PV Crystalox Solar PLC
Annual report
For the year ended
30 June 2022
Company No. 06019466
1
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Index
Company information
Strategic Report
Director’s Report
Independent auditors' report
Statement of Comprehensive Income
Statement of financial position
Statement of changes in equity
Cash flow statement
Page(s)
3
4-7
8-12
13-16
17
18
19
20
Notes to the financial statements
21-30
2
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Company information
Company registration number
06019466
Registered office
Directors
Innovation Centre
99 Park Drive
Milton Park
ABINGDON
Oxfordshire
OX14 4RY
I A Dorrity
J K Sleeman
Company secretary
P J Finnegan
Bankers
Solicitors
National Westminster Bank Plc
Thames Valley Corporate Office
Abbey Gardens
4 Abbey Street
READING
RG1 3BA
Norton Rose Fulbright LLP
3 More London Riverside
LONDON
SE1 2AQ
Independent auditors
Azets Audit Services
Chartered Accountants and Statutory Auditors
Gladstone House
77-79 High Street
EGHAM
TW20 9HY
3
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Strategic Report for the year ended 30 June 2022
The directors present their strategic report on the Company for the 12 months ended 30
June 2022. The period end was changed in 2021 from 31 December 2020 to 30 June 2021
in order to give shareholders a more representative view of the value of the Company’s
assets.
Principal activities and review of the business
The Company acts as the holding company of three subsidiary companies (together the
Group) and is the ultimate holder of the whole of the share capital in these subsidiary
companies. It is the immediate parent company of Crystalox Solar Limited and PV
Crystalox Solar Silicon GmbH (PVCSS) in Germany. Crystalox Solar Limited owns the
whole of the share capital in Crystalox Limited.
As communicated to shareholders in June 2021, the Company is seeking to liquidate its
assets and return the remaining cash to its shareholders. The largest asset on the balance
sheet is its investment in subsidiary undertakings which relates to companies in Germany
and the United Kingdom.
Extremely challenging PV market conditions have persisted since 2011 when overcapacity
primarily in China caused a collapse in pricing across the value chain. This difficult
environment eventually necessitated the Group's exit from the PV industry. Manufacturing
ceased at Crystalox Limited in 2017 and the closure of the UK facilities was completed in
2018.
Major restructuring of the German subsidiary PVCSS was carried out during 2018 when the
Board concluded that the transformation of the manufacturing operation to focus on the
cutting of ceramics would be preferable to closure and ultimately offered the potential for a
favourable outcome for all stakeholders through a sale to a third party or a transfer of the
business to the existing management team. The resolution of a tax audit at PVCSS in
September 2021 has removed a potential obstacle to the sale of the subsidiary. Discussions
with a potential buyer have been protracted and ongoing for more than year but have not yet
been successfully concluded.
4
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Strategic Report for the year ended 30 June 2022
Crystalox Limited (a wholly owned subsidiary) received a cash inflow of €0.2m in March
2022 which related to a historic settlement of a wafer supply contract with a customer which
did not fulfil its obligations. Receipts of €9.5 million in aggregate relating to this customer
have been collected since 2014. A further cash inflow of approximately €0.2 million into the
UK subsidiary is anticipated during the coming twelve months. The value of these receipts
will be recognised in these financial statements when the amounts are passed up to the
parent company by way of dividends in the future.
Financial Performance
The Company has a loss before tax for the period of £202k. This loss is in respect of the
Company’s administration costs, net of group management fee income and a gain on
exchange on an amount receivable in Euros. The main elements are:
Wages and salaries
Administration costs
Management fee income
Gain on exchange: currency receivables
Total administration fees
£223k
£ 58k
£ (72)k
£ (7)K
£202k
Wages and salaries cost of £223k are much lower than in previous periods due to the
Directors and the Company Secretary reducing their salaries by 60% in October 2021 to
reflect their move to part-time contracts. Wages and salaries are analysed in Note 5 to the
accounts. Management will continue to realise the Company’s and Group’s assets whilst
allowing adequate time for matters to be settled in Germany where management have
limited ability to accelerate the disposal process.
The Directors consider it is appropriate to prepare financial statements for shareholders
comprising the parent company only as these give a more representative view of the assets
and liabilities held. The directors present the closing balance sheet on 30 June 2022 as
providing the best estimate of the remaining value in the business on that date. The
investment in subsidiaries value of £2,777k has been reviewed and is supported by the
potential sale of the German subsidiary and assets held within the UK subsidiaries.
Furthermore, with the exception of the investment in Germany, other assets are all of a
short-term nature.
5
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Strategic Report for the year ended 30 June 2022
Operating costs are expected to remain low with all UK based directors and employees
working on an average of two days per week and the Company no longer having the costs of
maintaining an ongoing public listing.
Principal risks and uncertainties
As a result of the decision in 2020 to delist from the London Stock Market and for the
directors and secretary to agree part-time contracts the Company’s costs levels are greatly
reduced.
Liquidity / cashflow risk:
Although the Company continues to hold a significant cash balance, remaining cash
outgoings are restricted to those necessary for administrative purposes. Cash held by the
Company is kept instantly available in current bank accounts and bank deposit accounts.
The Company holds its cash in pounds sterling (subsidiary companies have a combination of
currencies, accordingly there is some risk associated with foreign exchange rate movements
in these companies).
Key performance indicators (KPIs)
PV Crystalox Solar PLC and its Group’s operations are managed as one operation. For this
reason, the Company’s directors believe that analysis using key performance indicators for
the Company is not necessary or appropriate for an understanding of the development,
performance or position of the business of PV Crystalox Solar PLC. The sole purpose of the
Company and Group is currently to optimise the disposal of its assets and maximise the
return to shareholders as soon as all outstanding matters have been finalised and settled.
Going concern / basis of preparation
As part of its normal business practice, the Company regularly prepares both annual and
longer-term plans which are based on the directors’ expectations.
6
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Strategic Report for the year ended 30 June 2022
The Company’s anticipated remaining running costs are expected to be a relatively small
proportion of the remaining cash.
Following the decision to cease production during 2017 the financial statements for both the
current and prior year are prepared on a basis other than going concern.
Accordingly, whilst the directors are comfortable the company is able to meet its debts as
they fall due, the financial statements are being prepared on a basis other than going
concern.
Future developments
The Company will focus on preparation for a possible solvent liquidation.
By order of the board
Iain Dorrity
Director
2 November 2022
7
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Directors’ Report for the year ended 30 June 2022
The directors present their report and the audited financial statements of the
Company for the 12 months ended 30 June 2022.
Results and dividends
The trading result for the year and the Company's financial position at the end of the
year are shown in the attached financial statements.
The Company does not propose paying a dividend (2021: Nil).
Strategic Report
The Company is required by the Companies Act 2006 to set out the development
and performance of the business of the Company during the financial period ended
30 June 2022 and of the position of the Company at the end of the period and a
description of the principal risks and uncertainties facing the Company. The
information concerning the Strategic Report can be found on pages 4 to 7.
Research and development
No research and development activities were carried out in the years under review.
Employees
The Company had 2 employees at 30 June 2022 (2 at 30 June 2021).
8
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Directors’ Report for the year ended 30 June 2022
Directors
The directors who served the Company during the year and up to the date of signing
were as follows:
Mr J K Sleeman
Dr I A Dorrity
Statement by the Directors relating to their statutory duties under s172 (1)
Companies Act 2006
The Board of Directors considers, both individually and together, that they have
acted in the way they consider, in good faith, would be most likely to promote the
success of the company for the benefit of the members as a whole (having regard to
the stakeholders and the matters set out in s172 (1) (a-f) of the Act) in the decisions
taken during the year ended 30 June 2022.
• The Company is a holding company currently engaged in the orderly disposal
of its subsidiaries and returning monies to shareholders. The Company’s
success in following this strategy is measurable ultimately in terms of the
value arising. To this end:
• The Company and its subsidiaries are dependent upon the loyalty and hard
work of their employees and seeks to reward those employees fairly whilst
creating an environment that is both safe, secure and rewarding with
responsive and trusted leadership.
• The Company’s subsidiaries are encouraged to maintain regular and honest
contact with customers and suppliers, to understand their needs and to build a
partnering approach to business generally for the long term.
• The Company’s subsidiaries consider the impact of their operations on their
local communities with charitable activities encouraged and supported.
9
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Directors’ Report for the year ended 30 June 2022
• The Company and its subsidiaries consider the impact of their operations on
the environment, with travel minimised and recyclable packaging materials
employed where possible.
• The Board’s intention, for itself and for its subsidiaries, is to operate
responsibly within a governance culture and framework that is appropriate to
nature and size.
• The Board, through its Annual General Meeting and regular announcements
to shareholders communicates with members fairly and equally by providing
clear and informative information about the Company’s business and its
investments.
Energy and carbon reporting
As the Company has consumed less than 40,000kWh of energy in this reporting
period, it qualifies as a low energy user under the regulations and is not required to
report on any emissions, energy consumption or energy efficient activities.
Director’s indemnities
As permitted by the Articles of Association, the Directors have the benefit of an
indemnity which is a qualifying third-party indemnity provision as defined by Section
234 of the Companies Act 2006. The indemnity was in force throughout the last
financial period and is in force as at the date of approval of the financial statements.
The Company also purchased and maintained throughout the financial year
Directors and Officers’ liability insurance in respect of itself and its Directors.
Going concern
Going concern is discussed in the Strategic Report which can be found on pages 6
and 7.
10
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Directors’ Report for the year ended 30 June 2022
Future Developments
The Company will focus on preparation for a possible solvent liquidation.
Disclosure of information to the auditors
The director who held office at the date of approval of this Director’s Report confirms
that, so far as he is each aware, there is no relevant audit information of which the
Company’s auditors are unaware; and the directors have taken all the steps that they
ought to have taken as directors to make themselves aware of any relevant audit
information and to establish that the Company’s auditors are aware of that
information.
Independent auditors
Azets Audit Services has indicated that it is willing to continue in office. A resolution
to re-appoint Azets Audit Services as auditors for the ensuing year will be proposed
at the AGM.
Statement of director’s responsibilities in respect of the financial statements
The directors are responsible for preparing the Annual Report and the financial
statements in accordance with applicable law and regulation.
Company law requires the directors to prepare financial statements for each financial
year. Under that law the directors have prepared the financial statements in
accordance with International Financial Reporting Standards (“IFRS”) 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 the
financial statements, the directors are required to:
11
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Directors’ Report for the year ended 30 June 2022
• select suitable accounting policies and then apply them consistently;
• state whether applicable IFRSs have been followed, subject to any material
departures disclosed and explained in the financial statements;
• make judgements and accounting estimates that are reasonable and prudent;
and
• 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 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 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.
On behalf of the board
Peter Finnegan
Company Secretary
2 November 2022
12
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Independent auditors’ report to the members of PV Crystalox Solar PLC
Opinion
We have audited the financial statements of PV Crystalox Solar Plc (the ‘company’) for the year
ended 30 June 2022, which comprise the statement of comprehensive income, the statement of
financial position, the statement of cash flows, the statement of changes in equity 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 International Financial
Reporting Standards (IFRSs) as adopted by the UK.
In our opinion the financial statements:
•
•
•
give a true and fair view of the state of the company's affairs as at 30 June 2022 and of its
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 ‘Auditor’s
responsibilities for the audit of the financial statements’ section of our report. We are independent of
the group and the parent 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.
Emphasis of matter – basis of preparation of the financial statements
We draw your attention to note 1 to the financial statements which describes the basis of preparation
of the financial statements. As described in note 1, the company is not considered to be a going
concern and the financial statements have been prepared on a basis other than going concern. Our
opinion is not modified in respect of this matter.
Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report and financial statements, other than the financial statements
and our auditor’s report thereon. Our opinion on the financial statements does not cover the other
information and, except to the extent otherwise explicitly stated in our report, we do not express any
form of assurance conclusion thereon. In connection with our audit of the financial statements, our
responsibility is to read the other information and, in doing so, consider whether the other information
is materially inconsistent with the financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether there is a material misstatement in the
financial statements or a material misstatement of the other information. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact.
We have nothing to report in this regard.
13
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Independent auditors’ report to the members of PV Crystalox Solar PLC
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
•
•
the information given in the strategic report and the directors' report for the financial year
for which the financial statements are prepared is consistent with the financial statements;
and
the strategic report and the directors' report have been prepared in accordance with
applicable legal requirements.
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 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:
•
•
•
•
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.
Responsibilities of directors for the financial statements
As explained more fully in the statement of directors’ responsibilities as set out on page 11 and 12,
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 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.
Auditor’s 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 an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
14
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Independent auditors’ report to the members of PV Crystalox Solar PLC
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s
website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely
future developments, including in relation to the legal and regulatory framework applicable and how
the entity is complying with that framework. Based on this understanding, we identify and assess the
risks of material misstatement of the financial statements, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the
entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud,
we designed procedures which included:
•
•
•
•
•
Enquiry of management and those charged with governance around actual and potential
litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a
direct material effect on the financial statements or the operations of the company
through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to
assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls,
including testing of journal entries and other adjustments for appropriateness, evaluating
the business rationale of significant transactions outside the normal course of business
and reviewing accounting estimates for indicators of potential bias.
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 of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
15
PV Crystalox Solar PLC
Annual Report for the year ended 30 June 2022
Independent auditors’ report to the members of PV Crystalox Solar PLC
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 an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
Paul Creasey (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
Chartered Accountants and Statutory Auditor
Egham
2 November 2022
16
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Income statement for the 12 months ended 30 June 2022
(All amounts in £ thousands unless otherwise stated)
Revenue
Cost of sales
Gross profit
Administrative expenses
Other operating income
(Loss) before interest and taxation
Finance income/cost
(Loss) before taxation
Tax on (loss)
(Loss) for the financial year
12 Months
2022
18 Months
2021
note
3
4
6
-
-
-
-
-
-
(290)
72
(1,304)
25
(218)
(1,279)
7
3
(211)
(1,276)
-
(211)
-
(1,276)
There was no other comprehensive income for the period (2021: £nil).
The activities of the Company are no longer classed as continuing and the financial statements have
been prepared on a basis other than going concern.
17
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Statement of financial position as at 30 June 2022
(All amounts in £ thousands unless otherwise stated)
Non current assets
Investments
Current assets
Other receivables
Cash and cash equivalents
Current liabilities
Creditors and other payables
Net current (liabilities) / assets
Total assets less current liabilities
Net assets
Capital and reserves
Called up share capital
Profit and loss account
Total shareholders' (deficit)
Note
2022
2021
2,777
2,777
7
8
9
11
49
231
280
(68)
(68)
212
2,989
2,989
110
2,879
2,989
200
279
479
(56)
(56)
423
3,200
3,200
110
3,090
3,200
The notes on pages 21 to 30 are an integral part of these financial statements.
The financial statements on pages 17 to 30 were authorised for issue by the board on 1 November 2022
and were signed on its behalf by:
Dr I A Dorrity
Director
Company No. 06019466
18
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Statement of changes in equity for the 12 months ended 30 June 2022
(All amounts in £ thousands unless otherwise stated)
Share
capital
£’000
Shares
held by
the EBT
£’000
Share-
based
payment
reserve
£’000
Retained
earnings /
(accumulated
losses)
£’000
As at 1 January 2020
Share based payment
credit
Shareholder return
Capital Return
Transactions with
owners
Loss for the period
Total comprehensive
income
As at 30 June 2021
220
-
-
(110)
(110)
-
-
-
110
(54)
-
103
-
-
-
-
-
-
54
-
-
-
-
-
-
(103)
-
6,256
-
-
(1,890)
(1,890)
(1,276)
—
(1,276)
3,090
Total
equity
£’000
6,525
-
-
(2,000)
(2,000)
(1,778)
-
(1,325)
3,200
Shares
held by
the EBT
£’000
-
Share-
based
payment
reserve
£’000
-
-
-
-
-
Share
capital
£’000
110
-
110
Retained
earnings /
(accumulated
losses)
£’000
3,090
(211)
Total
equity
£’000
3,200
(211)
2,879
2,989
As at 1 July 2021
Loss for the year and
total comprehensive
income
As at 30 June 2022
19
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Cash flow statement
For the period ended 30 June 2022 (30 June 2021 18 months)
(All amounts in £ thousands unless otherwise stated)
(Loss) before taxes
Adjustments for:
Credit/(charge) for share-based payments
Changes in working capital
Decrease in accounts receivables
Increase/(Decrease) in accounts payables and deferred income
Net cash (used in)/generated from operating activities
Cash flow from investing activities
Net cash generated from/(used in) investing activities
Cash flow from financing activities
Capital return to shareholders
Net cash used in financing activities
Cash (used in)/generated from operations
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the year
2022
£’000
(211)
2021
£’000
(1,276)
-
(211)
(49)
(1,325)
151
12
163
(48)
2,601
(80)
2,521
1,196
—
—
—
—
(48)
279
231
(2,000)
(2,000)
(804)
1,083
279
20
PV Crystalox Solar PLC
Annual Report for 12 months ended 30 June 2022
Notes to the financial statements
(All amounts in £ thousands unless otherwise stated)
1 – Summary of significant accounting policies
Basis of preparation
PV Crystalox Solar PLC is a public company limited by shares and registered in England and Wales.
The registered office is stated on page 3 of these financial statements.
The financial statements of PV Crystalox Solar PLC have been prepared in accordance with
International Financial Reporting Standards (IFRS and IFRIC Interpretations) as adopted by the UK
(“UK adopted IAS”) and those parts of the Companies Act 2006 applicable to companies preparing
their accounts under UK adopted IFRS.
Following the delisting on 29 September 2020 the financial statements are no longer prepared on the
going concern basis and have instead been prepared on a basis other than going concern as it is the
Directors intention to liquidate the Company as soon as various outstanding matters have been
settled. All assets and liabilities have been classified as current. The Company is in a net asset
position of £3.0 million at 30 June 2022.
The preparation of financial statements in conformity with UK adopted IAS requires the use of certain
critical accounting estimates. It also requires management to exercise its judgement in the process of
applying the company’s accounting policies. The areas involving a higher degree of judgement or
complexity, or areas where assumptions and estimates are significant to the financial statements are
disclosed in note 2.
The financial statements contain information about PV Crystalox Solar PLC as an individual company
and do not contain consolidated financial information as the parent of a group. The company is
exempt under Section 399(2A) of Companies Act 2006 from the requirements to prepare consolidated
financial statements.
As part of the program to liquidate its assets and return the remaining cash to shareholders, the
company changed its accounting reference date to 30 June to give a better understanding of the
financial position to its members. The financial statements are for a 12 month period from 1 July 2021
to 30 June 2022. The comparative figures are for the 18 months ended 30 June 2021 and may not be
entirely comparable.
The financial statements are prepared in sterling which is the functional currency of the company.
Monetary amounts in these financial statements are expressed in £000.
The principal accounting policies of the company have remained unchanged from the previous year,
have been consistently applied throughout the period and are set out below.
New Standards, amendments and IFRIC interpretations
At the date of authorisation of these financial statements, certain new standards, amendments and
interpretations to existing standards have been published but are not yet effective, and have not been
adopted early by the Company.
Management anticipates that all of the pronouncements will be adopted in the Company's accounting
policies for the first period beginning after the effective date of the pronouncement. Information on
new standards, amendments and interpretations that are expected to be relevant to the Company’s
financial statements is provided below. Certain other new standards and interpretations have been
issued but are not expected to have a material impact on the Company’s financial statements.
In the current period, the company has applied a number of amendments to Standards and
Interpretations issued by the IASB that are effective for an annual period that begins on or after 1
January 2021. These have not had any material impact on the amounts reported for the current
period and prior years:
21
PV Crystalox Solar PLC
Annual Report for 12 months ended 30 June 2022
Notes to the financial statements
(All amounts in £ thousands unless otherwise stated)
•
Interest rate benchmark reform phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and
IFRS 16)
• Covid-19 Related Rent Concessions (Amendment to IFRS 16).
The following Adopted IFRSs have been issued but have not been applied by the Company in these
financial statements, all of which are effective for accounting periods commencing on or after 1
January 2022. Their adoption is not expected to have a material effect on the financial statements
unless otherwise indicated:
• Narrow scope amendments to IFRS 3, IAS 16 and IAS 37
• Annual improvements to IFRS Standards 2018 – 2020
• Amendments to IAS 1: Classification of Liabilities as Current or non-Current
• Amendments to IAS 1: Disclosure of Accounting Policies
• Amendments to IAS 8: Definition of Accounting Estimates
• Amendments to IAS 12: Deferred Tax related to assets and Liabilities arising from a single
transaction
As yet, none of these have been endorsed for use in the UK and will not be adopted until such time as
endorsement is confirmed. The directors do not expect any material impact as a result of adopting the
standards and amendments listed above in the financial year they become effective.
.
22
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
1 – Summary of significant accounting policies (continued)
Dividends paid
Dividends paid are included in the Company financial statements in the period in which the related
dividends are paid.
Fixed asset investments
Investments in subsidiaries are stated at cost less provision for impairment. .
Debtors
Debtors are initially recorded at fair value and subsequently valued at amortised cost, less provisions
for impairment. Any change in their value through impairment or reversal of impairment is recognised
in the Income Statement net of any advance payment held by the company where a right of offset
exists.
Impairment of non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be
impaired. If any such indication exists, or when annual impairment testing for an asset is required, the
Company makes an estimate of the asset’s recoverable amount.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less
costs to sell and its value in use and is determined for an individual asset, unless the asset does not
generate cash inflows that are largely independent of those from other assets or groups of assets. In
assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount,
the asset is considered impaired and is written down to its recoverable amount. Impairment losses are
recognised in the income statement as ‘impairment losses’
23
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
1 – Summary of significant accounting policies (continued)
Pension costs
The company operates a defined contribution pension scheme for employees. The assets of the
scheme are held separately from those of the company. The annual contributions payable are
charged to the Income Statement.
Deferred taxation
Deferred tax is recognised on all timing differences where the transactions or events that give the
company an obligation to pay more tax in the future, or a right to pay less tax in the future, have
occurred by the balance sheet date. Deferred tax assets are recognised when it is more likely than
not that they will be recovered. Deferred tax is measured on an undiscounted basis at the tax rates
that are expected to apply in the periods in which timing differences reverse, based on tax rates and
laws enacted or substantively enacted at the balance sheet date.
Foreign currencies
Monetary 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 the transaction. Exchange differences are taken
into account in arriving at the operating profit.
Cash and cash equivalents
Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term
highly liquid investments with original maturities of three months or less and bank overdrafts. In the
balance sheet, bank overdrafts, should they arise, would be shown within borrowings in current
liabilities.
Financial assets
Financial assets are assigned to the different categories on initial recognition, depending on the
characteristics of the instrument and its purpose. All financial assets of the Company are classified as
loans and receivables.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that
are not quoted in an active market. After initial recognition these are measured at amortised cost
using the effective interest method, less impairment losses. Any change in their value is recognised in
the income statement.
Financial liabilities
Financial liabilities include trade and other payables, payables to related parties and interest-bearing
loans and borrowings. Financial liabilities are recognised on the balance sheet when, and only when,
the Company becomes a party to the contractual provisions of the financial instrument. Financial
liabilities are initially recognised at fair value of consideration received less directly attributable
transaction costs and subsequently measured at amortised cost using the effective interest method.
24
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
Gains and losses are recognised in the income statement when the liabilities are derecognised as
well as through the amortisation process. The liabilities are derecognised when the obligation under
the liability is discharged or cancelled or expired.
Equity
Equity is comprised of the following balances:
• Share capital is the nominal value of the issued share capital of the company.
• Profit and loss account represents accumulated profits and losses from incorporation.
25
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
2 – Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the
circumstances.
The company makes estimates and assumptions concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual results. There are no longer any other
estimates and assumptions that have a significant risk of causing material adjustment to the carrying
amounts of assets and liabilities within the next financial year.
3 – Revenue
Analysis of revenue by customer location:
United Kingdom
Continental Europe
Rest of the world
2022
-
-
-
-
2021
-
-
-
-
The Company has no assets or liabilities recognised related to contracts with customers.
4 – (Loss) before interest and taxation
(Loss) before interest and taxation is stated after charging / (crediting):
Wages and salaries
Social security costs
Termination costs (including social security)
Other pension costs
Staff costs
(Loss) /gain on currency translation
Audit fees payable to the company's auditor
Interest received
Loss/(Gain on currency transactions
Net Finance income
2022
200
23
-
9
232
7
(7)
2022
-
7
7
2021
597
49
335
56
1,037
1
(11)
2021
2
1
3
26
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
5 – Employees and directors
Employees
The average monthly number of persons (including directors) employed by the company during the
period was:
By activity
Administration
Total
Directors
Remuneration in respect of directors was as follows:
Emoluments receivable (excluding pension
contributions)
Termination costs
Value of company pension contributions
Emoluments of the highest paid director are as follows:
Total emoluments (excluding pension
contributions)
Termination costs
Value of company pension contributions
2022
No.
2021
No.
3
3
3
3
2022
2021
126
-
7
132
444
-
11
455
2022
2021
99
-
7
106
380
-
11
391
During the period one director (2021: 1) participated in money purchase pension schemes.
The position of full-time company Secretary was made redundant on 30 June 2020. A new part-time
company secretary was employed on the 1 July 2020. The salary for the part-time position (2 days
per week) was 2/5ths of that previously paid for the full-time position.
27
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
6 – Tax on (loss) / profit
Current tax:
UK Corporation tax based on (loss)/profit for the year
at 19.00% (2018: 19.00%)
Adjustment in respect of prior periods
Total Current tax
Deferred tax:
Total deferred tax
Income tax expense
.
(Loss) / profit before taxation
(Loss) / profit before taxation multiplied by standard rate of tax in
the UK at 19.00% (2018: 19.00%)
Fixed asset timing differences
Disallowance income / expenses
Deferred tax adjustments / utilisation of previously unrecognised
tax losses
Total tax charge
7 – Investments
Shares in subsidiary undertakings
Cost and net book value
At 1 July 2021
At 30 June 2022
2022
2021
-
-
-
-
-
-
-
-
-
-
2022
(211)
2021
(1,276)
(40)
-
-
40
-
(242)
-
27
215
-
£’000
2,777
2,777
The Company carried out an impairment review during the period by considering the investments in each
subsidiary separately. It compared the expected future cash flows and balance sheet position of each subsidiary
to its net book value. As a result of this review the Company confirmed that no impairment was required in the
period.
At 30 June 2022 the Company held 100% of the allotted ordinary share capital of the following undertakings:
Subsidiary
Crystalox Solar Limited1
Crystalox Limited1
PV Crystalox Solar Silicon GmbH2
Country of
incorporation
Activity
United Kingdom Holding company
United Kingdom Trading company
Germany Trading company
Proportion
held
%
100
100*
100
Profit/(loss)
for the year
£000
-
292
209
Capital and
Reserves
£000
-
991
2,491
* Held indirectly through Crystalox Solar Limited.]
Registered addresses:
1. Innovation Centre, 99 Park Drive, Milton Park, Abingdon, Oxfordshire OX14 4RY.
2. Gustav-Tauschek Straße 2, Erfurt, 99099, Germany.
28
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
The directors believe that the carrying value (after the impairment discussed above) of the investments is
supported by their net realisable value.
8 –Other receivables
Amounts due from group undertakings
Prepayments and accrued income
9 – Cash and cash equivalents
The company has a positive net cash balance at 30 June 2022.
10 – Creditors and other payables
Amounts owed to group undertakings
Accruals
2022
46
3
49
2021
195
5
200
2022
-
68
68
2021
3
53
56
All amounts owed to group undertakings are interest free, unsecured and repayable on demand.
11 – Called up share capital
Allotted, called up and fully paid:
3,649,045 Ordinary shares of 3.0206 pence each
2022
110
2021
110
12 Risk management objectives and policies
The company is exposed to market risk through its use of financial instruments and specifically to
currency risk, interest rate risk, credit and liquidity risk and certain other price risks, which result from
both its operating and investing activities. The Company’s risk management is coordinated at its
headquarters, in close co-operation with the Board of directors, and focuses on actively securing the
Company’s short to medium term cash flows by minimising the exposure to financial markets.
The company does not engage in the trading of financial assets for speculative purposes nor does it
write options.
Besides amounts due from subsidiary undertakings, the company is not exposed to credit risk. Credit
risk on bank balances is considered negligible since the counter parties are reputable banks with high
quality external credit ratings.
29
PV Crystalox Solar PLC
Annual Report for the 12 months ended 30 June 2022
Notes to the financial statements (continued)
(All amounts in £ thousands unless otherwise stated)
All creditors and other payables have contractual maturities within 6 months of the accounting reference
date.
13 Summary of financial assets and liabilities by category
The carrying amounts of the Company’s financial assets and liabilities as recognised at the balance
sheet date are considered to approximate to their carrying values. These assets and liabilities may also
be categorised as follows:
Non current
Investments in subsidiaries
Current
Other receivables
Cash and cash equivalents
Current
Trade and other payables
Financial assets measured at amortised cost
2021
2022
2,777
2,777
46
231
3,054
195
279
3,251
Financial liabilities measured at amortised cost
2021
2022
68
68
56
56
30