Registered number:
FOR THE YEAR ENDED 31 MARCH 2019
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HUDSON ENERGY HOLDINGS UK LIMITED
CONTENTS
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HUDSON ENERGY HOLDINGS UK LIMITED
COMPANY INFORMATION
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HUDSON ENERGY HOLDINGS UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2019
The directors present their Strategic report for the year ended 31 March 2019.
The Company’s principal activity during the year was that of a holding company, whilst the group’s principal activity during the year continued to be that of the supply of electricity to the commercial market and of electricity and gas to the residential market.
The results of operations for the financial year ended 31 March 2019 were in line with the expectations of the directors, with the Company’s wholly owned subsidiary, Hudson Energy Supply UK Limited, reporting an operating loss for the year, compared to an operating profit in the financial year ended 31 March 2018. The loss reported was mainly driven by two factors; the write down to fair value of forward energy contracts and, following a review of accounts receivable, management identified collection issues which results in an additional write down for the period to 31 March 2019.
The principal risk facing the company is the performance of Hudson Energy Supply UK Limited. The following risks affecting the group are not intended to be an exhaustive list, as some future risks may be as yet unknown and other risks, currently regarded as immaterial, could turn out to be material: commodity price risk; earnings seasonality and volatility; supply counterparty risk; legal and regulatory risk; retail risk; and business operations risk.
The Company and group’s key performance indicators includes gross profit, profit for the year as well as EBITDA.
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HUDSON ENERGY HOLDINGS UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
The Company and group’s other key performance indicators include growth in customer base. These performance indicators are disclosed in the financial statements of Hudson Energy Supply UK Limited.
Post balance sheet events On 6 June 2019, Just Energy Group, Inc. (the Company’s ultimate parent company) announced that it was undertaking a formal review process to evaluate strategic alternatives. An outcome of this strategic review was the decision to sell the UK business. Consequently, on 9 October 2019, Just Energy Group Inc. announced the sale of Hudson Energy Supply UK Limited, the Company’s wholly owned subsidiary, to Shell Energy Retail Limited. The Directors of the Company believe this is the best outcome for the company and its staff. The sale of Hudson Energy Supply UK Limited closed on 29 November 2019. As part of the sale, 100% of the shares in Just Energy (Ireland) Limited were transferred from Hudson Energy Supply UK Limited to Hudson Energy Holdings UK Limited resulting in a new wholly own subsidiary under the Company. On 6 November 2019, Just Energy Group, Inc. entered into an agreement to sell substantially all of the assets of its wholly owned subsidiary Just Energy (Ireland) Limited to Flogas Natural Gas Limited. The transaction closed on 31 December 2019. The Company’s group received €0.4 million (£0.3 million), representing 75% of the purchase price, in cash at closing and estimates receiving an additional €0.2 million (£0.2 million), representing 25% of the purchase price, five months after closing. As part of the group reconstruction, Just Energy Group, Inc. acquired £13,391,636 in new shares of Hudson Energy Holdings UK Limited and Hudson Energy Holdings UK Limited acquired an additional £2,000,000 in new shares of Hudson Energy Supply UK Limited, Hudson Energy Holdings UK Limited made a capital contribution of £9,869,673 to Just Energy (Ireland) Limited. In early 2020, the world was faced with the COVID-19 outbreak which forced a lot of businesses to put in place a business continuity plan for working from home. While the Company is continually assessing its risk in relation to the outbreak, it does not expect the outbreak to have a material effect on its operations as a holding company.
This report was approved by the board
and signed on its behalf.
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HUDSON ENERGY HOLDINGS UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2019
The Directors present their report and the financial statements for the year ended 31 March 2019.
The Directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the Directors are required to:
∙
select suitable accounting policies and then apply them consistently;
∙
make judgments 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;
∙
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to 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 loss for the year, after taxation, amounted to £
5,206,181
(2018 -
profit
£
7,483,561
)
.
No dividends were paid during the year (2018 - £7,412,694).
The Directors who served during the year were:
No significant developments are planned for the Company in the near future.
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HUDSON ENERGY HOLDINGS UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
The Company's wholly owned subsidiary, Hudson Energy Supply UK Limited, has enterd into a variety of derivative financial instruments as part of the business of purchasing and selling gas and electricity and full details can be found in that Company's financial statements. The directors consider there to be no further financial risk management objectives and policies material to an understanding of the Company.
Additional information on the exposure of the Company to price risk, credit risk, liquidity risk and cash flow risk is deemed immaterial for an assessment of the assets, liabilities, financial position and profit or loss of the Company.
Each of the persons who are
Directors at the time when this Directors' report is approved has confirmed that:
Given the importance of post balance sheet events, this has been discussed in the strategic report.
This report was approved by the board and signed on its behalf.
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HUDSON ENERGY HOLDINGS UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HUDSON ENERGY HOLDINGS UK LIMITED
We have audited the financial statements of Hudson Energy Holdings UK Limited (the 'Company') for the year ended 31 March 2019, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity
and the related notes, including a summary of 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 101 ‘Reduced Disclosure Framework’.
In our opinion the financial statements:
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 United Kingdom, including the Financial Reporting Council's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In forming our opinion, which is not modified, we have considered the presentation of the financial statements on a basis other than going concern, the adjustments arising from this presentation, and the adequacy of the disclosures made in the Statement of Accounting Policy 2.5 to the financial statements. The basis other than going concern has been adopted because the directors intend to cease trading and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements.
The Directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditor's report thereon. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
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HUDSON ENERGY HOLDINGS UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HUDSON ENERGY HOLDINGS UK LIMITED (CONTINUED)
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙
the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
As explained more fully in the Directors' responsibilities statement on page 4, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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HUDSON ENERGY HOLDINGS UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HUDSON ENERGY HOLDINGS UK LIMITED (CONTINUED)
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 Financial Reporting Council's website at:
www.frc.org.uk/auditorsresponsibilities
. This description forms part of our Auditor's report.
This report is made solely to the Company's members
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 for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditors
Moorgate House
201 Silbury Boulevard
Buckinghamshire
MK9 1LZ
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HUDSON ENERGY HOLDINGS UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2019
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HUDSON ENERGY HOLDINGS UK LIMITED
REGISTERED NUMBER:
07646259
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2019
The financial statements were approved and authorised for issue by the board and were signed on its behalf by
:
The notes on pages 12 to 20 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED
31 MARCH 2019
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
Hudson Energy Holdings UK Limited is a private company, limited by shares and incorporated in England and Wales with registration number 07646259. The registered office is as listed in the Company Information page.
The Company's principal activity during the year was that of a holding company. The financial statements are presented in Sterling, which is also the functional currency of the company. The figures in the financial statements have been rounded to the nearest £1.
2.
Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'
and the Companies Act 2006
.
The accounts are presened in sterlling, and rounded to the nearest whole pound for presentation.
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
2.
Accounting policies (continued)
The company has taken advantage of the following disclosure exemptions under FRS 101:
∙
the requirements of IFRS 7 Financial Instruments: Disclosures
∙
the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
∙
the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
- paragraph 79(a)(iv) of IAS 1;
- paragraph 73(e) of IAS 16 Property, Plant and Equipment;
- paragraph 118(e) of IAS 38 Intangible Assets;
∙
the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
∙
the requirements of IAS 7 Statement of Cash Flows
∙
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
∙
the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
This information is included in the consolidated financial statements of Just Energy Group, Inc. as at 31 March 2019, which has been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB") and these financial statements may be obtained from that Company's website at http://www.justenergygroup.com/
IFRS 9
There have been no material impacts on the Company's financial statements as a result of adopting IFRS 9 from 1 April 2018.
IFRS 15
From 1 April 2018, the Company has applied IFRS 15 using the cumulative effect method.
There have been no material impacts on the Company's financial statements as a result of adopting IFRS 15 from 1 April 2018.
The
Company
is a parent
Company
that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of a non-EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under
section 401 of the Companies Act 2006
.
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
2.
Accounting policies (continued)
In early 2020, the world was faced with the COVID-19 outbreak which forced a lot of businesses to put in place a business continuity plan for working from home. While the Company is continually assessing its risk in relation to the outbreak, it does not expect the outbreak to have a material effect on its operations as a holding company.
The directors are evaluating the future business and holdings of the Company and based on the results, the Company may be wound down within the next 12 months from the date of these financial statements. During the evaluation period, the Company's parent, Just Energy Group, Inc., will continue to provide sufficient financial support for the Company’s operations. Furthermore, assurances have been received that the amounts owed to group undertakings will not be recalled until a final decision has been reached on the Company’s operations, at which point, the balances will be settled to derived the most favourable tax benefit. To this note the going concern basis was not utilised in the preparation of these accounts. There were no material differences in the accounts as a result of the change in basis of preparation.
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Dividend income
Dividend income is recognised when the right to receive payment is established.
Investments in subsidiaries are measured at cost less accumulated impairment.
The Company's impairment test is based on fair value less costs to sell calculations that use the EBITDA multiple model. The EBITDA is derived from actual figures and the EBITDA multiple is sourced from external sources of information.
Short term debtors are measured at transaction price, less any impairment.
Impairment will be provided based on the expected loss model.
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
2.
Accounting policies (continued)
Short term creditors are measured at the transaction price.
The Company only enters into financial instruments transactions that result in the recognition of financial assets and liabilities like loans to and from related parties.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
Preparation of the financial statements require management to make significant judgements and estimates. The items in the financial statements where these judegements have been made include:
Impairment of investments The Company's impairment test is based on fair value less costs to sell calculations that use the EBITDA multiple model. The EBITDA is derived from actual figures and the EBITDA multiple is sourced from external sources of information. Debtors The Company reviews its individually significant debts at each reporting date to assess whether an impairment loss should be recorded in the Statement of comprehensive income. In particular, judgement by the directors is required in the estimation of the amount and timing of future cash flows when determing the impairment loss. In estimating these cash flows, the Company makes judgements about the borrower's financial situation and the fair value of collateral. These estimates are based on assumptions about a number of factors and actual results may differ, resulting in future changes in the allowance.
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
Profit and loss account
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
The Company defines capital as shareholder's equity. The company's objectives when managing capital are to maintain flexibility by:
(i) enabling it to operate efficiently; (ii) providing liquidity and access to capital for growth opportunities; and (iii) providing returns and generating predictable cash flow for dividend payments to shareholders. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. The Board of Directors does not establish quantitative return on capital criteria for management, but rather promotes year over year sustainable and profitable growth. The Company's capital management objectives have remained unchanged from the prior year. The sale of Hudson Energy Supply UK Limited closed on 29 November 2019. As part of the sale, 100% of the shares in Just Energy (Ireland) Limited were transferred from Hudson Energy Supply UK Limited to Hudson Energy Holdings UK Limited resulting in a new wholly own subsidiary under the Company. On 6 November 2019, Just Energy Group, Inc. entered into an agreement to sell substantially all of the assets of its wholly owned subsidiary Just Energy (Ireland) Limited to Flogas Natural Gas Limited. The transaction closed on 31 December 2019. The Company’s group received €0.4 million (£0.3 million), representing 75% of the purchase price, in cash at closing and estimates receiving an additional €0.2 million (£0.2 million), representing 25% of the purchase price, five months after closing. As part of the group reconstruction, Just Energy Group, Inc. acquired £13,391,636 in new shares of Hudson Energy Holdings UK Limited and Hudson Energy Holdings UK Limited acquired an additional £2,000,000 in new shares of Hudson Energy Supply UK Limited, Hudson Energy Holdings UK Limited made a capital contribution of £9,869,673 to Just Energy (Ireland) Limited. In early 2020, the world was faced with the COVID-19 outbreak which forced a lot of businesses to put in place a business continuity plan for working from home. While the Company is continually assessing its risk in relation to the outbreak, it does not expect the outbreak to have a material effect on its operations as a holding company.
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HUDSON ENERGY HOLDINGS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
The parent Company and ultimate controlling party is Just Energy Group, Inc., a company incorporated in Canada. Copies of that Company's consolidated financial statements may be obtained from its website at http://www.justenergygroup.com/
The registered office of Just Energy Group, Inc. is located at 100 King Street West, Suite 2630, Toronto ON, M5X 1E1.
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