which previously gave rise to the impairment no longer existed.
During the year the company acquired 3,040,569 additional ordinary £1 shares in Rampion Extension Development Limited for consideration of £3,041k. The acquisition did not change the company's proportion of ordinary share holdings held in that entity.
During the year the company acquired 143,055,000 additional ordinary £1 shares in RWE Renewables UK Dogger Bank South (East) Limited for consideration of £143,055k. The acquisition did not change the company's proportion of ordinary share holdings held in that entity.
During the year the company acquired 88,485,000 additional ordinary £1 shares in RWE Renewables UK Dogger Bank South (West) Limited for consideration of £88,485k. The acquisition did not change the company's proportion of ordinary share holdings held in that entity.
During the year, the company entered into a share purchase agreement with its 100% owned subsidiary, NVE TopCo Limited, to acquire the entire shareholding of NVE HoldCo Limited (NVE TopCo Limited's 100% owned subsidiary) at a book value of £67,646k. NVE TopCo Limited was subsequently dissolved. Following the acquisition of the shareholding of NVE HoldCo Limited, the company then signed an agreement with an external partner to sell 50% of the shareholding in NVE HoldCo Limited, subject to certain conditions. It is anticipated that this sale will take place during the year ended 31 December 2026, therefore 50% of the investment in this subsidiary has been reclassified as held for sale within current assets.
During the year, the company entered into a share purchase agreement with its 100% owned subsidiary, NVW TopCo Limited, to acquire the entire shareholding of NVW HoldCo Limited (NVW TopCo Limited's 100% owned subsidiary) at a book value of £96,949k. NVW TopCo Limited was subsequently dissolved. Following the acquisition of the shareholding of NVW HoldCo Limited, the company then signed an agreement with an external partner to sell 50% of the shareholding in NVW HoldCo Limited, subject to certain conditions. It is anticipated that this sale will take place during the year ended 31 December 2026, therefore 50% of the investment in this subsidiary has been reclassified as held for sale within current assets.
During the year, the company entered into a share purchase agreement with its 100% owned subsidiary, NB TopCo Limited, to acquire the entire shareholding of NB HoldCo Limited (NB TopCo Limited's 100% owned subsidiary) at a book value of £131,421k. NB TopCo Limited was subsequently dissolved.
During the year the company acquired 5,432,072 additional ordinary £1 shares in RWE Offshore Celtic Sea Limited for consideration of £5,432k. This was due to a required equity injection prior to the dissolution of the subsidiary. The company subsequently impaired this additional acquisition in the year ended 31 December 2025. The acquisition and impairment did not affect the company's proportion of ordinary share holdings held in that entity. During the year ended 31 December 2026, the company has disposed of its shareholding in RWE Offshore Celtic Sea Limited, due to the subsidiary being dissolved on 17 February 2026.
During the year, the company disposed of its 55,000 £1 ordinary shares investment in Storage Facility 1 Limited due to the subsidiary being dissolved on 23 December 2025. This led to the loss of disposal of fixed asset investments of £55k as shown in note 10.
Details of the company's subsidiaries at 31 December 2025 are as follows:
* indirect investment
All subsidiaries have the same registered address as the company as disclosed in note 1. All entities above are incorporated in the United Kingdom.
During the year, the company purchased the entire share capital of NVE HoldCo Limited at book value from NVE TopCo Limited.
During the year, the company purchased the entire share capital of NVW HoldCo Limited at book value from NVW TopCo Limited.
During the year, the company purchased the entire share capital of NB HoldCo Limited at book value from NB TopCo Limited.
During the year, the company's indirectly held subsidiaries, Norfolk Vanguard West Limited, Norfolk Vanguard East Limited, and Norfolk Boreas Limited, each purchased 33.3% of Norfolk Offshore Wind Property Management Limited, which has created an indirect shareholding in this entity for the company.
During the year, the company disposed of its 55,000 £1 ordinary shares investment in Storage Facility 1 Limited due to the subsidiary being dissolved on 23 December 2025.
There were no other changes to the proportion of direct % held during the year.
Details of the company's associates at 31 December 2025 are as follows:
* indirect investment
All associates have the same registered address as the company as disclosed in note 1. The percentage held above indicated the company's proportion of ordinary share holdings in each entity. All entities above are incorporated in the United Kingdom.
There were no changes to the proportion of direct % held during the year.
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting year.
Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.
All items of deferred tax are expected to be recovered or settled more than 12 months after 31 December 2025.
Trade receivables 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 receivables 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.
The company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime or 12 months expected loss allowance for all receivables and contract assets depending on the change in the credit rating of the organisation being assessed. Expected credit losses on related party receivables are considered insignificant to the company.
Prepayments and accrued income includes £165,457k (2024: £145,910k) accrued in respect of contract assets for the sale of renewable obligation certificates (ROC). Expected credit losses of ROCs receivables are considered insignificant to the company.
Included in amounts owed by parent undertakings is an unsecured £nil (2024: £316,013k) loan repayable within one year from RWE AG. Interest is charged at the monthly SONIA average rate (comparable rate for other currencies) less 10 basis points except where the interest rate is negative and then it is a fixed rate of 0.00%.
Included in amounts owed by fellow group undertakings are seven loans with maturity date and fixed interest rate as follows:
£145,904k (2024: £166,013k) with RWE Renewables UK London Array Limited maturing on 30 November 2032 with interest charged at 6.40% (2024: 6.40%)
£53,820k (2024: £62,100k) with RWE Renewables UK Robin Rigg West Limited maturing on 30 June 2032 with interest charged at 4.04% (2024: 4.04%)
£31,473k (2024: £36,315k) with RWE Renewables UK Robin Rigg East Limited maturing on 30 June 2032 with interest charged at 4.04% (2024: 4.04%)
£120,383k (2024: £120,383k) with RWE Renewables UK Onshore Wind Limited maturing on 10 September 2033 with interest charged at 6.804% (2024: 6.804%)
£nil (2024: £582,826k ) with NVW TopCo Limited which matured on 19 December 2025 with interest charged at 5.350% (2024: 5.350%)
£nil (2024: £466,953k) with NVE TopCo Limited which matured on 19 December 2025 with interest charged at 5.249% (2024: 5.249%)
£nil (2024: £520,988k) with NB TopCo Limited which matured on 19 December 2025 with interest charged at 5.325% (2024: 5.325%)
£1,642,367k (2024: £nil ) with NVW HoldCo Limited maturing on 30 September 2026 with interest charged at 4.390%
£891,285k (2024: £nil) with NVE HoldCo Limited maturing on 30 September 2026 with interest charged at 4.390%
£390,563k (2024: £nil) with NB HoldCo Limited maturing on 30 September 2026 with interest charged at 4.390%
The remaining amounts owed by parent undertakings and fellow group undertakings are unsecured, interest free and repayable on demand.
Included in loans from parent undertaking are eight unsecured loans owed to RWE Renewables International Participations B.V. with a maturity date and fixed interest rate as follows:
£248,799k (2024: £248,799k) maturing on 28 November 2031 with interest charged at 3.51% (2024: 3.51%)
£308,814k (2024: £336,814k) maturing on 30 June 2032 with interest charged at 1.88% (2024: 1.88%)
£286,885k (2024: £301,886k) maturing on 31 December 2034 with interest charged at 1.89% (2024: 1.89%)
£1,025,224k (2024: £1,025,222) maturing on 26 March 2034 with interest charged at 5.91% (2024: 5.91%)
£566,161k (2024: £566,158k) maturing on 18 June 2034 with interest charged at 5.77% (2024: 5.77%)
£832,012k (2024: £832,007) maturing on 16 December 2034 with interest charged at 5.90% (2024: 5.90%)
£870,717k (2024: £nil) maturing on 26 September 2035 with interest charged at 6.02%
£200,367k (2024: £nil) maturing on 19 December 2035 with interest charged at 5.61%
Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade and other payables are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.
Trade and other payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Included in amount owed to parent undertakings is an unsecured £49,281k (2024: £333k) loan repayable within one year to RWE AG. Interest is charged at the monthly SONIA average rate (comparable rate for other currencies) plus 50 basis points except where interest rate is negative and then it is fixed to a rate of 0.50%. Remaining amounts owed to parent undertakings are unsecured, interest free and repayable on demand.
Remaining amounts owed to parent undertakings, and amounts owed to group and subsidiary undertakings are unsecured, interest free and repayable on demand.
Derivative financial instruments are initially recognised at fair value and subsequently remeasured at fair value at each reporting date. Changes in fair values are recorded in the period they arise, in either the profit and loss account or other comprehensive income depending on the applicable accounting standards. Where the fair value of a derivative is positive it is carried as a derivative asset, and where negative as a derivative liability.
All derivative financial instruments relate to energy commodity swaps. These energy commodity swaps are used to hedge anticipated dividend cash flows from Rampion Offshore Wind Limited and RWE Renewables UK Humber Wind Limited.
The carrying amount of the derivative financial instruments equates to their fair value which is derived from forward power curves.
The company has recognised a provision in respect of certain future contractual obligations to third parties which are due to be settled during 2042.
During the year the company entered into the following transactions with related parties:
The following amounts were outstanding at the reporting end date:
Transactions with related parties are unsecured. Amounts outstanding at the year end are included within payables and will be settled in cash.
The company has taken advantage of the exemption under FRS 101 not to disclose related party transactions with wholly owned subsidiaries of RWE AG.