Company registration number 12658124 (England and Wales)
KS SPV 66 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
KS SPV 66 LIMITED
COMPANY INFORMATION
Directors
Mr F H A Bohne
Dr A Arcache
Mr A Isac
(Appointed 24 May 2022)
Company number
12658124
Registered office
14 High Cross
Truro
TR1 2AJ
Accountants
Ensors Accountants LLP
Saxon House
Moseley's Farm Business Centre
Fornham All Saints
Bury St Edmunds
IP28 6JY
KS SPV 66 LIMITED
CONTENTS
Page
Directors' report
1
Accountants' report
2
Income statement
3
Statement of financial position
4
Statement of changes in equity
5
Statement of cash flows
6
Notes to the financial statements
7 - 13
KS SPV 66 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2022.
Principal activities
The principal activity of the company continued to be that of development of a solar farm for the generation of electricity.
Results and dividends
The results for the year are set out on page 3.
No ordinary dividends were paid. 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:
Mr F H A Bohne
Dr A Arcache
Mr A Isac
(Appointed 24 May 2022)
Mr D P Cambridge
(Resigned 24 May 2022)
Mr G W Houlston
(Resigned 1 July 2022)
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Mr F H A Bohne
Director
25 September 2023
KS SPV 66 LIMITED
ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF KS SPV 66 LIMITED FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of KS SPV 66 Limited for the year ended 31 December 2022 which comprise the income statement, the statement of financial position, the statement of changes in equity, the statement of cash flows and the related notes from the company’s accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com/regulation.
This report is made solely to the board of directors of KS SPV 66 Limited, as a body, in accordance with the terms of our engagement letter dated 25 September 2023. Our work has been undertaken solely to prepare for your approval the financial statements of KS SPV 66 Limited and state those matters that we have agreed to state to the board of directors of KS SPV 66 Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than KS SPV 66 Limited and its board of directors as a body, for our work or for this report.
It is your duty to ensure that KS SPV 66 Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of KS SPV 66 Limited. You consider that KS SPV 66 Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or a review of the financial statements of KS SPV 66 Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.
Ensors Accountants LLP
25 September 2023
Chartered Accountants
Saxon House
Moseley's Farm Business Centre
Fornham All Saints
Bury St Edmunds
IP28 6JY
KS SPV 66 LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
Year
Period
ended
ended
31 December
31 December
2022
2021
Notes
£
£
Administrative expenses
(5,457)
(3,986)
Operating loss
4
(5,457)
(3,986)
Finance costs
6
(3,470)
(1)
Loss before taxation
(8,927)
(3,987)
Income tax expense
-
-
Loss and total comprehensive income for the year
(8,927)
(3,987)
KS SPV 66 LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2022
31 December 2022
- 4 -
2022
2021
Notes
£
£
Current assets
Trade and other receivables
7
261,213
31,886
Current liabilities
Trade and other payables
11
274,126
35,872
Net current liabilities
(12,913)
(3,986)
Net liabilities
(12,913)
(3,986)
Equity
Called up share capital
12
1
1
Retained earnings
(12,914)
(3,987)
Total equity
(12,913)
(3,986)
For the financial period ended 31 December 2022 the company was entitled to exemption from audit under section 477 of the Companies Act relating to small companies.
The directors acknowledge their responsibilities for complying with the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.
The financial statements were approved by the board of directors and authorised for issue on 25 September 2023 and are signed on its behalf by:
Mr F H A Bohne
Director
Company registration number 12658124 (England and Wales)
KS SPV 66 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 July 2021
1
1
Period ended 31 December 2021:
Loss and total comprehensive income
-
(3,987)
(3,987)
Balance at 31 December 2021
1
(3,987)
(3,986)
Year ended 31 December 2022:
Loss and total comprehensive income
-
(8,927)
(8,927)
Balance at 31 December 2022
1
(12,914)
(12,913)
KS SPV 66 LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
15
3,470
1
Interest paid
(3,470)
(1)
Net cash outflow from operating activities
-
-
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
1
Accounting policies
Company information
KS SPV 66 Limited is a private company limited by shares incorporated in England and Wales. The registered office is 14 High Cross, Truro, TR1 2AJ. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Reporting period
The accounting period to 31 December 2021 was a six month period. The prior accounting period was shortened to bring the financial period in line with that of the parent company. The current accounting period is a 12 month period for the year ended 31 December 2022. The comparative amounts presented in these financial statements (including related notes) are therefore not entirely comparable.
1.2
Accounting convention
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.
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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.3
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the company, with support from the truegroup, has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
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
When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized 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 within finance income or finance costs in the statement of 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.
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 8 -
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.
1.5
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'.
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.
1.6
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.
1.7
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.
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
2
Adoption of new and revised standards and changes in accounting policies
In the current year, the following new and revised Standards and Interpretations have been adopted by the company and have an effect on the current period or a prior period or may have an effect on future periods:
IFRS 17
Insurance Contracts (effective on or after 1 January
2023)
IAS 1 (amendments)
Presentation of Financial Statements - Classification
of Liabilities as Current or Non-Current (effective on or
after 1 January 2023)
IAS 1 (amendments)
Presentation of Financial Statements - Disclosure of
Accounting Policies (effective on or after 1 January
2023)
IAS 8 (amendments)
Accounting Policies, Changes in Accounting
Estimates and Errors (effective on or after 1 January
2023)
IAS 12 (amendments)
Deferred Tax related to Assets and Liabilities arising
from a Single Transaction (effective on or after 1
January 2023)
The company is currently assessing the impact of these new accounting amendments but does not expect that their adoption will have a material impact on the financial statements in future periods.
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.
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 10 -
Key sources of estimation uncertainty
Recoverability of development costs
The company makes an assessment for the likelihood of project success to determine the recoverability of the development costs which are disclosed as prepayments in the financial statements in relation to the development of a solar farm. The assessment is made by management and is based on experience, historical results, grid connections, and the planning application phases which have been completed. Where necessary will include write the costs off to the income statement as expenditure where the project is deemed as no longer being feasible. Once planning permission has been received, an option is held over the land for the solar site and a grid connection has been confirmed, costs are capitalised in the statement of financial position.
4
Operating loss
2022
2021
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses
1,461
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
4
4
6
Finance costs
2022
2021
£
£
Other interest payable
3,470
1
7
Trade and other receivables
2022
2021
£
£
Payments on account made to suppliers
23,912
VAT recoverable
14,815
Prepayments
222,486
31,886
261,213
31,886
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 11 -
8
Trade receivables - credit risk
Fair value of trade receivables
The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.
9
Fair value of financial liabilities
The directors consider that the carrying amounts of financial liabilities carried at amortised cost in the financial statements approximate to their fair values.
10
Liquidity risk
The following table details the remaining contractual maturity for the company's financial liabilities with agreed repayment periods. The contractual maturity is based on the earliest date on which the company may be required to pay.
Less than 1 month
£
At 31 December 2021
Trade payables
5,412
Amount owed to parent undertaking
299
Accruals
30,161
35,872
At 31 December 2022
Trade payables
2,400
Amount owed to parent undertaking
116,883
Accruals
154,843
274,126
Liquidity risk management
The Company is exposed to liquidity risk across the financial liability balances identified above, which arise during the normal course of trade and can affect the Company's ability to effectively manage its cash flow and ensure it can meet obligations as and when they fall due.
Responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the company's funding and liquidity management requirements. The company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 12 -
11
Trade and other payables
2022
2021
£
£
Trade payables
2,400
5,412
Amount owed to parent undertaking
116,883
299
Accruals
154,843
30,161
274,126
35,872
12
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
1
1
13
Capital risk management
The company is not subject to any externally imposed capital requirements.
14
Related party transactions
Interest payable
2022
2021
£
£
Parent company
3,470
1
The following amounts were outstanding at the reporting end date:
2022
2021
Amounts due to related parties
£
£
Parent company
116,883
299
KS SPV 66 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 13 -
15
Cash generated from operations
2022
2021
£
£
Loss for the year before income tax
(8,927)
(3,987)
Adjustments for:
Finance costs
3,470
1
Movements in working capital:
Increase in trade and other receivables
(214,512)
(31,885)
Increase in trade and other payables
223,439
35,872
Cash generated from operations
3,470
1
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