BDO Statsautoriseret revisionsaktieselskabJeppe Aakjærs Vej 10DK-9500 Hobro20222670Årsrapport2024-12-11Lars VillumsenEWE Holding ApSMariagervej 58B9500 HobroRevisionspåtegning401154122018-12-21Mariagerfjord2023-07-012024-06-302022-07-012023-06-30BDO Statsautoriseret revisionsaktieselskabJeppe Aakjærs Vej109500HobroDanske BankJægergårdsgade101B8000Aarhus CHobro2024-11-14Uffe Bak-AagaardJens RasmussenChairmanSøren RasmussenJakob Kirkegaard KortbækPia Fisker OlesenKonklusionGrundlag for konklusionHobro2024-11-14BDO Statsautoriseret revisionsaktieselskab20222670Michael GraversenRevisionspåtegningState Authorised Public Accountantmne3409933478900053492000303120001000100003347900005349300030312000110912700079489100078049800011091170007948810007804910001.463.735.26.8440003000250000100010002500025000202320232776100010300510001502000052000360002921100010300150001290003000460000292940001030018000002929400010300180002128091000212398100021280910002123981000212809100021239810006400061000282000034600061000394400067000429000012800021323810002124109000918000918000145481800014475960006625260006575440001317800018017000213144000021240750009030000380003400094100034000941000340002132381000212410900091800014475960006575440001801700027761000-1164500013178000-18017000171470000-210590000-66600006660000-99670009967000918000145481800066252600013178000292940001030018000-27762000-1030051000-285000-20004000230009967000100000001121800099880009772000097720000-18017000-10000000-18017000-100000002973000-12000670007900030400006700052000310001317800018017000277610001030051000-11645000-180500002929400010300180006763850003112000673273000144759600017147000-996700027761000-6660000-210590001454818000212809100011Regnskabsklasse C, stor virksomhedtrueToday the Board of Directors and Executive Board have discussed and approved the Annual Report of EWE Holding ApS for the financial year 1 July 2023 - 30 June 2024. The Annual Report is presented in accordance with the Danish Financial Statements Act. In our opinion the Financial Statements give a true and fair view of the Company's assets, liabilities and financial position at 30 June 2024 and of the results of the Company's operations and cash flows for the financial year 1 July 2023 - 30 June 2024. The Management Commentary includes in our opinion a fair presentation of the matters dealt with in the Commentary. We recommend the Annual Report be approved at the Annual General Meeting. To the Shareholders of EWE Holding ApS We have audited the Financial Statements of EWE Holding ApS for the financial year 1 July 2023 - 30 June 2024, which comprise income statement, Balance Sheet, statement of changes in equity, cash flows, notes and a summary of significant accounting policies. The Financial Statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the Financial Statements give a true and fair view of the assets, liabilities and financial position of the Company at 30 June 2024 and of the results of the Company's operations and cash flows for the financial year 1 July 2023 - 30 June 2024 in accordance with the Danish Financial Statements Act. Basis for Opinion Grundlag for konklusion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), together with the ethical requirements that are relevant to our audit of the financial statements in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Management's Responsibilities for the Financial Statements Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act and for such Internal control as Management determines 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, Management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 and the additional requirements applicable in Denmark 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. As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: 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. 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. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management. Conclude on the appropriateness of Management’s use of the going concern basis of accounting in preparing the Financial Statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and contents of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Statement on Management Commentary Management is responsible for Management Commentary. Our opinion on the Financial Statements does not cover Management Commentary, and we do not express any form of assurance conclusion thereon. In connection with our audit of the Financial Statements, our responsibility is to read Management Commentary and, in doing so, consider whether Management Commentary is materially inconsistent with the Financial Statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether Management Commentary provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that Management Commentary is in accordance with the Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of Management Commentary. The ratios stated in the list of key figures and ratios have been calculated as follows: Return on equity: Profit after tax x 100 Average equity Principal activities The company's main activities are to own a stake in an associated company Eurowind Energy A/S. This activity is unchanged from last year. Development in activities and financial and economic position The company's profit for the year, mainly consisting of profit share from the associated company, is considered satisfying even it is below expectations. The profit of the associated company has been affected by stabilised lower energy prices, higher interest rates and a slowdown in energy trading activities and result during the fiscal year. Despite the lower result Eurowind Energy A/S has generated an increasing pipeline of development projects and new permits which is expected to materialize in the future. Profit for the year compared to the expected development EWE Holding expected a result in the range of DKK 165-280 million for the year 2023/24 based on assumptions for continued high power prices and continued high trading performance. The result for 2023/24 was an operating profit of DKK 29.3 million, which is lower than expected, as high electricity prices stabilised faster than expected at a lower, albeit still high, level during the fiscal year. During the fiscal year we have also experienced increased interest rates. The level of activity within energy trading slowed even further during 2023/24 with an impact of the result realising lower than expected. At the Annual General Meeting of the associated company Eurowind Energy A/S, a dividend payment resulting in a dividend of DKK 9.95 million to the company was decided. Significant events after the end of the financial year No events of major importance to the financial position of the company has occured. Environmental situation As a knowledge company, the company has a very limited influence on the external environment in isolation. The company continuously takes steps to minimize the consumption of resources and the total energy consumption. Knowledge resources The company has no employees, but the company's executive management and Board of Directors are employed in key functions such as executive management and Board of Directors in the associated company Eurowind Energy A/S. Future expectations Based on a continued high level of activity in the associated company Eurowind Energy A/S and associated companies and an expectation of energy prices stabilised at same level as in 2023/24 and a finalization of ongoing divestments and farm downs, a result in the range of DKK 290-410 million is expected for 2024/25. Corporate social responsibility (CSR) report The company has no policy for: - Enviromental aspects - Social and staff conditions - Respects for human rights - Anti-corruption and bribery It is not assessed that the company, due to its business model, which is solely to own a shareholding, has identified risks within these areas. Consequently, no need to apply policies within the areas in question have been assessed. Report of target figures and policies for the under-represented gender Gender distribution within Management 2023/24 2022/23 Number of members of the supreme management body 4 3 Under-represented gender, share in % of the supreme management body 25% 0 Number of people at other management levels 1 1 In the most recent financial year the Company employed less than 50 employees, for which reason the Company is not obligated to set target figures and prepare a policy for increasing the share of the under-represented gender at the other management levels of the Company. The other management levels consist of two or less persons. Thus, the Company is not subject to the obligation of setting a target figure and preparing a policy for the gender distribution at the other management levels. Target figures for the supreme management body 2023/24 2022/23 Target figures in % for the supreme management body 25% 25 Year, in which the target figures are expected to be met 2023 2023 Status of meeting the target figures set for the supreme management body The company's goal is that representation on the Board of Directors should reflect the group of owners.The owners include 93% men and 7% women. The company has a target figure for the underrepresented gender of at least one board member, corresponding to 25%, which has been fulfilled since the last General Assembly in November 2023. The current composition of the Board of Directors is 75% men and 25% women in accordance with the target. The company has less than 50 employees and thus does not have policies or targets for the underrepresented gender in the other management levels. In the most recent financial year the Company employed less than 50 employees, for which reason the Company is not obligated to set target figures and prepare a policy for increasing the share of the under-represented gender at the other management levels of the Company. The company's goal is that representation on the Board of Directors should reflect the group of owners.The owners include 93% men and 7% women. The company has a target figure for the underrepresented gender of at least one board member, corresponding to 25%, which has been fulfilled since the last General Assembly in November 2023. The current composition of the Board of Directors is 75% men and 25% women in accordance with the target. The company has less than 50 employees and thus does not have policies or targets for the underrepresented gender in the other management levels. Report of data ethics The company has no policy for data ethics, as the company neither processes nor has algorithms for data analysis with ethical matters, and it is not an integral part of the company's business strategy or activity. Management will continuously evaluate the need for the preparation of a policy for data ethics should there be a change in the company's business strategy and activity. DKK '000 Share Capital Reserve for net revaluation under the equity method Retained earnings Proposed dividend Total Equity at 1 July 2023 918 1.447.596 657.544 18.017 2.124.075 Proposed profit allocation, see note 2 27.761 -11.645 13.178 29.294 Transactions with owners Dividend paid -18.017 -18.017 Other legal bindings Foreign exchange adjustments 17.147 17.147 Other adjustments to equity value -21.059 -21.059 Transfers Disposals/termination -6.660 6.660 0 Receiv./decl. dividend -9.967 9.967 0 Equity at 30 June 2024 918 1.454.818 662.526 13.178 2.131.440 Fee to statutory auditor 1 Total fee: BDO 52 31 52 31 Specification of fee Statutory audit 52 31 52 31 Proposed distribution of profit 2 Proposed dividend for the year 13.178 18.017 515.300 Allocation to reserve for net revaluation under the equity method 27.761 1.030.051 514.100.04 Retained earnings -11.645 -18.050 29.294 1.030.018 Financial non-current assets 3 DKK '000 Investments in associates Cost at 1 July 2023 676.385 Disposals -3.112 Cost at 30 June 2024 673.273 Revaluation at 1 July 2023 1.447.596 Exchange adjustment 17.147 Dividend -9.967 Profit/loss for the year 27.761 -6.660 Other adjustments -21.059 Revaluation at 30 June 2024 1.454.818 Carrying amount at 30 June 2024 2.128.091 Investments in associates (DKK '000) Name and domicil Equity Profit for the year Ownership Eurowind Energy A/S, Mariagerfjord 4.271.093 55.716 49,77 % Related parties 4 The Company's related parties include: Controlling interest Jens Rasmussen, Chairman of the Board of Directors, Højdevej 2, 9500 Hobro Søren Rasmussen, Boardmember, Hobrovej 4A, 9550 Mariager Transactions with related parties The company did not carry out any material transactions that were not concluded on market conditions. According to section 98c, subsection 7 of the Danish Financial Statements Act information is given only on transactions that were not performed on common market conditions. 2023/24 2022/23 Staff costs 5 Average number of full time employees 1 1 The Annual Report of EWE Holding ApS for 2023/24 has been presented in accordance with the provisions of the Danish large-size Financial Statements Act for enterprises in reporting class C . Regnskabsklasse C, stor virksomhed1 true The format of the income statement has been adjusted to the Company's activities as a holding Company. The Annual Report is prepared consistently with the accounting principles applied last year. Other operating income Other operating income includes items of a secondary nature in relation to the Group’s and the Company’s activities. In addition, profit from sale of investments in associates are included. Income from investments in associates The income statement of the parent company recognises the proportional share of the results of each subsidiary after full elimination of intercompany profits/losses. Other external expenses Other external expenses include administration etc. Financial income and expenses Financial income and expenses include interest income and expenses. Financial income and expenses are recognised in the income statement by the amounts that relate to the financial year. Tax The tax for the year, which consists of the current tax for the year and changes in deferred tax, is recognised in the income statement by the portion that may be attributed to the profit for the year, and is recognised directly in the equity by the portion that may be attributed to entries directly to the equity. Financial non-current assets Investments in associates are measured in the company's balance sheet under the equity method. Investments in associates are measured in the balance sheet at the proportional share of the enterprises’ carrying equity value, calculated in accordance with the parent company’s accounting policies with deduction or addition of unrealised intercompany profits or losses and with addition. The combination method is applied when acquiring enterprises within the Group, where the combination is regarded as completed from the earliest financial period included in the Financial Statements, and by using the carrying amounts of the assets and liabilities acquired. The difference between the acquisition cost and carrying amounts is recognised directly in equity. Investments in associates are determined as the difference between the net selling price and the carrying amount of the disposed investment at the time of sale, including non-depreciated excess values and goodwill. Profit and loss are recognised in the Income Statement under income from investments. Impairment of financial non-current assets The carrying amount of financial non-current assets are valued on an annual basis for indications of impairment other than that reflected by amortisation and depreciation. In the event of impairment indications, an impairment test is made for each asset or group of assets, respectively. If the recoverable amount is lower than the carrying amount, the asset is written down to the carrying amount. The recoverable amount is calculated at the higher of the capital value and the sales value less expected costs of a sale. The capital value is determined as the Company's share in the current value of the net cash flows which the associates is expected to generate through its activities and from sale of assets after the end of their useful lives. A discount rate is used which reflects the risk-free market rate and the owners' minimum return on interest requirements for similar assets. The growth rate in the terminal period is determined in accordance with the standards within the industry. Receivables Receivables are measured at amortised cost which usually corresponds to nominal value. The value is written down to meet expected losses. Tax payable and deferred tax Current tax liabilities and receivable current tax are recognised in the balance sheet as the calculated tax on the taxable income for the year, adjusted for tax on the taxable income for previous years and taxes paid on account. Deferred tax is measured on the temporary differences between the carrying amount and the tax value of assets and liabilities. Deferred tax assets, including the tax value of tax loss carry-forwards, are measured at the expected realisable value of the asset, either by set-off against tax on future earnings or by set-off against deferred tax liabilities within the same legal tax entity. Deferred tax is measured on the basis of the tax rules and tax rates that under the legislation in force on the balance sheet date will be applicable when the deferred tax is expected to crystallise as current tax. Any changes in the deferred tax resulting from changes in tax rates, are recognised in the income statement, except from items recognised directly in equity. Liabilities Financial liabilities are recognised at the time of borrowing by the amount of proceeds received less borrowing costs. In subsequent periods, the financial liabilities are measured at amortised cost equal to the capitalised value when using the effective interest, the difference between the proceeds and the nominal value being recognised in the Income Statement over the term of loan. Amortised cost for short-term liabilities usually corresponds to the nominal value. CASH FLOW STATEMENT The cash flow statement shows the company’s cash flows for the year for operating activities, investing activities and financing activities in the year, the change in cash and cash equivalents of the year and cash and cash equivalents at beginning and end of the year. Cash flows from operating activities: Cash flows from operating activities are computed as the results for the year adjusted for non-cash operating items, changes in net working capital and corporation tax paid. Cash flows from investing activities: Cash flows from investing activities include payments in connection with purchase and sale of intangible and tangible fixed asset and fixed asset investments. Cash flows from financing activities: Cash flows from financing activities include changes in the size or composition of share capital and related costs, and borrowings and repayment of interest-bearing debt and payment of dividend to shareholders. Cash and cash equivalents: Cash and cash equivalents include bank overdraft and cash in hand. 401154122023-07-012024-06-30401154122020-06-30401154122024-06-30401154122023-06-30401154122023-07-01g:ContributedCapitalMember401154122024-06-30g:ContributedCapitalMember401154122023-07-012024-06-30g:ReserveForNetRevaluationAccordingToEquityMethodMember401154122023-07-01g:ReserveForNetRevaluationAccordingToEquityMethodMember401154122024-06-30g:ReserveForNetRevaluationAccordingToEquityMethodMember401154122023-07-012024-06-30g:RetainedEarningsMember401154122023-07-01g:RetainedEarningsMember401154122024-06-30g:RetainedEarningsMember401154122023-07-012024-06-30g:ProposedDividendRecognisedInEquityMember401154122023-07-01g:ProposedDividendRecognisedInEquityMember401154122024-06-30g:ProposedDividendRecognisedInEquityMember401154122023-07-01401154122022-07-01401154122023-07-012024-06-301401154122022-07-012023-06-301401154122023-07-012024-06-30g:InvestmentsInAssociatesMember401154122023-07-01g:InvestmentsInAssociatesMember401154122024-06-30g:InvestmentsInAssociatesMember401154122023-07-012024-06-301401154122023-07-012024-06-302401154122023-07-012024-06-303401154122023-07-012024-06-304401154122022-06-30401154122021-07-012022-06-30401154122021-06-30401154122020-07-012021-06-30401154122019-07-012020-06-30401154122023-07-012024-06-301401154122022-07-012023-06-30iso4217:DKKxbrli:pure