Company No:
Contents
| DIRECTORS | G Becker-Birck (Appointed 01 July 2025, Resigned 30 November 2025) |
| M Wild (Resigned 30 June 2025) | |
| D Zachlod |
| REGISTERED OFFICE | 45 Gresham Street |
| London | |
| EC2V 7BG | |
| United Kingdom |
| COMPANY NUMBER | 14635108 (England and Wales) |
| AUDITOR | S&W Partners Audit Limited |
| Statutory Auditor | |
| 103 Colmore Row | |
| Birmingham | |
| B3 3AG |
The director presents this annual report on the affairs of the Company, together with the financial statements and auditors’ report, for the financial year ended 31 December 2025.
PRINCIPAL ACTIVITIES
GOING CONCERN
REVIEW OF THE BUSINESS
Turnover for the financial year amounted to £11,828,502 (2024: £8,872,790). The Company earned a profit after taxation totalling £677,175 (2024: loss £288,293).
The net current asset position of the Company as at the financial year end amounted to £3,375,034 (2024: net current asset £1,679,299).
The net asset position of the Company as at the financial year end amounted to £3,399,486 (2024: net asset £1,722,311).
DIVIDENDS
No dividend was paid for the current financial year (2024: £Nil).
FUTURE DEVELOPMENTS
There are no plans to materially change the Company's activities in the future, although it should be noted that the scale of the Company's activities has significantly decreased. The remaining UK Project, Morven, has been confirmed as part of the EnBW AG's offshore wind pipeline for the foreseeable future.
EVENTS AFTER THE END OF THE REPORTING PERIOD
On January 15th 2026, EnBW AG made the decision to exit the Mona and Morgan projects. This significantly reduced the scale of EnBW Generation UK's project support activities with a large impact on the future revenues of the business. A plan has been drawn up and delivered to reduce the headcount and cost base of the company during 2026 to ensure that the business can operate as a going concern as the expected future revenue level. A significant loss is forecast in 2026 as a result of this cost management and headcount reduction programme.
DIRECTOR
The directors, who served during the financial year and to the date of this report except as noted, were as follows:
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(Appointed 01 July 2025, Resigned 30 November 2025) |
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(Resigned 30 June 2025) |
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AUDITOR
Each of the persons who is a director at the date of approval of this report confirms that:
* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
* The director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
S&W Partners Audit Limited have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.
Approved by and signed by the director:
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D Zachlod
Director |
The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. Under company law the director must not approve the financial statements unless the director is 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 financial period.
In preparing these financial statements, the director is required to:
* Select suitable accounting policies and then apply them consistently;
* Make judgements and accounting estimates that are reasonable and prudent;
* State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
* Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is 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. The director is 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.
We have audited the financial statements of EnBW Generation UK Limited for the financial year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes 1 to 14, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements of EnBW Generation 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 financial year then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; and
* Have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)). Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.
We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in Director’s Report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within Directors’ report and financial statements. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
* The information given in the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
* The Director's Report has 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 material misstatements in the Director's Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
* Adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
* The financial statements are not in agreement with the accounting records and returns; or
* Certain disclosures of director's remuneration specified by law are not made; or
* We have not received all the information and explanations we require for our audit.
Responsibilities of director
As explained more fully in the Director's Responsibilities Statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
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.
The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The key areas identified as part of the discussion were with regard to the manipulation of the financial statements through manual journals and incorrect recognition of revenue. This was communicated to the other members of the engagement team who were not present at the discussion.
The procedures carried out to gain evidence in the above areas included:
•Testing of the occurrence and completeness of revenue;
•Testing of manual journal entries selected based on specific risk assessments applied based on the client processes and controls surrounding manual journals.
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.
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.
For and on behalf of
Statutory Auditor
Birmingham
B3 3AG
| Note | 2025 | 2024 | ||
| £ | £ | |||
| Turnover | 2 |
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| Cost of sales | (
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| Gross profit |
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| Administrative expenses | (
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| Operating profit/(loss) and profit/(loss) before taxation |
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| Tax on profit/(loss) | 6 | (
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| Profit/(loss) for the financial year |
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| Other comprehensive income | 0 | 0 | ||
| Total comprehensive income/(loss) |
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| Note | 2025 | 2024 | ||
| £ | £ | |||
| Fixed assets | ||||
| Tangible assets | 7 |
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| 32,603 | 43,012 | |||
| Current assets | ||||
| Debtors | 8 |
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| Cash at bank and in hand |
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| 6,255,264 | 4,700,075 | |||
| Creditors: amounts falling due within one year | 9 | (
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| Net current assets | 3,375,034 | 1,679,299 | ||
| Total assets less current liabilities | 3,407,637 | 1,722,311 | ||
| Provision for liabilities | 10 | (
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| Net assets | 3,399,486 | 1,722,311 | ||
| Capital and reserves | 11 | |||
| Called-up share capital |
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| Capital contribution reserve |
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| Profit and loss account | (
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| Total shareholder's funds | 3,399,486 | 1,722,311 |
The financial statements of EnBW Generation UK Limited (registered number:
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D Zachlod
Director |
| Called-up share capital | Capital contribution reserve | Profit and loss account | Total | ||||
| £ | £ | £ | £ | ||||
| At 01 January 2024 |
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| Loss for the financial year |
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| Total comprehensive loss |
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| At 31 December 2024 |
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| At 01 January 2025 |
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| Profit for the financial year |
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| Total comprehensive income |
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| Capital contribution |
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| At 31 December 2025 |
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The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.
EnBW Generation UK Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 45 Gresham Street, London, EC2V 7BG, United Kingdom.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 .
The functional currency of EnBW Generation UK Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.
EnBW Generation UK Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of the following:
* the requirements of Section 7 Statement of Cash Flows;
* the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d).
This information is included in the consolidated financial statements of EnBW Energie Baden-Württemberg AG as at 31 December 2025 and these financial statements may be obtained from EnBW Energie Baden-Württemberg AG Durlacher Allee 93, 76131 Karlsruhe.
The financial statements have been prepared on a going concern basis.
The parent company directors have prepared a group budget that includes the UK company and has confirmed in writing to the directors that it will provide financial support to enable the Company to continue as a going concern and meets it’s liabilities as they fall due for the period of at least one year from the date of approval of these financial Statements.
In the event that the existing trading relationship in place with EnBW AG were to change, the Company may not remain a going concern. Following the post balance sheet event on 15th January, the directors have agreed on a cost and headcount reduction plan with EnBW AG. On this basis, the directors of the Company have concluded that there are no material uncertainties that may cast doubt on the company’s ability to continue as a going concern.
On this basis, the directors consider it appropriate to prepare the accounts on the going concern basis. The financial statements do not include any adjustments that would be required in the event of withdrawal of this support.
Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise on monetary items.
Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Statement of Financial Position.
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on enacted or substantively enacted tax rates and laws. Deferred tax assets and liabilities are not discounted.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.
| Fixtures and fittings |
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| Computer equipment |
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The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.
Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Statement of Financial Position when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Financial liabilities are derecognised when the Company’s contractual obligations expire or are discharged or cancelled.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting 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 the effect of the time value of money is material).
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.
Turnover represents the fair value of goods/services provided to customers during the financial year excluding value added tax.
Turnover is wholly attributable to the principal activity of the Company and arises solely within the United Kingdom.
An analysis of the auditor's remuneration is as follows:
| 2025 | 2024 | ||
| £ | £ | ||
| Fees payable to the Company’s auditor and its associates for the audit of the Company's annual financial statements: | 35,000 | 30,000 | |
| Fees payable to the Company’s auditor and its associates for other services: | |||
| 0 | 0 | ||
| 0 | 0 | ||
| Total audit fees |
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| Taxation compliance services |
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| Other taxation advisory services |
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| Other services |
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| Total non-audit fees |
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| 2025 | 2024 | ||
| Number | Number | ||
| The average monthly number of employees (including directors) was: |
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Their aggregate remuneration comprised:
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| £ | £ | ||
| Wages and salaries |
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| Social security costs |
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| Other retirement benefit costs |
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| 6,746,927 | 5,491,736 |
Accounted for as follows:
| Expensed in financial year | 6,746,927 | 5,491,736 |
| 2025 | 2024 | ||
| £ | £ | ||
| Director's emoluments |
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| Company contributions to money purchase pension schemes |
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| 604,152 | 546,793 |
| 2025 | 2024 | ||
| Number | Number | ||
| Members of a money purchase pension scheme |
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Remuneration of the highest paid director
| 2025 | 2024 | ||
| £ | £ | ||
| Director's emoluments | 283,555 | 269,080 | |
| Company contributions to money purchase schemes | 16,439 | 16,200 | |
| 299,994 | 285,280 |
| 2025 | 2024 | ||
| £ | £ | ||
| Current tax on profit/(loss) | |||
| UK corporation tax |
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| Total current tax |
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| Deferred tax | |||
| Origination and reversal of timing differences |
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| Total deferred tax |
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| Total tax on profit/(loss) |
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The tax assessed for the year is higher than (2024: Nil) the standard rate of corporation tax in the UK:
| 2025 | 2024 | ||
| £ | £ | ||
| Profit/(loss) before taxation | 704,996 | (288,293) | |
| Tax on profit/(loss) at standard UK corporation tax rate of 25% (2024: 25%) |
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| Effects of: | |||
| Expenses not deductible for tax purposes |
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| Income not taxable in determining taxable profit |
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| Fixed asset differences | 0 | (907) | |
| Other permanent differences | 0 | 126 | |
| Movement in deferred tax not recognised | (167,898) | 50,524 | |
| Total tax charge for year | 27,821 | 0 |
| Fixtures and fittings | Computer equipment | Total | |||
| £ | £ | £ | |||
| Cost | |||||
| At 01 January 2025 |
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| Additions |
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| At 31 December 2025 |
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| Accumulated depreciation | |||||
| At 01 January 2025 |
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| Charge for the financial year |
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| At 31 December 2025 |
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| Net book value | |||||
| At 31 December 2025 | 1,816 | 30,787 | 32,603 | ||
| At 31 December 2024 | 2,723 | 40,289 | 43,012 |
| 2025 | 2024 | ||
| £ | £ | ||
| Trade debtors |
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| Prepayments and accrued income |
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| £ | £ | ||
| Trade creditors |
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| Amounts owed to Group undertakings (note 12) |
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| Corporation tax |
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| Payroll taxes payable |
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| VAT |
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| Accruals |
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| Other creditors |
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Amounts owed to Group undertakings are repayable on demand and do not bear interest.
| Deferred taxation | Total | ||
| £ | £ | ||
| At 01 January 2025 |
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0 | |
| Charged to the Profit and Loss Account |
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8,151 | |
| At 31 December 2025 |
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8,151 | |
Deferred tax
| 2025 | 2024 | ||
| £ | £ | ||
| Accelerated capital allowances |
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| Provision for deferred tax |
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| 2025 | 2024 | ||
| £ | £ | ||
| Allotted, called-up and fully-paid | |||
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| Presented as follows: | |||
| Called-up share capital presented as equity | 1,000 | 1,000 |
The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.
The capital contribution reserve represents capital contributions by the parent entity for which repayment will not be sought.
The Company has taken advantage of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions with other wholly owned group companies.
Furthermore, there was a capital contribution in July 2026 of £1,500,000 from EnBW AG.
Copies of the consolidated financial statements of EnBW Energie Baden-Württemberg AG are publicly available from EnBW Energie Baden-Württemberg AG, Durlacher Allee 93, 76131 Karlsruhe.