REGISTERED NUMBER: 11214178 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
FOR |
MAGNUS ASSETS ONE LIMITED |
REGISTERED NUMBER: 11214178 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
FOR |
MAGNUS ASSETS ONE LIMITED |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income |
10 |
Consolidated Statement of Financial Position | 11 |
Company Statement of Financial Position | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Statement of Cash Flows | 15 |
Notes to the Consolidated Statement of Cash Flows |
16 |
Notes to the Consolidated Financial Statements |
17 |
MAGNUS ASSETS ONE LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants & |
Statutory Auditors |
Paternoster House |
65 St Paul's Churchyard |
London |
EC4M 8AB |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
The directors present their strategic report of the company and the group for the year ended 30 September 2022. |
INTRODUCTION |
The directors present the Strategic report, Directors' report and the consolidated financial statements of Magnus Assets One Limited (the 'Company') and subsidiary undertakings (the 'Group') for the year ended 30 September 2022. |
The principal activity of the Company is as a holding company that holds interest, either directly or through holding companies, in Trading Companies ("TCs"). The TCs activity is the generation of electricity through reserve power plants. |
REVIEW OF BUSINESS |
The directors consider the turnover to be the key performance indicator of the Group. Turnover for the Group was £33,865,658 (2021: £15,530,532). The increase in turnover is largely driven by higher electricity prices caused by the war in Ukraine. The Group has benefited from these increased prices in its wholesale revenue sold at market prices. The Group's revenues from capacity market agreements are index linked and therefore protected against inflation. |
PRINCIPAL RISKS AND UNCERTAINTIES |
Management frequently assesses the risks of the business and adjusts the strategy and policies accordingly. Electricity generation is the Group's principal activity and technical availability of the equipment to produce electricity is a key risk. This risk is minimised through the appointment of operations and maintenance contractors with qualified and competent staff who carry out both preventative and reactive maintenance throughout the year. Further to this, via direct access to the electricity meters on site, the asset management company, INFRAM LLP, verify the information provided is programmed to automatically raise alarm when a site's generation is not in line with expectations. This facilitates fast response times and allows for proactive monitoring of the equipment. |
CREDIT RISK |
Trade debtors are actively managed to ensure that payments are received within the contracted terms. |
CASH FLOW AND LIQUIDITY RISK |
The majority of project revenues and cost in the underlying Group are contracted and can be forecasted accurately. This ensures that adequate levels of working capital are maintained. A large proportion of the Group's income comes from long term renewable energy incentives which give a secure and dependable cash flow. Any potential issues can be foreseen and remedied through the regular review of the forecast position, allowing the Group to make arrangements in good time in the event of a liquidity issue. |
FUTURE DEVELOPMENTS |
The board of directors have closely monitored the performance of the Group over the past year and have forecasts for the life of the assets which show strong performance. Therefore, the directors intend to continue to operate the assets within the Group for the foreseeable future. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
KEY PERFORMANCE INDICATORS |
The board have not formally adopted and key performance measures, however, it closely monitors revenue growth, availability, run hours, profits and other key drivers of performance. |
During the year, turnover from sale of electricity increased by 118% which was above expectations driven by the high gas prices as a result of market conditions caused by the war in Ukraine. In addition, availability was strong at around 93% which allowed for higher than expected commercial performance. |
GOING CONCERN RISK |
The directors have reviewed the Group's latest forecasts and the directors have reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. The directors have not identified any material uncertainties that could cast significant doubt about the Company's ability to adopt the going concern basis of accounting for a period of at least 12 months from the date at which the financial statement are authorised for issue. Accordingly, the directors continue to adopt the going concern basis in preparing the annual report and financial statements. |
ON BEHALF OF THE BOARD: |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
The directors present their report with the financial statements of the company and the group for the year ended 30 September 2022. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of a holding company that holds interest directly in trading Investee Companies ("ICs") (together "the Group"). The Group in turn is made up of four subsidiaries. The ICs undertake a range of operational activities involving the generation of electricity through reserve power plants. |
RESULTS |
The loss for the Group for the year, after taxation, amounted to £677,060 (2021 - £1,405,404). |
DIVIDENDS |
No dividends will be distributed for the year ended 30 September 2022. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 October 2021 to the date of this report. |
N Tome - appointed 5 October 2022, resigned 25 January 2023 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
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 group'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 group's auditors are aware of that information. |
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: |
- so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are 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 and the Group's auditors are aware of that information. |
AUDITORS |
Under section 487(2) of the Companies Act 2006, Lubbock Fine LLP will be deemed to have been reappointedas auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MAGNUS ASSETS ONE LIMITED |
Opinion |
We have audited the financial statements of Magnus Assets One Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 group's and of the parent company affairs as at 30 September 2022 and of the group's loss 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. |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 30 September 2022 and of the group's loss 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, 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. |
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 group's and the parent 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MAGNUS ASSETS ONE LIMITED |
Other information |
The other information comprises the information included in the annual report other than the financial statements and our Report of the Auditors thereon. The directors are responsible for the other information contained within the annual report. |
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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company 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. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MAGNUS ASSETS ONE LIMITED |
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 group financial statements. |
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. |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we considered the following: |
- Enquiries of management, including obtaining and reviewing supporting documentation, concerning the group's policies and procedures relating to: |
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance |
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and |
- the internal controls established to mitigate risks related to fraud or non-compliance of laws and regulations; and |
- Discussions among the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. The engagement team includes audit partners and staff who have extensive experience of working with entities in similar sectors and this experience was relevant to the discussion about where fraud risks might arise. |
We also obtained an understanding of the legal and regulatory framework that the group operates in, focusing on provisions of those laws and regulations that had direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act 2006 and Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group's ability to operate or to avoid a material penalty. These included health and safety regulations, UK renewable energy regulations, environmental regulations etc. |
As a result of these procedures, we considered the particular areas that were susceptible to misstatement due to fraud were in respect of management override, revenue recognition, and opening balances. Our procedures to respond to risks identified included the following: |
- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
- enquiring of management concerning actual and potential litigation and claims; |
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
- review and vouching of all movements in investment valuation to underlying documentation; |
- reading minutes of meetings of those charged with governance; |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MAGNUS ASSETS ONE LIMITED |
- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the rationale of any significant transactions that are unusual or outside the normal course of the group's operations; |
- reviewing revenue recognition on a sample basis agreeing accrued income to post year end invoices; |
- review of unaudited opening balances and ensure requirements of ISA 510 are met; |
- reviewing of UK tax computations and returns to ensure compliance with UK tax law and regulations with specific focus on group arrangements and loss relief. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
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. |
Other matter |
We draw your attention to the fact that the comparative information in respect of the year ended 30 September 2021 has not been audited. |
Use of our report |
This report is made solely to the group'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 group'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 group'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 Accountants & |
Statutory Auditors |
Paternoster House |
65 St Paul's Churchyard |
London |
EC4M 8AB |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
30/9/22 | 30/9/21 |
Notes | £ | £ |
TURNOVER | 33,865,658 | 15,530,532 |
Cost of sales | (24,077,171 | ) | (10,044,500 | ) |
GROSS PROFIT | 9,788,487 | 5,486,032 |
Administrative expenses | (7,082,949 | ) | (5,877,327 | ) |
OPERATING PROFIT/(LOSS) | 5 | 2,705,538 | (391,295 | ) |
Exceptional items | 6 | 852,783 | - |
3,558,321 | (391,295 | ) |
Interest payable and similar expenses |
7 |
(5,154,372 |
) |
(4,841,545 |
) |
LOSS BEFORE TAXATION | (1,596,051 | ) | (5,232,840 | ) |
Tax on loss | 8 | 918,991 | 3,827,436 |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(677,060 |
) |
(1,405,404 |
) |
Loss attributable to: |
Owners of the parent | (677,060 | ) | (1,405,404 | ) |
Total comprehensive income attributable to: |
Owners of the parent | (677,060 | ) | (1,405,404 | ) |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
30 SEPTEMBER 2022 |
30/9/22 | 30/9/21 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 11 | (6,245,414 | ) | (6,783,462 | ) |
Tangible assets | 12 | 43,598,779 | 46,960,968 |
Investments | 13 | - | - |
37,353,365 | 40,177,506 |
CURRENT ASSETS |
Debtors | 14 | 9,647,434 | 7,725,409 |
Cash at bank | 5,340,966 | 2,240,283 |
14,988,400 | 9,965,692 |
CREDITORS |
Amounts falling due within one year | 15 | (58,939,979 | ) | (56,863,612 | ) |
NET CURRENT LIABILITIES | (43,951,579 | ) | (46,897,920 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
(6,598,214 |
) |
(6,720,414 |
) |
PROVISIONS FOR LIABILITIES | 17 | (1,089,260 | ) | (290,000 | ) |
NET LIABILITIES | (7,687,474 | ) | (7,010,414 | ) |
CAPITAL AND RESERVES |
Called up share capital | 18 | 1 | 1 |
Retained earnings | 19 | (7,687,475 | ) | (7,010,415 | ) |
SHAREHOLDERS' FUNDS | (7,687,474 | ) | (7,010,414 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on 29 June 2023 and were signed on its behalf by: |
Thames Street Services Limited - Director |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
COMPANY STATEMENT OF FINANCIAL POSITION |
30 SEPTEMBER 2022 |
30/9/22 | 30/9/21 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
CURRENT ASSETS |
Debtors | 14 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 15 | ( |
) | ( |
) |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
CAPITAL AND RESERVES |
Called up share capital | 18 |
Retained earnings | 19 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
Company's loss for the financial year | (1,005,266 | ) | (778,061 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 October 2020 | 1 | (5,605,011 | ) | (5,605,010 | ) |
Changes in equity |
Total comprehensive income | - | (1,405,404 | ) | (1,405,404 | ) |
Balance at 30 September 2021 | 1 | (7,010,415 | ) | (7,010,414 | ) |
Changes in equity |
Total comprehensive income | - | (677,060 | ) | (677,060 | ) |
Balance at 30 September 2022 | 1 | (7,687,475 | ) | (7,687,474 | ) |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 October 2020 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 30 September 2021 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 30 September 2022 | ( |
) | ( |
) |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
30/9/22 | 30/9/21 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 6,944,435 | 148,094 |
Interest paid | (5,154,372 | ) | (4,841,545 | ) |
Net cash from operating activities | 1,790,063 | (4,693,451 | ) |
Cash flows from investing activities |
Purchase of tangible fixed assets | (323,751 | ) | (44,998 | ) |
Net cash from investing activities | (323,751 | ) | (44,998 | ) |
Cash flows from financing activities |
New loans in year | 1,634,371 | 4,864,936 |
Net cash from financing activities | 1,634,371 | 4,864,936 |
Increase in cash and cash equivalents | 3,100,683 | 126,487 |
Cash and cash equivalents at beginning of year |
2 |
2,240,283 |
2,113,796 |
Cash and cash equivalents at end of year |
2 |
5,340,966 |
2,240,283 |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
30/9/22 | 30/9/21 |
£ | £ |
Loss before taxation | (1,596,051 | ) | (5,232,840 | ) |
Depreciation charges | 3,147,891 | 2,118,375 |
Finance costs | 5,154,372 | 4,841,545 |
6,706,212 | 1,727,080 |
Increase in trade and other debtors | (983,033 | ) | (3,033,663 | ) |
Increase in trade and other creditors | 1,221,256 | 1,454,677 |
Cash generated from operations | 6,944,435 | 148,094 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 30 September 2022 |
30/9/22 | 1/10/21 |
£ | £ |
Cash and cash equivalents | 5,340,966 | 2,240,283 |
Year ended 30 September 2021 |
30/9/21 | 1/10/20 |
£ | £ |
Cash and cash equivalents | 2,240,283 | 2,113,796 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1/10/21 | Cash flow | At 30/9/22 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 2,240,283 | 3,100,683 | 5,340,966 |
2,240,283 | 3,100,683 | 5,340,966 |
Total | 2,240,283 | 3,100,683 | 5,340,966 |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
1. | STATUTORY INFORMATION |
Magnus Assets One 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 functional and presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated financial statements present the results of the company and its own subsidiaries ("the group") as if they form a single entity. lntercompany transactions and balances between group companies are therefore eliminated in full. |
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Income Statement from the date on which control is obtained. They are deconsolidated from the date control ceases. |
Turnover |
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised: |
Sale of goods |
Turnover from the sale of goods is recognised when all of the following conditions are satisfied: |
- the Group has transferred the significant risks and rewards of ownership to the buyer; |
- the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; |
- the amount of turnover can be measured reliably; |
- it is probable that the Group will receive the consideration due under the transaction; and |
- the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Turnover represents amounts receivable for energy generated and management charges in the year net of any applicable value added tax. Any uninvoiced income is accrued in the period in which it has been generated. |
Goodwill |
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Income Statement over its useful economic life. |
The estimated useful lives range as follows: |
Goodwill - 15 years |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. |
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method at the following annual rate. |
Plant and machinery - Straight line over 15 years |
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. |
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Income Statement. |
Operating leases |
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. |
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The group only enters into basic financial instrument transactions that result in the recognition offinancial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. |
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 Consolidated Income Statement. |
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. |
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the reporting date. |
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. |
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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 statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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. |
Finance costs |
Finance costs are charged to profit or loss over the term of the debt 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. |
Value of investments |
Investments in subsidiaries are measured at cost less accumulated impairment. |
Debtors |
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. |
Cash and cash equivalents |
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. |
Creditors |
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. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION |
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. |
Estimates and underlying assumptions are reviewed on an on-going basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in profit or loss, when, and if, better information is obtained. |
Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year are included below. Critical judgements that management has made in the process of applying accounting policies disclosed herein and that have a significant effect on the amounts recognised in the financial statements relates to the following: |
Going concern |
The directors have adopted the going concern basis in preparing the financial statements. In assessing whether the going concern assumption is appropriate, the directors have taken into account all relevant information about the future. |
The directors have prepared forecast based on models covering 15 years and reviewed capital requirements and debt covenants for 12 months from the date of approval of these financial statements. The directors are comfortable that the group can continue to trade for at least 12 months from the date of approval of these accounts. The directors have assessed that the group is not likely to breach any debt covenants based on the forecasting performed. |
4. | EMPLOYEES |
The average number of employees, excluding directors, during the year was NIL (2021 - NIL). |
30/9/22 | 30/9/21 |
£ | £ |
Directors' remuneration | - | - |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
5. | OPERATING PROFIT/(LOSS) |
The operating profit (2021 - operating loss) is stated after charging/(crediting): |
30/9/22 | 30/9/21 |
£ | £ |
Depreciation - owned assets | 3,685,940 | 3,736,428 |
Goodwill amortisation | (538,048 | ) | (1,618,053 | ) |
Auditor's remuneration | 38,500 | (14,930 | ) |
Other non- audit services | - | (2,000 | ) |
6. | EXCEPTIONAL ITEMS |
30/9/22 | 30/9/21 |
£ | £ |
Write off of amounts due to related parties | 852,783 | - |
During the year, the amount above was waived in respect of amounts payable to related parties. |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
30/9/22 | 30/9/21 |
£ | £ |
Loans from group undertakings | 5,154,372 | 4,841,545 |
8. | TAXATION |
Analysis of the tax credit |
The tax credit on the loss for the year was as follows: |
30/9/22 | 30/9/21 |
£ | £ |
Deferred tax | (918,991 | ) | (3,827,436 | ) |
Tax on loss | (918,991 | ) | (3,827,436 | ) |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
8. | TAXATION - continued |
Factors affecting tax charge for the year |
The tax assessed for the year is the same as (2021 - the same as) the standard rate of corporation tax in the UK of 19% (2021 - 19%) as set out below: |
2022 | 2021 |
£ | £ |
Loss on ordinary activities before tax | (1,596,051 | ) | (5,232,838 | ) |
Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%) |
(303,250 |
) |
(994,239 |
) |
Effects of: |
Depreciation in excess of capital allowances | 200,904 | 585,624 |
Tax losses carried forward | 204,692 | 250,070 |
Deferred tax on assessed losses not raised | 918,991 | 3,827,436 |
Group relief claimed | - | (74,153 | ) |
Expenses not deductible for tax purposes | - | 540,084 |
Expense adjustments | (19 | ) | - |
Non-tax deductible amortisation of goodwill | (102,327 | ) | (307,385 | ) |
Total tax charge for the year | 918,991 | 3,827,436 |
Factors that may affect future tax charges |
On 24th May 2021 the Chancellor announced that corporation tax rates would increase to 25% from 1st April 2023 and this was enacted in October 2021. Therefore, deferred tax for the current period was calculated at 25%. The group has estimated tax losses of approximately of £5.35m (2021: £4.89m) to carry forward. |
9. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
10. | DEFERRED TAXATION |
Group |
2022 | 2021 |
£ | £ |
At beginning of year | 3,827,436 | - |
Charged to profit or loss | 918,991 | 3,827,436 |
At end of year | 4,746,426 | 3,827,436 |
Group | Group |
2022 | 2021 |
£ | £ |
Accelerated capital allowances | (599,298 | ) | (1,060,449 | ) |
Tax losses carried forward | 5,345,724 | 4,887,885 |
4,746,426 | 3,827,436 |
11. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 October 2021 |
and 30 September 2022 | (8,401,515 | ) |
AMORTISATION |
At 1 October 2021 | (1,618,053 | ) |
Amortisation for year | (538,048 | ) |
At 30 September 2022 | (2,156,101 | ) |
NET BOOK VALUE |
At 30 September 2022 | (6,245,414 | ) |
At 30 September 2021 | (6,783,462 | ) |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
12. | TANGIBLE FIXED ASSETS |
Group |
Plant and |
machinery |
£ |
COST |
At 1 October 2021 | 56,041,715 |
Additions | 323,751 |
At 30 September 2022 | 56,365,466 |
DEPRECIATION |
At 1 October 2021 | 9,080,747 |
Charge for year | 3,685,940 |
At 30 September 2022 | 12,766,687 |
NET BOOK VALUE |
At 30 September 2022 | 43,598,779 |
At 30 September 2021 | 46,960,968 |
13. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 October 2021 |
and 30 September 2022 |
NET BOOK VALUE |
At 30 September 2022 |
At 30 September 2021 |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
13. | FIXED ASSET INVESTMENTS - continued |
Direct subsidiary undertakings |
The following were direct subsidiary undertakings of the Company: |
Name |
Registered office |
Principal activity |
Class of shares |
Holding |
Bartley Power Limited |
England |
Electricity generation |
Ordinary |
100% |
Hamble Power Limited |
England |
Electricity generation |
Ordinary |
100% |
Keekle Power Limited |
England |
Electricity generation |
Ordinary |
100% |
Lavant Power Limited |
England |
Electricity generation |
Ordinary |
100% |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30/9/22 | 30/9/21 | 30/9/22 | 30/9/21 |
£ | £ | £ | £ |
Trade debtors | 2,359 | 51,140 |
Amounts owed by group undertakings | - | - |
Other debtors | 12,500 | 12,500 |
Deferred tax asset | 4,746,427 | 3,827,436 | - | - |
VAT debtor | 137,369 | 108,387 |
Prepayments | 193,117 | 183,664 |
Accrued income | 4,555,662 | 3,542,282 |
9,647,434 | 7,725,409 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30/9/22 | 30/9/21 | 30/9/22 | 30/9/21 |
£ | £ | £ | £ |
Trade creditors | 120,680 | 114,439 |
Amounts owed to group undertakings | 22,501 | 22,501 |
Loan | 55,183,745 | 53,529,374 |
Other creditors | 20,000 | 20,000 | 20,000 | 20,000 |
Accruals and deferred income | 3,593,053 | 3,177,298 |
58,939,979 | 56,863,612 |
The loan payable to Bridging Trading LLP, totalling £55.185m (2021: £53.549m) incurs interest at a rate of 9.6% p.a, is repayable upon demand. The loan is secured by way of a floating charge over all assets of the company. |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
16. | FINANCIAL INSTRUMENTS |
Group | Group | Company | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Financial assets |
Financial assets measured at fair value through profit or loss |
4,763,638 |
3,789,586 |
52,286,898 |
50,974,543 |
Financial liabilities |
Financial liabilities measured at amortised cost |
58,939,979 |
56,863,612 |
55,245,913 |
53,549,374 |
Financial assets measured at amortised cost comprise of trade debtors, amounts receivable from related parties, other debtors, prepayments and accrued income. |
Financial liabilities measured at amortised cost comprise of trade creditors, amount payable to related parties, other creditors excluding taxation, accruals and bank loans and overdrafts |
17. | PROVISIONS FOR LIABILITIES |
Group |
30/9/22 | 30/9/21 |
£ | £ |
Other provisions |
Decommissioning provision | 590,000 | 290,000 |
Business rates provision | 499,260 | - |
1,089,260 | 290,000 |
18. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 30/9/22 | 30/9/21 |
value: | £ | £ |
Ordinary | 1 | 1 | 1 |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
19. | RESERVES |
Group |
Retained |
earnings |
£ |
At 1 October 2021 | (7,010,415 | ) |
Deficit for the year | (677,060 | ) |
At 30 September 2022 | (7,687,475 | ) |
Company |
Retained |
earnings |
£ |
At 1 October 2021 | ( |
) |
Deficit for the year | ( |
) |
At 30 September 2022 | ( |
) |
20. | COMMITMENTS UNDER OPERATING LEASES |
At 30 September 2022 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods: |
Group | Group |
2022 | 2021 |
£ | £ |
Within one year | 142,654 | 112,790 |
Between one and five years | 570,620 | 501,685 |
In more than five years | 4,306,224 | 3,702,851 |
5,019,498 | 4,317,326 |
MAGNUS ASSETS ONE LIMITED (REGISTERED NUMBER: 11214178) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 SEPTEMBER 2022 |
21. | RELATED PARTY DISCLOSURES |
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. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
At 30 September 2022, £55,183,745 (2021 - £53,529,374) was owed to Bridging Trading LLP, related parties via common ownership with the Group. |
22. | ULTIMATE CONTROLLING PARTY |
The Company's ultimate parent and controlling entity is Bagnall Energy Limited, a company incorporated in England and Wales. The financial statements of Bagnall Energy Limited, can be obtained from that company's registered office: 6th Floor, St Magnus House, 3 Lower Thames Street, London, England, EC3R 6HD. |