Oak Grove Renewable Energy Limited - Limited company accounts 20.1

REGISTERED NUMBER: 09701783 (England and Wales)

Report of the Directors and

Financial Statements for the Year Ended 31 December 2021

for

Oak Grove Renewable Energy Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Statement of Income and Retained Earnings

6

Balance Sheet

7

Notes to the Financial Statements

8

DIRECTORS:

E W Bastow

H Unwin

J P Samworth

SECRETARY:

H L Miles

REGISTERED OFFICE:

The Watering Farm

Creeting St. Mary

Ipswich

IP6 8ND

REGISTERED NUMBER:

09701783 (England and Wales)

AUDITORS:

Hardcastle Burton LLP

Lake House

Market Hill

Royston

Hertfordshire

SG8 9JN

The directors present their report with the financial statements of the company for the year ended 31 December 2021.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of producing electricity.

DIRECTORS

E W Bastow has held office during the whole of the period from 1 January 2021 to the date of this report.

Other changes in directors holding office are as follows:

H Unwin and J P Samworth were appointed as directors after 31 December 2021 but prior to the date of this report.

S Trivellato ceased to be a director after 31 December 2021 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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). 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 judgements and accounting estimates that are reasonable and prudent;

-	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 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Hardcastle Burton LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

E W Bastow - Director

22 August 2022

Opinion

We have audited the financial statements of Oak Grove Renewable Energy Limited (the 'company') for the year ended 31 December 2021 which comprise the Statement of Income and Retained Earnings, Balance Sheet and Notes to the Financial Statements, 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 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:

-	give a true and fair view of the state of the company's affairs as at 31 December 2021 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

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 Auditors' 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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 Report of the Directors.

We have nothing to report in respect of the following matters where 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 directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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.

Auditors' 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 a Report of the Auditors 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:

Our approach was as follows:-

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that related to the reporting framework (FRS 102 and Companies Act 2006) and the relevant tax compliance regulations in the jurisdictions that the company operates.

In addition, we concluded that there are certain significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the financial statements being those relating to the environment and occupational health and safety.

We obtained an understanding to how the company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of Board minutes and any correspondence received from regulatory bodies.

We assessed the susceptivity of the company's financial statements to material misstatement, including how fraud might occur by meeting with management from various parts of the business to understand the systems and controls of the company.

Based on our understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified in the paragraphs above. Our procedures involved; journal entry testing; focusing on manual journals and journals indicating large or unusual transactions based on our understanding of the business; enquiries of management and focused testing in relation to revenue and management override.

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 Report of the Auditors.

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 a Report of the Auditors 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.

Denise Lindsell FCA (Senior Statutory Auditor)

for and on behalf of Hardcastle Burton LLP

Lake House

Market Hill

Royston

Hertfordshire

SG8 9JN

8 September 2022

TURNOVER

3,778,045

4,228,725

Cost of sales

2,176,515

1,844,168

GROSS PROFIT

1,601,530

2,384,557

Administrative expenses

1,116,137

1,524,536

485,393

860,021

Other operating income

26,482

-

OPERATING PROFIT

511,875

860,021

Loan waiver

4

4,769,540

-

5,281,415

860,021

Interest payable and similar expenses

368,838

450,244

PROFIT BEFORE TAXATION

4,912,577

409,777

Tax on profit

5

-

-

PROFIT FOR THE FINANCIAL YEAR

4,912,577

409,777

Retained earnings at beginning of year

(1,574,438

)

(1,984,215

)

RETAINED EARNINGS AT END OF YEAR

3,338,139

(1,574,438

)

FIXED ASSETS

Tangible assets

6

5,619,579

5,459,604

CURRENT ASSETS

Stocks

7

1,447,921

996,730

Debtors

8

861,402

1,091,625

Cash at bank

123,489

178,171

2,432,812

2,266,526

CREDITORS

Amounts falling due within one year

9

1,686,724

6,368,028

NET CURRENT ASSETS/(LIABILITIES)

746,088

(4,101,502

)

TOTAL ASSETS LESS CURRENT LIABILITIES

6,365,667

1,358,102

CREDITORS

Amounts falling due after more than one year

10

3,027,527

2,932,539

NET ASSETS/(LIABILITIES)

3,338,140

(1,574,437

)

CAPITAL AND RESERVES

Called up share capital

13

1

1

Retained earnings

3,338,139

(1,574,438

)

SHAREHOLDERS' FUNDS

3,338,140

(1,574,437

)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 22 August 2022 and were signed on its behalf by:

E W Bastow - Director

1.	STATUTORY INFORMATION

Oak Grove Renewable Energy Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The principal place of business is Scottow Road, Scottow, Norwich, Norfolk, NR10 5DF.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on the going concern basis. The directors consider that the company's operations for the year ended 31 December 2022 and onwards indicate that the operations are planned to be cash flow positive, and no further furnishing of financing is expected to be necessary.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation calculated on a straight line basis over the economic life of the asset (between 3 to 20 years) on the cost, or more recent valuation of the plant and equipment.

The AD plant included under plant and machinery used for the purpose of the trade of the company is revalued periodically and any aggregate surplus or deficit arising from changes in market value is transferred to a revaluation reserve.

The carrying value of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortized 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 and loans 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.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. 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. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Comparatives

The comparatives relate to the period from 23 December 2019 to 31 December 2020. The year-end was extended in the comparative period to align the year end with the company's parent company.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2020 - NIL).

4.	EXCEPTIONAL ITEMS

Period

23.12.19

Year Ended

to

31.12.21

31.12.20

£

£

Loan waiver

4,769,540

-

The loan waiver relates to an intercompany loan from the parent company, Camel Power Limited.

5.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 December 2021 nor for the period ended 31 December 2020.

6.	TANGIBLE FIXED ASSETS

Plant and

machinery

£

COST

At 1 January 2021

7,849,417

Additions

760,474

At 31 December 2021

8,609,891

DEPRECIATION

At 1 January 2021

2,389,813

Charge for year

600,499

At 31 December 2021

2,990,312

NET BOOK VALUE

At 31 December 2021

5,619,579

At 31 December 2020

5,459,604

7.

STOCKS

31.12.21

31.12.20

£

£

Stocks

1,447,921

996,730

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.21

31.12.20

£

£

Trade debtors

4,384

552,318

Amounts owed by group undertakings

57,183

-

VAT

44,831

382,690

Prepayments and accrued income

755,004

156,617

861,402

1,091,625

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.21

31.12.20

£

£

Trade creditors

1,634,724

1,331,575

Amounts owed to group undertakings

176

4,737,169

Accrued expenses

51,824

299,284

1,686,724

6,368,028

10.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.21

31.12.20

£

£

Amounts owed to group undertakings

3,027,527

2,932,539

11.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.21

31.12.20

£

£

Within one year

52,891

47,102

Between one and five years

211,564

211,564

In more than five years

581,802

634,693

846,257

893,359

12.	SECURED DEBTS

The following secured debts are included within creditors:

31.12.21

31.12.20

£

£

Owed to group undertakings

3,027,527

4,737,169

The amounts due to group undertakings relate to 11% loan notes due for repayment on 30 June 2028. The loan notes are secured by way of a fixed and floating charge over the assets of the company, in favour of Foresight Group LLP.

An unlimited guarantee has been given by Decoy Farm Power Limited, Helmdon Blackpits Power Limited and Material Change Composting Limited dated 30 January 2020.

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.21

31.12.20

value:

£

£

100

Ordinary

£0.01

1

1

14.	OTHER FINANCIAL COMMITMENTS

31.12.2021

31.12.2020

£

£

Within one year

290,000

333.750

Between one and five years

1,160,000

1,160,000

After five years

870,000

1,160,000

2,320,000

2,653,750

Under operator management fee arrangements, the company is committed to paying operator, management and service fees until December 2029.

15.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Camel Power Limited, a company incorporated in England and Wales. The ultimate parent company is AD Aggregator Platform Limited, a company incorporated in England and Wales.The smallest group of undertakings for which group accounts have been drawn up is that headed by MC Asset Co Limited and copies are available from the Registrar of Companies (www.companieshouse.gov.uk).