Company registration number 03758404 (England and Wales)
RWE RENEWABLES UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
RWE RENEWABLES UK LIMITED
COMPANY INFORMATION
Directors
A Greenslade
B Freeman
T Glover
D Lane
J Garnsey
D Burgess
(Appointed 9 January 2025)
V Powell
(Appointed 2 December 2025)
Secretary
P Sainsbury
Company number
03758404
Registered office
Windmill Hill Business Park
Whitehill Way
Swindon
Wiltshire
United Kingdom
SN5 6PB
Auditor
Deloitte LLP
Statutory Auditor
2 New Street Square
London
United Kingdom
EC4A 3BZ
RWE RENEWABLES UK LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 7
Directors' responsibilities statement
8
Independent auditor's report
9 - 12
Statement of comprehensive income
13
Statement of financial position
14 - 15
Statement of changes in equity
16
Notes to the financial statements
17 - 35
RWE RENEWABLES UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the Strategic report for the year ended 31 December 2025.

Review of the business

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,.

The company's key financial and other performance indicators during the year were as follows:
2025
2024
£000
£000
Revenue
358,979
436,513
Profit for the financial year
185,756
327,220
Net assets
1,185,690
999,934
Net current assets
3,089,775
1,994,521

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.

RWE RENEWABLES UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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

Mitigation

 

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

Mitigation

 

Availability and price

Risks

RWE RENEWABLES UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

Principle risks and uncertainties (continued)

 

Mitigation

 

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

 

 

 

 

Employee engagement

 

Business relationships

RWE RENEWABLES UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

Business relationships (continued)

 

 

 

Community and the environment

 

 

Maintaining high business standards

 

The need to act fairly as between members of the company

On behalf of the board

B Freeman
Director
9 July 2026
RWE RENEWABLES UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors present their Annual Report and the Audited Financial Statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of an investment company for the RWE group's UK renewables business including funding to, and selling power and Renewable Obligations Certificates (ROCs) on behalf of its subsidiary companies.

Results and dividends

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.

Directors

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

A Greenslade
B Freeman
T Glover
D Lane
J Garnsey
D Burgess
(Appointed 9 January 2025)
2025-01-09
V Powell
(Appointed 2 December 2025)
2025-12-02
Qualifying third party indemnity provisions

RWE AG, the ultimate parent company, has made qualifying third party indemnity provisions for the benefit of the company’s directors during the year. These provisions remain in force at the date of approval of the financial statements.

Directors' insurance

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.

Financial instruments
Financial risk management

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.

Liquidity and cash flow risk

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.

Interest rate 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.

Currency risk

The company has no significant exposure to currency risk.

RWE RENEWABLES UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
Credit risk

The company has no significant exposure to credit risk.

Price 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.

Section 172(1) statement - business relationships

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.

Post reporting date events

On 17 February 2026, the company's subsidiary, RWE Offshore Celtic Sea Limited was dissolved, and the company disposed of its remaining shareholding.

Future developments

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.

Independent auditor

The auditor, Deloitte LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

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.

Directors' confirmations

Each of the persons who is a director at the date of approval of this report confirms that:

 

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.

 

RWE RENEWABLES UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
Going concern

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.

On behalf of the board
B Freeman
Director
9 July 2026
RWE RENEWABLES UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -

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:

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.

 

RWE RENEWABLES UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RWE RENEWABLES UK LIMITED
- 9 -
Report on the audit of the financial statements
Opinion

 

In our opinion the financial statements of RWE Renewables UK Limited (the ‘company’):

 

We have audited the financial statements which comprise:

 

 

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 “Reduced Disclosure Framework” (United Kingdom Generally Accepted Accounting Practice).

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 Financial Reporting Council’s (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.

RWE RENEWABLES UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RWE RENEWABLES UK LIMITED (CONTINUED)
- 10 -

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.

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 for the audit of the financial statements is located on the FRC’s website at: 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, 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.

RWE RENEWABLES UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RWE RENEWABLES UK LIMITED (CONTINUED)
- 11 -

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:

 

 

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:

 

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:

 

 

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.

Matters on which we are required to report by exception

 

Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:

 

 

We have nothing to report in respect of these matters.

RWE RENEWABLES UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RWE RENEWABLES UK LIMITED (CONTINUED)
- 12 -

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.

William Brooks FCA (Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London
9 July 2026
RWE RENEWABLES UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£000
£000
Revenue
358,979
436,513
Cost of sales
(322,638)
(382,542)
Gross profit
36,341
53,971
Administrative expenses
(48,205)
(29,000)
Other operating income
2,033
523
Operating (loss)/profit
4
(9,831)
25,494
Income from shares in group undertakings
8
204,968
342,105
Interest receivable from group undertakings
8
122,920
70,184
Finance costs
9
(187,941)
(100,847)
Other gains and losses
10
13,119
(4,203)
Profit before taxation
143,235
332,733
Tax on profit
11
42,521
(5,513)
Profit and total comprehensive income for the year
185,756
327,220

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
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 14 -
2025
2024
Notes
£000
£000
£000
£000
Non-current assets
Investments
13
2,075,726
1,923,499
Deferred tax asset
16
-
0
1,658
Trade and other receivables
17
317,327
350,409
2,393,053
2,275,566
Current assets
Trade and other receivables
17
3,229,900
2,209,806
Investments held for sale
13
82,298
-
Cash and cash equivalents
5
6
3,312,203
2,209,812
Current liabilities
Borrowings
19
(43,000)
(43,000)
Trade and other payables
20
(179,025)
(163,337)
Current tax liabilities
(403)
(4,439)
Derivative financial instruments
-
0
(4,515)
(222,428)
(215,291)
Net current assets
3,089,775
1,994,521
Total assets less current liabilities
5,482,828
4,270,087
Non-current liabilities
Borrowings
19
(4,295,983)
(3,267,886)
Derivative financial instruments
(380)
(2,097)
(4,296,363)
(3,269,983)
Provisions for liabilities
Deferred tax liabilities
16
(605)
-
0
Other provisions
22
(170)
(170)
Net assets
1,185,690
999,934
Equity
Called up share capital
23
14,435
14,435
Retained earnings
1,171,255
985,499
Total equity
1,185,690
999,934
RWE RENEWABLES UK LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 DECEMBER 2025
31 December 2025
- 15 -
The financial statements were approved by the board of directors and authorised for issue on 9 July 2026 and are signed on its behalf by:
B Freeman
Director
Company registration number 03758404 (England and Wales)
RWE RENEWABLES UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
Called up share capital
Retained earnings
Total
Notes
£000
£000
£000
Balance at 1 January 2024
14,435
858,279
872,714
Year ended 31 December 2024:
Profit and total comprehensive income
-
327,220
327,220
Transactions with owners:
Dividends
24
-
(200,000)
(200,000)
Balance at 31 December 2024
14,435
985,499
999,934
Year ended 31 December 2025:
Profit and total comprehensive income
-
185,756
185,756
Balance at 31 December 2025
14,435
1,171,255
1,185,690
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
1
Accounting policies
Company information

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.

1.1
Basis of preparation

The financial statements have been prepared in accordance with Financial Reporting Standard 101, ‘Reduced Disclosure Framework’ (FRS 101) and in accordance with the Companies Act 2006.

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 £000.

The financial statements have been prepared under the historical cost convention, as modified by the revaluation of derivative financial assets and financial liabilities, measured at fair value. The principal accounting policies adopted are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -

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.

1.2
Going concern

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.true

 

The going concern basis is considered to be appropriate by the directors as the company is in a net 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.

1.3
Revenue

Revenue recognised consists of revenue from contracts with customers recognised in line with IFRS 15.

Revenue from contracts with customers comprises the fair value of the consideration received or receivable in respect of the invoiced and accrued value of generated electricity, Renewable Obligations Certificates (ROCs) and Renewables Energy Guarantees of Origin (REGOs).

Revenue represents income from power purchase and ROC and REGO transfer agreements relating to the generation of electricity from wind farm sites. Revenue comprises the value of units of electricity, ROCs and REGOs supplied during the year and is recognised when the performance obligation has been satisfied, which is when the electricity is delivered to the customer. Units of electricity are determined by energy volumes recorded on the wind farm meters and market settlement systems. ROCs and REGOs granted to the company are recognised when eligible electricity is generated and is immediately transferable to the customer. Revenue is measured based on the consideration specified in a contract with a customer (transaction price) and excludes amounts collected on behalf of third parties, i.e. VAT. Variable consideration is recognised in revenue when it is highly probable that the revenue will not be reversed in subsequent periods. The consideration for the power is due when the actual power is delivered to the customer.

Where electricity, ROCs or REGOs are transferred to the customer before the customer pays consideration, or before payment is due, contract assets are recognised. Contract assets are included in the statement of financial position and represent the right to consideration for goods delivered.

Revenue is generated entirely within the United Kingdom from the principal activity of the company.

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.4
Non-current investments

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.

Non-current assets (and disposal groups) classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell.

 

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset (or disposal group) is available for immediate sale in its present condition. Management must be committed to the sale which should be expected to qualify for recognition as a completed sale within one year from the date of classification.

1.5
Cash and cash equivalents

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

1.6
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

Financial assets are classified as held at amortised cost or at fair value through other comprehensive income unless conditions for classification as such are not met, in which case financial assets are classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognised initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included in the appropriate line item depending on the nature of the asset within the statement of comprehensive income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
Impairment of financial assets

Financial assets, other than those measured at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.

 

For trade receivables and contract assets, the company applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables – see note 17.

Derecognition of financial assets

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.

1.7
Financial liabilities

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 at fair value through profit or loss

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:

 

 

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

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.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.9
Derivatives

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.

1.10
Taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised through profit or loss, except to the extent that it relates to items recognised in other comprehensive income. In this case, the tax is also recognised in other comprehensive income.

Current tax

The current income tax charge is calculated on the basis of the laws enacted or substantively enacted at the balance sheet date in the countries where the company operates and generates taxable income.

Deferred tax

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the statement of financial position date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balance on a net basis.

1.11
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event and it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

1.12
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
2
Adoption of new and revised standards and changes in accounting policies

There are no amendments to accounting standards, or IFRIC interpretations that are effective for the year ended 31 December 2025 that have had a material impact on the company’s financial statements.

3
Critical accounting estimates and judgements

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.

Renewable Obligation Certificate (ROC) recycle revenue (estimate)

The company has accrued for Renewables Obligation Certificates ('ROC') recycle revenue in the year. There is a high degree of estimation involved when accruing for expected ROC recycle revenue. The key estimate surrounds the unit price, which isn’t known until after the compliance period. In order to determine the relevant revenue for each financial year, management use an estimate for ROC prices provided by an independent energy expert consulting company, which takes into account expected generation for the UK. If the ROC recycle unit price increased or decreased by £1 this would lead to an increase or decrease in revenue of £2,207k.

Sale and purchase agreement (judgement)

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Critical accounting estimates and judgements
(Continued)
- 23 -
Impairment of investments (estimate)

Material investments are made in subsidiaries, joint ventures and associated undertakings. These investments are tested for possible impairment where there are indicators of loss of value. Impairments of investments are calculated as the difference between the carrying value of the asset and its recoverable amount, if lower. Recoverable amount is defined as the higher of fair value less costs to sell and estimated value in use at the date the impairment review is undertaken. Significant judgements and estimates are required in determining value in use as this represents the present value of expected future cashflows. The cashflows are discounted using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the cashflows have not been adjusted.

 

Management has identified that during the year, the company made an equity injection to the value of £5,432k in RWE Offshore Celtic Sea Limited. This investment required immediate impairment because RWE Offshore Celtic Sea Limited was due to be dissolved once it had repaid its intercompany loan.

4
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after charging:
£000
£000
Exchange losses
20
115
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£000
£000
For audit services
Audit of the financial statements of the company
154
51
Audit of the financial statements of the company's subsidiaries
32
47
186
98

No fees were paid to the auditor for non-audit services.

6
Employees

The company has no employees for the year under review (2024: none). Employees of the RWE group are employed by a fellow group company.

7
Directors' remuneration

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
8
Finance income
2025
2024
£000
£000
Interest income
Interest receivable from group companies
122,920
70,184
Income from fixed asset investments
Income from shares in group undertakings
204,968
342,105
Total finance income
327,888
412,289
9
Finance costs
2025
2024
£000
£000
Interest on financial liabilities measured at amortised cost:
Interest payable to group undertakings
184,689
96,812
Interest on other loans
3,252
4,035
187,941
100,847
10
Other gains and losses
2025
2024
£000
£000
Loss on disposal of fixed asset investments
(55)
-
Gains/(losses) on derivative financial instruments
13,174
(4,203)
13,119
(4,203)

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.

11
Tax on profit
2025
2024
£000
£000
Current tax
UK corporation tax on profits for the current year
-
14,427
Adjustments in respect of prior periods
(13,238)
(610)
Group relief
(31,546)
-
Total UK current tax
(44,784)
13,817
Deferred tax
Origination and reversal of temporary differences
2,263
(8,304)
Total tax (credit)/charge
(42,521)
5,513
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Tax on profit
(Continued)
- 25 -

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:

2025
2024
£000
£000
Profit before taxation
143,235
332,733
Expected tax charge based on a corporation tax rate of 25.00% (2024: 25.00%)
35,809
83,183
Effect of expenses not deductible in determining taxable profit
10,050
8,875
Income not taxable
(75,142)
(85,935)
Current tax adjustments in respect of prior years
(13,238)
(610)
Taxation (credit)/charge for the year
(42,521)
5,513

Pillar Two income taxes

The company has applied the temporary exception, introduced in May 2023, from the accounting requirements for deferred taxes in IAS 12, so that the company neither recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two income taxes. The impact of Pillar Two legislation is not expected to be material.

Group relief

The group includes a number of companies, including the parent company, which are part of a tax group for certain aspects of the tax legislation. One of these aspects relates to group relief whereby current tax liabilities can be offset by current losses arising in other companies within the same tax group.  Amounts receivable for group relief are within the current tax disclosures.

The company's total current tax credit (2024: charge) for the year is shown above and comprises £44,784k (2024: £610k) in relation to group relief receivable.

£78,307k (2024: £9,696k) of the corporation tax recoverable, as shown in note 17, represents amounts due from fellow group undertakings in relation to group relief receivable.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2025
2024
£000
£000
In respect of:
Investments in subsidiaries
5,432
-
Recognised in:
Administrative expenses
5,432
-

Reversals of previous impairment losses have been recognised in profit or loss as follows:

2025
2024
£000
£000
In respect of:
Investments in subsidiaries
-
1,635
Recognised in:
Administrative expenses
-
1,635

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.

13
Investments
Non-current
2025
2024
£000
£000
Investments in subsidiaries
2,048,064
1,898,877
Investments in associates
27,662
24,622
2,075,726
1,923,499
Classified as part of a disposal group held for sale
82,298
-
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Investments
(Continued)
- 27 -
Movements in non-current investments
Shares in subsidiaries and associates
£000
Cost or valuation
At 1 January 2025
1,928,112
Additions
536,029
Investments reclassified as held for sale
(82,298)
Disposals
(296,072)
At 31 December 2025
2,085,771
Accumulated impairment
At 1 January 2025
(4,613)
Impairment losses
(5,432)
At 31 December 2025
(10,045)
Carrying amount
At 31 December 2025
2,075,726
At 31 December 2024
1,923,499
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Investments
(Continued)
- 28 -

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Voting
RWE Renewables UK Blyth Limited
England & Wales
Offshore wind farm owner
Ordinary £0.0002 shares
100.00
100.00
RWE Renewables UK Onshore Wind Limited
England & Wales
Onshore wind farm development, operation and investment holding company
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Humber Wind Limited
England & Wales
Offshore wind farm operation
Ordinary A and B £1 shares
51.00
51.00
RWE Renewables UK London Array Limited
England & Wales
Offshore wind farm operation
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Scroby Sands Limited
England & Wales
Offshore wind farm  operation
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Operations Limited
England & Wales
Onshore wind farm operation
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Robin Rigg East  Limited
England & Wales
Offshore wind farm operation
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Robin Rigg West Limited
England & Wales
Offshore wind farm operation
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Wind Services Limited
England & Wales
Operations, maintenance and management service provider
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Zone Six Limited
England & Wales
Dormant
Ordinary £1 shares
100.00
100.00
Camster II Wind Farm Limited*
England & Wales
Dormant
Ordinary £1 share
0
100.00
RWE Offshore Celtic Sea Limited
England & Wales
Offshore wind farm development
Ordinary £1 shares
100.00
100.00
NVW HoldCo Limited
England & Wales
Offshore wind farm holding company
Ordinary £1 shares
100.00
100.00
NVE HoldCo Limited
England & Wales
Offshore wind farm holding company
Ordinary £1 shares
100.00
100.00
NVB HoldCo Limited
England & Wales
Offshore wind farm holding company
Ordinary £1 shares
100.00
100.00
RWE Renewables UK Dogger Bank South (East)
England & Wales
Offshore wind farm development
Ordinary £1 shares
51.00
51.00
RWE Renewables UK Dogger Bank South (West)
England & Wales
Offshore wind farm development
Ordinary £1 shares
51.00
51.00
Rampion Offshore Wind Limited
England & Wales
Offshore wind farm operation
Ordinary £1 shares
50.10
50.10
Norfolk Vanguard West Limited*
England & Wales
Offshore wind farm development
Ordinary £1 shares
0
100.00
Norfolk Vanguard East Limited*
England & Wales
Offshore wind farm development
Ordinary £1 shares
0
100.00
Norfolk Boreas Limited*
England & Wales
Offshore wind farm development
Ordinary £1 shares
0
100.00
Norfolk Offshore Wind Property Management Limited*
England & Wales
Property letting and management company
Ordinary £1 shares
0
100.00

* indirect investment

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Subsidiaries
(Continued)
- 30 -

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.

15
Associates

Details of the company's associates at 31 December 2025 are as follows:

Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Voting
Rampion Extension Development Limited
England & Wales
Offshore wind farm development
Ordinary £1 shares
50.10
50.10
London Array Limited*
England & Wales
Offshore wind farm operation
Ordinary £1 shares
0
30.00

* 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.

16
Deferred taxation
Liabilities
Assets
2025
2024
2025
2024
£000
£000
£000
£000
Deferred tax balances
605
-
0
-
0
1,658
Deferred tax assets are expected to be recovered after more than one year.
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Deferred taxation
(Continued)
- 31 -

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting year.

Accelerated capital allowances
Other timing differences (financial derivatives)
Total
£000
£000
£000
Deferred tax liability at 1 January 2024
(6)
6,652
6,646
Deferred tax movements in prior year
Charge/(credit) to profit or loss
1
(8,305)
(8,304)
Deferred tax asset at 1 January 2025
(5)
(1,653)
(1,658)
Deferred tax movements in current year
Charge to profit or loss
1
2,262
2,263
Deferred tax liability at 31 December 2025
(4)
609
605

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.

17
Trade and other receivables
Current
Non-current
2025
2024
2025
2024
£000
£000
£000
£000
Trade receivables
1,287
101
-
-
Corporation tax recoverable
78,307
77,219
-
-
Amounts owed by parent undertakings
-
0
316,013
-
0
-
0
Amounts owed by fellow group undertakings
2,982,014
1,670,243
317,327
350,409
Derivative financial instruments
2,817
-
0
-
0
-
0
Other receivables
18
18
-
-
Prepayments and accrued income
165,457
146,212
-
-
3,229,900
2,209,806
317,327
350,409
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
17
Trade and other receivables
(Continued)
- 32 -

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:

 

 

The remaining amounts owed by parent undertakings and fellow group undertakings are unsecured, interest free and repayable on demand.

18
Assets and liabilities classified as held for sale
2025
2024
£000
£000
Investments in subsidiaries
82,298
-
0
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
19
Borrowings
Current
Non-current
2025
2024
2025
2024
£000
£000
£000
£000
Borrowings held at amortised cost:
Loans from parent undertakings
43,000
43,000
4,295,983
3,267,886

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%

20
Trade and other payables
2025
2024
£000
£000
Trade payables
74
216
Amounts owed to parent undertakings
51,947
333
Amounts owed to group and subsidiary undertakings
126,745
137,050
Accruals and deferred income
259
25,738
179,025
163,337

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.

RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
21
Derivative financial instruments

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.

22
Other provisions
2025
2024
£000
£000
Other provisions
170
170
Movements on provisions:
Other provisions
£000
At 1 January 2025 and 31 December 2025
170

The company has recognised a provision in respect of certain future contractual obligations to third parties which are due to be settled during 2042.

23
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£000
£000
Issued and fully paid
Ordinary shares of £1 each
14,434,850
14,434,850
14,435
14,435
24
Dividends
2025
2024
2025
2024
Amounts recognised as distributions:
per share
per share
Total
Total
£
£
£000
£000
Ordinary shares
Interim dividend paid
-
13.85
-
0
200,000
RWE RENEWABLES UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 35 -
25
Related party transactions

During the year the company entered into the following transactions with related parties:

Purchase of goods
2025
2024
£000
£000
Subsidiaries
1,247
2,876
1,247
2,876

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due to related parties
£000
£000
Subsidiaries
-
0
117

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.

26
Controlling party

The company's immediate parent is RWE Renewables International Participations B.V.

The ultimate parent company and controlling party is RWE AG, a company incorporated in Germany. Copies of RWE AG's financial statements are available upon request from RWE AG, RWE Platz 1, 45141 Essen, Germany.

 

The most senior parent entity producing publicly available financial statements is RWE AG.

 

The following are the parents of the smallest and largest groups in which these financial statements are consolidated, for which the country of incorporation and address of the registered office are disclosed above:

Largest group
RWE AG
Smallest group
RWE AG
27
Events after the reporting date

On 17 February 2026, the company's subsidiary, RWE Offshore Celtic Sea Limited was dissolved, and the company disposed of its remaining shareholding.

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