Registered number: 10978663
AUDITED
ANNUAL REPORT
AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED
31 DECEMBER 2018 |
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GRAVIS ONSHORE WIND 1 LIMITED
COMPANY INFORMATION
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GRAVIS ONSHORE WIND 1 LIMITED
CONTENTS
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GRAVIS ONSHORE WIND 1 LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2018
The directors present their Strategic report for the Company for the period ended 31 December 2018.
The Company was incorporated on 23 September 2017 and began trading on 14 November 2017.
During the period the principal activity of the Company was the provision of intermediary finance. On 1 December 2017 the Company acquired a 100% investment in Danu Holding Limited. As part of this transaction the Company also acquired deep discounted loan notes issued by Danu Holding Limited. This acquisition was financed via loan notes issued to Gravis Asset Holdings Limited, the Company's parent undertaking. The Company's turnover during the period amounted to £1,535,917 with a loss after taxation of £493,896.
The principal risk is liquidity risk. The Company must be in a position to meet its fixed interest, debt repayments and overheads from the income received from its debtor.
The debtor has been rigorously assessed to ensure that they will be able to facilitate the Company meeting its liabilities as they fall due. The debtor generates its income under long term infrastructure contracts from the generation of renewable energy.
The key financial indicator for the Company is cash flow, which is monitored and managed on a regular basis to ensure that liabilities as a whole can be met as they fall due.
The directors do not consider that there are any other key performance indicators.
This report was approved by the board
and signed on its behalf.
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GRAVIS ONSHORE WIND 1 LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2018
The directors present their report and the financial statements for the period ended 31 December 2018.
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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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;
∙
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 period, after taxation, amounted to £
493,896.
No dividends were declared during the period.
The directors who served during the period were:
The directors do not anticipate any changes in the level or nature of the Company's business in the near future. The Company will continue to identify new areas of market opportunity or sectors of interest across the infrastructure financing universe.
There have been no significant events affecting the Company since the year end.
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GRAVIS ONSHORE WIND 1 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2018
Each of the persons who are
directors at the time when this Directors' report is approved has confirmed that:
The auditors, Wellden Turnbull Limited, will be proposed for reappointment in accordance with
section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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GRAVIS ONSHORE WIND 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF GRAVIS ONSHORE WIND 1 LIMITED
We have audited the financial statements of Gravis Onshore Wind 1 Limited (the 'Company') for the period ended 31 December 2018, which comprise the Statement of income and retained earnings, the Balance sheet
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 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:
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 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.
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
∙
the directors
' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
∙
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
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 Auditors' 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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GRAVIS ONSHORE WIND 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF GRAVIS ONSHORE WIND 1 LIMITED (CONTINUED)
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic report and the Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
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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 2, 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.
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 Auditors' 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 Auditors' report.
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GRAVIS ONSHORE WIND 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF GRAVIS ONSHORE WIND 1 LIMITED (CONTINUED)
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 Auditors' 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
Chartered Accounts
Statutory Auditors
Munro House
Portsmouth Road
Surrey
KT11 1PP
Date:
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GRAVIS ONSHORE WIND 1 LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE PERIOD ENDED 31 DECEMBER 2018
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GRAVIS ONSHORE WIND 1 LIMITED
REGISTERED NUMBER:
10978663
BALANCE SHEET
AS AT
31 DECEMBER 2018
The financial statements were approved and authorised for issue by the board and were signed on its behalf by
:
The notes on pages 9 to 14 form part of these financial statements.
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
Gravis Onshore Wind 1 Limited is a private company, limited by shares, incorporated in England and Wales, registration number
2.
Accounting policies
These financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £1,000.
The following principal accounting policies have been applied:
The accounts have been prepared in accordance with the provisions of FRS102. There were no material departures from that standard.
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
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the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv);
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the requirements of Section 7 Statement of Cash Flows;
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the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
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the requirements of Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
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the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
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the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Gravis Asset Holdings Limited as at 31 December 2018 and these financial statements may be obtained from 24 Savile Row, London, W1S 2ES.
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 an EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under
section 400 of the Companies Act 2006
.
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
2.
Accounting policies (continued)
The Company is in a net liability position at the year end as a result of the loss made in the period. The Company is part of a wider financing structure, the underlying loans are structured to ensure that actual cash inflows from the bond debtor exceed the Company's cash outflows to service the loan creditor and overheads over the loan term. The directors are therefore satisfied that the Company can meet its liabilities as they fall due. Accordingly, the directors consider that the accounts should be prepared on a going concern basis.
Revenue comprises income received from the unwinding of the Company's deep discounted loan notes receivable. The annual unwind is equivalent to a rate of return of 11% and is recognised when the contractual right to the loan notes is established.
Finance costs are charged to the Statement of income and retained earnings over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Tax is recognised in the Statement of income and retained earnings, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Investments in subsidiaries are measured at cost less accumulated impairment.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
2.
Accounting policies (continued)
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of income and retained earnings.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
Estimates and judgements are continually evaluated and are based on historical experience, independent forecasts and other factors that are believed to be reasonable under the circumstances.
Loan interest calculations and the amortised cost calculations assume that all future capital and interest payments will be in accordance with the current loan agreements for the remaining loan term.
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
The Company has no employees other than the directors, who did not receive any remuneration.
Changes to the UK corporation tax rates were substantively enacted as part of Finance Bill 2015 on 26 October 2015. These include reductions to the main rate to reduce the rate to 19% from 1 April 2017 and to 18% from 1 April 2020.
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
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GRAVIS ONSHORE WIND 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2018
During the year the Company allotted and issued 1,000 Ordinary shares with a nominal value of £1.00 each. These shares were fully paid.
Profit and loss account
The Company's immediate parent undertaking is Gravis Asset Holdings Limited. The consolidated financial statements of Gravis Asset Holdings Limited may be obtained from Companies House or from 24 Savile Row, London, W1S 2ES.
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