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Company Registration No. 02366949
ELECTRICITY NORTH WEST LIMITED
Annual Report and Consolidated Financial Statements
for the year ended 31 March 2023
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
Introduction
Electricity North West Limited (ENWL or ‘’the Company’’) is the electricity distributor for the North
West of England. We are responsible for maintaining and upgrading the network of poles, wires,
transformers and cables which carry electricity from both the national grid and locally connected
generation to homes and business across the North West. Our job is to keep electricity flowing safely
and reliably to our customers’ homes and businesses, keeping the power on 24 hours a day, seven
days a week. We are proud of who we are, the essential role we play for our customers, our support
of the move to net zero carbon, and the investment we make locally.
We recognise the role that electricity, and the electricity distribution networks such as ourselves, play
in leading and facilitating the net zero transition, managing power flows from a range of sources as
we move away from fossil fuels towards electricity for heating and transport. We do all this while
keeping costs as low as we can for customers.
We are pleased to present the Annual Report and Consolidated Financial Statements of the Company
and its subsidiaries (together referred to as “the Group”) to shareholders for the year ended 31 March
2023. Further information on the Company can be found by visiting our website: www.enwl.co.uk.
The Company is limited by shares and incorporated and domiciled in England, the United Kingdom
under the Companies Act 2006.
Notice regarding limitations on directors’ liability under English Law
The information supplied in the Strategic Report and Directors’ Report has been drawn up and presented in accordance with English Law.
The liabilities of the directors in connection with these reports shall be subject to the limitations and restrictions provided by such law.
Strategic Report
In preparing the Strategic Report, the directors have complied with s414 of the Companies Act 2006. The Strategic Report has been prepared
for the Electricity North West Group as a whole comprising Electricity North West Limited (‘’the Company’’) and its non-trading subsidiaries
(together, ‘‘the Group’’).
Cautionary statement regarding forward-looking statements
The Chairman’s Statement, Chief Executive Officer’s Statement and Strategic Report sections of the Annual Report and Consolidated
Financial Statements (‘‘the Annual Report’’) have been prepared solely to provide additional information to the shareholders to assess the
Group strategies and the potential for those to succeed. These sections and other sections of the Annual Report contain certain forward
looking statements that are subject to factors associated with, amongst other matters, the economic and business circumstances occurring
within the region and country in which the Group operates. It is believed that the expectations reflected in these statements are reasonable
but they may be affected by a wide range of variables which could cause actual results to differ materially from those anticipated at the date
of the Annual Report. The Group does not undertake any obligation to update or revise these forward-looking statements, except as may
be required by law or regulation.
Regulatory reporting and regulatory audits for the year ended 31 March 2023
Certain regulatory performance data contained in this Annual Report remain subject to regulatory audit by the Office of Gas and Electricity
Markets (‘’Ofgem’’). The final regulatory reporting pack for the year ended 31 March 2023 is not due for submission to Ofgem until July
2023, and will be reviewed by Ofgem after their submission.
Website and investor relations
The Company’s website, www.enwl.co.uk, gives additional information on the Company and Group. Notwithstanding the references we
make in this Annual Report to the website, none of the information made available on the website constitutes part of this Annual Report or
shall be deemed to be incorporated by reference herein. Interested institutional debt investors can also gain access to additional financial
information by visiting our website www.enwl.co.uk/about-us/investor-relations.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
Contents
Chairman’s Statement ............................................................................................................................. 1
Chief Executive Officer’s Statement ........................................................................................................ 3
Strategic Report....................................................................................................................................... 6
- Company Background ....................................................................................................................... 6
- Corporate Social Responsibility ...................................................................................................... 14
- Non-financial Information Statement ............................................................................................. 20
- Key Performance Indicators ............................................................................................................ 23
- Financial Performance .................................................................................................................... 27
- Risk Management ........................................................................................................................... 34
Corporate Governance Report .............................................................................................................. 41
- The Board ....................................................................................................................................... 41
- Board Committees .......................................................................................................................... 48
- Report of the Audit Committee ...................................................................................................... 49
- Report of the Nominations Committee .......................................................................................... 51
- Report of the Remuneration Committee ........................................................................................ 52
- Report of the Health, Safety and Environment Committee ............................................................ 55
Directors’ Report ................................................................................................................................... 56
Directors’ Responsibilities Statement .................................................................................................... 59
Independent Auditors’ Report to the Members of Electricity North West Limited............................... 60
Financial Statements ............................................................................................................................. 70
- Consolidated and Company Statements of Profit or Loss and Other Comprehensive Income ....... 70
- Consolidated and Company Statements of Financial Position ........................................................ 71
- Consolidated Statement of Changes in Equity ................................................................................ 72
- Company Statement of Changes in Equity ...................................................................................... 73
- Consolidated and Company Statements of Cash Flows .................................................................. 74
Notes to the Financial Statements ........................................................................................................ 75
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
1
Chairman’s Statement
I am pleased to introduce the Annual Report
and Consolidated Financial Statements for
Electricity North West Limited (ENWL) for the
year ended 31 March 2023.
Price control successfully concluded
The Board meetings in the last year have
understandably been highly focused on the
2023-28 price control agreement with our
regulator, Ofgem (this control is called “RIIO-
ED2”). We entered negotiations with Ofgem in
a positive frame of mind, being the only DNO
Group to have recorded a suite of only ‘green
lights’ in the Ofgem traffic lights approach to
performance evaluation, over each of the last
five years. Even so, we were very far from
complacent in this demanding process; for
example, we needed to show that we were
learning lessons from events such as Storm
Arwen in November 2021.
The Board took a lot of advice – especially from
our own designated customer group. In
addition, we took soundings from our three
major regional political bodies (the Councils of
Cumbria, Lancaster and Greater Manchester),
as well as undertaking regular and multiple
polling of opinions and views from our
customers. For example, we noted that
decarbonisation and net zero remains a top
priority for the members of Youth Focus North
West.
The ED2 final determination by Ofgem in
December 2022 was carefully considered by
the Board. We concluded that, whilst very
challenging for the business, it represented a
fair balance of interests. The Board was
particularly pleased that Ofgem recognised
that ENWL has effectively become the
‘innovation network company’. Our successes
in this area means that our customers benefit
from both electricity usage savings on their
bills and cost benefits through lower charges.
Ian Smyth, our new CEO intends to develop
and extend this company characteristic during
the next price control – with a particular regard
to digitalisation.
The combination of a well-run network
company, that is also innovative and
imaginative, will position us well both through
ED2 and, in the future, going into the 2028
price control, as well as supporting the desire
amongst our local politicians to push to net
zero well before 2050.
Major personnel changes achieved
We were very pleased that Ian Smyth joined us
as our new Chief Executive Officer (CEO) in
September 2022, after a successful career at
UK Power Networks (UKPN). This timing meant
that we had a seamless CEO transition,
enabling Ian to build on the legacy of Peter
Emery who stepped down this year after six
years of outstanding contribution in the role.
Ian made an immediate impact on our RIIO-
ED2 submission and he ensured that Ofgem
really understood the nature and
achievements of ENWL’s business. The final
determination in December 2022 represented
a significant improvement for our stakeholders
over the original draft determination of June
2022.
There has also been a smooth transition of the
other executive member of the Board, the
Chief Financial Officer (CFO). David Brocksom
leaves ENWL in June 2023 and was replaced on
the Board in May by Chris Johns. We are very
fortunate that one highly regarded industry
CFO is being replaced by another. David leaves
after securing the issuance of a £425m Green
Bond in January 2023, managing the RIIO ED2
financial package, and introducing
PricewaterhouseCoopers LLP as our new
auditors. David has been a major influence on
ENWL’s fortunes since he joined in 2013, when
the business was in a far less certain state, and
his tenure has included managing the complex
sale of the business in 2019 to our current
owners.
Although not a Board member it would be
remiss of my Chair’s report not to recognise a
40-year veteran of our business who leaves in
Summer 2023. Steve Cox has been invaluable
to the business in managing our engineering
and technical functions in recent years. He has
also been one of the catalysts to our earning
the sobriquet of “Innovation Network
Company”.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
2
Chairman’s Statement (continued)
At the Group level, the Board continues to
receive reports on diversity and pay
appropriateness. Indeed, at the last Board
meeting we were pleased to note a narrowing
of pay gaps. The Board has also expressed
interest in ENWL’s approach to disability, with
further focus on this in 2023.
Good governance achieved under extra
demands
My fellow Independent Non-executive
directors (INEDs) continue to contribute their
experiences in managing our governance
closely. Susan Cooklin this year has given extra
focus to cyber, Rob Holden to assurance, and
Anne Baldock (formerly a partner at one of the
UK’s top law firms) to a Government Order that
was imposed on the business in early Autumn.
This Order was issued on ENWL on 30
September 2022 and revoked by the Secretary
of State on 20 December 2022. The Order was
issued under the new National Infrastructure
and Security Act, and primarily related to how
we could manage our relationship with certain
shareholders. Having taken immediate legal
advice, the executive team re-structured the
way we worked to ensure we complied with
the order, protected all our staff and respected
our shareholders. As Chair I am pleased to
report that we came through that two-month
period in good order.
I am also pleased to report to our wider
stakeholders that the investors of ENWL (the
Japanese consortium, KDM, led by Kansai
Power, CNIC and Equitix, a leading UK
infrastructure investor) have continued to fully
support the concept of top quality governance
throughout the last year.
ENWL is re-energised for the future
The year ended 31 March 2023 was always
going to be a ‘transition year’ given the
uncertainties around RIIO-ED2 and the senior
management changes. That transition has
been achieved in a highly professional manner.
The new look team, led by a dynamic and
energetic CEO, are now well placed to meet
the considerable challenges ahead.
Ofgem and Government have recognised in
recent months that it is the local distribution
network companies, such as ENWL, that will
‘lead the charge’ for changes to meet the
country’s net zero aspirations. This is a heavy
responsibility, and we will need to ensure that,
by the time of the next regulatory review in
2028, we have met, or exceeded, the
ambitions of customers, regulators,
Government and wider stakeholders. This has
to be achieved in spite of navigating the cross
winds of inflation, cost of living, supply chain
disruption and access to relevant skilled
employment groups.
As Chair of ENWL, I look forward to these
challenges with great confidence, and
excitement.
Alistair Buchanan CBE
Chairman
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
3
Chief Executive Officer’s Statement
I am pleased to present the Annual Report and
Consolidated Financial Statements for the year
ended 31 March 2023, my first such report as
Chief Executive Officer at Electricity North
West.
I joined an engaged, agile, innovative and
efficient business. After six months with the
business, working closely with the senior
management team, we have now embarked
on an accelerated trajectory of improved
performance, with strong outcomes for
consumers, which will achieve the ambitions
agreed with Ofgem in our ED2 plan.
Our license to operate
In my first months, safety has been reset and it
will continue to remain our top priority. Our
safe operation is fundamental to the business’s
licence to operate.
We take an uncompromising approach to
excellence in protecting our workforce and the
public, and to serving our customers,
particularly those in vulnerable circumstances.
Everyone has been affected to differing
extents by rising energy costs in the last 12
months. In the context of these cost of living
concerns, we have continued to keep our bills
among the lowest in the UK with ENWL’s
typical domestic customer paying £123 a year,
compared to the GB average of £138. For 34
pence per day per customer we manage
30,000 switchgear assets, 57,000 kilometres of
overhead and underground cables, providing
99.995% reliability as well as a 24-hour fault
response and continually renewing and
expanding this network.
We have made material improvements to the
way we work after learning some hard but
important lessons in the aftermath of one of
the worst storms in a generation, Storm
Arwen, in November 2021. Customers in
affected areas told us that they needed more
help to be better prepared for similar future
events. Alongside the £0.5m community
resilience fund that we established in the
months after the storm, we have completed
significant investment in the network,
including deploying more sensors on the
network to identify faults quicker and to
improve our operational response. We have
also put in place arrangements to rapidly
mobilise the whole workforce to support our
customers in vulnerable circumstances, when
required by such events.
We continue to recognise our role in
supporting customers in vulnerable
circumstances. Every winter we carry out a ‘Be
Winter Ready’ awareness campaign. However,
when National Grid raised the prospect of
emergency power cuts, we enhanced our
normal winter campaign tailoring the
information we provided to help our
customers in these circumstances. This
included directly contacting 23,000 of our
customers in the most vulnerable
circumstances, medically dependant with no
access to mobile or internet communications,
over the course of just one week. This involved
more than 300 volunteers from across the
company supporting our customer contact
centre. We are the only critical national
infrastructure operator to have gone to these
lengths to support these customers. Our
‘licence to operate’ extends beyond the Ofgem
licence and recognises our role and our social
obligations to our employees, customers and
stakeholders who legitimise our work.
Delivering performance improvements for
customers
My first year end with the business also
marked the final year of the current eight-year
regulatory period, referred to as RIIO-ED1,
with a strong closing position. I am pleased
that we have met all of our key regulatory
outputs and have delivered significant
performance improvements over the 8 years
with network reliability (measured as number
of customer interruptions) showing a 19%
improvement over that period and customer
satisfaction improving from 80% to 89.4%. We
have delivered this while being absolutely
focussed on cost efficiency, delivering the
highest cost efficiency of any distribution
network operator, both enabling additional
investment in the network and saving our
customers £74m over that period, in the form
of lower bills, after these investments.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
4
Chief Executive Officer’s Statement
(continued)
A unique approach to innovation
Innovation is key to delivering the
performance our customers rightly expect at
an efficient cost. This year we were proud that
one of our innovations, CLASS, received special
recognition from Ofgem. CLASS reduces, when
needed, the amount of power used by
everything from streetlights to everyday
household devices. Whilst these reductions
are not noticeable to consumers, when these
individually small reductions are aggregated
across a wide area, they amount to an
important saving in electricity use at times
when the system needs it. As well as saving
customers’ money, CLASS also delivers huge
benefits for the environment by avoiding the
environmental costs of using fossil fuel
generation to balance the national electricity
system.
CLASS was the only project in the UK to receive
an award in Ofgem’s latest assessments of
network company innovations with the judging
panel calling it ‘exceptional’. We are very
proud of the development and commercial
deployment of CLASS.
I was also pleased to see our innovative Smart
Street project secure funding for the next 5
years in the ED2 determination. Smart Street
will save 250,000 properties in our region
between 5% to 8% on their energy bills through
improved efficiency, reducing energy
consumption and bills.
Developing and commercialising new
technologies such as CLASS and Smart Street
has been possible because we have the most
digitally advanced network in Europe, giving us
unprecedented visibility and control of our
assets.
Looking ahead to the next regulatory period
We have now entered a new five-year
regulatory period, RIIO-ED2. This will be a
period of significant change for the industry as
we continue the journey to net zero. RIIO-ED2
brings a unique challenge for the energy
industry with the demand for power expected
to increase by a third by 2030, as the
distribution operators invest for a net zero
future during a cost of living crisis.
In December 2022, we received the final
determination from Ofgem for this next price
control, setting out the funding arrangements
and associated obligations we are required to
meet for our customers.
During the next five years we will be spending
over £1m per day, both maintaining a high
performance network for our customers whilst
investing to create vital new capacity to
support our communities and their net zero
ambitions. As well as investing in the network,
significant sums will go towards strengthening
customer service and supporting those
customers in vulnerable circumstances who
need it the most.
During ED2, we will continue to build on the
foundations that have been laid in ED1,
delivering further improvements in customer
satisfaction, targeting a minimum customer
satisfaction of 90%, and further reducing both
the number of power cuts, and the time
customers are without power, by 20% from
current levels, which in themselves are among
the best in the industry.
No one will be left behind and all will benefit
through our work to enable a net zero future.
Financial performance in the year
The financial performance for the Company
continues to be strong, supported by the cost
efficiencies and incentive revenue earnings
that we have delivered over the ED1 regulatory
period.
Overall, our revenue has grown from £472.8m
to £594.7m in the year, with £79.9m of this
increase being related the collection of
Supplier of Last Resort levies from which we
make no profit, with the full amount paid to
suppliers immediately on collection of the levy.
The remaining increase in our revenues
reflects the positive impact of incentive
revenues earned by exceeding standards of
performance for customers as set by Ofgem,
the effect of rising inflation and in part reflects
the collection of some income in the year that
was not collected at the start of the Covid-19
pandemic where we saw our revenues fall.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
5
Chief Executive Officer’s Statement
(continued)
Financial performance in the year (continued)
Supported by the increase in revenues, we
have increased the levels of capital
investment, improving network resilience and
capacity. Total capital expenditure during the
year was £263.4m, £50.4m higher than the
prior year.
Our income statement continues to show the
impacts of the macro economic environment
on non-cash items in our accounts. In
particular, we have seen significant accounting
fair value gains in our derivative financial
instruments (£125.2m fair value gain in the
year, compared to a £76.5m fair value loss in
the prior year) which results a non-cash
increase (2022: decrease) in profit before tax.
This non-cash item continues to reflect
volatility in the markets and in particular in
inflation forecasts.
A responsible employer proud to serve our
communities
Delivering a culture of high engagement is
critical for us to meet the challenges that the
industry is facing. We measure colleague
engagement with an annual independent
survey. We were pleased that our latest
employee survey conducted in February 2023
showed our highest ever levels of colleague
agreement, scoring 78.7% compared to the last
survey when we recorded an agreement score
of 74.7%.
Last year we were proud to be awarded the
Investors in People standard, recognising our
efforts to becoming an employer of choice in
the North West. We continue to work with
Investors in People to improve our employees
experience of working at ENWL.
In the last 12 months we have made progress
delivering our strategic commitments to
Diversity and Inclusion. Female representation
in our leadership teams has increased year on
year and is currently at 34%. Our gender pay
gap continues to reduce and is one of the
smallest gaps in the sector and more than 4%
better than the latest average UK gender pay
gap.
We have engaged with the 10,000 Black Intern
programme and look forward to welcoming
our new interns later in the year.
Finally, I would like to thank the Board,
shareholders, my executive colleagues and all
our employees who have both welcomed me
into the business and continued to work hard
to secure yet another successful year. We will
lose two senior colleagues – David Brocksom,
and Steve Cox - who leave us to explore their
retirement plans. We will miss them.
However, in Chris Johns as Chief Financial
Officer and Ben Grunfeld as Asset and
Technology director, we have two new
dynamic directors joining the business. We
welcome them to the ENWL family and to the
challenges of ED2. I look forward to driving the
accelerated trajectory of good-to-great
performance. This will ensure strong outcomes
for consumers, employees and shareholders as
we enter a period of significant change for the
industry and meet the net zero challenge
innovatively, efficiency and most of all safely.
Ian Smyth
Chief Executive Officer
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
6
Strategic Report
Electricity North West Limited is a private
company limited by shares and incorporated
and domiciled in England, the United Kingdom,
under the Companies Act 2006. It is ultimately
owned by investors composed of funds advised
by Equitix, a consortium led by KDM Power
Limited and Swingford Holdings Corporation
Limited, as shown in Note 29. The immediate
parent company is North West Electricity
Networks plc (“NWEN plc”), which is a
company limited by shares and incorporated in
England, the United Kingdom, under the
Companies Act 2006.
Company Background
Electricity North West Limited is the electricity
distribution network operator for the North
West of England. We are one of 14 distribution
network operators in the UK regulated
by Office of Gas and Electricity Markets
(Ofgem).
The Company serves approximately 5 million
customers at 2.4 million domestic and
industrial locations, has circa 2,100 employees
and provides a safe and reliable electricity
supply, 24 hours a day, seven days a week.
We own, invest in, operate and maintain the
network of poles, wires, transformers and
cables which carry electricity from both the
national grid and locally connected generation
to homes and businesses across the North
West, together with the telecommunications
network that controls the network remotely.
The role we play in serving our communities
continues to evolve as we seek to transition to
a low carbon economy and electricity
generation becomes more distributed across
our network. We have moved from a fairly
linear network operating model:
To one that is far more complex and multi
directional at the distribution level:
Electricity North West is fundamental to the
Net Zero transition, managing power flows
from a range of sources in a wider whole
system as we move away from fossil fuels
towards electricity for heating and transport.
How we charge customers
We charge our customers through their
electricity suppliers, in the case of domestic
and small customers, or directly for larger
customers.
The prices that we charge our customers for
distributing electricity are regulated by the Gas
and Electricity Markets Authority (GEMA)
which operates through Ofgem, but we
recognise that ultimately it is our customers
that fund the business and its investments in
the network.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
7
Strategic Report (continued)
Regulatory framework
ENWL’s costs were around 13% of the typical
domestic electricity bill charged by suppliers to
North West customers, equivalent to £123 per
home for the year ended 31 March 2023; this
compared to an average DNO customer bill
impact of £138 per home.
Charges are regulated by Ofgem through the
RIIO model; Revenue = Incentives + Innovation
+ Outputs. This model determines how much
the Company is allowed to charge customers
to fund network investment and operating
costs in a regulatory price control period, with
allowed revenues adjusted up or down
depending on performance against regulatory
outputs and incentive mechanisms.
The price control in operation for the year
ended 31 March 2023 was RIIO-ED1, running
for an 8-year period from 2015 to 2023. On 1
April 2023, the new regulatory period, RIIO-
ED2 commenced, a 5-year regulatory period
from 2023 to 2028.
The RIIO price controls have been developed to
ensure that the revenues collected from
customers are linked to company
performance. The base income in each year is
largely fixed, being essentially to allow for the
operating costs of the Company and to provide
a return to investors for the capital invested in
the Company. However, income increases or
decreases depending on the Company’s
performance against the outputs set through a
number of incentive mechanisms.
These mechanisms incentivise good customer
service, stakeholder engagement, delivery for
connections customers and network reliability,
the latter based upon minimising the number
of interruptions that customers suffer (CIs) and
the average length of those interruptions
(CMLs). Performance is assessed each year
and any positive or negative adjustments are
fed annually into a process which modifies
revenues for subsequent years.
The RIIO price control model also incentivises
cost reductions, through innovation and
efficiency, promoting the delivery of a well-
maintained and efficiently invested network
for the long-term. Cost savings are shared
between customers, via price reductions, and
shareholders, again after an annual review.
The Company also charges separately for new
connections to, and diversions of, the network.
This activity is also regulated by Ofgem.
Investment and innovation continue to ensure
the development and availability of the
appropriate technology to meet the changing
demands of electricity supply and to meet the
challenge of a low carbon future, at a price our
customers can afford.
External Factors
Transition to the RIIO-ED2 regulatory period
During the year we received the final
determination from Ofgem, setting out our
allowed revenues for the 5-year RIIO-ED2
regulatory period, having submitted our
ambitious stakeholder led plans in the previous
year.
The Net Zero transition will undoubtedly result
in very significant increases in network
demand by 2050 driven by both renewable
generation connections and new demand such
as electric vehicles and heat pumps. Our key
challenge in ED2 is to provide the capacity to
allow customers to adopt these technologies
whenever they wish to, at a price that is
affordable.
Our RIIO-ED2 business plan sets out our clear
vision around Net Zero. Our plan sets out how
we will make sure that the network is not a
barrier to connecting electric vehicles or other
low carbon technologies. We also set out our
plans to improve network reliability and
resilience and to look after those in our area
who find themselves in vulnerable
circumstances, all at the lowest cost to
customers.
RIIO-ED2 will be a challenging period for the
industry to meet the challenges of the
transition to net zero and the significant
investment that is needed in networks, both
traditional investment and more complex
whole system solutions.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
8
Strategic Report (continued)
External Factors (continued)
Energy prices and supplier administrations
The unprecedented rise in energy prices over
the last two years has put energy markets
under severe strain. Consequently, there were
significant numbers of energy suppliers who
entered administration during the year ended
31 March 2022. We have seen a more stable
position in the year ended 31 March 2023.
When an energy supplier fails, the Supplier of
Last Resort (SoLR) process is triggered or,
where this is not possible, the Special
Administration Regime is used. The two
regimes are overseen by Ofgem to protect
customers from significant harm.
When a SoLR takes on the customers of a failed
supplier, it has to finance the additional costs
of doing so (for example procuring the energy
it supplies to those customers, honouring any
credit balances the customers had with the
failed supplier or manage the costs of
onboarding those customers). The SoLR
process allows for the new supplier to recover
these costs through a SoLR levy agreed
between Ofgem and the new supplier. This
levy is collected through the distribution
network companies on a pass-through basis.
This cost will effectively be recovered through
future energy bills.
COVID-19
While the COVID-19 pandemic has had limited
impact on operations this year, we continue to
monitor and review our business continuity
plans, recognising our role as a critical service
provider. We continue to review our working
practices and policies as we remain in a period
of living with COVID-19.
Political and economic uncertainty
We also monitor the continuing environment
of political and economic uncertainty. Supply
chain management continues to be an area of
focus as we see the implications of the events
in Ukraine and COVID-19 recovery in
particular. All of these have had a limited direct
impact, aside from a modest planned increase
in stock levels to manage supply chain risk.
Having considered the factors noted above,
there are no material impacts on either the
going concern statement on pages 32-33, or
the period covered by the viability statement
page 33.
Purpose, vision and principles
Our Purpose “Together we have the energy to
transform our communities” reflects the
essential role we play in the North West and in
the lives of our customers, acknowledging how
our role is changing alongside our customers’
needs.
Transforming our communities is at the heart
of our Purpose, ensuring we take a responsible
approach in everything we do, including how
we treat and support:
• our customers and communities;
• our environment; and
• our people and partners.
Our vision is to ‘Lead the North West to Net
Zero’. We do not say that lightly. The climate
challenge is the greatest of our age and
networks are uniquely positioned to enable
the transition from fossil fuels to low carbon
electricity to power our homes, businesses,
transport and heating.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
9
Strategic Report (continued)
Purpose, vision and principles (continued)
As the region’s distribution network operator,
we are key to leading the region to Net Zero.
We are focusing on three things both to make
it happen and to do so at the lowest cost to
customers:
1. Investing and innovating to make sure
the network is fit for the future;
2. Helping domestic customers and
businesses play their part, making new
connections as quick and easy as possible
while ensuring no one is left behind; and
3. Continuing to improve the reliability of
the network – something that is
fundamental as we all become even more
reliant on electricity.
Our purpose and vision are supported by our
principles, setting the cultural framework
within which we operate.
Our principles are:
• We are switched on
• We are adaptable
• We take pride
Health, Safety and Environment
The Company operates in a high hazard
industry and the safety of its people and
customers, and the protection of the
environment will always remain key priorities.
Operational safety
The Company ensures that all people are well
trained and able to operate safely, backed by
policy driven procedures and compliance
assurance, alongside a behavioural approach
that seeks to ensure that all staff and
contractors approach any task with a strong
behavioural attitude to safety.
In the year ended 31 March 2023 we have
continued to review and improve our safety
management system which is certified to the
international standard ISO 45001.
We finished the year ended 31 March 2023
with a lost time injury frequency rate 0.035
(2022: 0.058) having had three lost time
injuries in the year (2022: five).
This relatively low incident rate reflects the
sustained improvement since we embarked on
a company-wide initiative to create an
enhanced safety culture. The total recordable
injury rate was 0.093 (2022: 0.175).
We are never complacent about safety. In the
year to 31 March 2024, we will embed an
updated plan to further improve our safety
record, including working closely with our
contract partners.
As our safety journey continues, we are
increasingly focused on the quality of, and
learning from, safety observations and positive
challenges, rather than focusing on the volume
of these. Safety observations in the year were
recorded at 14,725 (2022: 9,438), with 3,011
positive challenges (2022: 2,447).
Asset safety
The safety of the Company’s employees,
contractors and the public from the inherent
risks of electrical assets is assured through the
Company’s ongoing asset investment
programme and the associated asset risk
management policies which define the
programme scope.
During the year ended 31 March 2023 the
Company continued to invest to reduce further
the risks associated with link box failures and
with rising and lateral mains in multi
occupancy properties, such as blocks of flats.
Our link box inspection programme assesses
the risk of the asset which then, where
necessary, informs an intervention such as
blast mitigation protection, replacement or the
removal of the asset.
We continue to use innovation to target the
potential risks associated with electricity
supplies in multi occupancy properties. We
have installed innovative monitoring
equipment which helps identify abnormalities
and inform replacement decisions.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
10
Strategic Report (continued)
Safety and Environment (continued)
Environmental performance
The Company is dedicated to achieving the
highest standards of environmental
performance, not only by minimising the risks
created by our activities, but also through
targeted investment in outputs that deliver a
positive environmental impact. To achieve our
environmental objectives, we monitor
environmental related investments to ensure
that we are on track.
In terms of our own direct operational impact
on the environment, our principal
performance indicator is the level of carbon
dioxide emissions equivalent (tCO2e). This
measure covers the environmental impact
both from the use of fossil fuels in vehicles and
generators and of energy in buildings, as well
as the impact of Sulphur Hexafluoride (SF6),
which is a greenhouse gas, historically used as
insulation in electrical equipment.
At the start of the current regulatory period,
we made a commitment to our customers to
reduce carbon emissions by 10% from a
2014/15 base year, by 2020. Through targeted
investment in the efficiency of our buildings
and other efficiency measures, we have
reduced emissions by 43% from 2014/15
levels. Emissions for the year ended 31 March
2023 were 13,990 tCO2e in (2022: 14,649
tCO2e). In addition to this direct reduction in
emissions, our CLASS innovation has further
reduced carbon-based generation in the
economy, by avoiding the need for traditional
generation.
Our “Leading the North West to zero carbon
plan” sets out our target to decrease our
emissions by 10% year-on-year in order to
become zero carbon by 2038. This includes
some of the actions that we are taking to
decarbonise our operations but also provides
exemplars, research evidence and business
case information to inform the investment
decisions that stakeholders need to take to
decarbonise. We have been working closely
with key stakeholders across the region and
have produced decarbonisation pathways for
Greater Manchester, Cumbria and Lancashire.
Our recently published electric vehicle strategy
sets out our plans to lead and support
stakeholders on the journey to decarbonise
the region’s transport. Our role is to facilitate
this journey by preparing the electricity
network for the rapid uptake of electric
vehicles (EVs) and the associated charging
infrastructure needed to support this. The
uptake in low carbon technologies will
ultimately result in a lot more demand being
placed on our network, and our main challenge
is to manage the change and keep the costs as
low as we can while ensuring that our network
remains resilient, reliable and meets
customer's needs.
Recognising our role in leading
decarbonisation, we have made two of our
depots and two substations carbon neutral
using a range of low carbon technologies.
These modifications have the dual benefit of
reducing our own carbon emissions and can be
used as exemplars to other businesses across
the region, sharing our learnings. Our goal for
RIIO-ED2 is to decarbonise one of our twelve
depots each year.
We have rolled out electric vehicle (EV)
charging points at all of our depots and we are
incentivising colleagues to change to electric
vehicles. We have also engaged with local
authorities and businesses across the region to
support them with this transition, promoting
the mass adoption of EV technology.
The transition to carbon neutrality is as much
about behavioural change as it is about
technologies. In that regard, we became the
first bronze accredited carbon literate
Distribution Network Operator and are now
eligible for silver accreditation. We have a goal
to achieve Gold over the course of RIIO-ED2.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
11
Strategic Report (continued)
Network Reliability
Our customers and stakeholders have made it
clear that our fundamental role is to keep
power flowing to customers and network
users. This becomes ever more important as
customer dependence upon electricity
continues to grow as we move to a low carbon
future. Network reliability continued to be high
with a network availability of 99.995% (2022:
99.995%).
Reliability of electricity supply is achieved by
strategic investment in the network both to
target a reduction of faults but also to quickly
restore and limit the number of customers
affected by those faults that do occur.
In the year ended 31 March 2023, the average
number of interruptions per 100 customers
(CIs) was 26.6 (2022: 25.8). This has
significantly outperformed the target of 45.6
set by Ofgem.
The average number of minutes for which
customers were without supply during the
year (CMLs) to 31 March 2023 was 26.9 (2022:
27.4), which was our best ever performance
and again represented a significant
outperformance of the target of 38.2 set by
Ofgem.
This performance improvements have been
driven through a combination of investment in
automation and network resilience, as well as
improvements in operational response when
faults do occur. This year saw further
development of our network management
system, providing a strong digital platform and
offering industry leading emergency responses
whilst protecting critical customers.
Our network has to withstand the external
environment and other risks to ensure it
continues to operate reliably even under
extreme circumstances, such as severe winter
storms. This year we continued to invest in
vegetation management and installation of
further automation devices to support rapid
restoration of customer’ supply, ensuring that
interruption is kept to a minimum.
We have further strengthened our approach to
preparing and managing the network during
significant weather events and utilising
benefits within the network management
system. We continue to improve resilience
through investment in flood defences and
interconnectivity to provide protection to a 1
in 1000-year flood risk at key sites.
Most customers enjoy excellent levels of
reliability, but we recognise that there is
variability in the level of service experienced by
some. A few customers experience a level of
service significantly worse than average,
usually by virtue of their location or due to
localised network issues. During the year we
have continued to invest in schemes that aim
to reduce, in the long-term, the numbers of
worst served customers, with the number of
customers meeting this Ofgem definition
decreasing by 127 in the year ended 31 March
2023 to 584 (2022: 711). We continue to focus
on our ambition to have no customers meeting
this definition. In order to achieve this, we are
focusing on understanding customers’
experience of multiple interruptions which, in
turn, allows us proactively to identify circuits
for early intervention. We have instigated
investment 12programmes on all of the circuits
where we saw customers become categorised
as worst served in the year.
Investment in an affordable and sustainable
network
In the year ended 31 March 2023, £115.0m of
the total capital investment expenditure was
invested directly in network assets (2022:
£81.4m). In addition to investment to improve
the automation of the network and to increase
capacity, we continue to invest to maintain the
relative health of the network. The current
network has been installed over many decades
and a significant proportion of the investment
programme relates to replacing existing
equipment at, or approaching, the end of its
life with modern equivalents.
Innovation is essential to maintain network
performance and reliability levels and to meet
the increasing demands on electricity from the
decarbonisation of energy, at an affordable
cost. We continue to develop and deliver our
cutting-edge engineering innovations such as
CLASS, Smart Street and LineSight that will
keep the network reliable, efficient and safe.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
12
Strategic Report (continued)
Customer
Supporting those customers in vulnerable
circumstances is core to our customer strategy.
Our “Electricity Users in Vulnerable
Circumstances Strategy” ensures that the
support we are giving customers in our region
is focused appropriately. It helps us respond to
the complexities of the challenge of supporting
those most in need. Our strategy is informed
by our Advisory Panel and supported by
external specialist support agencies.
We have continued to increase support to
customers in vulnerable circumstances,
developing our on-going partnership with
Citizens Advice Manchester (CAM). CAM act as
our Strategic Partner to support fuel poverty,
energy efficiency and other conditions which
may leave consumers vulnerable in the region
as the result of a power cut.
We maintain a Priority Service Register (PSR) to
identify those customers who are most
dependent on our services, and deliver
prioritised support to them in a power cut. In
the year ended 31 March 2023 we continued
to promote awareness of our free PSR service,
and increase accessibility to it. Data cleanse
activities and collaboration with other utilities
have also improved our view of vulnerability of
our region.
We have over 650,000 households on our PSR.
Our enhanced contact campaign has increased
registration on our PSR from 57.7% to 73.3% of
those eligible in the region. In delivering for our
priority customers, we have proactively
provided cost of living advice to help our
customers to stay safe and warm throughout
the winter and engaged with customers to
ensure their preparedness for potential
planned rota load disconnections by National
Grid. Having committed to contact customers
on our PSR, prioritising the medically
vulnerable, over 300 colleagues from across
the business supported the Contact Centre in
this effort.
We recognise our role in helping to tackle fuel
poverty and the particular challenges that this
brings in our region. This year the cost of living
crisis has meant that our customers have
needed our support more than ever and extra,
targeted advice and help was provided both
through our partners and on our website.
Through the introduction of referral
partnerships, the volume of support increased
to the highest level to date with 12,362 (2022:
11,000) homes benefiting from the service.
Delivering excellent customer service is
important to us. Our overall customer
satisfaction score for the year ended 31 March
2023 was 89.4% (2022: 88.7%). Throughout
the ED1 period (2015 to 2023), our overall
satisfaction has improved by 9.4%, from 80%
to 89.4% (representing the second largest DNO
improvement through ED1; for the year ended
March 2023 we were 9th of 14).
The Company is committed to improve further
customer satisfaction levels, with clear actions
in place that are monitored regularly by the
Executive Leadership Team. The actions focus
around reducing customer effort,
simplification, owning what we do, and
engaging, listening and improving.
The number of complaints we receive has
increased in the year, with complaint volumes
up 28% compared to the prior year. This
increase is attributed to a combination of some
bad weather incidents and a significant
increase in connections volumes due to the
uptake in low carbon technologies. We have
reviewed our policies and practices and have
increased resource in the connections area to
reduce complaint volumes. We track the time
taken to resolve complaints when we do
receive them. The overall complaints
performance within the year continued to
outperform the Ofgem target and reflects a
year-on-year reduction, with a complaint
metric of 2.6 (2022: 3.45), with 83.4% of
complaints resolved in 24 hours (2022: 80.1%).
This complaint metric reflects the percentage
of complaints resolved within 24 hours,
combined with the percentage of complaints
resolved within 31 days.
We continue to focus on Guaranteed
Standards of Performance (GSoP) for
Connections customers. GSoP failures this year
were similar to the year before. We are
focusing on process improvements and
simplification to further improve service levels.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
13
Strategic Report (continued)
People
The Company is a major employer in the North
West of England, employing approximately
2,100 people in the region. We also work with
carefully selected local contract partners to
support fluctuating work demands, providing
even wider levels of employment for the
region. We are committed to building careers
for our people providing secure, long-term
employment in an inclusive environment
where everyone feels a sense of belonging.
Climate is the measure the Company uses to
quantify ‘how it feels to work here’ and, in
turn, makes the link between this ‘feeling’ and
how the Company performs. Annual colleague
climate surveys are undertaken to measure
engagement and levels of agreement with the
Company’s identified climate priorities.
Colleague engagement scores in our January
2023 survey are the highest ever recorded by
the organisation, with a survey response rate
of 82% and an agreement rate of 78.7%. This
was 3.7% higher than our target of 75%
agreement and a 4% increase on our previous
survey result. Our colleagues rated health and
safety, pride and customer focus highest.
The Company continues to make significant
investment for all employees in training and
development, providing a learning and
development portfolio to boost all employees’
competencies. We were proud to receive the
Investors in People Certification in April 2022.
We are committed to creating a great place to
work and influencing diversity and inclusion in
the Energy sector. The Company launched its
first diversity and inclusion (“D&I”) strategy in
December 2021 with the vision to ‘create a
sense of belonging for our colleagues and truly
reflect the communities we serve’. Our D&I
vision is underpinned by four key areas of
strategic focus (belonging, talent, leadership
and community), underpinning inclusion in
everything we do.
Equal and fair consideration is given to all
employees and applicants regardless of their
diverse background. If necessary, the business
modifies equipment and practices to
accommodate the requirements of all
colleagues. This year we rolled out company-
wide conscious inclusion training and
established six colleague network groups who
have been instrumental in helping us achieve
our Silver Forces Friendly award and Disability
Confident Employer status.
We were proud that our Apprenticeship
Programme won recognition as Diversity and
Inclusion Programme of the Year at the
Lancashire Apprenticeship Awards.
We have continued to take positive action to
ensure our workforce is more representative
of the communities we serve, with a particular
emphasis on attracting female and under-
represented groups into the business. We
have 34% female representation in leadership
roles (with 25% in senior leadership roles) and
8% representation of females in engineering
roles.
Working with our local communities, including
successful partnerships with local mosques,
schools, colleges and universities we have seen
a rise in minority ethnic candidates joining the
business. 24% of our most recent apprentice
intake for the year were female, and 18% were
from an ethnically diverse background.
We’re committed to creating a diverse and
inclusive environment where everyone feels
they belong and can reach their full potential.
We have been moving in the right direction
since the requirement to publish our gender
pay gap and benchmark well against other
Energy companies and the UK Average and are
committed to closing the gap further.
This is partly down to our investment in talent
programmes in which females made up 48% of
participants. Our mean hourly pay gap of
10.6% is an improvement of 1.5% on last year,
and 4.3% better than the average UK Gender
Pay Gap of 14.9%.
We have been an accredited Real Living Wage
Employer since 2019 and contract with our
supply chain to honour the real living wage
commitments for their people. We are also
proud to be a member of the Greater
Manchester Combined Authority Good
Employer Charter, and a founding partner of
the Utilities National Work Group on Modern
Slavery.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
14
Corporate Social Responsibility
Our Responsibility Framework
Sometimes referred to as our social contract,
our Corporate Social Responsibility
Framework, or our Environmental and Social
Governance, sets out how we work to deliver
for our customers and stakeholders. The
Framework demonstrates how we consider
the social, environmental and economic
impact in our decision-making and that our
activity delivers a wide, positive, societal
impact.
Under our framework, each key section - our
communities, our environment, and our
people and partners - is divided into a number
of goals which are important to our business,
our stakeholders and our colleagues. Below
each goal are a series of commitments and
measures.
The responsibility framework does not exist in
isolation. While it does not seek to include and
measure our core business and services as a
network operator, it does bring together a
number of the activities and strategies already
embedded in our operations and the business
plan. In doing so it provides an overarching
indication of our activities as a socially
responsible business and how we operate
within our communities
In our People and partners section, we put the
wellbeing and safety of colleagues at the
forefront of what we do. This year we have
reinforced our positive health and safety
culture across the business. Operating our
organisation safely is fundamental to our
licence to operate. It is critical that we maintain
our safety culture to ensure that we keep our
colleagues and communities safe.
We discuss the vision and progress of our
Diversity and Inclusion strategy, along with
other people matters, in the People section of
the Strategic report.
Despite a challenging year with our supply
chain continuing to be adversely impacted by
the implications of the COVID-19 pandemic
and war in Ukraine, we seek to ensure that
suppliers are compliant with our Supply Chain
Charter and that they also promote finding
alternative ways of working that support our
transition to net zero and reduce our carbon
impact (including development of Science
Based Targets and Scope 3 emissions).
In our Communities section, we have
significantly developed our support for
customers who experience a power cut and
those in financially difficulty due to the energy
and cost of living crisis.
Our £500,000 two-year strategic partnership
with Citizens Advice continues to support over
22,000 customers with energy saving advice.
This year we launched our ‘Be Safe and Save’
campaign and our existing Be Winter Ready
messages were also widened to support cost of
living signposting. New communication
channels were used alongside partners to help
get critical messages out to customers.
We learnt from Storm Arwen that we could
further improve customer communications.
When energy supplies came under pressure
and the media noted the risk of potential
disconnections over the winter of 2022, we
contacted customers on our Extra Care register
during December 2022 to ensure that they had
plans in place in case of a power cut.
This year, through targeted campaigns we
have also significantly increased the number of
customers on our Extra Care register. This
scheme helps us to provide additional
information and support to customers who
may become more vulnerable during a power
cut.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
15
Corporate Social Responsibility
(continued)
Our Responsibility Framework (continued)
This year our education programme has seen a
key development as a result of our partnership
with the Girlguiding Association. The creation
and launch of the Girl Power badge to young
people involves a task to increase the
awareness of electricity. This is now being
shared across other DNO regions and is being
adapted to be gender neutral for other
community groups. Following collaboration
with National Grid Distribution, we were also
pleased to launch a new educational safety
game to complement our existing Bright
Sparks on-line educational resources.
We also introduced 34 new apprentices to our
award-winning apprenticeship programme
and trialled a new approach to work
experience, supporting 27 students
throughout the year.
Our colleagues also continue to support
activities in their local community through
fundraising and volunteering. Our eleven local
teams have helped us to make donations
totalling over £20,000. Colleagues across the
company volunteered more than 700 hours.
In our Environment section, the Company
continues to make progress our ambitious plan
to tackle our operational carbon footprint
including taking an active management
approach to heating and cooling our buildings
and investing in low carbon technologies for
our operations. We are also supporting our
colleagues in the transition to electric vehicles
as nearly 60% of our company fleets (including
those currently on order) will be plug-in
electric vehicles. We are also proud to have
now achieved silver accreditation on our
Carbon Literacy journey.
This year we have collaborated with partners
to provide business low carbon advice to help
support our stakeholders on their net zero
journey, participating in events across Greater
Manchester, Cumbria and Lancashire.
Our investment in the network is also directly
helping to enable a low carbon future. For
example, working with South Lakeland District
Council we have reinforced the local electricity
network enabling the investment in an electric
alternative to the diesel ferry at Windermere
and associated electric vehicle charging points
for visitors and the community.
Community and local energy schemes across
the North West continue to grow. This year our
Powering our communities’ scheme has
supported seven projects to the value of
£95,000. To date we have allocated £400,000
to 33 projects.
This year we have continued to develop our
biodiversity commitment. With planting
schemes reintroduced following the end of the
COVID-19 pandemic, we have completed 10
‘Transforming our Spaces’ sites this year.
Responsibility Benchmarks
We continue to work with Business in the
Community. This year they worked with us to
provide a strategic review of our responsibility
framework as we approach our new business
commitments of RIIO-ED2. The finding from
that report will be incorporated into our
strategy for next year and beyond.
Stakeholder engagement
We are committed to ongoing stakeholder
engagement and recognises the proven value
and insight that stakeholder relationships bring
to our decision making, risk management and
reputation.
Stakeholder engagement enables us to listen
to, respond and collaborate to on the issues
that matter most to our communities. This
year, as a result of the combined effects of an
energy and a cost of living crisis, this has been
more important than ever. Working with
existing and new partnerships we heard
directly about the huge strain on resources
that was being created as more and more of
our communities sought help and advice about
energy efficiency, debt support and the health
and safety implications of meter tampering. By
listening and responding to our stakeholders
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
16
Corporate Social Responsibility
(continued)
Stakeholder engagement (continued)
we have been able to co-create tailored
services for our customers and target
investment in further partnerships to support
our partners.
Over the last three years stakeholder
engagement has helped us to shape and refine
our RII0-ED2 Business Plan for the next price
control period, 2023-28. Our business plan was
independently reviewed by our Customer
Engagement Group (CEG) throughout the
development process. The CEG has continued
to meet publishing responses to Ofgem’s draft
and final determinations. We are now in the
process of finalising our stakeholder
engagement approach for 2023/24 to ensure
enduring consumer input into decisions
throughout the ED2 price control.
Throughout the year our independently-
chaired Consumer Vulnerability and
Sustainability Advisory Panels alongside our
strategic Chief Executive Advisory Panel have
continued to present robust challenge and
insight into our current activities whilst also
providing valuable input into key ED2
strategies. The panels have been particularly
valuable in helping us to shape the response to
the cost of living and energy crisis and to
prepare enhanced reporting around our
Environment Action Plan. The panels have
continued to meet virtually with the Chief
Executive Advisory Panel, but also agreeing to
meet twice in person.
This year our three annual regional advisory
panels also returned to face to face
engagement in Greater Manchester,
Lancashire and Cumbria. The events gave the
opportunity to share our proposed future
investment plans and to discuss concerns
about current economic conditions and
connecting to our network and the impact on
business and domestic customers.
Each year we undertake to review our
approach to stakeholder engagement and this
year our stakeholder satisfaction survey
continued to show high levels of overall
satisfaction (77%). Nearly 150 participants
responded achieving excellent representation
across our mapped stakeholder community.
The survey indicated a strong correlation
between the frequency of engagement,
stakeholders’ familiarity with our business and
overall satisfaction. This year we saw an
increased shift to a preference for face to face
meetings and bilateral meetings with named
contacts.
Each year we have been required to submit to
Ofgem a ‘Stakeholder Engagement and
Customer Vulnerability’ submission. The
company also engages auditors for non-
financial assurance of its commitment to
Accountability Principles for Sustainable
Development (AA1000APS). The assurance
review involves an assessment of our
performance against each of the best practice
performance pillars resulting in a score against
AccountAbility’s Stakeholder Engagement
Maturity Ladder. This year we demonstrated a
6% improved performance across the pillars
and embedded our ‘accomplished’ maturity
level. In its management report AccountAbility
concluded with the following:
“Electricity North West continues to
demonstrate a strong culture of stakeholder
engagement, evident at all levels and across
teams. Increased senior-level involvement,
investment in internal capacity building and in
building partnerships, show that the company
is taking ownership of its role in promoting
safety and safeguarding vulnerable customers.
Most notably, employees across the business
stepped up to this role during the impressive
phone call campaign to 23,000 highly
vulnerable customers to reassure them ahead
of potential rota load disconnections.”
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
17
Strategic Report
Section 172 Statement
Introduction
Throughout this Annual Report, we illustrate
how the Board recognises the broader context
in which the Company operates. This extends
to considering things such as: the long term
consequences of decisions, the interests of our
employees, fostering good relationships with
customers and other stakeholders, the impact
of our activities on our community and
environment, maintaining a reputation for
high standards of business; and the need to act
fairly as between our shareholders.
This Statement provides specific examples of
how the Company acknowledges these wider
considerations in its approach to making
decisions.
Statement by the directors in performance of
their statutory duties in accordance with
s172(1) Companies Act 2006
The Board of Directors of Electricity North
West Limited consider, both individually and
together, that they have acted in a way they
consider in good faith would be most likely to
promote the success of the Company for the
benefit of its members as a whole (having
regard to the stakeholders and matters set out
in s172(1)(a-f) of the Act) in decisions taken
during the year ended 31 March 2023.
Long term decision-making
Our business is all about the long term, to
create the right electricity infrastructure for
the world of tomorrow. We are very aware
that what we do now will have an impact in the
future. Given that context, we pick out some
examples of how that longer-term thinking has
influenced our decision-making.
Conclusion of the RIIO-ED2 price control
process
The Board played a key role in the
development and conclusion of our price
control for the next five years (RIIO-ED2). We
recognised the crucial importance of getting
the right outcome to allow the business to
deliver its ambitious plans, both up to 2028
and beyond. At all times, the Board looked to
balance the needs of all its stakeholders and
recognised the Company’s role in enabling the
significant changes required by long term goals
such as Net Zero. Further information is
contained in the Chairman’s statement.
Supply chain continuity
Like all businesses, we have been impacted by
pressures on our supply chains caused by
global events such as the COVID-19 pandemic
and the war in Ukraine. In response, we have
ensured that we take the necessary actions
and maintain sufficient stock to negotiate
these challenges. Whilst this has often involved
additional costs, for example increasing stock
holdings and advance ordering of equipment,
these decisions have meant that we have been
able to continue to undertake our operations
and investment programmes without
disruption.
Executive leadership changes
The Board has considered the long-term
requirements of the business and its
stakeholders when managing changes in the
key leadership roles of Chief Executive Officer
and Chief Financial Officer, ensuring a smooth
transition in both roles. Further information is
contained in the Chairman’s statement.
Our people
As directors, we are always aware of the
importance and efforts of our people. We
consider them in everything we do. This is
discussed further in the People section of the
Strategic Report on page 13.
Safety
The safety of our people is our highest priority.
With the assistance of a dedicated Board
Committee (see page 48), we continually
monitor safety performance and safety
culture. Following a disappointing first half to
the year, we are pleased to have overseen a
major improvement in organisational safety.
This is described in more detail in the Strategic
report on page 9.
Diversity and inclusion
As explained in more detail in the People
section of the Strategic Report on page 13, we
are constantly striving to ensure that we create
a sense of belonging for our colleagues and
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
18
Strategic Report (continued)
Section 172 Statement (continued)
truly reflect the communities we serve through
our diversity and inclusion strategy. The Board
regularly discusses the progress of our strategy
and initiatives in this area.
Employee engagement
Last year we were proud to be awarded the
Investors in People certification, recognising
our efforts to becoming an employer of choice
in the North West. We continue to work with
Investors in People to seek opportunities to
continually improve our employees’
experiences of working at ENWL.
Annual colleague climate surveys are
undertaken to measure engagement and levels
of agreement with the Company’s identified
climate priorities. The results from the survey
and management approach to improving the
climate are discussed further in the People
section of the Strategic Report on page 13.
We recognise the value that trade unions bring
to our organisation and work closely with them
on key issues. This supplements wider
engagement activities that we undertake to
involve and inform colleagues in what is
happening across the organisation.
Future skills
We recognise the importance of investing in
our people to ensure that we develop existing
and future skills, behaviours and capabilities
across the organisation. Information on
training courses delivered in the year is
included in the Strategic Report on page 20.
Stakeholder relationships
Our relationships with stakeholders are
discussed extensively throughout this Annual
Report with more detailed information in the
Corporate and Social Responsibility section of
the Strategic Report on pages 15-16.
Specifically, in developing the ED2 submission,
the Board took a lot of advice – especially from
the Company’s designated customer group as
well as taking feedback from our three major
regional political bodies (the Councils of
Cumbria, Lancaster and Greater Manchester).
Winter Preparedness Programme
Given the backdrop of cost of living pressures,
threats to energy supplies and the challenges
presented by adverse weather events, it was
especially important for the Company and our
customers to be fully prepared for the winter.
As described in more detail in the Customer
section of the Strategic Report (see pages 12),
Board oversight ensured that appropriate
plans were put in place with particular
emphasis on protecting our most vulnerable
customers.
Customer service focus
Delivering excellent customer service is part of
our ‘licence to operate’ and an area that the
Board monitors closely to ensure our service
levels continuously improve. Providing
additional support to electricity users in
vulnerable circumstances and fuel poverty is
core to our customer strategy. Further
information on Customer is contained on
pages 12 of the Strategic Report.
Shareholders
As highlighted in our Corporate Governance
Report (see page 41), our business benefits
from the involvement of our Shareholders; not
least, due to their representation on the Board
and through the workshops and other
meetings in which they participate.
Impact of our operations
Our Purpose “Together we have the energy to
transform our communities” reflects the
essential role we play in the North West and in
the lives of our customers, acknowledging how
our role is changing alongside our customers’
needs.
Throughout the Annual Report, we discuss the
impact of our operations on the wider
community, in particular by supporting
customers in vulnerable circumstances.
Leading the transition to Net Zero
The Net Zero transition will result in very
significant increases in network demand. As
the region’s electricity network operator, we
have a vital role to play, providing the capacity
to allow customers to adopt low carbon
technologies, at a price that is affordable.
Further information, including approach to the
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
19
Strategic Report (continued)
Section 172 Statement (continued)
Leading the transition to Net Zero (continued)
decarbonisation of our own operations is
discussed in the Environment section of the
Strategic Report on page 10.
The Board is very aware of its stewardship role
and the importance of protecting the North
West’s natural environment. We have put
these considerations at the heart of our plans
for RIIO-ED2 and beyond. Further information
is contained in our Corporate and Social
Responsibility statement on page 14-15.
Ethical business conduct
We expect the highest standards of conduct in
our business. This extends beyond our
Company and its people to all organisations
who work with us. During the year, the Audit
Committee in particular has overseen the
implementation of a number of new policies
and monitored ongoing compliance with
relevant legal and regulatory requirements.
Supplier Vetting
As a business, we recognise that our customers
expect us to check the credentials of the
suppliers who work on our behalf. This is not
just about confirming that we select the right
contractors to do a given job, it is also about
making sure that the people employed by
them have completed the necessary checks to
work with us and our customers. The Audit
Committee has overseen the refresh of
relevant Supplier vetting processes and
ongoing compliance procedures.
Further information, including our
Whistleblowing procedures and codes of
conduct are discussed in the Anti-corruption
and anti-bribery of the Strategic Report on
page 21.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
20
Strategic Report (continued)
Non-financial Information Statement
A description of the principal risks relating to
the following non-financial information is
contained elsewhere in the Strategic Report, as
indicated below;
• Environmental matters – see page 10, page
21 and page 22,
• Employees – see page 13,
• Community issues and social matters – see
pages 21-22,
• Respect for human rights – see page 20, and
• Anti-corruption and bribery matters – see
page 21.
Workforce composition and gender diversity
Information on the composition of the
workforce at the year end is summarised
below:
Turnover
2023 – 161 leavers (2022: 185 leavers)
Training courses delivered
2023 – 851 (2022: 402)
Training course attendee sessions
2023 – 25,789* (2022: 16,240*)
*These figures include e-learning courses,
operational and non-operational training.
Workforce
(Male/ Female)
2023
Number
2022
Number
Total employees
1,462/ 500
(75%/25%)
Senior managers
32/ 12
(73%/27%)
Executive leadership
team*
6/ 3
(67%/33%)
Non-Executive
Directors
7/ 2
(78%/22%)
* The Executive leadership team figure includes two
Executive Directors.
Respect for Human Rights
The Group operates exclusively in the UK and,
as such, is subject to the European Convention
on Human Rights, the UK Human Rights Act
1998 and the Modern Slavery Act 2015. The
Group seeks to anticipate, prevent and mitigate
any potential negative human rights impacts as
well as enhance positive impacts through
policies and procedures, in particular, regarding
employment, equality and diversity, treating
customers fairly and information security.
The Group is a founding partner of the Utilities
National Work Group on Modern Slavery and
we achieved our Forces Friendly silver award
this year.; the Modern Slavery Act Compliance
Statement is available on the website:
www.enwl.co.uk/misc/modern-slavery-act-
compliance-statement.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
21
Strategic Report (continued)
Anti-corruption and anti-bribery
At ENWL, we are proud of our strong
commitment to high ethical standards in the
way that we work. The business takes a zero-
tolerance approach to bribery and corruption,
and is committed to acting professionally,
fairly and with integrity in all our business
dealings and relationships wherever we
operate, implementing and enforcing effective
systems to counter bribery. It is important that
our regulator and other stakeholders have
confidence in the arrangements and integrity
of the organisation.
The Company operates a number of policies
governing anti-bribery and anti-corruption
matters: Anti-Corruption and Bribery Policy,
Corporate Hospitality & Gifts Policy and
Conflict of Interest Policy. During 2022, we
also launched a revised ‘Ethics in our Business’
document. This includes our Ethical
Framework, setting out our expectations for all
those working with us, and a decision-making
tool to assist colleagues if faced with an ethical
dilemma. Alongside this, we launched an
updated Speak Up (Whistleblowing) policy,
providing colleagues with a number of
channels to raise and escalate any concerns
they may have. An e-learning package was also
made available for all colleagues during the
year to increase understanding and awareness
of these important policies.
During 2023, we launched our revised
Competition Law e-learning module. The aim
of this module was to familiarise our
colleagues with key aspects of competition law
as they apply to our business activities.
All of our corporate ethics policies apply to all
employees and officers of ENWL and form part
of the employee Code of Conduct. Other
individuals performing functions for the
Company, such as agency workers and
contractors, are also required to adhere to
these policies.
To support our Speak Up policy, we have in
place a confidential independent reporting
line, provided by Safecall.
Environment
Environmental protection continues to be one
of our core values, and we remain committed
to achieving the highest possible standards of
environmental performance. The year ended
31 March 2023 saw our lowest ever level of
carbon emissions, in part due to the
operational changes the business has adopted
through the COVID-19 pandemic. Some of
these business changes will continue due to
the long-term carbon footprint benefit that
was highlighted during the COVID-19
pandemic. Other opportunities to reduce our
carbon footprint will be implemented to
continue a carbon reduction trajectory.
We minimise emissions and spills, and are
investing to remove potentially damaging
equipment, and to enhance the environment
by undergrounding overhead cables. As
examples of what we are doing, during the
year:
• We have continued to deliver our ‘Leading
the North West to Zero Carbon’ plan,
decarbonising our own operations, and
helping businesses, customers and
colleagues across the region to do the
same.
• Zero breaches were recorded by the
Environment Agency against our
Environmental Permits for the storage and
treatment of electrical insulating oil,
resulting in Band A ratings against all sites
(Central Oil Reprocessing Department
(CORD) Whitebirk, Kendal, Oldham,
Workington).
• Overall leakage of oil from cables was
13,217 litres continuing the performance
achieved last year and both representing a
significant reduction from levels seen
earlier in RIIO-ED1 and meeting our
business plan commitment target of less
than 30,000 litres in a year.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
22
Strategic Report (continued)
Environment (continued)
Business carbon footprint
2023
tCO
2
e
2022
tCO
2
e
Scope 1
Operational transport
6,190
6,056
Business transport -
road
733
787
Fugitive emissions
889
893
Fuel combustion
2,777
3,275
10,589
11,011
Scope 2
Buildings energy usage
3,384
3,628
Scope 3
Business transport - rail
5.0
1.6
Business transport - air
13.6
7.2
18.6
8.8
Business Carbon
Footprint (excl. losses)
13,990
14,649
Electrical losses
1
242,882
268,340
Business Carbon
Footprint (incl. losses)
256,872
282,989
1
The reported electrical losses figure is a snapshot of received
data as of the date of this report and will change as further
settlement reconciliation runs are carried out (up to 28 months
after each relevant settlement date).
The Company’s business carbon footprint
(excluding losses) for the year was 13,990
tCO2e, which is a reduction of 4.5% from the
previous year (2022: 14,649 tCO2e).
During the year the Company continued to
implement energy efficiency measures,
through the refurbishment of its buildings, and
the replacement of fleet vehicles and company
cars with more efficient vehicles.
Around 17,500,000 kWh of electricity, equal to
around 3,384 tCO2e, was purchased by the
Company for its own use, including for the
purposes of transportation. This tCO2e figure
was calculated by multiplying the total
consumption in kWh by the UK Government
Conversion Factors for greenhouse gas
emissions.
There was around 25,909,000 kWh of energy
consumed from the combustion of gas and
consumption of fuel for operational transport.
This is calculated by multiplying the litres of gas
oil and diesel consumed by the conversion
factor provided in the UK Government
Conversion Factors for greenhouse gas
emissions.
The Company’s annual emissions are
equivalent to 6.46 tCO2e per employee, a
reduction of 0.07 tCO2e per employee against
last year’s emissions.
Electricity losses are measured as the
difference between energy entering the
network (from generation) and energy exiting
the network (for demand). Whilst it is
impossible to eliminate these losses, we do
take steps to minimise them and we will be
taking measures to reduce losses as part of our
commitment to decarbonise our operations.
This is done through installing more efficient
assets in our network, particularly low loss
transformers and cables and through our
revenue protection activities, addressing the
issue of electricity theft. However, as
electricity demand over the network starts to
increase, maintaining losses at current
absolute levels will be impossible to achieve,
with the level of emissions being determined
by the amount of renewable generation in the
mix.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
23
Strategic Report (continued)
Key Performance Indicators
KPI
Definition and comment
Performance
Safety
Lost time
incident
frequency
rate
Definition: The total number of reportable
incidents in the year divided by the number of
hours worked in that year (by employees and
contractors), multiplied by 100,000 hours.
Performance: Reflecting the increased focus on
safety, the Company saw a reduction in lost time
incidents in the year. There were three lost time
incidents in the year, with the corresponding lost
time incident frequency rate of 0.035 (2022: 0.058).
0.035
Customer
Overall
customer
satisfaction
Definition: The overall customer satisfaction score
is a composite score from Ofgem surveys that
assesses levels of customer satisfaction for
connections quotations and delivery, interruptions
and general enquiries.
Performance: Overall satisfaction increased to
89.4% for the year, up from 88.7% in the prior year.
The score for the year was the second highest in
five years, following on from an all-time high in
2021 and reflecting the ongoing focus on
improvements to customer service.
89.4%
Reliability
Customer
interruption
s (CIs)
Error! B
ookmark not
defined.
Definition: CIs represent the number of
interruptions our customers experience. It is
calculated by taking the total number of customers
affected divided by the total number of customers
connected to the network, multiplied by 100. It
excludes interruptions during exceptional events,
although there were none of these in the year.
Performance: The result of 26.6 for the year
significantly outperforms the Ofgem target of 45.6
and represents the Company’s second best ever
performance.
26.6 CIs
Customer
minutes
lost (CMLs)
1
Definition: CMLs represent the time customers are
without power in the event of an interruption. It is
calculated by taking the sum of the customer
minutes lost for all restoration stages for all
incidents, excluding exceptional events, and
dividing by the number of connected customers.
Performance: The result of 26.9 for the year
significantly outperforms the Ofgem target of 38.2
and represents the Company’s best ever year.
26.9 CMLs
1
The year ended 31 March 2023 figure is yet to be audited by Ofgem.
0.035
0.058
0.012
0.024
0.047
2023
2022
2021
2020
2019
89.4%
88.7%
90.8%
88.5%
86.5%
2023
2022
2021
2020
2019
26.6
25.8
30.7
27.8
33.7
2023
2022
2021
2020
2019
26.9
27.4
28.2
27.2
33.0
2023
2022
2021
2020
2019
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
24
Strategic Report (continued)
Key Performance Indicators (continued)
KPI
Definition and comment
Performance
People
Colleague
engagement
Definition: Colleague engagement is measured
via an employee survey which, through a series
of questions, provides details of overall
colleague engagement and how colleagues feel
about the ‘working climate’.
Performance: Overall colleague engagement
achieved an agreement score of 78.7% for the
year, a 4% increase from 74.7% last year, and the
highest in the last five years.
78.7% Climate score
Sustainability
Carbon
footprint
(excluding
electrical
losses)
Definition: Carbon footprint measures the
impact of our operations on the environment
and is calculated in line with Ofgem guidance.
The calculation excludes electrical losses arising
from the operation of the network which cannot
be directly controlled or accurately measured.
Performance: Through targeted investment in
the efficiency of our buildings and other
efficiency measures we have managed to further
reduce our carbon footprint during the year.
2023 has seen the best overall environmental
performance ever.
13,990 tCO
2
e
Cost efficiency
Total
Expenditure
(Totex)
2
Definition: Totex is a key financial measure for
the business. It is a regulatory abbreviation
which stands for total expenditure. It includes
the money we spend on running our business
day-to-day, and the amount we invest in new
assets through our network investment
programme. We aim to deliver efficiencies in
Totex which we share with our customers and
which reduces customers’ bills.
Performance: Totex for the year ending 31
March 2023 was £313.6m compared to an
equivalent Ofgem allowance of £333.5m in
outturn prices. Expenditure was higher than the
previous year due to increased operational and
support costs and higher investment in
operational assets.
£313.6m
2
Totex is calculated on a regulatory basis and reported to Ofgem annually on 31 July. For management reporting purposes an approximate
calculation of Totex is prepared to track performance. The final regulatory Totex figure may differ from this approximation when detailed
cost allocations are performed. The numbers for earlier years have been updated to reflect the annual submission to Ofgem.
78.7%
74.7%
75.5%
76.1%
69.4%
2023
2022
2021
2020
2019
13,990
14,649
14,095
18,051
20,417
2023
2022
2021
2020
2019
313.6
£269.8
£241.5
£252.6
£269.4
2023
2022
2021
2020
2019
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
25
Strategic Report (continued)
Key Performance Indicators (continued)
KPI
Definition and comment
Performance
Financial KPIs
Revenue
(excluding
collection of
Supplier of
Last Resort
(SoLR levies)
Definition: Revenue is determined by Ofgem to allow
recovery of efficient costs to maintain and improve
the network, as determined as part of the price
control process. Actual revenue can vary as demand
over the network varies against forecast. Additional
revenue is generated through charges for new
connections, along with incentive revenues earned
for delivering improved performance.
As a result of the significant volume of SoLR claims
approved by Ofgem, our allowed revenue for the year
ended 31 March 2023 was £79.9m higher than it
would otherwise have been, with the collection of
this levy, which is immediately paid to suppliers.
Revenue in the KPI table has been presented
excluding the value of SoLR levies collected.
Performance: Revenues have increased from the
prior year, primarily due to increases in DUoS
revenue. This reflects inflation and other adjustments
to allowed revenue including the impact from
incentive revenues previously earned. The revenue
under-recovery for the year was £9.4m (2022: £3.6m
over-recovery) compared to allowed revenues, with
the under recovery reflecting reduction in volume
consumption in the year. This will be corrected
through adjustments in pricing in future periods.
£513.8m
Profit before
tax and fair
value
movements
(PBTFV)
Definition: The PBTFV of £69.8m is the profit before
tax of £195.0m (2022: £26.0m) after deducting the
£125.2m FV gain (2022: £76.5m loss), per Note 9.
Performance: PBTFV has decreased to £69.8m (2022:
£102.5m), mainly a result of higher interest expense
(including the impact of indexation, see note 9) and
an increase in employee and operating costs. PBTFV
excludes the significant capital investment that we
make in the network each year. Financial
performance is better understood through comparing
Totex with adjusted allowances.
£69.8m
Capital
expenditure
Definition: This represents investment in the network
to maintain its reliability and resilience for future
customers. The figure includes total additions to
property, plant and equipment and software.
Performance: We continue to invest to improve the
capacity and reliability of the network. Investment
increased this year as a number of major investment
programmes were completed.
£263.4m
513.8
£472.8
£449.8
£478.1
£458.3
2023
2022
2021
2020
2019
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
26
Strategic Report (continued)
Key Performance Indicators (continued)
KPI
Definition and comment
Performance
Financial KPIs
Net debt
Definition: Net debt includes the total borrowings
of £1,763.1m (2022: £1,286.1m) per Note 19, net
of cash and cash equivalents and money market
deposits of £479.5m (2022: £59.4m) per Note 17.
Performance: The £57.2m increase in net debt is
due to the combined effect of inflation indexation
on debt (£55.2m) and cash flows, including an
increase in investing activities, dividends and
accretion paid in the year. (See page 30)
£1,283.6m
RAV gearing
Definition: RAV gearing is measured as
borrowings at nominal value, plus inflation-linked
debt accretion where applicable, net of cash and
short-term deposits divided by the estimated RAV
of £2,485.9m at March 2023 (2022: £2,159m),
using the definition in our Financing Agreements.
Performance: The RAV gearing is in line with
target and under the Ofgem guided level of 65%.
56.7%
Interest
cover
Definition: Interest cover is the number of times
the net interest expense, adjusted for indexation
and capitalisation of borrowing costs, is covered
by operating profit from continuing operations, as
defined by the Financing Agreements.
Performance: Interest cover has increased
primarily due to the increased DUoS revenue
collected in the year (see revenue section above).
4.0 times
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
27
Strategic Report (continued)
Financial Performance
Overall performance reporting
Revenues are derived through the allowed
revenues set for the regulatory period,
adjusted for a number of factors including
under or over collection of revenues in earlier
years, movements in inflation and
performance incentives earned. Under the
RIIO framework, revenues are the cash funding
mechanism for the business, including current
investment requirements as well as the
repayment of past investments, rather than
the reflection of income resulting from
activities that financial statements usually
reflect.
Consequently, operating profit presented in
these financial statements represents the
combination of revenues that are only partly
related to actual activity during the year, less
those operating costs actually incurred, but
excluding capital expenditure.
Consequently, the profit earned in any given
period does not reflect the return to
shareholders, which is more accurately
represented by the Return on Regulated Equity
(RoRE) (see section below).
Whilst the statutory measure that is most
closely aligned to the return to shareholders is
cash flow before financing activities (see the
Statement of Cash Flows), this has a limited
correlation to actual economic returns, as a
result of the factors noted above.
Return on Regulated Equity
Ofgem presents the results of the networks as
a Return on Regulated Equity (RoRE), a
measure developed to report performance
measures that more accurately reflect the
return from regulated networks to investors.
The Regulated Equity is a percentage of the
Regulated Asset Value (RAV) which is
essentially equivalent to the net book value of
the fixed assets of the business, calculated in
regulatory terms. Ofgem assumed that for
RIIO-ED1, this RAV was financed 65% by debt
and 35% by equity, hence they calculate the
return to shareholders based upon 35% of the
RAV. The Company operates at a lower gearing
ratio than this notional level, so returns based
upon actual gearing levels are also shown.
The Company is allowed to make a return of
6.0% p.a. real (i.e., before RPI inflation) across
the RIIO-ED1 period, on this element.
Returns above this rate are delivered through
above target performance for example,
through totex cost efficiencies in the delivery
of our services, the savings from which are
shared at a rate of 42% with customers or
through improvements in customer service
and network reliability.
Our average post-financing RoRE for the eight
years of RIIO-ED1 is at an annual rate of 9.0%
on an actual equity basis.
In broad terms, this figure reflects the 6.0%
allowed return, with incentives for improved
performance adding a further 2.2% through
Totex cost efficiencies. However, the costs of
servicing our debt are higher than Ofgem allow
us, with these actual debt service costs
reflecting the prices in the debt markets at the
time our debt was issued.
This is the principal element reducing our
performance to the overall 9.0% per annum,
real, after tax and interest.
Average equity for the period is 39%, higher
than the assumed 35% notional equity funding.
The difference between the actual and
notional equity has the effect of reducing the
post financing return from 10.3% to an actual
equity return of 9.0%.
RoRE Components
Expressed on notional and actual
equity basis
ED1 to
2023
£m
Notional equity returns
Allowed Equity Return
6.0%
Totex outperformance
2.2%
Incentive performance
2.2%
RoRE - Operational performance
(notional)
10.4%
Debt performance
(0.4)%
Tax performance
0.3%
RoRE (Notional regulatory equity)
10.3%
Adjustment to actual equity
(1.3)%
RoRE (Actual equity)
9.0%
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
28
Strategic Report (continued)
Financial Performance (continued)
Return on Regulated Equity
2023*
£m
2022
£m
2021
£m
2020
£m
2019
£m
(Loss)/profit after tax
145.5
(29.5)
53.4
102.1
71.8
Adjustments:
RAV
(23.6)
(14.0)
(21.4)
(32.8)
(57.2)
Deferred Taxation
39.2
38.6
(11.7)
16.0
(6.9)
Indexation and Fair Value Movements
32.4
127.0
67.4
32.6
70.0
Movement in Other Regulatory Balances
(29.0)
(37.2)
(33.7)
(64.9)
(14.7)
Post - financing return
164.5
84.9
54.0
53.0
63.0
Average return for the RIIO-ED1 period
66.1
Average RAV balance
1,879.2
Average debt balance
1,118.4
RoRE (actual regulatory equity)
9.0%
*A prior year comparative of RoRE is not provided in the table above as 2023 represents the average
result at the conclusion of the eight year RIIO-ED1 period.
Reconciliation of statutory profit to regulatory performance
RoRE adjusts reported profit under IFRS to reflect the impact of the regulatory framework, outlined
above, when presenting financial performance. The post-financing return generated reflects the
actual regulatory return made in each year and is used to derive RoRE.
Adjustments in calculating regulatory financial performance
The principal adjustments
3
from reported profit after tax to regulated financial performance are:
Regulated Asset Value (“RAV”): The regulatory composition of costs incurred is split between in-year
revenue allowances (fast money) and the creation of additional RAV (slow money). This does not align
with the classification of costs as operating costs and fixed asset additions under IFRS accounting
principles. This adjustment reflects the impact of the fast and slow money concept in the regulatory
settlement and the impact of regulatory depreciation which does not form part of the statutory profit.
Deferred taxation: Future revenues are expected to recover cash taxation costs, including the
unwinding of deferred taxation balances created in the current year (Note 10).
Indexation and fair value movements: Fair value movements on debt and derivative financial
instruments included within statutory profit are excluded from the regulatory performance calculation
and an adjustment is made to remove the inflation component of actual interest costs.
Movement in other regulatory balances: Regulatory performance reflects performance on an earned
basis, which will be recognised through revenue in future years. IFRS recognises these revenues when
they flow through bills to customers and not in the period to which they relate. The principal
adjustments are for incentives earned, under or over recoveries of allowed revenue and adjustments
for enduring value. Enduring value adjusts for the impact of timing differences between allowed
revenue and actual expenditure incurred, i.e., timing differences that will unwind over future years.
Equity component:
Performance is presented on a real equity basis, representing the balance of the RAV that is not debt
funded.
3
Regulatory adjustments for the year ended 31 March 2023 have been presented on a draft basis. Regulatory performance is reported to
Ofgem on 31 July and final reported figures may differ from the reconciliation as detailed cost allocations are prepared.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
29
Strategic Report (continued)
Financial Performance (continued)
Financial reporting measures
Revenue
Revenue has increased to £594.7m (2022:
£472.8m) during the year, with £79.9m of the
increase being due to collection of SoLR levies.
As a result of the significant volume and value
of SoLR claims approved by Ofgem, our
allowed revenue for the financial year ending
31 March 2023 was £79.9m higher than it
would otherwise have been, with the
collection of this levy. However, immediately
at the point the levy becomes billable, the
entire value of the levy is paid over to
suppliers, with networks making no profit from
their role in the process. The remaining year on
year increase in revenue reflects the impact of
inflation and allowed revenue adjustments as
a result of under collection of revenue in
previous periods, impacted by the COVID-19
pandemic.
The allowed revenue is recovered against an
estimated level of electricity demand across
the network. Given the difficulty of predicting
this demand each year, we end up with either
an over or an under recovery against planned
revenue. These over or under recoveries are
reflected in profit and loss for the year and will
be corrected in future periods through the
Ofgem price setting mechanism.
For the year ended 31 March 2023, there was
an under recovery of DUoS revenue of £9.4m
against plan before adjustment for inflation
(2022: £3.6m over-recovery), reflecting
variability against forecast in consumption
volumes year-on-year. This under recovery
will be corrected through adjustments in
revenues to be received in two years’ time, in
accordance with Ofgem’s methodology.
Profit before tax and fair value movements
Profit before tax and fair value movements has
decreased to £69.8m (2022: £102.5m), despite
the higher revenue, primarily due to the
indexation on index-linked debt being £30.0m
higher than prior year, as a result of the
significant increase in RPI over the year, and an
accretion payment in the year of £20.1m
(2022: nil) on the index-linked swaps, see Note
9. PBTFV provides a closer indication of
underlying performance due to the exclusion
of fair value movements on derivatives, which
do not directly relate to the operations of the
business.
Taxation
Corporation tax is calculated at 19% (2022:
19%) of the estimated assessable profit for the
year. The tax charge in future periods will be
affected by the announcement on 3 March
2021 that the corporation tax rate will be
increased to 25% from 1 April 2023. This was
substantively enacted on 24 May 2021.
Deferred tax is calculated using the rate at
which timing differences are expected to
reverse. Accordingly, the deferred tax has
been calculated on the basis that they will
reverse in future at the 25% (2022: 25%) rate.
The overall taxation charge for the year has
decreased from £59.1m in 2022 to £49.5m in
2023.
Property, plant and equipment and software
The Group’s business is asset intensive. The
Group allocates significant financial resources
to the renewal of its network in order to
maintain services, improve reliability and
customer service, and to meet the changing
demands of the UK energy sector.
The total original cost of the Group’s property,
plant and equipment at 31 March 2023 was
£5,873.3m (2022: £5,623.0m), with a net book
value of £3,638.5m (2022: £3,512.1m). In the
year ended 31 March 2023, the Group invested
£252.7m (2022: £200.8m) in property, plant
and equipment in a large number of projects to
reinforce and improve the network, and
£10.5m (2022: £12.2m) in IT systems.
New investment is financed through a
combination of operating cash flows and
increased borrowing.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
30
Strategic Report (continued)
Financial Performance (continued)
Cash flow before financing activities
Net cash outflow before financing activities in
the year was £290.1m (2022: £40.7m inflow),
despite the higher cash inflow generated from
operations. The significant outflow was a
result of the £305.7m investment of surplus
cash in money market deposits with original
maturities over three months.
Net debt
Net Debt
2023
£m
2022
£m
Cash, deposits and
money market
deposits over 3
months
479.5
59.4
Borrowings
(1,763.1)
(1,286.1)
Net debt
(1,283.6)
(1,226.7)
During the year, the net debt increased by
£57.2m, due to the combined effect of the
movements in the cash and debt balances. The
main movements were the £55.2m increase in
debt due to the indexation of index-linked debt
(Note 9), the payment of £23.0m dividends
(Note 11) and £20.1m accretion on index-
linked swaps (Note 9), net of £35.4m net cash
inflow from operating and investing activities.
Included in debt is an £96.5m loan from the
parent company North West Electricity
Networks plc (NWEN plc), due to mature in
March 2028 (2022: £84.2m due to mature in
March 2023), a £298.8m loan from a group
company ENW Finance plc, maturing in July
2030 (2022: £298.6m), plus a new £422.8m
loan from ENW Finance plc entered in the year,
maturing in November 2032.
Of the external debt, £221.7m (2022: £7.6m) is
due to be repaid within the next year, under
European Investment Bank, and £1.6m (2022:
£1.4m) lease repayments.
All other borrowings are repayable after more
than one year and include bonds with long-
term maturities of £646.4m (2022: £632.5m),
bank loans of £72.8m (2022: £259.5m) and
leases of £2.5m (2022: £2.3m).
Note 19 provides more details on the
borrowings.
Treasury policy and operations
The Group’s treasury function operates with
the delegated authority of, and under policies
approved by, the Board. The treasury function
does not act as a profit centre and does not
undertake any speculative trading activity. It
seeks to ensure that sufficient funding is
available in line with policy and to maintain the
agreed targeted headroom on key financial
ratios.
Long-term borrowings are mainly at fixed rates
that provide certainty of future cash flows, or
are indexed to inflation (RPI) to match the
inflation-linked accretion to the RAV. The
Group also holds some floating rate debt.
Derivative instruments are used to convert a
portion of the fixed rates to RPI-linked cash
flows, in order better to match the Ofgem debt
allowance structure (noting that Ofgem have
now changed this to a CPIH basis), and to fix a
portion of the floating rate cash flows.
The proportion of post-hedging borrowings at
fixed, floating and index-linked rates of
interest is maintained in line with target levels
set in the Treasury Policy and is monitored by
the Board.
Cash flows are in sterling, other than sundry
purchases of plant denominated in foreign
currencies and some assets of the defined
benefit pension scheme managed by the
pension scheme investment managers. The
Group has no other material exposure to
foreign currency exchange movements.
Liquidity
The Group’s funding position continues to be
strong, through focussed management of
liquidity and working capital. Budgets for the
year ending 31 March 2024, forecasts to the
end of the next regulatory period in 2028 and
longer-term forecasts to 2048 are used to
assess the liquidity needs of the Group. These
forecasts demonstrate headroom against all
financial compliance ratios.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
31
Strategic Report (continued)
Financial Performance (continued)
Liquidity (continued)
Short-term liquidity requirements are met
from operating cash flows, cash balances,
short-term deposits and unutilised committed
borrowing facilities. Utilisation of undrawn
facilities is with reference to Regulatory Asset
Value (RAV) gearing restrictions; actual and
forecast RAV gearing is monitored by the
Board.
At 31 March 2023, cash balances were
£173.8m (2022: £59.4m), money market
deposits greater than 3 months were £305.7m
(2022: £nil) and unutilised committed facilities
were £50.0m (2022: £50.0m).
Where a liquidity need cannot be met from
existing resources, for example refinancing
existing debt or demand for additional
borrowing, the Group treasury function starts
the process of raising new debt at least 12
months ahead of the requirement. The
Group’s long-term debt has a range of
maturities to avoid a concentration of
refinancing risk.
In January 2023, a £425m 4.893% 2032 bond,
guaranteed by ENWL, was issued by ENW
Finance plc. The net proceeds were on-lent to
ENWL and will be used in part to repay the
£135m index-linked European Investment
Bank loan due to mature in February 2024.
There are no re-financing obligations due in
the next 12 months that are not covered by the
available liquidity.
Credit rating agencies
The Group issues debt in the public bond
markets and maintains credit ratings with
leading credit rating agencies. During the year,
the credit ratings were formally reviewed and
affirmed by Standard and Poor’s and Moody’s
Investors Service. Fitch did not formally review
the credit ratings during the year.
At 31 March 2023, ENWL was rated BBB+ with
negative outlook by Standard and Poor’s, Baa1
with stable outlook by Moody’s Investors
Service and BBB+ with negative outlook by
Fitch Ratings.
The short-term debt ratings were A-2 and F2
with Standard and Poor’s and Fitch Ratings
respectively.
Further details are available to credit investors
in the Financial Investor Relations section of
the Company’s website www.enwl.co.uk.
Derivatives
The Group uses two main groups of derivatives
to economically hedge exposure to fluctuations
in market rates over the medium to long-term;
interest rates swaps to manage interest rate risk
and inflation swaps to convert fixed rate debt to
index-linked borrowing in order to better match
the Ofgem debt allowance structure. All
derivatives relate directly to underlying debt. At
31 March 2022 and 2023 there were no formal
hedge accounting relationships in the Group.
Fair values
The derivatives are accounted for at fair value
through profit or loss (“FVTPL”).
These fair value movements are non-cash and
will reverse over the life of the derivative but
can be significant and result in material
volatility in profit or loss. In the current year,
net fair value gains of £125.2m have been
recognised (2022: losses of £76.5m), primarily
driven by significant changes in market
expectations of future interest and inflation
rates.
Defined benefit pension
At 31 March 2023, the Group’s defined benefit
pension scheme had a net surplus, calculated
under IAS 19, of £42.6m (2022: £18.4m),
resulting in a re-measurement gain of £9.4m
(2022: £68.8m) booked directly to other
comprehensive income.
The main reasons for the movement were
market movements, specifically an increase of
210 basis points in the discount rate
assumption.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
32
Strategic Report (continued)
Defined benefit pension (continued)
The most recent triennial funding valuation of
the scheme was carried out as at 31 March
2022 and identified a shortfall of £19.4m
against the Trustee Board’s statutory funding
objective. In addition to the timing of the two
valuations, the contributions made in the
period and the return on assets, the main
difference is due to the different assumptions
used by the IAS 19 and the funding valuation.
In the event of underfunding, the Group must
agree a deficit recovery plan with the Trustee
Board within statutory deadlines. As part of
the 2022 actuarial valuation, the Group agreed
to eliminate the shortfall by paying additional
contributions in the period to 31 March 2023,
as set out in Note 22.
Dividends and dividend policy
The Group’s dividend policy is to distribute the
maximum amount of available cash, whilst
maintaining its targeted gearing level, in each
financial year at semi-annual intervals, with
reference to the forecast business needs, the
Group’s treasury policy on liquidity, financing
restrictions, applicable law and the Company’s
licence obligations.
During the year, the Company paid dividends
totalling £23.0m (2022: £97.1m). At the Board
meeting in May 2023, the directors proposed a
final dividend of £18.6m for the year ended 31
March 2023 (Note 11).
Going concern
When considering whether to continue to
adopt the going concern basis in preparing
these financial statements, the directors have
taken into account a number of factors,
including the following:
• The Company’s electricity distribution
licence includes the obligation in standard
licence condition 40 to maintain an
investment grade issuer credit rating,
which has been met.
• Under section 3A of the Electricity Act
1989, the Gas and Electricity Markets
Authority has a duty, in carrying out its
functions, to have regard to the need to
secure that licence holders are able to
finance their activities, which are the
subject of obligations imposed by or
under Part 1 of the Electricity Act 1989 or
the Utilities Act 2000.
• Management has prepared, and the
directors have reviewed and approved
Group budgets for the year ending 31
March 2024. These budgets include profit
projections and cash flow forecasts,
including covenant compliance
considerations. Inherent in forecasting is
an element of uncertainty and key
sensitivities are considered when budgets
are approved, including possible changes
in inflation and under recoveries of
allowed revenue as plausible downside
scenarios.
• Management have prepared forecasts
covering the next regulatory period to
2028, based on the business plan
submission for RIIO-ED2. Forecasts
demonstrate that there is sufficient
headroom on key covenants and that
there are sufficient resources available to
the Group within the forecast period.
• Short-term liquidity requirements are
forecast to be met from the Group’s
operating cash flows and short-term
deposit balances. A further £50m of
committed undrawn bank facilities are
available from lenders; these have
availability periods of greater than one
year.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
33
Strategic Report (continued)
Going concern (continued)
• Whilst the utilisation of these facilities is
subject to gearing covenant restrictions,
12-month projections to 31 July 2024
indicate there is sufficient headroom on
these covenants.
After making appropriate enquiries, and with
consideration of the guidance published by the
Financial Reporting Council, the directors have
a reasonable expectation that the Company
and Group have adequate resources to
continue in operational existence for the
foreseeable future. In making this assessment,
the directors have considered the foreseeable
future to be a period of at least 12 months
from the date of approval of the financial
statements. Accordingly, they continue to
adopt the going concern basis in preparing the
Annual Report and Consolidated Financial
Statements.
Viability statement
In accordance with provision 31 of the 2018 UK
Corporate Governance Code the directors have
assessed viability over a period longer than
that required for going concern and have
chosen the period to the end of March 2026.
Whilst the Board has no reason to believe the
Group will not be viable over a longer period,
the period over which the Board considers it
possible to form a reasonable expectation as to
the Group’s longer-term viability, based on the
risk and sensitivity analysis undertaken, is the
period to 31 March 2026.
The Board has considered whether it is aware
of any specific relevant factors and notes in
particular the outcome from the final
determination for RIIO-ED2 and subsequent
Ofgem consultations and work on detailed
aspects of the regulatory settlement, including
the treatment of inflation.
The Board has considered the current
economic environment including rising
inflation and supply chain disruption, the
political environment including impacts from
the invasion of Ukraine, and potential changes
in future government policy such as changes in
interest rates, in making the viability
assessment.
In reaching its conclusion, the Board has taken
into account Ofgem’s statutory duty to secure
that companies can finance their functions and
has assumed that there will be no changes to
the regulatory framework or Government
policy that will affect the Company’s viability.
The directors have conducted a robust
assessment of the principal risks facing the
Group and believe that the Group is in a
position to manage these risks.
In arriving at their conclusion, the directors
have considered the Group’s forecast financial
performance and cash flow over the viability
period to 2026. Headroom to compliance
ratios over the viability period has been
considered, as has the extent to which
deviations from forecast financial performance
may impact that headroom. The directors
have considered this headroom in assessing
the Group’s long-term viability.
On the basis of this assessment, and assuming
that the principal risks are managed or
mitigated as expected, the directors have a
reasonable expectation that the Company will
continue in operation and meet its liabilities as
they fall due over the three-year period of their
assessment.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
34
Strategic Report (continued)
Fair, balanced & understandable
The directors have reviewed the thorough
assurance process in place within the Group
with regards to the preparation, verification
and approval of financial reports. This process
includes:
• Detailed review and appropriate
challenge from key internal Group
functions, such as Risk, Control and
Assurance, senior managers and the Chief
Financial Officer;
• Formal sign-offs from the business area
senior managers, the finance managers
and Chief Financial Officer;
• Group Audit Committee oversight,
involving a review of key financial
reporting judgements, review and
appropriate challenge on matters such as
any changes to significant accounting
policies and practices, significant
adjustments and the going concern
assumption;
• The involvement of qualified, professional
employees with an appropriate level of
expertise and experience throughout the
business; and
• Engagement of a professional and
experienced external auditor, a
framework for full transparent disclosure
of information during the audit process
and post-audit evaluation.
As a result of these processes together with
the information and assurance provided by
the day-to-day internal control processes, the
information provided by the Executive
Leadership Team of ENWL and the in-depth
reporting required by Ofgem, both the Audit
Committee of ENWL and the Board are
satisfied that the Annual Report and
Consolidated Financial Statements taken as a
whole, provide a fair, balanced and
understandable assessment of the Group’s
position at 31 March 2023.
Risk Management
The Board is responsible for the alignment of
strategy and risk, and for maintaining a sound
system of risk management and internal
controls. Our processes and systems are
always evolving with the needs of our business
and have been developed in accordance with
the Financial Reporting Council’s (FRC’s)
Guidance on Risk Management, Internal
Control and Related Financial and Business
Reporting.
Our Corporate Risk Register currently details a
wide range of risks. These risks are considered
in the context of the corporate goals – Safety,
Customer, Affordability, Reliability,
Sustainability and People and monitored by a
business wide network of Risk Champions and
Co-ordinators.
The Company's approach to risk appetite goes
to the heart of achieving our company goals.
As with any business, the achievement of our
goals necessitates a certain level of risk being
taken. The key is ensuring that such a scale of
change is managed with a good understanding
of the risks involved, in a manner consistent
with our strategy, and importantly making sure
that these risks are managed within our agreed
risk appetite. Risks are only accepted when
within the risk appetite criteria, and when
further mitigation of the risk is not considered
cost effective (or is not possible).
Our appetite for risk is measured using a
framework which is reviewed annually by the
Board. The framework enables our Board to
demonstrate its risk appetite for the overall
strategic direction of the business, and maps
appetite for risk taking in the pursuit of each of
our company goals at a tactical and operational
level.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
35
Strategic Report (continued)
Risk Management (continued)
Risk appetite varies in these areas, but in line
with the framework, the Company generally
operates within a 'cautious' to 'very cautious'
risk range, given that the achievement of the
stretching business plan would not be possible
without a level of measured risk taking. In
Sustainability, a 'very cautious' risk appetite is
adopted, given our desire to ensure that the
company maintains its reputation for
compliance and an ethical way of doing
business, as well as the role the Company has
in the low carbon transition.
Similarly, in relation to People, the Company
recognises the value of its people and the
organisational climate in order to deliver
effectively for our customers so a cautious
approach is adopted.
In relation to Safety, the Company adopts an
averse position on the basis that sound
working practices that protect our employees
and the general public are a key priority for the
business and an important part of ensuring
that we undertake our activities safely.
In relation to Systems, Data and Process
Stability the Board adopts an ‘averse’ approach
for this category, recognising the strategic
importance of these to deliver for our
customers and stakeholders.
The key features of the risk management
system include:
• Clear risk management strategy approved
by the Board.
• Risk appetite framework, approved
annually by the Board, in place that forms
a key driver of the strategic business plan.
• Board oversight in identifying and
understanding significant risks (and
opportunities) to the Group in achieving
strategic objectives.
• Dedicated Board and Executive
Committees to oversee the management
of risks for the Group.
• Appropriate operational and non-
operational risks being managed within a
corporate risk system.
• Target risk scores are in place for
corporate risks, forming the basis for the
production of work plans by risk owners
to show how the target risk scores will be
achieved.
• The underpinning of the corporate
register by a number of local risk registers
across the business with a network of Risk
Champions and Co-ordinators which
enhance the local monitoring process.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
36
Strategic Report (continued)
Risk Management (continued)
Principal risks and uncertainties
In addition to the normal operating risks such as our failure to meet customer expectations, wider
global events, the cyber security threat and potential changes to the regulatory regime are considered
the most significant risks that we face currently.
Climate change has the potential to increase risks and uncertainties for us in relation to our business
resilience and our ability to meet the expectations of our customers. We continue to be actively
considering what this might mean for our own activities, as well as supporting our customers to
consider their own plans to mitigate the risks this may present.
Risk
Mitigations
Global Events
Global Events and supply chain:
Certain aspects of ENWL’s
activities are affected by the
impact of wider global events,
including the conflict in Ukraine,
along with the measures put in
place by the UK Government in
response, and other disruptions
in the wider supply chain. Our
supply chain continues to face
challenges arising from these
events, including inflation and
economic disruption, which also
present uncertainties for the
business.
• ENWL is recognised as a Critical National Infrastructure
provider and is in regular dialogue with both the UK
Government and the Regulator to minimise the effect of
the mitigation measures on its abilities to provide an
essential service to its customers.
• ENWL has a series of existing Business Continuity and
Emergency plans. These have been further developed in
response to the events that have unfurled in recent
years.
• Control measures have been implemented to the extent
possible to minimise the potential impact of the
situation on ENWL’s activities and are monitored by
members of the ELT.
• Analysis and monitoring of supply chain risk continues to
be used to understand particular challenges facing the
business in light of events such as, continued disruption
following the invasion in Ukraine, and challenges facing
key components such as microchips.
• Forward work planning and advance ordering of
materials, such as transformers, where there are
constraints in the availability of materials or component
parts and extended delivery lead times.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
37
Strategic Report (continued)
Risk Management (continued)
Risk
Mitigations
Safety
Health, Safety and the
Environment:
Risk associated with unsafe
working practices, man-made
or naturally occurring hazards
that could cause harm to
employees or the wider public,
or the environment.
• Board Health, Safety and Environment Committee
oversees this area.
• Extensive policy and procedures to ensure a safe system
of work and environmental management.
• Behavioural safety training programme across all areas
of the organisation.
• Simple ‘Golden Rules’ to ensure strong safety approach
throughout the Company’s operations.
• Robust ‘lessons learned’ exercises conducted to identify
root causes when safety or environmental issues occur.
• Robust authorisation processes, policies and
procedures to control who works on the network and
the activities that they perform.
• Annual programme of audits and an inspection regime.
• Well-established hazard and safety observation
(including near miss) reporting in place.
Customer
Meeting our customers’
expectations:
Failure to meet the required
level of customer satisfaction
performance and to achieve
output deliverables, costs and
efficiencies against the
commitments made to our
customers in both the RIIO-ED1
and RIIO-ED2 periods.
• A programme of improvement activities described in
more detail on pages 15-16 is being co-ordinated by the
Executive Leadership Team to optimise the Company’s
position against all elements of the customer
satisfaction measure.
• Robust plans in place to achieve other commitment
targets, or outperform where possible.
• Controls in place regarding the ongoing reporting of
performance against targets.
People
Developing our people:
Having an inadequately skilled
and experienced workforce to
deliver current and future
business objectives.
• Resource and succession plans are in place, which are
subject to periodic Executive and Board level review.
• Training delivered throughout the Company to ensure
employees are equipped to do their roles competently
and effectively.
Ethical Behaviour:
Inappropriate behaviour by
Board members, executive or
senior management bringing
the company into disrepute
• Extensive policies in place regarding ethical conduct
within the business, including Anti-Bribery and
Corruption; Conflict of Interests; Ethics; Equality;
Internal Control & Governance; Modern Slavery and
Speak Up (Whistleblowing).
• We continue to review and enhance the mitigations in
this area in line with emerging best practice. We are
corporate members of the Institute of Business Ethics.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
38
Strategic Report (continued)
Risk Management (continued)
Risk
Mitigations
Reliability
Cyber and physical security
threat:
Breach of our security regime
and access to key network
security systems by an
internal/external party.
• Dedicated qualified personnel allocated to Cyber and
IT security.
• A comprehensive investment programme to address
any potential weaknesses and respond to arising
threats.
• A training programme in place to inform all users of the
risks of email and social engineering attacks.
• A cyber risk assessment methodology implemented
within the Group.
• Pre-employment screening and ongoing checks for all
colleagues, with enhanced requirements for critical
roles such as System Administrators.
• A strong governance and inspection regime to protect
infrastructure assets and operational capacity.
• Physical and technological security measures, including
encryption of key laptops, preventing the loss of data.
• Data Centre infrastructure providing enhanced security
monitoring and management tools, ‘next generation’
firewalls and network traffic analysis.
• Ongoing security patching of critical systems.
• Ongoing renewal and replacement programmes to
ensure hardware and software is refreshed on
appropriate timescales.
• Periodic internal and external security reviews.
• Key systems IT disaster recovery testing.
• Physical security measures are in place to limit access
to sites.
• Use of e-learning to promote awareness of Cyber
issues for all employees.
Personal data:
Breach of regulations relating
to data protection and privacy
• We continue to review and enhance the mitigations in
this area, in particular to do with the General Data
Protection Regulation (GDPR) requirements.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
39
Strategic Report (continued)
Risk Management (continued)
Risk
Mitigations
Sustainability
Government and regulator
policy:
The Company is subject to a
high degree of political,
regulatory and legislative
intervention, which can impact
both the now current RIIO-ED2
period, and future regulatory
settlements. The legal and
compliance framework can
change, leading to additional
compliance obligations, market
conditions, and reporting
requirements. A changing
political focus on the sector can
have a significant effect on
profitability or risk.
• The Company has dedicated Regulation and Legal
departments that provide advice and guidance
regarding the interpretation of political, regulatory and
legislative change.
• There is ongoing engagement by the Company with the
Regulator and Government.
• Parliament, in framing the Electricity Act, imposed
certain duties on Ofgem/GEMA to ensure that the
networks remain financeable for the long-term benefit
of customers.
• There is regular engagement with the Board on political
and regulatory developments which may impact the
Company.
Business resilience:
Events outside of our control,
for example extreme weather
or medical emergencies,
affecting large areas, may
negatively impact the business.
• The Company has comprehensive contingency plans for
network emergencies, including key contract resources
such as mobile generators and overhead line teams.
• Business continuity testing on a regular basis.
• Reciprocal arrangements with other network
operators.
• Maintenance of inventory levels to cover larger events.
Regulation and compliance
risk:
Compliance failure leading to
an adverse effect on the
business.
• Overall governance and control framework in place,
including established compliance routines and
accountabilities, owned by the Executive Leadership
Team and ultimately the Board.
• Specialist teams in place to ensure compliance and
assurance is carried out.
• An internal audit programme focusing on the Group’s
key risk areas, including fraud, regulatory compliance
and business processes.
• Established controls in place, including segregation of
duties and restricted access to systems.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
40
Strategic Report (continued)
Risk Management (continued)
Risk
Mitigations
Affordability
Financial risks:
The business is subject to
treasury, tax, inflation and
liquidity risk exposures, and
under performance of the
pension scheme investments,
market impacts and/or an
increase in the scheme
liabilities which would give rise
to higher contributions.
• A formal treasury policy is in place to manage exposure
to counterparty, liquidity and market risk, overseen by
the Audit Committee.
• A well-established monthly banking covenant
monitoring process.
• Monitoring of inflation calculations on allowances,
compared to the actual inflation suffered on treasury
instruments and operations.
• Tax risk scoring.
• Active monitoring of the pension scheme’s investments
carried out on a quarterly basis.
• The pension scheme Trustee engages professional legal,
actuarial and investment advice for all decisions taken
and regularly consults with the Company, who also
engage professional advisors.
Programme delivery including
change programmes:
Delays in the investment
programme or major business
change activity leading to an
adverse impact on the
Company, particularly relating
to customer interruptions (CIs)
and customer minutes lost
performance (CMLs).
• Established governance controls in place to oversee the
delivery of business change.
• Processes in place to support delivery of change
programmes, management of risks and achievement of
business benefits.
• For activity impacting CI and CML performance, the
following mitigation measures are in place:
o Fault response times and team performance are
closely monitored including time to despatch and
mobilise response teams;
o Supply interruptions are planned to minimise
customer impact;
o Network automation to minimise the effect of
faults;
o Significant expenditure on routine maintenance to
reduce the causes of network interruption.
Macro-economic factors:
Factors, such as inflation rates
(including divergence between
inflation measures) may impact
negatively on the business.
• Monitoring the potential exposure to fluctuating factors
through forecasts from a range of financial institutions.
• Inflation sensitivities reported quarterly through the
business valuation process.
• A significant proportion of our Group debt is RPI-linked
to provide an economic hedge between allowed
revenues and some of our financing costs. The move to
CPIH indexation increases the Group’s exposures to
basis risk, which exposures are monitored.
The Strategic Report, outlined on pages 6 to 40, has been approved by the Board of Directors and
signed on behalf of the Board on 10 July 2023.
Ian Smyth, Director
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
41
Corporate Governance Report
Under The Companies (Miscellaneous reporting)
Regulations 2018, the Company has chosen to
report on how the principles and provisions of
the UK Corporate Governance Code (“the
Code”) have been applied during the year.
There are some limited areas of non-
compliance, all of which are considered
appropriate to the privately owned status of the
Company and are explained on page 46-48.
The Board
Board Members at 31 March 2023
Alistair Buchanan, CBE
Independent Non-Executive Director
Appointed on 25 July 2018
Alistair Buchanan has over 25 years’ experience
in the energy industry, including 10 years as
Chief Executive of Ofgem. In 2013 he joined
KPMG as Partner and UK Chairman of Power &
Utilities, returning to the firm where he trained
as a Chartered Accountant. During his career,
Alistair became an award-winning energy sector
analyst and head of research for banks in New
York and London.
Anne Baldock
Independent Non-Executive Director
Appointed on 26 September 2018
Anne Baldock was previously a partner for 22
years and global head of the Projects, Energy
and Infrastructure Group at the international
law firm Allen & Overy LLP. She has extensive
experience in advising energy companies,
charities and governmental boards on
significant contracts and projects. Now retired
as a solicitor, Anne has a portfolio of Non-
Executive Director positions which currently
include Pantheon Infrastructure PLC, East West
Rail Limited and Restoration and Renewal
Delivery Authority Limited.
Susan Cooklin
Independent Non-Executive Director
Appointed on 25 July 2018
Susan Cooklin retired in March 2022 as the
Managing Director of Route Services at Network
Rail running a portfolio of 60 services and
leading a directorate of 5,000 staff. Over the last
15 years she has held senior executive roles in
both IT and business operations within FTSE top
20 companies in the UK, specialising in
transformational change. She has worked at
Board level for over 8 years with Non-Executive
Director positions on the Board of Leeds Beckett
University and Leeds Building Society. From
2013 - 2017 she ran the Could IT Be You
campaign to raise awareness of IT as a career for
young women. Susan currently serves as an
Independent Non-Executive Director on the
Board of Netcompany Group A/S which is listed
on the Nasdaq Copenhagen and the Spanish
company, Nortegas Energia Grupo S.L.U.
Rob Holden CBE
Independent Non-Executive Director
Appointed on 1 January 2016
Rob Holden has, for the past decade, had a
portfolio career following his executive positions
as CEO of London & Continental Railways and
Crossrail. He is Chair of London City Airport and
has recently assumed the Chair of NNB
Generation (SZC) (more commonly known as
Sizewell C) where he has been a Non-Executive
director for several years. Rob’s previous non-
executive roles have been with The Submarine
Delivery Agency, Nuclear Decommissioning
Authority, Viridor, High Speed 1 and Eurostar.
Rob is a Chartered Accountant who qualified
with Arthur Young & Co (now Ernst & Young LLP)
and since leaving the accountancy profession
has worked with Governments here in the UK
and overseas on the delivery of long term
complex projects.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
42
Corporate Governance Report
(continued)
The Board (continued)
Peter O’Flaherty
Non-Executive Director
Appointed on 17 September 2019
Peter O’Flaherty is an asset management
Director at Equitix Limited. Peter oversees the
management of a number of Equitix’s
investment funds with a combined investment
total of £1.4bn across 77 assets and a variety of
sectors such as network utilities, renewable
power, environmental services and social
infrastructure. He serves on the boards of a
number of companies including, a regulated gas
distribution network and gas supply business
located in Northern Ireland. He has over 20
years’ investment experience gained working in
banking, project finance and infrastructure
equity. Prior to joining Equitix Peter spent 13
years at NIBC Bank as a founding partner of its
European Infrastructure Fund. Peter was a
Board Director on a number of the fund’s
investments focusing on operationally intensive
investments and large corporates such as the
motorway service operator Welcome Break. In
2018 he led the divestment of the entire NIBC
fund. Peter has a BEng in Civil Engineering and
an MSc in Property Development and Planning.
Siôn Jones
Non-Executive Director
Appointed on 20 August 2019
Siôn Jones is employed by Equitix Limited as
Chief Operating Officer. He is approved by the
Financial Conduct Authority and oversees the
portfolio of managed funds. Prior to joining
Equitix, Siôn was a partner at King Sturge where
he was responsible for asset and project
company management. There he established
the Corporate Finance division of King Sturge
with responsibility for creating institutional and
private equity real estate investment vehicles.
Siôn has a BSc Honours in Chemistry from the
University of Southampton. He is a CFA charter
holder and holds an Investment Management
Certificate and a Certificate in Securities from
the Chartered Institute for Securities &
Investment.
Genping Pan
Non-Executive Director
Appointed 12 December 2019
Genping Pan is the Chief Investment Officer at
CNIC. He has been actively involved in overseas
investment projects and business operations
and management for over 10 years, and has
gained extensive experience in investment
management, capital operation and financial
management. Positions previously held by Mr
Pan include Finance Manager of Oasis Oil Co.
Limited, Chief Accountant of PetroChina
(Venezuela) and Financial Director of China
Huaming International Investment Corporation.
Masahide Yamada
Non-Executive Director
Appointed on 7 July 2022
Masahide Yamada is employed by the Kansai
Electric Power Company, Inc., which is an
electric utility with its operational area of Kansai
region, Japan. He is the General Manager for
Asset Management, Americas and Europe
Region, International Business Division. Mr
Yamada has 10 years’ experience in the field of
power distribution, with more than 10 years’
experience in overseas investment in power
assets including as a Finance Director of a
hydropower project in the Republic of
Indonesia, and some experience with Strategy,
Planning and Budget Management.
Takeshi Tanaka
Non-Executive Director
Appointed on 25 June 2020
Takeshi Tanaka is employed by the Kansai
Transmission and Distribution, Inc. which build,
operate and maintain transmission and
distribution facilities throughout the Kansai area
in Japan. He is the General Manager for
International Business and Cooperation Group.
Mr Tanaka has more than 20 years’ experience
in the field of power distribution such as serving
as a manager for several distribution offices
including 7 years’ experience technically
assisting with some distribution projects in
South East Asia.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
43
Corporate Governance Report
(continued)
The Board (continued)
Ian Smyth
Chief Executive Officer
Appointed on 5 September 2022
Ian Smyth joined Electricity North West Limited
in 2022 as Group CEO.
Prior to Electricity North West Limited, Ian was a
Director of UK Power Networks leading their
commercial division. Ian has also served as
Managing Director of Europe, Middle East and
Asia for Navigant a global advisory and dispute
resolution consultancy. He was the lead partner
of the Energy, Utilities and Regulated Industries
practice for LCP (a European risk and investment
consultancy). Ian has worked internationally for
governments, regulators and utilities across
electricity, gas and water, and has been a
consultant for Ernst & Young.
Ian has a BA(Hons) in philosophy, psychology,
statistics and artificial intelligence from
Manchester Metropolitan University and an
MSc in Cognitive Science from the University of
Birmingham.
David Brocksom
Chief Finance Officer
Appointed on 5 October 2015, Resigned 25 May
2023
David Brocksom joined the Company as interim
Chief Financial Officer in September 2013 and
has, with a short break at the start of 2015, been
with the Company since then, becoming a
Director in October 2015. Previously he has held
a number of Chief Financial Officer roles
including at UK Coal plc and Pace plc. He
qualified as a Chartered Accountant with Price
Waterhouse (now PricewaterhouseCoopers LLP
‘PwC’).
Chris Johns
Chief Finance Officer
Appointed on 25 May 2023
Chris joined Electricity North West as Chief
Financial Officer in May 2023.
Chris is a Chartered Accountant and has
previously been CFO of Yorkshire Water, a role
he held from June 2020. He has also previously
held the roles of Finance Director of both
Northumbrian Water Group and Northern Gas
Networks.
Shareholder appointed directors
Siôn Jones, Peter O’Flaherty, Takeshi Tanaka,
Masahide Yamada and Genping Pan are
shareholder appointed directors and have
appointed alternate directors during their time
as Board members. Siôn Jones’s and Peter
O’Flaherty’s alternate is Aisha Hamid. Takeshi
Tanaka’s alternate is Tatsuhiro Tamura and
Makoto Murata is the alternate for Masahide
Yamada. Genping Pan’s alternate is Hailin Yu.
Alternate directors attend board meetings
where the principal director would be otherwise
unable to attend.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
44
Corporate Governance Report (continued)
The Board (continued)
Attendance at Board meetings
The Company Secretary attended all Board meetings during the year.
At the discretion of the Board, senior management were invited to attend meetings when appropriate
specific items were subject to discussions. Where a director was unable to attend a Board meeting,
their views were canvassed by the Chairman prior to the meeting.
The table below shows Board attendance, and Board Committee attendance, for committee members
only. Informal meetings to discuss board member replacements are not included nor are attendances
by directors at committee meetings where they are not formal members.
Board Member
Attended / Scheduled
ENWL
Board
Ω
Audit
Committee
Remuneration
Committee
Nominations
Committee
Health, Safety
and Environment
Committee
Alistair Buchanan
6/6
-
4/4
1/1
-
Anne Baldock
6/6
4/4
4/4
-
3/3
Susan Cooklin
6/6
4/4
-
-
3/3
Rob Holden
6/6
4/4
-
-
-
Peter O’Flaherty
6/6
-
4/4
1/1
3/3
Siôn Jones
5/6
-
4/4
1/1
-
Genping Pan***
6/6
-
3/4α
1/1
1/3
Ian Smyth**
3/3
Shinichiro
Sumitomo****
-
-
1/1
0/0
Takeshi Tanaka
6/6
-
1/1
1/1
-
Peter Emery**
-
-
-
-
David Brocksom
-
-
-
-
Masahide Yamada****
4/4
-
3/3
1/1
-
Ω The Company was subject to an order made under the National Security and Investment Act 2021 (the “Order”) between
29 September 2022 and 20 December 2022. In compliance with the Order Board and Committee meetings held during this
period were divided into two parts (Part A and Part B) based on the matters to be discussed future
future
and relevant attendees.
** Ian Smyth was appointed as a director on 5 September 2022 and attended all subsequent Board meetings during the
period. Peter Emery resigned as a director on 4 September 2022 but had attended all previous Board meetings during the
year to this date.
*** At three Board meetings Hailin Yu attended as alternate director in place of Genping Pan. Further to the Company’s
compliance with the Order, Hailin Yu attended only Part B of the Board meeting held on 24 November 2022.
**** Masahide Yamada was appointed to the Board on 7 July 2022 and attended all subsequent Board meetings during the
period. Sumitomo Shinchiro resigned as a director on 7 July 2022 but had attended all previous Board meetings to this date.
α Genping Pan agreed not to attend the meetings of the Health, Safety and Environment Committee on 22 November 2022
and the Remuneration Committee on 24 November 2022 as part of the Company’s compliance with the Order.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
45
Corporate Governance Report
(continued)
The Board (continued)
Diversity
The Board supports diversity in its broadest
sense and accordingly aims to ensure that its
number is made up of a diverse range of
experience, independence and expertise
appropriate to the industry in which it operates,
its operational business model and the extensive
financial, governance, regulatory risk
management and legal expertise required.
Diversity of the Board continues to be assessed
on a case by case basis as vacancies arise. This
is principally a matter for the Nominations
Committee.
Composition
The Board comprises four Non-Executive
Directors considered under the Code to be
independent, one of whom is the Chairman, and
five Non-Executive Directors representing the
four shareholders, together with two Executive
Directors. The Directors’ biographies are on
pages 41-43.
Two of the Independent Non-Executive
Directors, Susan Cooklin and Anne Baldock, have
been named to Ofgem as fulfilling the role of
Sufficiently Independent Directors as required
by Ofgem. The role of the Sufficiently
Independent Director was introduced from 1
April 2014 as part of a range of enhancements
made to the ring-fence conditions in the
Company’s licence to protect consumers, should
a distribution operator experience financial
distress.
Leadership
The Board provides leadership of the Company,
ensuring it continues to balance the needs of
stakeholders while delivering the Company’s
strategy. Individually the directors act in a way
that they consider will promote the long-term
success of the Company.
The role of the Chairman and the Chief Executive
Officer is separate, defined by clear role
descriptions set out in writing and agreed by the
Board.
The Chairman is responsible for the leadership
and governance of the Board, and the Chief
Executive Officer for the operational
management of the Company and
implementation of the strategy on the Board’s
behalf. The Chief Executive Officer is assisted by
his Executive Leadership Team that comprises
the operational unit directors.
Advice
All directors are able to consult with the
Company Secretary, and the appointment and
removal of the Company Secretary is a matter
reserved for the Board.
Any individual director, or the Board as a whole,
may take independent professional advice
relating to any aspect of their duties at the
Company’s expense. This is clearly stated in the
Terms of Reference of the Board and of its
Committees.
How the Board operates
The Board’s role is to promote the long-term
success of the Company and provide leadership
within a framework of effective controls. The
Board is responsible for approving the strategy
and for ensuring that there are suitable
resources to achieve it. In doing so, the Board
takes into account all stakeholders, including its
shareholders, employees, suppliers and the
communities in which it operates.
The Board has matters specifically reserved for
its decision, including the approval of budgets
and financial results, assessment of new Board
appointments, dividend decisions, litigation
which is material to the Group, and directors’
remuneration.
Evaluation
Lintstock Limited conducted a second evaluation
in June 2021. This constituted the first
evaluation of the Board and its composition
under the new ownership. The next externally
facilitated exercise is due to take place in 2024.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
46
Corporate Governance Report
(continued)
The Board (continued)
Training
The Chairman is responsible for ensuring that all
directors update their skills, knowledge and
familiarity of the Company.
Directors regularly receive reports facilitating
greater awareness and understanding of the
Company, its regulatory environment and the
industry. The Board held three workshops and
one strategy meetings during the year aimed at
developing a greater understanding of the
Company’s finances and operations and to
explore strategic matters in detail.
Committee members received detailed
presentations at meetings focusing on areas of
relevance to the Committee and Board
members are invited to workshops with
shareholder representatives which are able to
delve into areas of interest in greater detail.
The Chairman is also responsible for ensuring
that all new directors receive a tailored
induction programme that reflects their
experience and position as either an Executive
or Non-Executive Director. This involves
meetings with the Board, the Company
Secretary, other members of the Executive and
Senior Leadership Teams and site visits.
Additional documentation is provided as
appropriate.
Appointments
The four independent Non-Executive Directors
are provided with a detailed letter of
appointment and are appointed for an initial
three-year term, to be reviewed every three
years thereafter, if they are reappointed.
The five other Non-Executive Directors are
appointed by the Company’s shareholders as
their representatives. The expected time
commitment required from Non-Executive
Directors is (minimum) fifteen to twenty days
per year and is detailed in their letter of
appointment.
Conflicts of interest
The Board has appropriate processes in place to
assess and manage any potential conflicts of
interest. As part of these procedures the Board:
• Considers conflicts of interest as part of
the agenda for all meetings.
• Asks directors annually if there are any
changes to their conflict of interest
declarations, including appointments to
the Boards of other entities.
• Keeps records and Board minutes
regarding any decisions made.
• Maintains a company-wide conflicts of
interest register.
Areas of non-compliance with the UK
Corporate Governance Code
There are some areas where the Company does
not comply with the UK Corporate Governance
Code (the “Code”), all of which are due to its
privately-owned status and are discussed below.
The Company has endeavoured to comply with
the spirit of the Code throughout; nevertheless,
as outlined below, compliance with certain
provisions is either impractical or inappropriate.
Senior Independent Director
The Board has not appointed a Non-Executive
Director as a Senior Independent Director under
the Code. The Board meets the objectives
behind this requirement through its shareholder
representation on the Board.
Composition of the Board
The Code states that half the Board should be
independent Non-Executive Directors. As the
Company is privately-owned and all
shareholders are represented on the Board, it is
felt that the needs of shareholders are met
through their presence on the Board.
In addition to the two Sufficiently Independent
Directors required by Ofgem, there are two
further Independent Non-Executive Directors.
The Board considers that the four Independent
Non-Executive Directors offer an appropriate
perspective, meaningful individual participation
and effective collective decision making.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
47
Corporate Governance Report
(continued)
Areas of non-compliance with the UK
Corporate Governance Code (continued)
Annual election of directors
The Board does not require its directors to be re-
elected annually as the shareholder
representation on the Board allows the
opportunity to challenge a director’s
performance directly rather than at an Annual
General Meeting.
Publication of the terms and conditions of Non-
Executive Directors
As a privately-owned company, the Company is
not required to provide a remuneration report
in line with the Large and Medium Sized
Companies and Groups (Accounts and Reports)
(Amendment) Regulations 2013
The purpose of the remuneration report is to
enable shareholders to exercise judgement over
directors’ remuneration. With the presence of
shareholder representatives on the
Remuneration Committee, this purpose is met
directly.
Engagement with stakeholders
As a privately-owned company, the Company
does not have a large or dispersed shareholder
base with which to communicate formally, nor
are there any minority shareholders. Therefore,
Annual General Meetings are not held.
Shareholders:
In addition to formal Board meetings and
workshop sessions, the meeting cycle includes
quarterly workshops to focus on financial and
treasury matters and detailed periodic
workshops to meet the requirements of
strategic planning and more detailed
performance reviews. Board members are
invited to attend these meetings.
The Company works closely with its
shareholders and all shareholders endorse the
UK Stewardship Code and see their stewardship
commitments as a key feature of their
investment philosophy. They are committed to
maintaining the integrity and quality of the
markets in which they operate and allocate
investment capital to productive purposes,
while protecting and enhancing their clients’
capital over the longer term.
Workforce:
The Board has not utilised the methods in the
code for engagement with the workforce.
However, the workforce has a strong Trade
Union representation and regular meetings of
engagement take place both with
representatives and directly through workforce
meeting with the leadership team. The Board
has however appointed Susan Cooklin as our
NED employee representative. Susan is able to
facilitate a two-way flow of communication and
information between the Board and the
workforce.
Nomination and Remuneration Committees:
Nomination Committee
The Code requires a majority of the members of
the Nomination Committee to be independent
Non-Executive Directors.
Notwithstanding that the Company’s
Nomination Committee is not so constituted,
the Board considers that the Committee has the
necessary mix of skills, expertise and experience
to discharge its role of leading the process for
appointments and ensuring appropriate plans
are in place for succession to the Board and
senior management positions. Additionally, it is
felt that the interests of shareholders are
properly reflected by means of their
representation of the Committee.
Remuneration Committee
The Code also states that the Remuneration
Committee should comprise only independent
Non-Executive Directors.
Again, as the Company is privately-owned and
has no external shareholders, the Board believes
that the interests of shareholders are
appropriately represented on the Committee
and that the Committee is suitably constituted
to discharge its functions in relation to the
alignment of remuneration policies and
practices to the long-term sustainable success of
the Company.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
48
Corporate Governance Report
(continued)
Areas of non-compliance with the UK
Corporate Governance Code (continued)
Stakeholders:
The Company has strong and open relationships
with stakeholders, including Ofgem, local
government, schools, emergency services, MPs
and central government. There are a number of
key relationships and a vast range of public
sector stakeholders. The Company also engages
across the industry with electricity suppliers,
employees, contractors and other utilities, along
with research of customers’ opinions. Due to
the regulated nature of the industry the
Company has less flexibility to determine some
of its engagement mechanisms with
stakeholders.
Our stakeholder engagement strategy is
outlined on pages 15-16.
The reflection of stakeholder engagement in our
RIIO-ED2 business plan was independently
reviewed by our Customer Engagement Group
(CEG) throughout the development process. The
CEG has continued to meet approximately
quarterly since it produced its report on our final
submission in January 2022, contributing to the
Ofgem Open Hearings in March 2022, and
publishing responses to Ofgem’s “draft
determination” consultation in July 2022 and its
“final determination” in December. We are now
in the process of finalising our stakeholder
engagement approach for 2023-24 to ensure
enduring consumer input into decisions
throughout the ED2 price control.
Board evaluation:
The Code requires boards to conduct an annual
evaluation of their effectiveness, with such
evaluation being externally facilitated every
three years for FTSE 350 companies. Although
the Company does not undertake an annual
exercise, externally-led board evaluations are
performed every three years. The last one
conducted by Lintstock was in 2021, with the
next evaluation to take place in 2024, taking into
account the recent changes in Executive
Directors.
Board Committees
The Board has an extensive workload and,
therefore, has delegated the detailed oversight
of certain items to five standing Committees and
three ad-hoc Committees:
Standard Committees meeting on a regular
pre-planned cycle
Audit Committee*
Remuneration Committee*
Nominations Committee*
Health, Safety and Environment Committee*
Use of Systems Pricing Committee
Ad hoc Committees meeting as required to
deal with their specific areas of business
Banking Committee
Financing Committee
Sustainable Finance Committee
The minutes of each Committee are made
available to the Board.
The Use of Systems Pricing Committee meets
annually (or more frequently as necessary), and
the Financing Committee meets on an ad hoc
basis, to approve detail about system pricing
contained in Licence Condition 14 and financing
transactions respectively.
The Sustainable Finance Committee meets twice
a year (or more frequently as necessary) in
relation to the operation of the Company’s
Green Financing Framework, under which the
2023 Electricity North West Finance plc Green
Bond, guaranteed by the Company, was issued
in January 2023.
*The terms of reference and membership of all
these Committees were reviewed and amended
during the year to ensure effective operation.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
49
Corporate Governance Report
(continued)
Report of the Audit Committee
The role and responsibilities of the Committee
are set out in its Terms of Reference which are
reviewed by the Committee and approved by
the Board annually. The Terms of Reference are
available on the Electricity North West Limited
website.
Membership and meetings
The Committee members are all Non-Executive
Directors. The Board is satisfied that the
Committee Chair, Rob Holden, as a Chartered
Accountant, has relevant financial experience.
The committee as a whole have experience
relevant to the sector in which the Company
operates. Attendance by individual members is
detailed in the table on page 44.
There were a number of regular attendees, by
invitation, at appropriate Committee meetings
in whole or in part, including the Chief Executive
Officer, the Chief Financial Officer, the Head of
Risk, Control and Assurance and the external
auditor.
Over the course of the year, the Committee
Chair held separate meetings with both the lead
external audit partner at
PricewaterhouseCoopers LLP (“PwC”) and with
the Head of Risk, Control and Assurance.
The Committee also met as a whole with the
external auditors without management present.
The role of the Committee
The key responsibilities of the Audit Committee
are to:
• Monitor the integrity of the financial
statements, including its annual and half-
yearly reports and to report to the Board
significant financial reporting issues and
judgements which they contain.
• Monitor the independence, effectiveness
and remuneration of the external auditor.
• Review the adequacy and effectiveness of
the Company’s internal financial controls
and internal control and risk management
stems and compliance with the UK
Corporate Governance Code.
• Monitor the effectiveness of the Company’s
internal audit function.
• Ensure that the Group’s treasury function is
effective and approve treasury transactions
in line with the treasury policy.
The significant matters considered by the
Committee during the year included:
• Review of the 31 March 2022 Annual
Report and Consolidated Financial
Statements and the September 2022 half-
year report.
• Evaluation of the effectiveness and scope of
the internal audit plan including
management response to audit reports.
• Review of the scope and methodology of
the audit work to be undertaken by the
external auditor, their terms of
engagement and fees.
• Overseeing the appointment of
PricewaterhouseCoopers LLP as external
auditors and managing the transition of the
first year audit.
• Review and discussion on proposed
Corporate Governance reforms.
• Review of Treasury operations and Data
Protection Officer's reports.
• Compliance with the Bribery Act, including
reviewing Speak Up (whistleblowing)
reports
The significant issues considered by the
Committee during the approval of the financial
statements to 31 March 2023 were:
Treasury accounting, particularly fair value
calculations, and appropriate disclosures.
There is a risk, due to the complexity of the
financial instruments that they are
incorrectly valued, accounted for or
disclosed, resulting in a material error in the
financial statements or a material disclosure
deficiency. The Committee noted the
specialist advice received in this area,
compliance with appropriate accounting
standards in valuation and disclosure, and
the additional functionality employed to
support calculations.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
50
Corporate Governance Report
(continued)
Report of the Audit Committee (continued)
• Management override of controls (In
accordance with ISA 240) with particular
consideration of controls surrounding journal
entries, accounting estimates for bias of
material misstatement and fraud,
adjustments made in the preparation of the
Group financial statements and the potential
manipulation of any incentive or
performance targets.
• The risk of misstatement in revenue
recognition where considerations included
the calculation of unbilled revenue income.
• Capital and revenue allocations and ensuring
the appropriate treatment of fixed asset
expenditure. The Committee considered the
management’s key controls and assumptions
applied to the capitalisation of overhead
costs. The assumptions, policies and
procedures in this area were considered
reasonable.
External audit
The external auditors are engaged to express an
opinion on the Company and Group financial
statements. The audit includes the review and
testing of the data contained in the financial
statements to the extent necessary for
expressing an audit opinion on the truth and
fairness of the financial statements. This year’s
audit is the first undertaken by PwC since taking
over from the Company’s outgoing auditor,
Deloitte LLP. During the year the Committee
oversaw the appointment of PwC as external
auditors which was done by a tender process.
In accordance with UK regulations, the
Company’s auditor adheres to a mandatory
rotation policy and a new Group lead
engagement partner is appointed once their
predecessors have completed a term of five
years.
To assess the effectiveness of the previous
year’s external audit, the Committee reviewed
the audit approach and strategy and the final
Deloitte LLP report to the Committee, as well as
receiving verbal feedback from the Board.
Auditors independence and the provision of
non-audit services
The Company has a formal policy on the use of
the auditors for non-audit work and the
awarding of such work is managed in order to
ensure that the auditors are able to conduct an
independent audit and are perceived to be
independent by our stakeholders.
In keeping with professional ethical standards,
PwC also confirmed their independence to the
Committee and set out the supporting evidence
in their report to the Committee prior to the
publication of the Annual Report and
Consolidated Financial Statements.
The non-audit services provided by the statutory
auditor during the year were in connection to
Ofgem regulatory requirements and financial
covenant compliance.
Internal control framework
The Committee, on behalf of the Board, is
responsible for reviewing the Company’s
internal control framework. This review is
consistent with the Code and covers all material
areas of the Group, including risk management
and compliance with controls. Further details of
risk management and internal controls are set
out on pages 34-40.
Whistleblowing arrangements
The Committee is responsible for reviewing the
Company’s Disclosure (Whistleblowing) policy
and any concerns raised through these channels
and management actions taken in response. A
revised policy was approved by the Committee
in January 2019 and ratified again in January
2021. In addition, a new Speak Up policy was
approved in December 2021. A confidential
service is provided by an external company
whereby employees can raise concerns by email
or telephone in confidence. Any matters
reported are investigated and escalated as
appropriate.
Committee effectiveness
The Committee formally reviewed its Terms of
Reference and its membership during the year
to ensure both remain fit for purpose and were
considered effective by the Board.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
51
Corporate Governance Report
(continued)
Fair, balanced and understandable
The Audit Committee was requested to assist
the Board in confirming that the Annual Report
is fair, balanced and understandable. As part of
its review, the Audit Committee took into
account the preparation process for the Annual
Report and Consolidated Financial Statements:
• Detailed review and appropriate challenge
from key internal Group functions, such as
Risk, Control and Assurance, senior
managers and the Chief Financial Officer;
• Formal sign-offs from the business area
senior managers, the finance managers and
Chief Financial Officer;
• Audit Committee oversight, involving a
review of key financial reporting
judgements, review and appropriate
challenge on matters such as any changes
to significant accounting policies and
practices during the year, significant
adjustments and the going concern
assumption;
• The involvement of qualified, professional
employees with an appropriate level of
expertise and experience throughout the
business; and
• Engagement of a professional and
experienced external auditor, a framework
for full transparent disclosure of
information during the audit process and
post audit evaluation.
The directors’ statement on a fair, balanced and
understandable Annual Report and
Consolidated Financial Statements is set out on
page 59.
Report of the Nominations Committee
The role and responsibilities of the Committee
are set out in its Terms of Reference and these
are available on the Company website. The
Committee’s responsibilities include keeping
under review the composition of the Board and
senior executives, identifying and nominating
candidates for approval by the Board to fill any
vacancies and succession planning for directors
and other senior executives.
Membership and meetings
The Committee Chair is Alistair Buchanan,
Independent Non-Executive Director.
Composition of the Committee and attendance
by individual members at meetings is detailed
on page 44.
The Chief Executive Officer and external advisors
attend meetings at the invitation of the
Chairman of the Committee.
The key areas of focus for the Nominations
Committee during the year were:
• Executive Director appointments:
Following the decisions of Peter Emery
(former CEO) and David Brocksom (former
CFO) to retire, the Committee was heavily
involved in the selection and appointments
of Ian Smyth, as new CEO, and the incoming
CFO, Chris Johns.
• Executive leadership changes: The
Committee also oversaw wider changes to
the Company’s Executive Leadership Team
which resulted in both new appointments
and realignment of roles and
responsibilities.
The members of the Nomination Committee
oversaw a robust process for the selection and
recruitment of the incoming CEO and CFO.
Amongst other things, this exercise involved the
use of specialist Executive search support.
Diversity
As described in the Corporate Governance
report on page 45, the Board is committed to
diversity in its broadest sense and the
Nominations Committee ensures this remains
central to recruitment and succession planning.
The Committee undertakes an annual review to
assess the Company’s planning for succession to
executive and senior management roles.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
52
Corporate Governance Report
(continued)
Report of the Remuneration
Committee
The Committee’s role is to determine the
remuneration structure for the Executive
Directors to ensure that it balances appropriate
reward with the creation of long-term value,
customer performance and sustainability of the
network. The Terms of Reference for the
Committee are available on the Electricity North
West Limited website.
It is also responsible for the review of the
remuneration of other members of the
Executive Leadership Team to ensure the
structure and levels of remuneration
appropriately incentivise these individuals to
achieve the Company’s strategic objectives.
The Committee has been joined by invitation
during the year by the Chief Executive Officer
and the Chief Financial Officer. They do not
attend for any discussions in which they are
individually discussed.
Membership and meetings
The Committee Chair is Siôn Jones, Non-
Executive Director. Composition of the
Committee and attendance by individual
members is detailed on page 44.
Role of the Committee
The Committee reviews and approves the
overall remuneration policies for employees
below director level, but does not set
remuneration for these individuals. This
oversight role allows the Committee to take into
account pay policies and employment
conditions across the Group.
The Committee has reviewed the
appropriateness of the previous remuneration
structure for the RIIO-ED2 regulatory period
and, subject to some changes, determined that
it continues to promote the long term success of
the Company.
Share options are not offered as an incentive to
either Executive or Non-Executive Directors as
the Company is privately-owned.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
53
Corporate Governance Report (continued)
The table below sets out the nature of the remuneration of the Executive Directors:
Element
Purpose and link to strategy
Framework
Basic Salary
Basic salary provides the core reward
for the role. Salaries are set at a
sufficient level to attract and retain
high calibre individuals who can deliver
the Group’s strategic objectives.
External advice is taken on all
remuneration to ensure that it remains
effective and appropriate. Levels of
basic salary are benchmarked and will
also reflect the director’s experience
and time at director level.
Benefits
Other benefits provided are designed,
as with basic salary, to provide a
competitive but not excessive reward
package.
In addition to basic salary, directors are
provided with a car allowance and
private medical insurance.
Executive
Incentive Plan
(EIP)
Executive Directors are members of
the Executive Incentive Plan. This has
been reviewed for RIIO-ED2 with the
object of continuing to reward both in-
year performance and incentivise
strategic and innovative behaviours
over the longer-term, aligned to
shareholder objectives, including
customer performance.
Following Health & Safety best
practice, Safety is considered to be an
essential part of any role and directors.
Therefore, directors receive no Health
& Safety related incentives. The
occurrence of a significant
reputationally damaging event,
including safety or other issues will be
considered as a gateway to the earning
of bonuses for RIIO-ED2.
The EIP works on a balanced scorecard
approach, with measures scored on an
annual basis but set in line with longer
term ambitions, and bonus payouts in
part deferred into subsequent years, to
promote a strategic focus and
sustainable performance.
Pension
Directors are offered the same level of
defined contribution benefits as all
other employees, or a taxable payment
in lieu.
No director is a member of the defined
benefit scheme which is now closed to
new members.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
54
Corporate Governance Report
(continued)
CEO pay ratio
Further to recent regulation changes, effective
for financial years commencing on or after 1
January 2019, companies with more than 250
employees and which are quoted on the UK
Official List are required to publish information
on their CEO pay ratio. The requirement is to
publish total CEO remuneration compared to
the 25
th
, 50
th
and 75
th
percentile total
remuneration of full-time equivalent UK
employees.
There are three methodologies that companies
can choose to report their pay ratio, known as
Option A, B and C. The government preference,
and most accurate reporting method, is Option
A. ENWL have elected to use this method,
consistent with previous years, which enables
us to compare total remuneration for the
financial year ended 31 March 2023, in line
with the pay gap requirements.
The following tables set out this information
for total remuneration
4
(which is inclusive of
bonus, long term executive incentive
payments, additional allowances or payments,
benefit in kind and employer pension
contributions).
Bonus payments are linked closely to Company
performance and the timing of maturity of long
term incentive arrangements, so may fluctuate
year on year. We have, therefore, also included
a comparison of total remuneration excluding
bonus and long-term incentive awards.
The pay gap, excluding bonus, has remained
static from last year. There has been a slight
increase in total remuneration from the
previous year, but our Executive Pay Gap is
well below the national average in comparison.
Employee remuneration amounts for each
percentile are shown in table 2 on the right.
4
The remuneration of employees who did not receive a
full year’s pay have been excluded to ensure the
comparison is fair and equitable. For example, employees
25
th
percentile
50
th
percentile
75
th
percentile
2023 Pay
excluding
bonus
1:12
1:8
1:6
2023 Total
remuneration
including
bonus
1:24
1:17
1:13
2022 Pay
excluding
bonus
1:13
1:9
1:7
2022 Total
remuneration
including
bonus
1:23
1:17
1:12
Employee total remuneration is shown in the
table below.
25
th
percentile
50
th
percentile
75
th
percentile
2023 Pay
excluding
bonus
£42,092
£58,981
£79,350
2023 Total
remuneration
£43,307
£60,928
£82,575
2022 Pay
excluding
bonus
£39,172
£53,838
£72,193
2022 Total
remuneration
£40,849
£56,407
£76,193
on reduced pay due to statutory absence those with part
year service have been excluded.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
55
Corporate Governance Report
(continued)
Report of the Health, Safety and
Environment Committee
The Committee continues to develop the
Company’s health, safety and environment
strategies, agrees targets and monitors
Company performance in these areas. It
regularly challenges the executive and the
health, safety and environment team to look at
new initiatives and work with other
organisations.
Membership and meetings
The Committee Chair is Susan Cooklin,
Independent Non-Executive Director.
Composition of the Committee and attendance
by individual members is detailed on page 44.
Meetings are also attended by executives in
charge of operationally focused directorates.
The role of the Committee
The Committee has delegated authority from
the Board set out in its Terms of Reference
which are published on the Company website.
The primary purpose of the Committee is to:
• Set the corporate health, safety and
environment strategy, objectives, targets
and programmes.
Monitor performance in these areas with a
view to:
- minimising risk;
- ensuring legal compliance;
- responding to significant events; and
- ensuring significant resources are
allocated for the control of health,
safety and environmental risks.
• Report to the Board developments, trends
and/or forthcoming legislation in relation
to the health, safety and environmental
matters which may be relevant to the
Company’s operations, assets or
employees.
• Review the Company’s external reporting
in this area and regulatory disclosures.
At every meeting, the Committee receives and
discusses in detail a Health, Safety and
Environment performance report for the
preceding period. Amongst other things, this
report covers key issues and developments.
Additionally, the Committee considers
relevant risks (including a review of risk that
forms part of the Board’s overall annual
exercise) and oversees the Company’s
mitigation strategies.
This year the Committee specifically focussed
upon an independent safety review,
conducted by an external expert, and the
development of an immediate and longer-term
response to the recommendations made. This
included establishing a programme focussed
upon the businesses safety culture. The sub-
committee continued its programme of
dedicated safety visits to depots and sites
across the North West, meeting with a wide
range of employees to understand, first hand,
the key health, safety and environment
challenges facing the business.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
56
Directors’ Report
The directors present their report and audited consolidated financial statements of Electricity North
West Limited (“the Company”) and its subsidiaries (together referred to as “the Group”) for the year
ended 31 March 2023.
General information
The Company is a private company limited by
shares and incorporated and domiciled in
England, the United Kingdom under the
Companies Act 2006.
Information contained in Strategic Report
As permitted by section 414C of the Companies
Act 2006, certain information required to be
included in the Directors’ Report has been
included in the Strategic Report. Specifically,
this relates to:
• risk management, pages 34-40;
• how the directors have had regard to the
need to foster business relationships with
stakeholders, page 18;
• employee matters, page 18;
• greenhouse gas emissions, page 22; and
• future developments, page 7.
Parent, ultimate parent and controlling party
The immediate parent undertaking is North
West Electricity Networks plc (“NWEN plc”), a
company incorporated and registered in the
United Kingdom.
The ultimate parent undertaking is North West
Electricity Networks (Jersey) Limited (“NWEN
(Jersey)”), a company incorporated and
registered in Jersey.
At 31 March 2022 and 2023, the ownership of
the shares in NWEN (Jersey) and, therefore, the
ultimate controlling parties of the Company
are:
• KDM Power Limited (40.0%);
• Equitix ENW 6 Limited (25.0%);
• Equitix MA North HoldCo Limited (15.0%);
and
• Swingford Holdings Corporation Limited
(20.0%).
Dividends
During the year, the Company declared a final
dividend for the year ended 31 March 2022 of
£23.0m, paid in June 2022. In the prior year, the
Company declared a final dividend for the year
ended 31 March 2021 of £15.9m, paid in June
2021, and an interim dividend for the year
ended 31 March 2022 of £81.2m, paid in
December 2021.
At the Board meeting on 25 May 2023, the
directors proposed a final dividend of £18.6m
for the year ended 31 March 2023 (Note 11).
Details of the Group’s dividend policy can be
found in the Strategic Report, page 32.
Capital structure
The Company’s capital structure is set out in
Note 28.
Financial instruments
The use of financial instruments and their
related risks are disclosed in the financial
review and principal uncertainties sections of
the Strategic Report on page 29, and in Note 21.
Financial risk management
Disclosure around the Group’s principal risks
can be found in the principal risks and
uncertainties section of the Strategic Report on
page 2, and in Note 21.
Employees
The Group’s policies on employee consultation
and involvement, the treatment of disabled
employees and on equality and diversity across
all areas of the business are contained within
the Employees section of the Strategic Report
on page 13.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
57
Directors’ Report (continued)
Greenhouse gas emissions and energy use
Further details on greenhouse gas emissions
are provided in the Business Carbon Footprint
section of the Strategic Report on page 22.
Research and development
The Group is committed to developing
innovative and cost-effective solutions for
providing high quality services and reliability to
customers, and for the benefit of the wider
community and the development of the
network, as further detailed in the Strategic
Report. During the year ended 31 March 2023
the Group incurred £3.0m of expenditure on
research and development (2022: £2.5m), see
Note 5.
Future developments
Details of the future developments of the
Company and Group can be found in the Chief
Executive Officer’s Statement and the Strategic
Report on page 7.
Events after the Balance Sheet date
There are no events after the balance sheet
date that require disclosure.
Corporate governance
The Group has established a governance
framework for monitoring and overseeing
strategy, conduct of business standards and
operations of the entire business. Details of the
internal control and risk management systems
which govern the Company are outlined in the
Corporate Governance Report of the ENWL
Annual Report and Consolidated Financial
Statements, which are available on the website
www.enwl.co.uk.
Directors
The directors of the Company who were, unless
otherwise stated, in office during the year and
up to the date of signing the financial
statements were:
Executive Directors
• Chris Johns (appointed 25 May 2023)
• Ian Smyth (appointed 5 September 2022)
• David Brocksom (resigned 25 May 2023)
• Peter Emery (resigned 4 September 2022)
Non-executive Directors
• Anne Baldock
• Alistair Buchanan
• Susan Cooklin
• Rob Holden
• Sion Jones
• Peter O’Flaherty
• Genping Pan
• Takeshi Tanaka
• Shinichiro Sumitomo (resigned 7 July 2022)
• Masahide Yamada (appointed 7 July 2022)
Alternate Directors
• Aisha Hamid (appointed 2 February 2023)
• Makoto Murata (appointed 28 July 2022)
• Tatsuhiro Tamura (appointed 7 July 2022)
• Hailin Yu
• Achal Bhuwania (resigned 2 February 2023)
• Kaoru Fukushima (resigned 7 July 2022)
• Fukashi Kumura (resigned 7 July 2022)
Directors served for the whole year, and to the
date of this report, except where otherwise
indicated.
At no time during the year did any director have
a material interest in any contract or
arrangement which was significant in relation
to the Group’s business.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
58
Directors’ Report (continued)
Directors’ and officers’ insurance
The Group maintains an appropriate level of
directors’ and officers’ insurance whereby
directors are indemnified against liabilities to
the extent permitted by the Companies Act.
The insurance is a group policy, held in the
name of the ultimate parent, NWEN (Jersey),
and is for the benefit of that company and all its
subsidiaries and was in place throughout the
year and to the date of this report.
Independent auditors
Following a tender process concluded in early
2022, PricewaterhouseCoopers LLP (“PwC”)
were appointed as the Group’s auditors for the
financial year beginning 1 April 2022. PwC took
over from Deloitte LLP who had been the
auditors of the Group and Company since 2002
and who resigned in accordance with relevant
legal and regulatory requirements regarding
rotation of auditors.
Statement by the directors in performance of
their statutory duties in accordance with
s172(1) Companies Act 2006
The Board of Directors of the Company
consider, both individually and together, that
they have acted in a way they consider to be in
good faith and would be most likely to promote
the success of the Company for the benefit of
its members as a whole (having regard to the
stakeholders and matters set out in s172(1)(a-f)
of the Act) in decisions taken during the year
ended 31 March 2023. More details can be
found on pages 17-19 of the Strategic Report.
Registered address
The Company is registered in England, the
United Kingdom, at the following address:
Electricity North West Limited
Borron Street
Stockport
England
SK1 2JD
Registered number: 02366949
Approved by the Board on 10 July 2023 and
signed on its behalf by:
Ian Smyth
Director
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
59
Directors’ Responsibilities Statement
The directors are responsible for preparing the
Annual Report and Consolidated 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
group and the company financial statements in
accordance with UK-adopted international
accounting standards.
Under company law, 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 group and company
and of the profit or loss of the group for that
period. In preparing the financial statements,
the directors are required to:
• select suitable accounting policies and then
apply them consistently;
• state whether applicable United Kingdom
Accounting Standards, comprising FRS 101
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 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 also 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.
Directors’ confirmations
Each of the directors, whose names and
functions are listed in Directors’ report confirm
that, to the best of their knowledge:
• the Company financial statements, which
have been prepared in accordance with
United Kingdom Accounting Standards,
comprising FRS 101, give a true and fair
view of the assets, liabilities and financial
position of the Company, and
• the Strategic Report includes a fair review
of the development and performance of
the business and the position of the
Company, together with a description of
the principal risks and uncertainties that it
faces.
In the case of each director in office at the date
this report is approved:
• so far as the director is aware, there is no
relevant audit information of which the
Group’s and the Company’s auditors are
unaware; and
• they have taken all the steps that they
ought to have taken as a director in order to
make themselves aware of any relevant
audit information and to establish that the
Group’s and Company’s auditors are aware
of that information.
This confirmation is given and should be
interpreted in accordance with the provisions
of s418 of the Companies Act 2006.
Approved by the Board of Directors on 10 July
2023 and is signed on its behalf by:
Ian Smyth
Director
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
60
Independent auditors’ report to the members
of Electricity North West Limited
Report on the audit of the financial statements
Opinion
In our opinion, Electricity North West Limited’s group financial statements and company financial statements (the
“financial statements”):
• give a true and fair view of the state of the group’s and of the company’s affairs as at 31 March 2023 and of the
group’s and company’s profit and the group’s and company’s cash flows for the year then ended;
• have been properly prepared in accordance with UK-adopted international accounting standards; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report and Consolidated Financial Statements
(the “Annual Report”), which comprise: Consolidated and Company Statements of Financial Position as at
31 March 2023; the Consolidated and Company Statements of Profit or Loss and Other Comprehensive Income, the
Consolidated and Company Statements of Changes in Equity and the Consolidated and Company Statements of Cash
Flows for the year then ended; and the notes to the financial statements, which include a description of the significant
accounting policies.
Our opinion is consistent with our reporting to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest entities,
and we have fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard
were not provided.
Other than those disclosed in Note 5 - Operating Profit, in the Notes to the Financial Statements, we have provided no
non-audit services to the company or its controlled undertakings in the period under audit.
Our audit approach
Context
Electricity North West Limited group consists of the parent company (Electricity North West Limited) which is the only
trading entity within the group along with two dormant subsidiaries. The group is the electricity distribution network
operator for the North West of England and is regulated by the Office of Gas and Electricity Markets ('Ofgem'). There
have been no significant changes to the business or business model over the course of the financial year. The year
ended 31 March 2023 is our first year as external auditor of the Group and Company, and as part of our audit transition,
we performed specific procedures over opening balances by reviewing the predecessor auditors' working papers and
risk assessment and re-evaluating their conclusions in respect of key sources of estimation uncertainty and critical
judgements in the opening balance sheet at 1 April 2022.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
61
Independent auditors’ report to the members
of Electricity North West Limited (continued)
As we undertook each phase of this first year audit, we regularly reconsidered our risk assessment to reflect audit
findings, including our assessment of the Group’s control environment and the impact on our planned audit approach.
Considering the nature of the Group’s operations and treasury arrangements we considered: valuation of derivative
financial instruments; capitalisation of costs; and valuation of defined benefit pension assets and liabilities to be the
most significant areas of risk and therefore have included these as key audit matters.
Overview
Audit scope
• The only component of the group included in the scope of our audit of the consolidated financial statements was
Electricity North West Limited.
• All audit work on the group and company was performed by the group audit engagement team.
Key audit matters
• Valuation of Derivative Financial Instruments (group and parent)
• Capitalisation of Costs (group and parent)
• Valuation of Defined Benefit Pension Assets and Obligations (group and parent)
Materiality
• Overall group materiality: £4,915,000 based on 5% of three years average of profit before tax and fair value
movements.
• Overall company materiality: £4,900,000 based on 5% of three years average of profit before tax and fair value
movements.
• Performance materiality: £3,675,000 (group) and £3,675,000 (company).
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the
financial statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit
of the financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and
any comments we make on the results of our procedures thereon, were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
This is not a complete list of all risks identified by our audit.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
62
Independent auditors’ report to the members
of Electricity North West Limited (continued)
Key audit matter
How our audit addressed the key audit matter
Valuation of Derivative Financial Instruments (group and
parent)
Refer to Note 21 in the Group and Company financial
statements. The Group and Company hold derivative financial
instruments with both external and sister company
counterparties. At 31 March 2023 instruments held with
external parties comprised derivative liabilities of £441m and
derivative assets of £15m, whilst those held with sister
companies comprised derivative liabilities and assets of
£312m each. These instruments are measured at fair value
through profit and loss. The valuations are complex, and made
up of underlying risk free valuations, overlaid with credit risk
adjustments. We consider there to be a heightened risk of
error in the credit risk adjustments. This risk does not extend
to the underlying risk free valuations, as the method,
assumptions, and data used for their valuations are all
considered to be reliable and appropriate to their nature and
do not require significant judgement.
To assess the appropriateness of the valuation of
derivative financial instruments, we performed the
following:
- We assessed the reasonableness of the risk
adjustments using independent sourced data
points and models;
- We understood the underlying control
environment applied to the valuation of the
instruments;
- We tested the accuracy and completeness of
the derivative population through agreeing
key terms to underlying agreements;
- We tested the models and key assumptions
used by management to value derivatives;
- We tested settlements made on the
derivatives, including the amortisation of day
1 derivative valuation differences; and
- We prepared independent valuations for
derivatives within the portfolio as at 31
March 2023 on a pre and post credit risk
basis, including independently calculating
individual credit risk adjustments.
We concluded that valuations of derivatives, including
the determination of credit risk adjustments within the
valuations, were in line with ranges and thresholds we
independently determined by using deterministic and
stochastic methods with independently sourced data
points.
Capitalisation of Costs (group and parent)
Refer to Note 13 in the Group and Company financial
statements. The Group continues to make significant capital
investment in Property, plant and equipment, principally in
relation to the development of the distribution network. For the
year ended 31 March 2023 capital additions were made to the
asset categories of operational structures and assets under
construction of £131.2m and £63m respectively. These
additions include a significant proportion of capitalised
overhead costs. Certain categories of overhead costs are
capitalised based on judgemental percentage rates. We have
identified a risk that the capitalisation rates used do not
appropriately reflect the nature of activities to which the
underlying costs relate, resulting in an incorrect apportionment
of overhead costs between Property, Plant and Equipment on
the Consolidated and Company Statements of Financial
Position and expenses recognised in the Consolidated and
Company Statements of Profit or Loss and Other
Comprehensive Income.
To assess the value and nature of costs capitalised
into fixed assets in the year, we conducted the
following procedures:
- We discussed with management to understand
the process by which capitalisation rates are
determined and how costs are then appropriately
accounted for when incurred;
- We understood how activities by cost centre are
used to determine the percentage of costs
capitalised;
- We sampled a selection of the cost categories,
including those which contribute to the most
significant proportions of capitalised cost as well
as those where a judgemental capitalisation
percentage is applied;
- We performed procedures to confirm the correct
classification of costs to individual categories; and
- We undertook procedures to corroborate the
nature of activities performed under each cost
category being tested to asses the
appropriateness of the capitalisation rates
applied.
We have concluded that management has applied
appropriate and consistent estimates to determine the
overall level of costs to be capitalised for the year.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
63
Independent auditors’ report to the members
of Electricity North West Limited (continued)
Key audit matter
How our audit addressed the key audit matter
Valuation of Defined Benefit Pension Assets and Obligations
(group and parent)
Refer to note 22 in the Group and Company financial
statements. The net defined benefit pension asset at 31 March
2023 was £42.6m (31 March 2022: £18.4m), comprising gross
assets of £916.3m and gross liabilities of £873.7m. Assets
held by the scheme include certain Level 3 financial
instruments, being an annuity insurance policy and a number
of holdings in Pooled Investment Vehicles ('PIVs'). Valuations
of Level 3 financial instruments are more complex due to them
including unobservable inputs, such as quoted market prices.
The determination of the value of liabilities requires the
application of an actuarial valuation method, the attribution of
benefits to periods of service, and the use of significant
actuarial assumptions including in particular the discount rate,
inflation rates and the average life expectancy of members.
Small changes in the assumptions used could have a
significant effect on the financial position of the group. The
present value of the gross defined benefit liabilities is
deducted from the gross fair value of plan assets in
determining the net pension asset.
To assess the appropriateness of the values of assets
and obligations in the defined benefit pension scheme,
we performed the following:
- We challenged, with the support of our own
actuarial experts, the key assumptions applied
against externally derived data and internally
developed benchmarks;
- We assessed the appropriateness of recognition
of the UK surplus in line with accounting
standards;
- We obtained evidence of the valuation of scheme
assets, including Level 3 financial instruments;
- We assessed the membership data used in
valuing the defined benefit pension obligation;
- We confirmed that there were no significant
changes since the latest Scheme Funding
valuation, performed as at 31 March 2022, by
reviewing administrator controls related to
member data and performing roll forward
procedures where applicable; and
- We considered the adequacy of the group's
disclosures in respect of the sensitivity of the
surplus to changes in assumptions.
Based on the results of our testing, we found the
assumptions made in the valuation of the UK defined
benefit pension scheme resulted in an overall
acceptable valuation taking account of the materiality
level applied. We also consider the disclosures made
in the financial statements to be appropriate.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the
financial statements as a whole, taking into account the structure of the group and the company, the accounting
processes and controls, and the industry in which they operate.
The group consists of Electricity North West Limited, as the parent entity, and two dormant subsidiary companies
(Electricity North West Number 1 Company Limited and ENW (ESPS) Pensions Trustees Limited). The group financial
statements are a consolidation of these three entities. We note that all balances held by subsidiary entities are
eliminated on consolidation. Consequently, Electricity North West Limited was the only entity in scope for the purpose of
the group audit.
All audit work on the group and the company was performed by the group engagement team.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the process management adopted to assess the
extent of the potential impact of climate risk on the group’s financial statements and support the disclosures made within
the Annual Report and Consolidated Financial Statements.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
64
Independent auditors’ report to the members
of Electricity North West Limited (continued)
We used our knowledge of the group, with assistance from our internal climate experts, to challenge the completeness
of management’s climate risk assessment by challenging the consistency of management’s climate impact assessment
with internal climate plans and board minutes, including whether the time horizons management have used take
account of all relevant aspects of climate change such as transition risks and reading the entity’s website /
communications for details of climate related impacts.
Using our knowledge of the business we evaluated management’s risk assessment, its estimates as set out in Note 2 of
the financial statements and resulting disclosures where significant. We considered the only area to be potentially
materially impacted by climate risk to be the directors' impairment assessment. To respond to the audit risk identified in
this area we tailored our audit approach to address this, in particular, we challenged management on how the impact of
carbon reduction commitments would impact the assumptions within the discounted cash flows prepared by
management that are used in the Group's impairment analysis.
We also considered the consistency of the disclosures in relation to climate change within the Annual Report with the
financial statements and our knowledge obtained from our audit.
Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or
our key audit matters for the year ended 31 March 2023.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the
nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in
evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Financial statements - group
Financial statements - company
Overall
materiality
£4,915,000.
£4,900,000.
How we
determined it
5% of three years average of profit before tax and
fair value movements
5% of three years average of profit before tax and
fair value movements
Rationale for
benchmark
applied
Based on the benchmarks used in the annual
report, profit before tax and fair value movements
is a primary measure reported to shareholders to
indicate the underlying performance of the group.
The use of a three year average is considered
appropriate as this reduces volatility caused by
under or over recoveries of electricity distribution
revenue in a specific financial year.
Based on the benchmarks used in the annual
report, profit before tax and fair value movements
is a primary measure reported to shareholders to
indicate the underlying performance of the
company. The use of a three year average is
considered appropriate as this reduces volatility
caused by under or over recoveries of electricity
distribution revenue in a specific financial year.
For each component in the scope of our group audit, we allocated a materiality that is less than our overall group
materiality. The range of materiality allocated across components was £4,900,000, being the material level applied to
the audit of the company financial statements of Electricity North West Limited.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected
and undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining
the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and
disclosures, for example in determining sample sizes. Our performance materiality was 75% of overall materiality,
amounting to £3,675,000 for the group financial statements and £3,675,000 for the company financial statements.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
65
Independent auditors’ report to the members
of Electricity North West Limited (continued)
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk
assessment and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of
our normal range was appropriate.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above
£0.25m (group audit) and £0.25m (company audit) as well as misstatements below those amounts that, in our view,
warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group's and the company’s ability to continue to adopt the going
concern basis of accounting included:
• Evaluating management's forecast base case and downside scenarios and challenging the appropriateness of
underlying assumptions;
• Reviewing management accounts for the financial period to date and comparing those with management's
scenarios;
• Evaluating the historical accuracy of management forecasts;
• Testing the mathematical integrity of management's going concern forecast models; and
• Reviewing the disclosures made in respect of going concern included in the financial statements.
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 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.
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.
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the
group's and the company's ability to continue as a going concern.
In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we have nothing
material to add or draw attention to in relation to the directors’ statement in the financial statements about whether the
directors considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our
auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent
otherwise explicitly stated in this report, any form of assurance 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 an apparent material inconsistency
or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement
of 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 based on these responsibilities.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
66
Independent auditors’ report to the members
of Electricity North West Limited (continued)
With respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by the
UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain
opinions and matters as described below.
Strategic report and Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and
Directors' Report for the year ended 31 March 2023 is consistent with the financial statements and has been prepared
in accordance with applicable legal requirements.
In light of the knowledge and understanding of the group and company and their environment obtained in the course of
the audit, we did not identify any material misstatements in the Strategic report and Directors' Report.
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern, longer-term viability and
that part of the corporate governance statement relating to the company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review. Our additional responsibilities with respect to the corporate
governance statement as other information are described in the Reporting on other information section of this report.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the
corporate governance statement is materially consistent with the financial statements and our knowledge obtained
during the audit, and we have nothing material to add or draw attention to in relation to:
• The directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify
emerging risks and an explanation of how these are being managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it appropriate to adopt the going
concern basis of accounting in preparing them, and their identification of any material uncertainties to the group’s
and company’s ability to continue to do so over a period of at least twelve months from the date of approval of the
financial statements;
• The directors’ explanation as to their assessment of the group's and company’s prospects, the period this
assessment covers and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the company will be able to continue
in operation and meet its liabilities as they fall due over the period of its assessment, including any related
disclosures drawing attention to any necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and company was substantially
less in scope than an audit and only consisted of making inquiries and considering the directors’ process supporting
their statement; checking that the statement is in alignment with the relevant provisions of the UK Corporate
Governance Code; and considering whether the statement is consistent with the financial statements and our
knowledge and understanding of the group and company and their environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements
of the corporate governance statement is materially consistent with the financial statements and our knowledge
obtained during the audit:
• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the information necessary for the members to assess the group’s and company's
position, performance, business model and strategy;
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
67
Independent auditors’ report to the members
of Electricity North West Limited (continued)
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control
systems; and
• The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the
company’s compliance with the Code does not properly disclose a departure from a relevant provision of the Code
specified under the Listing Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Directors’ Responsibilities Statement, the directors are responsible for the preparation of
the financial statements in accordance with the applicable framework and for being satisfied that they give a true and
fair view. The directors are also responsible for such internal control as they 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 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 company or to cease operations, or
have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws
and regulations related to General Data Protection Regulation, Health and Safety regulation, employment laws and
regulations applicable to the operation of electricity distribution networks in the UK, and we considered the extent to
which non-compliance might have a material effect on the financial statements. We also considered those laws and
regulations that have a direct impact on the financial statements such as UK tax laws the Companies Act 2006. We
evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including
the risk of override of controls), and determined that the principal risks were related to inappropriate journal entries to
improve financial performance, and management bias in accounting estimates and judgements. Audit procedures
performed by the engagement team included:
• challenging assumptions and judgements made by management in their significant accounting estimates;
• discussions with management and internal audit including consideration of known or suspected instances of non-
compliance with laws and regulation or fraud;
• reviewing minutes of meetings of those charged with governance;
• auditing the calculations supporting tax balances and disclosures;
• reviewing financial statements disclosures and testing to supporting documentation, where appropriate, to assess
compliance with applicable laws and regulations; and
• reviewing financial statements disclosures and testing to supporting documentation, where appropriate, to assess
compliance with applicable laws and regulations.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
68
Independent auditors’ report to the members
of Electricity North West Limited (continued)
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances
of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the
financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional
misrepresentations, or through collusion.
Our audit testing might include testing complete populations of certain transactions and balances, possibly using data
auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing
complete populations. We will often seek to target particular items for testing based on their size or risk characteristics.
In other cases, we will use audit sampling to enable us to draw a conclusion about the population from which the
sample is selected.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the company’s members as a body in
accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these
opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or
into whose hands it may come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not obtained all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been
received from branches not visited by us; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• the company financial statements are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Audit Committee, we were appointed by the members on 16 September 2022 to
audit the financial statements for the year ended 31 March 2023 and subsequent financial periods. This is therefore our
first year of uninterrupted engagement.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
69
Independent auditors’ report to the members
of Electricity North West Limited (continued)
Other matter
In due course, as required by the Financial Conduct Authority Disclosure Guidance and Transparency Rule 4.1.14R,
these financial statements will form part of the ESEF-prepared annual financial report filed on the National Storage
Mechanism of the Financial Conduct Authority in accordance with the ESEF Regulatory Technical Standard (‘ESEF
RTS’). This auditors’ report provides no assurance over whether the annual financial report will be prepared using the
single electronic format specified in the ESEF RTS.
Simon White (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Manchester
10 July 2023
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
70
Financial Statements
Consolidated and Company Statements of Profit or Loss and Other Comprehensive
Income
for the year ended 31 March 2023
Group and
Company
2023
Group and
Company
2022
Note
£m
£m
Revenue
4
594.7
472.8
Employee costs
5,6
(67.0)
(60.9)
Depreciation and amortisation expense
5
(140.7)
(132.7)
Other operating costs
(191.5)
(103.6)
Total operating expenses
(399.2)
(297.2)
Operating profit
5
195.5
175.6
Finance income
8
4.2
0.4
Finance expenses
9
(4.7)
(150.0)
Profit before taxation
195.0
26.0
Tax on profit
10
(49.5)
(59.1)
Profit/ (loss) for the year financial year
145.5
(33.1)
Other comprehensive (expense)/ income:
Items that will not be reclassified subsequently to profit or loss:
Re-measurement of net defined benefit scheme
22
9.4
68.8
Deferred tax on re-measurement of defined benefit scheme
24
(2.3)
(17.2)
Adjustment of brought forward deferred tax on re-measurement
of defined benefit scheme due to change in future tax rates
24
-
12.9
Other comprehensive income for the financial year
7.1
64.5
Total comprehensive income for the financial year
152.6
31.4
The results for the year ended 31 March 2022 and 2023 are derived from continuing operations. The
The notes on pages 76 to 134 form an integral part of these financial statements
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
71
Consolidated and Company Statements of Financial Position
as at 31 March 2023
Group
Company
Group
Company
2023
2023
2022
2022
Note
£m
£m
£m
£m
ASSETS
Non-current assets
Intangible assets and goodwill
12
55.2
55.2
58.9
58.9
Property, plant and equipment
13
3,638.5
3,638.5
3,512.1
3,512.1
Investments
14
-
15.4
-
15.4
Derivative assets
21
327.4
327.4
408.8
408.8
Retirement benefit surplus
22
42.6
42.6
18.4
18.4
4,063.7
4,079.1
3,998.2
4,013.6
Current assets
Inventories
15
22.4
22.4
18.1
18.1
Trade and other receivables
16
97.8
97.8
80.0
80.0
Current tax asset
2.8
2.8
-
-
Cash and cash equivalents
17,21
173.8
173.8
59.4
59.4
Money market deposits > 3 months
17,21
305.7
305.7
-
-
602.5
602.5
157.5
157.5
Total assets
4,666.2
4,681.6
4,155.7
4,171.1
LIABILITIES
Current liabilities
Trade and other payables
18
(152.3)
(168.0)
(125.9)
(141.6)
Current income tax liabilities
-
-
(6.2)
(6.2)
Borrowings
19
(223.3)
(223.3)
(93.2)
(93.2)
Customer contributions
23
(76.6)
(76.6)
(38.3)
(38.3)
Provisions
25
(0.6)
(0.6)
(0.6)
(0.6)
(452.8)
(468.5)
(264.2)
(279.9)
Net current assets/ (liabilities)
149.7
134.0
(106.7)
(122.4)
Non-current liabilities
Borrowings
19
(1,539.8)
(1,539.8)
(1,192.9)
(1,192.9)
Derivative liabilities
21
(753.6)
(753.6)
(960.2)
(960.2)
Customer contributions
23
(688.5)
(688.5)
(686.5)
(686.5)
Deferred tax liabilities
24
(237.3)
(237.3)
(186.7)
(186.7)
Provisions
25
(0.4)
(0.4)
(1.0)
(1.0)
(3,219.6)
(3,219.6)
(3,027.3)
(3,027.3)
Total liabilities
(3,672.4)
(3,688.1)
(3,291.5)
(3,307.2)
Net assets
993.8
993.5
864.2
863.9
EQUITY
Called up share capital
26,27
238.4
238.4
238.4
238.4
Share premium account
27
4.4
4.4
4.4
4.4
Revaluation reserve
27
72.0
72.0
74.1
74.1
Capital redemption reserve
27
8.6
8.6
8.6
8.6
Retained earnings
27
670.4
670.1
538.7
538.4
Total equity
993.8
993.5
864.2
863.9
The financial statements of Electricity North West Limited (registered number 02366949), on pages
76 to 134, were approved and authorised for issue by the Board of Directors on 10 July 2023 signed
on its behalf by:
Ian Smyth, Director
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
72
Consolidated Statement of Changes in Equity
for the year ended 31 March 2023
Called up share
capital
Share premium
account
Revaluation reserve
Capital redemption
reserve
Retained earnings
Total Equity
£m
£m
£m
£m
£m
£m
At 1 April 2021
238.4
4.4
81.9
8.6
596.6
929.9
Loss for the year
-
-
-
-
(33.1)
(33.1)
Other comprehensive income for the year
-
-
-
-
64.5
64.5
Transfer from revaluation reserve
-
-
(7.8)
-
7.8
-
Total comprehensive income for the financial
year
-
-
(7.8)
-
39.2
31.4
Transactions with owners recorded directly in
equity
Dividends (Note 11)
-
-
-
-
(97.1)
(97.1)
At 31 March and 1 April 2022
238.4
4.4
74.1
8.6
538.7
864.2
Profit for the year
-
-
-
-
145.5
145.5
Other comprehensive income for the year
-
-
-
-
7.1
7.1
Transfer from revaluation reserve
-
-
(2.1)
-
2.1
-
Total comprehensive income for the financial
year
-
-
(2.1)
-
154.7
152.6
Transactions with owners recorded directly in
equity
Dividends (Note 11)
-
-
-
-
(23.0)
(23.0)
At 31 March 2023
238.4
4.4
72.0
8.6
670.4
993.8
The notes on pages 76 to 134 form an integral part of these financial statements
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
73
Company Statement of Changes in Equity
for the year ended 31 March 2023
Called up share
capital
Share premium
account
Revaluation reserve
Capital redemption
reserve
Retained earnings
Total Equity
£m
£m
£m
£m
£m
£m
At 1 April 2021
238.4
4.4
81.9
8.6
596.3
929.6
Loss for the year
-
-
-
-
(33.1)
(33.1)
Other comprehensive income for the year
-
-
-
-
64.5
64.5
Transfer from revaluation reserve
-
-
(7.8)
-
7.8
-
Total comprehensive income for the
financial year
-
-
(7.8)
-
39.2
31.4
Transactions with owners recorded directly
in equity
Dividends (Note 11)
-
-
-
-
(97.1)
(97.1)
At 31 March and 1 April 2022
238.4
4.4
74.1
8.6
538.4
863.9
Profit for the year
-
-
-
-
145.5
145.5
Other comprehensive expense for the year
-
-
-
-
7.1
7.1
Transfer from revaluation reserve
-
-
(2.1)
-
2.1
-
Total comprehensive income for the
financial year
-
-
(2.1)
-
154.7
152.6
Transactions with owners recorded directly
in equity
Dividends (Note 11)
-
-
-
-
(23.0)
(23.0)
At 31 March 2023
238.4
4.4
72.0
8.6
670.1
993.5
The notes on pages 76 to 134 form an integral part of these financial statements
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
74
Consolidated and Company Statements of Cash Flows
for the year ended 31 March 2023
Group and
Company
Group and
Company
Note
2023
£m
2022
£m
Cashflows from Operating activities
Cash generated from operations
31
297.0
266.2
Customer contributions received*
60.6
51.8
Interest paid
(58.8)
(54.1)
Interest portion of lease liabilities
20
(0.2)
(0.2)
Accretion on index-linked swap
(20.1)
-
Income taxes paid
(10.3)
(15.2)
Net cash generated from operating activities
268.2
248.5
Investing activities
Interest received and similar income
2.0
0.4
Transfer to money market deposits > 3 months
(305.7)
-
Purchase of property, plant and equipment
(244.6)
(196.5)
Purchase of intangible assets
(10.5)
(12.2)
Proceeds from sale of property, plant and equipment
0.5
0.5
Net cash used in investing activities
(558.3)
(207.8)
Net cash flow before financing activities
(290.1)
40.7
Financing activities
Proceeds from external borrowings
19
37.0
30.0
Repayment of external borrowings
19
(45.3)
(37.4)
Repayment of lease liabilities
19
(1.5)
(1.2)
Increase in inter-company loan from parent
19
12.3
2.0
Increase/ (decrease) in inter-company loan from group
19
425.0
(200.0)
Dividends paid
11
(23.0)
(97.1)
Net cash generated from/ (used in) financing activities
404.5
(303.7)
Net increase/ (decrease) in cash and cash equivalents
114.4
(263.0)
Cash and cash equivalents at the beginning of the year
17
59.4
322.4
Cash and cash equivalents at the end of the year
17
173.8
59.4
*To align with the recognition of Customer contributions received within revenue over the expected
useful economic lives of related assets, these amounts have been presented within cashflows from
operating activities for the year ended 31 March 2023. As they were previously presented within
cashflows from Investing activities, comparative balances have been restated. This has resulted in an
increase in prior year cashflows from operating activities of £51.8m, with a corresponding decrease in
cashflows from Investing activities.
The notes on pages 76 to 134 form an integral part of these financial statements.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
75
Notes to the Financial Statements
Electricity North West Limited is a company incorporated and domiciled in the United Kingdom and
registered in England and Wales under the Companies Act 2006.
The financial statements are presented in sterling, which is the functional currency of the Company
and Group. All values are stated in million pounds (£’m) unless otherwise indicated.
The financial statements are prepared on the going concern basis. Further detail on the going concern
assessment is contained in the Strategic Report, pages 32-33 and Note 2.
1. Adoption of new and revised Standards
New and amended IFRS Standards that are effective for the current year
In the current year, the Group has applied the following amendments to IFRS Standards issued by the
International Accounting Standards Board (IASB) for an accounting period that begins on or after 1
January 2022; their adoption has not had any material impact on the disclosures or the amounts
reported in these financial statements:
• Amendments to IFRS 3: Reference to the Conceptual Framework,
• Amendments to IAS 16: Property, Plant and Equipment—Proceeds before Intended Use,
• Amendments to IAS 37: Onerous Contracts – Cost of Fulfilling a Contract, and
• Annual Improvements to IFRS Standards 2018-2020 Cycle.
New and revised IFRS Standards in issue but not yet effective
At the date of authorisation of these financial statements, the Group has not applied the following
new and revised IFRS Standards that have been issued but are not yet effective:
• IFRS 17 Insurance Contracts, effective year ending 31 March 2024 but is not applicable to the
Group,
• Amendments to IAS 1: Classification of Liabilities as Current or Non-current, effective and will
be applied by the Group from year ending 31 March 2025,
• Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies,
effective and will be applied by the Group from year ending 31 March 2024,
• Amendments to IAS 8: Definition of Accounting Estimates, effective and will be applied by the
Group from year ending 31 March 2024,
• Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single
Transaction, effective and will be applied by the Group from year ending 31 March 2024,
• Amendments to IFRS 16: Lease Liability in a Sale and Leaseback, effective and will be applied
by the Group from year ending 31 March 2025,
• Amendments to IAS 1: Non-current Liabilities with Covenants, effective and will be applied by
the Group from year ending 31 March 2025.
The directors do not expect that the adoption of the Standards listed above will have a material
impact on the financial statements of the Group in future periods.
The principal accounting policies adopted in the preparation of these financial statements are set out
below. These policies have been applied consistently in the current year and the prior year.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
76
Notes to the Financial Statements (continued)
2. Significant accounting policies
Basis of preparation
The financial statements have been prepared in accordance with United Kingdom adopted
international accounting standards and with the requirements of the Companies Act 2006 as
applicable to companies reporting under those standards.
The financial statements have been prepared on the historical cost basis, except for certain financial
instruments that are measured at fair value, retirement benefit scheme and certain property, plant
and equipment that were revalued in 1997. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date, regardless of whether that price
is directly observable or estimated using another valuation technique. More details on the fair value
measurements of financial instruments are given in Note 21.
Going concern
When considering whether to continue to adopt the going concern basis in preparing these financial
statements, the directors have taken into account a number of factors, including the following:
• The Company’s electricity distribution licence includes the obligation in standard licence
condition 40 to maintain an investment grade issuer credit rating, which has been met.
• Under section 3A of the Electricity Act 1989, the Gas and Electricity Markets Authority has a duty,
in carrying out its functions, to have regard to the need to secure that licence holders are able to
finance their activities, which are the subject of obligations imposed by or under Part 1 of the
Electricity Act 1989 or the Utilities Act 2000.
• Management has prepared, and the directors have reviewed and approved Group budgets for
the year ending 31 March 2024. These budgets include profit projections and cash flow forecasts,
including covenant compliance considerations. Inherent in forecasting is an element of
uncertainty and key sensitivities are considered when budgets are approved, including possible
changes in inflation and under recoveries of allowed revenue as plausible downside scenarios.
• Management have prepared forecasts covering the next regulatory period to 2028, based on the
business plan submission for RIIO-ED2. Forecasts demonstrate that there is sufficient headroom
on key covenants and that there are sufficient resources available to the Group within the
forecast period.
• Short-term liquidity requirements are forecast to be met from the Group’s operating cash flows
and short-term deposit balances. A further £50m of committed undrawn bank facilities are
available from lenders; these have availability periods of greater than one year.
• Whilst the utilisation of these facilities is subject to gearing covenant restrictions, 12-month
projections to 31 July 2024 indicate there is sufficient headroom on these covenants.
After making appropriate enquiries, and with consideration of the guidance published by the Financial
Reporting Council, the directors have a reasonable expectation that the Company and Group have
adequate resources to continue in operational existence for the foreseeable future. In making this
assessment, the directors have considered the foreseeable future to be a period of at least 12 months
from the date of approval of the financial statements. Accordingly, they continue to adopt the going
concern basis in preparing the Annual Report and Consolidated Financial Statements.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
77
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and
entities controlled by the Company (its subsidiaries), made up to 31 March each year.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases
when the Company loses control of the subsidiary. There have been no acquisitions or disposals of
subsidiaries in the current or prior year.
Accounting policies are consistent in all Group companies.
All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions
between Group members are eliminated on consolidation.
Business combinations and goodwill
Acquisitions of subsidiaries are accounted for using the acquisition method. The consideration
transferred in a business combination is measured at fair value, which is calculated as the sum of the
acquisition-date fair values of assets transferred by the Group, liabilities incurred by the Group to the
former owners of the acquiree and the equity interest issued by the Group in exchange for control of
the acquiree. Acquisition related costs are recognised in profit or loss as incurred.
Goodwill is measured as the excess of the consideration transferred and acquisition date fair value of
any previous equity interest in the acquired entity over the net of the acquisition-date amounts of the
identifiable assets acquired and liabilities assumed and is recognised as an asset.
Goodwill is allocated to cash-generating units and is not amortised, but is reviewed for impairment
annually, or more frequently when there is an indication that it may be impaired.
Investments in subsidiaries (Company only)
Investments in subsidiary undertakings are stated at cost less any provisions for permanent diminution
in value. Dividends received and receivable are credited to the Company’s income statement to the
extent that they represent a realised profit for the Company.
Capitalisation of overheads
The costs are initially expensed to the income statement with a portion being capitalised based on
management's assessment of the costs incurred that are directly linked to the capital work performed.
Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable primarily for the
distribution of electricity in the normal course of business, net of VAT.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
78
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Revenue recognition (continued)
Revenue from the distribution of electricity
The Company provides services under the Distribution Connection and Use of System Agreement
(DCUSA) with its customers and derives the majority of its revenue from distribution use of system
services. The recognition of revenue from the distribution of electricity is based on actual volumes
distributed through the network and includes an assessment of the volume of unbilled energy
distributed as at the year end. There is a single performance obligation whereby the Company is
required to deliver electricity using its distribution network. The performance obligation is satisfied
over time as the customer simultaneously receives and consumes the benefits and the Company has
the right to payment for the services provided. Revenue includes unbilled income recognised relating
to volumes distributed through the network but not yet invoiced at year end.
Electricity distribution revenue is determined in accordance with the regulatory licence. Where
revenue received or receivable in the year differs from the allowed revenue permitted by regulatory
agreement, adjustments will be made to future prices to reflect this over or under recovery. This will
be taken into account in future financial year’s allowed revenue. No accounting adjustments are
therefore made for the over or under recoveries in the year that they arise or in the year in which they
are recovered.
Incentive income earned or adjustments for under or over-spend against totex allowances , are not
adjusted within revenue reported in the year within which they arise. These adjustments are factored
into allowed revenue for future periods and consequently recognised as revenue when the associated
volumes are distributed and the performance obligation is met.
Government levies
Where the Company is directed to collect or pay levies by the Regulator, Ofgem, those levies are
accounted for under IFRIC21 levies.
In accordance with IFRIC 21, levies such as Supplier of Last Resort (SoLR) payment levies, are
recognised progressively when an obligating event takes place. SoLR levies are directed from time to
time by Ofgem, with specified payment and collection periods. In accordance with IFRIC 21 the liability
associated with the levy is triggered progressively as the associated income becomes billable, being
the defined obligating event.
Revenue from SoLR levies and the associated costs are therefore recognised proportionately over time
in the income statement, with the levy collection being reflected in revenue and the corresponding
payment of the levy in operating costs.
Connections revenue
Connections revenue includes contract revenue for diversions and disconnections from the network
and is recognised by reference to the proportion of total costs of providing the service. The
performance obligation relates to completion of work per the terms of the contract. Consideration
received in advance of recognising the associated revenue from customers is recorded within contract
liabilities (deferred income). Customer contributions are treated as non-refundable once certain
milestones have been met. Any assets constructed in order to deliver the service are capitalised and
depreciated over their useful life.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
79
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Revenue recognition (continued)
Customer contributions
Customer contributions received towards distribution system assets are contract liabilities until the
performance obligations are completed. The amounts are deferred and credited to the income
statement over the estimate weighted average useful life of the underlying assets. The performance
obligation is considered to be the provision of an ongoing network connection to the customers.
The performance obligation is regarded as satisfied over time as ENWL creates a bespoke asset for
which they have no alternative use other than to provide electricity to the customer’s premises. ENWL
has an enforceable right to payment for the performance completed to date.
Refundable customer contributions received in respect of property, plant and equipment are initially
held as a liability within customer. The amounts can be refundable and repaid to the customer or
otherwise credited to customer contributions.
Dividend income
Dividend income is recognised when the Company’s right to receive payment is established.
Finance income
Interest income is accrued on a time basis, by reference to the principal outstanding and the effective
interest rate.
Leases
The Group assesses whether a contract is or contains a lease, at inception of the contract. The
Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease
arrangements in which it is the lessee, except for short-term leases and leases of low value assets. For
these leases, the Group recognises the lease payments as an operating expense on a straight-line basis
over the term of the lease unless another systematic basis is more representative of the time pattern
in which economic benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at
the commencement date, discounted by using either the rate implicit in the lease, or our incremental
borrowing rate.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on
the lease liability and by reducing the carrying amount to reflect the lease payments made.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease
payments made at or before the commencement day, less any lease incentives received and any initial
direct costs. They are subsequently measured at cost less accumulated depreciation and impairment
losses.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the
underlying asset. The depreciation starts at the commencement date of the lease.
The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for
any identified impairment loss as described in the ‘Property, Plant and Equipment’ policy.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
80
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying
assets, which are assets that necessarily take a substantial period of time to get ready for their
intended use or sale, are added to the cost of those assets, until such time as the assets are
substantially ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
Retirement benefit costs
Payments to the defined contribution retirement benefit scheme are recognised as an expense when
employees have rendered service entitling them to the contributions.
The defined benefit pensions scheme is provided through a division of the Electricity Supply Pension
Scheme (ESPS). The most recent actuarial valuation for the scheme for funding purposes was carried
out at 31 March 2022; agreed actuarial valuations are carried out thereafter at intervals of not more
than three years.
Results are affected by the actuarial assumptions used, which are disclosed in Note 22. Actual
experience may differ from the assumptions made, for example, due to changing market and
economic conditions and longer or shorter lives of participants.
Defined benefit costs are split into three categories:
• current service cost, past service cost and gains and losses on curtailments and settlements,
recognised in employee costs (see Note 6) in the income statement;
• net interest expense or income, recognised within finance costs (see Note 9) in the income
statement; and
• re-measurement comprising actuarial gains and losses and the return on scheme assets
(excluding interest) are recognised immediately in the statement of financial position with a
charge or credit to other comprehensive income in the period in which they occur.
Defined benefit assets are measured at fair value while liabilities are measured at present value. The
difference between the two amounts is recognised as a surplus or obligation in the Statement of
Financial Position.
IFRIC14: ‘The limit on a defined benefit asset, minimum funding requirements and their interaction’
was published by the interpretations committee of the International Accounting Standards Board in
July 2007 and was adopted during the year ended 31 March 2008. IFRIC14 provides guidance on the
extent to which a pension scheme surplus should be recognised as an asset and may also require
additional liabilities to be recognised where minimum funding requirements exist. Legal opinion was
obtained that a pension surplus could be recovered on wind up of the scheme and could, therefore,
be recognised, along with associated liabilities.
The Group has concluded that, when a defined benefit asset exists, it can recognise the full amount of
this surplus on the grounds that it could gain sufficient economic benefit from the refund of the surplus
assets that would be available to it following the final payment to the last beneficiary of the Scheme.
The tax expense represents the sum of current and deferred tax charges for the financial year,
adjusted for prior year items.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
81
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Current taxation
Current tax is based on taxable profit for the year and is calculated using tax rates and laws that have
been enacted or substantively enacted by the balance sheet date. Taxable profit differs from the net
profit as reported in the income statement because it excludes items of income or expense that are
taxable or deductible in other years, and it further excludes items that are never taxable or deductible.
Deferred taxation
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying
amounts of assets and liabilities in the financial statements and the corresponding tax bases used in
the computation of taxable profit and is accounted for using the balance sheet liability method.
Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax
assets are recognised to the extent that it is probable that taxable profits will be available against
which deductible temporary differences can be utilised. Such assets and liabilities are not recognised
if the temporary difference arises from the initial recognition of goodwill or from the initial recognition
(other than in a business combination) of other assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in
subsidiaries, except where the Group is able to control the reversal of the temporary difference and
it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is
settled, or the asset is realised based on tax rates and laws that have been enacted or substantively
enacted at the balance sheet date.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the
extent that it is no longer probable that sufficient taxable profits will be available to allow all or part
of the asset to be recovered. Deferred tax is charged or credited in the Income Statement, except
when it relates to items charged or credited in other comprehensive income, in which case the
deferred tax is also dealt with in other comprehensive income.
Intangible assets
Intangible assets with finite useful economic lives are measured initially at cost and are amortised on
a straight-line basis over their estimated useful lives. The carrying amount is reduced by any provision
for impairment where necessary.
Amortisation periods for categories of intangible assets are:
Computer software 1-12 years
Intangible assets under construction are not amortised. Amortisation commences from the date the
intangible asset is available for use.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
82
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Property, plant and equipment
Property, plant and equipment comprise: operational structures; non-operational land & buildings;
fixtures, equipment, vehicles & other assets, and right of use assets.
Operational structures
Infrastructure assets are depreciated by writing off their cost, less the estimated residual value, evenly
over their useful lives, which range from 5 to 85 years. Employee costs incurred in implementing the
capital schemes of the Group are capitalised within operational structure assets.
In 1997 the Company undertook a revaluation of certain assets following a business combination. This
resulted in the creation of a revaluation reserve of £234.9m. The additional depreciation, as a result
of the revaluation, is transferred from the revaluation reserve to retained earnings on an annual basis.
Assets other than operational structures
All other property, plant and equipment is stated at historical cost less accumulated depreciation and
accumulated impairment losses.
Historical cost includes expenditure that is directly attributable to the acquisition of the items and
includes costs directly attributable to making the asset capable of operating as intended. Subsequent
costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Group
and the cost of the item can be measured reliably. All other repairs and maintenance are charged to
the income statement during the financial year in which they are incurred.
Freehold land and assets in the course of construction are not depreciated until the asset is available
for use.
Depreciation is provided on other assets on a straight-line basis over its expected useful life as follows:
Non-operational land & buildings 30-84 years
Fixtures, equipment, vehicles & other 2-40 years
Right of use assets 3-60 years
Depreciation methods and useful lives are re-assessed annually and, if necessary, changes are
accounted for prospectively.
The gain or loss arising on the disposal or retirement of an asset is determined as the difference
between the sale proceeds and the carrying amount of the asset and is recognised in the income
statement.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
83
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Impairment of tangible and intangible assets
Tangible and intangible assets are assessed for impairment at each balance sheet date to determine
whether there is any indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated to determine the extent of the
impairment loss, if any. Where the asset does not generate cash flows that are independent from
other assets, the Group estimates the recoverable amount of the cash-generating unit to which the
asset belongs.
An intangible asset with an indefinite life is tested for impairment at least annually and whenever
there is an indication of impairment.
The recoverable amount is the higher of fair value less costs of disposal, and value in use. The fair
value represents the net present value of expected future cash flows, discounted using a rate that
reflects current market assessments of the time value of money and the risks specific to the asset for
which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable
amount. An impairment loss is recognised immediately in profit or loss.
Where an impairment loss subsequently reverses, the reversal is recognised immediately in profit or
loss and the carrying amount of the asset is increased to the revised estimate of its recoverable
amount, but not so as to exceed the carrying amount that would have been determined had no
impairment loss been recognised in prior years. Goodwill and other indefinite assets are never
reversed.
Research and development
Research costs are recognised in the income statement as incurred. Development expenditure on an
individual project is recognised as an intangible asset when the Group can demonstrate: the technical
feasibility of completing the intangible asset so that it will be available for use, its intention to
complete and its ability to use the asset, how the asset will generate future economic benefits, the
availability of resources to complete the asset and the ability to reliably measure the expenditure
incurred during development.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is based on weighted average
cost or actual cost and includes expenditure incurred in acquiring the inventories, conversion costs
and other costs in bringing them to their present location and condition. Net realisable value
represents the estimated selling price, net of estimated costs of selling.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
84
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Financial instruments
Financial assets and financial liabilities are recognised in the Group’s balance sheet when the Group
becomes a party to the contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are
directly attributable to the acquisition or issue of financial assets and financial liabilities (other than
financial assets and financial liabilities at fair value through profit or loss) are added or deducted from
the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.
Transaction costs, directly attributable to the acquisition of financial assets or financial liabilities at fair
value through profit or loss, are recognised immediately in profit or loss.
If the transaction price differs from fair value at initial recognition, the Group will account for such
difference as follows:
• if fair value is evidenced by a quoted price in an active market for an identical asset or liability
or based on a valuation technique that uses only data from observable markets, then the
difference is recognised as a gain or loss on initial recognition (i.e. day 1 profit or loss);
• in all other cases, the fair value will be adjusted to bring it in line with the transaction price
(i.e., day 1 profit or loss will be deferred by including it in the initial carrying amount of the
asset or liability).
After initial recognition, the deferred gain or loss will be released to profit or loss such that it reaches
a value of zero at the time when the contract can be valued using active market quotes or verifiable
objective market information. The Group policy for the amortisation of day 1 gain or loss is to release
it in a reasonable fashion based on the facts and circumstances (e.g., using a straight-line
amortisation).
Financial assets
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date
basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery
of assets within the time frame established by regulation or convention in the marketplace.
All recognised financial assets are measured subsequently in their entirety at either amortised cost or
fair value, depending on the classification of the financial assets.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
85
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Classification of financial assets
Financial assets that meet the following conditions are measured subsequently at amortised cost:
• the financial asset is held within a business model whose objective is to hold financial assets
in order to collect contractual cash flows; and
• the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial assets that meet the following conditions are measured subsequently at fair value through
other comprehensive income (FVTOCI):
• the financial asset is held within a business model whose objective is achieved by both
collecting contractual cash flows and selling the financial assets; and
• the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
The Company and Group have no financial assets at FVTOCI.
By default, all other financial assets are measured subsequently at fair value through profit or loss
(FVTPL).
Amortised cost and effective interest method
The effective interest method is a method of calculating the amortised cost of a debt instrument and
of allocating interest income over the relevant period.
The effective interest rate is the rate that exactly discounts estimated future cash receipts (including
all fees and points paid or received that form an integral part of the effective interest rate, transaction
costs and other premiums or discounts) excluding expected credit losses, through the expected life of
the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount of the debt
instrument on initial recognition.
The amortised cost of a financial asset is the amount at which the financial asset is measured at initial
recognition minus the principal repayments, plus the cumulative amortisation using the effective
interest method of any difference between that initial amount and the maturity amount, adjusted for
any loss allowance. The gross carrying amount of a financial asset is the amortised cost of a financial
asset before adjusting for any loss allowance.
Income is recognised using the effective interest method for debt instruments measured subsequently
at amortised cost and at FVTOCI. For financial assets other than purchased or originated credit-
impaired financial assets, interest income is calculated by applying the effective interest rate to the
gross carrying amount of a financial asset, except for financial assets that have subsequently become
credit-impaired. The Group has no financial assets purchased or originated credit-impaired, or that
have subsequently become credit-impaired.
Interest income is recognised in profit or loss and is included in the ‘Finance income’ line item.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
86
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Financial assets at FVTPL
Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are
measured at FVTPL. Specifically, the financial assets held by the Group classified as at FVTPL are
derivatives and are stated at fair value, with any fair value gains or losses recognised in profit or loss
to the extent they are not part of a designated hedge accounting relationship. Fair value is determined
in the manner described in Note 21.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on investments in debt instruments
that are measured at amortised cost or at FVTOCI, trade receivables and contract assets; the Group
holds no lease receivables or financial guarantee assets. The amount of expected credit losses is
updated at each reporting date to reflect changes in credit risk since initial recognition of the
respective financial instrument.
The Group always recognises lifetime expected credit losses (ECL) for trade receivables and contract
assets. The expected credit losses on these financial assets are estimated using a provision matrix
based on the Group’s historical credit loss experience, adjusted for factors that are specific to the
debtors, general economic conditions and an assessment of both the current as well as the forecast
direction of conditions at the reporting date, including time value of money where appropriate.
For all other financial instruments, the Group recognises lifetime ECL when there has been a significant
increase in credit risk since initial recognition. However, if the credit risk on the financial instrument
has not increased significantly since initial recognition, the Group measures the loss allowance for that
financial instrument at an amount equal to 12-month ECL.
Lifetime ECL represents the expected credit losses that will result from all possible default events over
the life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that
is expected to result from default events on a financial instrument that are possible within 12 months
after the reporting date.
a) Significant increase in credit risk
In assessing whether the credit risk on a financial instrument has increased significantly since initial
recognition, the Group compares the risk of a default occurring on the financial instrument at the
reporting date with the risk of a default occurring on the financial instrument at the date of initial
recognition. In making this assessment, the Group considers both quantitative and qualitative
information that is reasonable and supportable, including historical experience and forward-looking
information that is available without undue cost or effort.
Irrespective of the outcome of the above assessment, the Group presumes that the credit risk on a
financial asset has increased significantly since initial recognition when contractual payments are
more than 30 days past due, unless the Group has reasonable and supportable information that
demonstrates otherwise.
Despite the foregoing, the Group assumes that the credit risk on a financial instrument has not
increased significantly since initial recognition if the financial instrument is determined to have low
credit risk at the reporting date. A financial instrument is determined to have low credit risk if the
financial instrument has a low risk of default and the debtor has a strong capacity to meet its
contractual cash flow obligations in the near term.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
87
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Impairment of financial assets (continued)
The Group regularly monitors the effectiveness of the criteria used to identify whether there has been
a significant increase in credit risk and revises them as appropriate to ensure that the criteria are
capable of identifying a significant increase in credit risk before the amount becomes past due.
b) Definition of default
The Group considers that default has occurred when a financial asset is more than 90 days past due,
unless the Group has reasonable and supportable information to demonstrate that a more lagging
default criterion is more appropriate.
c) Credit-impaired financial assets
A financial asset is credit-impaired when one or more events that have a detrimental impact on the
estimated future cash flows of that financial asset have occurred.
d) Measurement and recognition of expected credit losses
The measurement of expected credit losses is a function of the probability of default, loss given default
and the exposure at default. The assessment of the probability of default and loss given default is
based on historical data adjusted by forward-looking information. The exposure at default is
represented by the assets’ gross carrying amount at the reporting date.
For financial assets, the expected credit loss is estimated as the difference between all contractual
cash flows that are due to the Group in accordance with the contract and all the cash flows that the
Group expects to receive, discounted at the original effective interest rate.
If the Group has measured the loss allowance for a financial instrument at an amount equal to lifetime
ECL in the previous reporting period but determines at the current reporting date that the conditions
for lifetime ECL are no longer met, the Group measures the loss allowance at an amount equal to 12-
month ECL at the current reporting date, except for assets for which the simplified approach was used.
The Group recognises an impairment gain or loss in profit or loss for all financial instruments with a
corresponding adjustment to their carrying amount through a loss allowance account.
Derecognition of financial assets
The Group derecognises a financial asset only when the contractual rights to the cash flows from the
asset expire, or when it transfers the financial asset and substantially all the risks and rewards of
ownership of the asset to another entity.
On derecognition of a financial asset measured at amortised cost, the difference between the asset’s
carrying amount and the sum of the consideration received and receivable is recognised in profit or
loss.
Cash and cash equivalents
Cash and cash equivalents include cash at bank, deposits, other short-term highly liquid investments
which are readily convertible into known amounts of cash and have an original maturity of three
months or less and which are subject to an insignificant risk of change in value.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
88
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Money market deposits
Money market deposits with terms to maturity in excess of three months are not included as cash or
cash equivalents and are separately disclosed on the face of the Statement of Financial Position.
Financial liabilities and equity
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with
the substance of the contractual arrangements and the definitions of a financial liability and an equity
instrument.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds
received, net of direct issue costs.
Financial liabilities
All financial liabilities are measured subsequently at amortised cost using the effective interest
method or at FVTPL.
Financial liabilities measured subsequently at FVTPL
Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in
fair value recognised in profit or loss to the extent that they are not part of a designated hedging
relationship. The Group has no financial liabilities designated at FVTPL. Fair value is determined in
the manner described in Note 21.
Financial liabilities measured subsequently at amortised cost
Financial liabilities that are not at FVTPL are measured subsequently at amortised cost using the
effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and
of allocating interest expense over the relevant period. The effective interest rate is the rate that
exactly discounts estimated future cash payments (including all fees and points paid or received that
form an integral part of the effective interest rate, transaction costs and other premiums and
discounts) through the expected life of the financial liability, or (where appropriate) a shorter period,
to the amortised cost of a financial liability.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
89
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group’s obligations are
discharged, cancelled or have expired. The difference between the carrying amount of the financial
liability derecognised and the consideration paid and payable is recognised in profit or loss.
When the Group exchanges with the existing lender one debt instrument into another one with the
substantially different terms, such exchange is accounted for as an extinguishment of the original
financial liability and the recognition of a new financial liability. Similarly, the Group accounts for
substantial modification of terms of an existing liability, or part of it, as an extinguishment of the
original financial liability and the recognition of a new liability. It is assumed that the terms are
substantially different if the discounted present value of the cash flows under the new terms, including
any fees paid net of any fees received and discounted using the original effective rate is at least 10%
different from the discounted present value of the remaining cash flows of the original financial
liability.
Trade payables
Trade payables are initially recorded at fair value and subsequently at amortised cost.
Derivative financial instruments
The Group enters into a variety of derivative financial instruments to manage its exposure to interest
rate and inflation risk. Further details of derivative financial instruments are disclosed in Note 21.
Derivatives are recognised initially at fair value at the date a derivative contract is entered into and
are subsequently re-measured to their fair value at each reporting date. The resulting gain or loss is
recognised in profit or loss, in finance expenses, immediately unless the derivative is designated in a
hedging relationship.
A derivative with a positive fair value is recognised as a financial asset whereas a derivative with a
negative fair value is recognised as a financial liability. A derivative is presented as a non-current asset
or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is
not expected to be realised or settled within 12 months. Other derivatives are presented as current
assets or current liabilities.
Embedded derivatives
An embedded derivative is a component of a hybrid contract that also includes a non-derivative host,
with the effect that some of the cash flows of the combined instrument vary in a way similar to a
stand-alone derivative.
Derivatives embedded in hybrid contracts with a financial asset host within the scope of IFRS 9 are not
separated. The entire hybrid contract is classified and subsequently measured as either amortised
cost or fair value as appropriate.
Derivatives embedded in hybrid contracts with hosts that are not financial assets within the scope of
IFRS 9 are treated as separate derivatives when they meet the definition of a derivative, their risks
and characteristics are not closely related to those of the host contracts and the host contracts are
not measured at FVTPL.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
90
Notes to the Financial Statements (continued)
2. Significant accounting policies (continued)
Embedded derivatives (continued)
An embedded derivative is presented as a non-current asset or non-current liability if the remaining
maturity of the hybrid instrument to which the embedded derivative relates is more than 12 months
and is not expected to be realised or settled within 12 months.
Hedge accounting
The Group considers hedge accounting when entering any new derivative, however, there are
currently no formal hedge accounting relationships in the Group.
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result
of a past event, it is probable that the Group will be required to settle that obligation and a reliable
estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the
present obligation at the reporting date, taking into account the risks and uncertainties surrounding
the obligation. Where a provision is measured using the cash flows estimated to settle the present
obligation, its carrying amount is the present value of those cash flows (when the effect of the time
value of money is material).
3. Critical accounting judgements and key sources of estimation uncertainty
In the application of the Group’s accounting policies, which are described in Note 2, the directors are
required to make judgements (other than those involving estimations) that have a significant impact
on the amounts recognised and to make estimates and assumptions about the carrying amounts of
assets and liabilities that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered to be relevant.
Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised if the revision affects only that
period; or in the period of the revision and future periods if the revision affects both current and future
periods.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
91
Notes to the Financial Statements (continued)
3. Critical accounting judgements and key sources of estimation uncertainty (continued)
Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty that may
have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year, are outlined below.
Property, Plant and Equipment
The Group recognises infrastructure assets where the expenditures incurred enhance or increase the
capacity of the network, whereas any expenditure classed as maintenance is expensed in the period
it is incurred. Capital projects often contain a combination of enhancement and maintenance activity
which are not distinct and, therefore, the allocation of costs between capital and operating
expenditure requires a level of judgement. The calculation of the cost capitalised include an allocation
of overhead cost. This requires the Group to estimate the proportion of time spend by support
function staff. See Note 6 for details on value of employee costs capitalised in the year.
Impairment of tangible and intangible assets (including goodwill)
Management assesses the recoverability of tangible and intangible assets on an annual basis.
Determining whether any of those assets are impaired requires an estimation of the recoverable
amount of the asset to the Group. This calculation requires the Group to estimate the future cash
flows expected to arise from the asset and a suitable discount rate in order to calculate present value
for the asset and compare that to its carrying value. This concluded that no impairment loss is required
against those assets. Details of the impairment loss testing is set out in Note 13.
Fair values of derivative financial instruments
In estimating the fair value of derivative financial instruments, the Group uses market-observable data
(Level 1 and 2 inputs) to the extent it is available. Where such data is not available, certain estimates
(Level 3 inputs) regarding inputs to the valuation are required to be made. Level 3 inputs form a
significant part of the fair value of the financial instruments held by the Group. Information about the
valuation techniques, inputs used and sensitivities are disclosed in Note 21.
Retirement benefit schemes
The Group’s defined benefit obligation is derived using various assumptions, as disclosed in Note 22.
Results can be affected significantly by the assumptions used, which management decide based on
advice by a firm of actuaries.
Where available, market data is used to value assets, however for some less liquid assets, up-to-date
data is not available, certain estimates regarding inputs to the valuation are required to be made, as
disclosed in Note 22, along with sensitivities of certain key inputs.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
92
Notes to the Financial Statements (continued)
4. Revenue
2023
£m
2022
£m
Group and Company
Revenue
594.7
472.8
Predominantly all Group revenues arise from one operating segment, electricity distribution in the
North West of England and associated activities. This is regularly reviewed by the Chief Executive
Officer and Executive Leadership Team.
Included within the above are revenues from three customers (2022: three), each of which
represented more than 10% of the total revenue. Revenue from these customers totalled £173.3m
(2022: £174.3m). No other customer represented more than 10% of revenues either this year or in
the prior year.
Where the Company is directed to collect or pay levies by the Regulator, Ofgem, those levies are
accounted for under IFRIC21 levies. For the year ended 31 March 2023, revenue includes £79.9m of
Supplier of Last Resort (SoLR) levies (2022: £nil). However, immediately at the point the levy becomes
billable, the entire value of the levy is paid over to suppliers, with the Company making no profit from
its role in the process. The costs of the levy are shown as an operating expense (Note 5).
In the current year £20.2m (2022: £19.5m) of customer contributions has been amortised through
revenue in line with IFRS 15 (Note 23 & 31).
Of the revenue recognised in the year, £2.9m (2022: £3.6m) was included in the contract liability at
the beginning of the year.
5. Operating profit
The following items have been included in arriving at the Group’s operating profit:
2023
£m
2022
£m
Group and Company
Expense/(income)
Employee costs (Note 6)
67.0
60.9
Depreciation and amortisation expense
Depreciation of property, plant and equipment (Note 13 & 31) *
126.5
119.9
Amortisation of intangible assets (Note 12 & 31)
14.2
12.8
140.7
132.7
Supplier of Last Resort Levy (Note 4)
79.9
-
Loss allowance on trade receivables written off (Note 16)
(0.4)
(1.0)
Loss allowance on trade receivables recognised (Note 16)
0.1
2.9
Profit on disposal of property, plant and equipment
(0.5)
(0.1)
Provision released to profit and loss (Note 25)
(0.4)
(0.2)
Research and development
3.0
2.5
*Includes depreciation on right of use assets of £1.5m (2022: £1.5m) (Note 13).
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
93
Notes to the Financial Statements (continued)
Analysis of the auditor’s remuneration is as follows:
2023
£m
2022
£m
Group and Company
Fees payable to the Company’s auditors for the audit of the
Company’s annual financial statements*
0.2
0.2
Audit-related assurance services
0.1
0.1
Total fees
0.3
0.3
*All these fees relate to the audit of the Company; no fees are payable in relation to the subsidiaries
of the Company as they are dormant.
Non-audit related services to the Group or Company were £15,000 (2022: £79,000)
6. Employee costs
Group and Company
2023
£m
2022
£m
Wages and salaries
119.9
108.6
Social security costs
13.8
11.5
Other pension costs (Note 22)
22.0
14.0
Employee costs (including directors’ remuneration)
155.7
134.1
Costs transferred directly to fixed assets
(88.7)
(73.2)
Charged to operating expenses
67.0
60.9
All employees and employee costs relate to the Company.
The average monthly number of employees during the year (including Executive Directors):
2023
Number
2022
Number
Group and Company
Average number of employees
2,042
1,935
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
94
Notes to the Financial Statements (continued)
7. Directors’ remuneration
The number of directors during the period is set out and analysed by category in the table below:
2023
Number
2022
Number
Group and Company
Remunerated directors
7
6
Non-remunerated directors*
6
5
Total number of directors
13
11
*There are 7 alternate directors (2022: 4 alternate directors) not included as non-remunerated
directors set out in page 57.
The compensation paid or payable to directors is shown in the table below:
2023
£m
2022
£m
Group and Company
Salaries and other short-term employee benefits
1.3
1.2
Accrued bonus
1.0
0.5
Amounts receivable under long-term incentive schemes
0.9
0.5
Total fees
3.2
2.2
The aggregate emoluments of the directors in 2023 amounted to £3.2m (2022: £2.2m). Emoluments
comprise salaries, fees, taxable benefits, and the value of short-term and long-term incentive awards.
The aggregated emoluments of the highest paid director in 2023 in respect of services to the Group
amounted to £1.1m (2022: £1.1m). Under the Executive Incentive Plan bonuses are awarded and
either paid in the following financial year (accrued bonus) or paid in subsequent years (amounts
receivable under long-term incentive schemes); no shares were received or receivable by any director.
As at 31 March 2022 and 2023, there were no amounts payable for post-employment benefits, other
long-term benefits and termination benefits.
The pension contributions for the highest paid director for the year ended 31 March 2023 were £nil
(2022: £nil). The accrued pension at 31 March 2023 for the highest paid director was £nil (2022: £nil).
As at 31 March 2022 and 2023 the directors had no interests in the ordinary shares of the Company.
8. Finance income
2023
£m
2022
£m
Group and Company
Interest receivable on short-term bank deposits
4.2
0.4
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
95
Notes to the Financial Statements (continued)
9. Finance expenses
2023
£m
2022
£m
Group and Company
Interest payable:
Interest on group borrowings at amortised cost (Note 30)
10.6
10.2
Interest on borrowings at amortised cost
41.1
40.6
Net interest settlements on derivatives at FVTPL
4.3
(3.1)
Indexation of index-linked debt (Note 19 & 21)
55.2
25.2
Accretion paid on index-linked swaps
20.1
-
Reimbursement of inter-company loan impairment
0.4
0.3
Interest on leases
0.2
0.2
Net Interest cost on pension plan obligations (Note 22)
(0.8)
1.1
Capitalisation of borrowing costs under IAS 23
(1.2)
(1.0)
Total interest expense
129.9
73.5
Fair value movements on financial instruments:
Inter-company derivative asset
96.5
(41.2)
Inter-company derivative liability (Note 21)
(96.5)
42.1
Derivative assets
(15.1)
-
Derivative liabilities (Note 21)
(110.1)
75.6
Total fair value movement
(125.2)
76.5
Finance expenses
4.7
150.0
Borrowing costs capitalised in the year under IAS 23 were £1.2m (2022: £1.0m), using an average
annual capitalisation rate of 4.13% (2022: 3.99%), derived from the total general borrowing costs for
the year divided by the average total general borrowings outstanding for the year.
In the Group and Company, no new derivatives were entered during the current or prior year, neither
were any swaps closed out during the current or prior year.
The fair value movements on the derivatives are derived using a discounted cash flow technique using
both market expectations of future interest rates and future inflation levels, obtained from
Bloomberg, and calibrations to observable market transactions evidencing fair value; these are Level
2 inputs and Level 3 inputs under IFRS 13. Note 21 provides more detail on this.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
96
Notes to the Financial Statements (continued)
9. Finance expenses (continued)
There has been £20.1m (2022: £nil) accretion payments on the index-linked swaps in the year; these
are scheduled five-yearly, seven-yearly and ten-yearly with the next payment due in July 2023. The
amount of accretion accrued over the year was £57.1m (2022: £29.8m), split as follows:
PAYG 5
PAYG 7
PAYG 10
Total
£m
£m
£m
£m
Accumulated Accretion
1 April 2021
7.8
37.7
14.1
59.6
Accrued in year
7.0
14.2
8.6
29.8
Paid in year
-
-
-
-
31 March 2022
14.8
51.9
22.7
89.4
Accrued in year
13.4
27.2
16.5
57.1
Paid in year
(20.1)
-
-
(20.1)
31 March 2023
8.1
79.1
39.2
126.4
10. Tax on profit
2023
£m
2022
£m
Group and Company
Current tax
Current tax on profits for the year
2.9
12.3
Adjustment in respect of prior year
(1.7)
0.2
1.2
12.5
Deferred tax (Note 24)
Current year
44.0
46.4
Adjustments in respect of prior year
4.3
0.2
48.3
46.6
Tax on profit
49.5
59.1
Corporation tax is calculated at 19% (2022: 19%) of the estimated assessable profit for the year.
The tax charge in future periods will be affected by the announcement on 3 March 2021 that the
corporation tax rate will be increased to 25% from 1 April 2023. This was substantively enacted on 24
May 2021.
Deferred tax is calculated using the rate at which it is expected to reverse. Accordingly, the deferred
tax has been calculated on the basis that it will reverse in future at the 25% (2022: 25%) rate. There is
no unrecognised deferred tax in the Group.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
97
Notes to the Financial Statements (continued)
10. Tax on profit (continued)
The table below reconciles the notional tax charge at the UK corporation tax rate to the effective tax
rate for the year:
2023
£m
2022
£m
Group and Company
Profit before tax
195.0
26.0
Tax at the UK corporation tax rate of 19% (2022: 19%)
37.1
4.9
Non-taxable income
(0.6)
(0.5)
Prior year tax adjustments
2.5
0.4
Accelerated capital allowances and other timing differences
10.5
-
Increase in deferred tax due to rate change
-
54.3
Tax on profit
49.5
59.1
11. Dividends
Amounts recognised as distributions to equity holders in the year comprise:
2023
£m
2022
£m
Group and Company
Final dividend for the year ended 31 March 2021 of 3.33 pence per
share, paid in June 2021
-
15.9
Interim dividend for the year ended 31 March 2022 of 17.03 pence
per share, paid in December 2021
-
81.2
Final dividend for the year ended 31 March 2022 of 4.82 pence per
share, paid in June 2022
23.0
-
23.0
97.1
At the Board meeting on 25 May 2023, the directors proposed a final dividend of £18.6m for the year
ended 31 March 2023, subject to approval by equity holders of the Company, that is not a liability in
the financial statements at 31 March 2023.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
98
Notes to the Financial Statements (continued)
12. Intangible assets and goodwill
Goodwill
Computer
software
Assets under
construction
Total
Group and Company
£m
£m
£m
£m
Cost
At 1 April 2021
10.1
99.0
31.2
140.3
Additions
-
6.6
5.6
12.2
Transfers
-
31.8
(31.8)
-
At 31 March 2022
10.1
137.4
5.0
152.5
Additions
1.5
9.0
10.5
Transfers
-
0.2
(0.2)
-
At 31 March 2023
10.1
139.1
13.8
163.0
Accumulated amortisation
At 1 April 2021
-
80.8
-
80.8
Charge for the year
-
12.8
-
12.8
At 31 March 2022
-
93.6
-
93.6
Charge for the year
-
14.2
-
14.2
At 31 March 2023
-
107.8
-
107.8
Net book value
At 31 March 2023
10.1
31.3
13.8
55.2
At 31 March 2022
10.1
43.8
5.0
58.9
In the Company, goodwill arose on the acquisition of assets and liabilities of Electricity North West
Number 1 Company Limited in the year ended 31 March 2011. This value reflects the excess of the
investment over the fair value of the trade and assets at the date of acquisition.
At 31 March 2023, the Group and Company had entered into contractual commitments for the
acquisition of software amounting to £2.5m (2022: £5.2m).
At each balance sheet date, the Group reviews the carrying amounts of its goodwill and intangible
assets to determine whether there is any indication that those assets have suffered an impairment
loss (Note 13).
Included in the net book value of computer software is £18.1 million (2022: £23.3 million) for an
asset relating to the network management system which has four years of amortisation remaining.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
99
Notes to the Financial Statements (continued)
13. Property, plant and equipment
Operational
Structures
Non-
operational
land and
buildings
Fixtures,
equipment,
vehicles and
other
Assets
under
constructio
n
Right of use
assets
(Note 20)
Total
Group and Company
£m
£m
£m
£m
£m
£m
Cost or valuation
At 1 April 2021
5
5,075.6
35.9
188.5
118.9
6.6
5,425.5
Additions
131.2
0.2
5.7
63.0
0.7
200.8
Transfers
37.9
0.5
1.1
(39.5)
-
-
Disposals
(2.5)
-
(0.2)
-
(0.6)
(3.3)
At 31 March 2022
5
5,242.2
36.6
195.1
142.4
6.7
5,623.0
Additions
163.6
1.0
7.6
78.8
1.9
252.9
Transfers
66.9
1.0
3.6
(71.5)
-
-
Disposals
(1.0)
-
(0.3)
-
(1.3)
(2.6)
At 31 March 2023
5,471.7
38.6
206.0
149.7
7.3
5,873.3
Accumulated
depreciation
At 1 April 2021
5
1,846.7
12.4
132.6
-
2.3
1,994.0
Charge for the year
103.9
1.0
13.5
-
1.5
119.9
Disposals
(2.1)
-
(0.2)
-
(0.7)
(3.0)
At 31 March 2022
5
1,948.5
13.4
145.9
-
3.1
2,110.9
Charge for the year
111.7
1.0
12.3
-
1.5
126.5
Disposals
(1.0)
-
(0.3)
-
(1.3)
(2.6)
At 31 March 2023
2,059.2
14.4
157.9
-
3.3
2,234.8
Net book value
At 31 March 2023
3,412.5
24.2
48.1
149.7
4.0
3,638.5
At 31 March 2022
3,293.7
23.2
49.2
142.4
3.6
3,512.1
At 31 March 2023, the Group and Company had entered into contractual commitments for the
acquisition of property, plant and equipment amounting to £22.3m (2022: £108.7m).
5
Amounts disclosed above at 1 April 2021 and 31 March 2022 for both 'Cost or valuation' and 'Accumulated depreciation' for
'Fixtures, equipment, vehicles & other', have been updated to include an additional £15.4m of fully depreciated assets which
had been omitted in prior years. There is no impact on net book values at 31 March 2022 or 31 March 2023.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
100
Notes to the Financial Statements (continued)
13. Property, plant and equipment (continued)
At 31 March 2023, had the property, plant and equipment of the Group been carried at historical cost
less accumulated depreciation and accumulated impairment losses, the carrying amount would have
been £3,542.6m (2022: £3,407.6m). The revaluation reserve is disclosed in Note 27, net of deferred
tax. The revaluation reserve arose following a review after North West Water’s acquisition of Norweb,
in 1997.
Impairment testing of intangible assets and property plant and equipment
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible
assets to determine whether there is any indication that those assets have suffered an impairment
loss. An intangible asset with an indefinite useful life is tested for impairment at least annually and
whenever there is an indication that the asset may be impaired.
An asset’s recoverable amount is the higher of fair value less costs of disposal and value in use. In
assessing the fair value, the estimated future cash flows are discounted to their present value using a
discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset for which the estimates of future cash flows have not been adjusted. The discount
rate is calculated at the year end solely from external sources of information.
For the purposes of impairment testing the Group have determined that there is only one cash
generating unit (CGU). The carrying value of the CGU at 31 March 2023 was £2,928.6m (2022:
£2,846.2) including goodwill of £10.1m (2022: £10.1m). The key assumptions for the fair value
calculations are those regarding discount rates and the outcomes of future Ofgem price control
settlements. The post-tax discount rate for the year ended 31 March 2023 was 5.85%.
It is considered appropriate to assess the cash flows over a twenty five year period as this reflects the
long-term nature of the operation of the electricity distribution network and the importance of the
operations of the business in supporting the UK transition to net zero. The Group has prepared cash
flow forecasts for a 25-year period, including a terminal value, which represents the planning horizon
used for management purposes, being aligned to the end of a RIIO regulatory period and is the period
which is expected to be considered by a market participant in assessing the fair value.
No real growth in expenditure is assumed in projecting cash flows beyond the period covered by the
most recent budgets/forecast, however, the impact of inflation is considered.
In assessing the carrying value of the groups tangible and intangible assets, we have sensitised our
forecasts to factor in changes to key assumptions. No reasonably possible changes to inputs to the
impairment test performed were identified as resulting in an impairment.
Based on the impairment testing performed, management believe that sufficient headroom exists
between the fair value and the carrying value of the assets such that no impairment loss is required
to be booked.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
101
Notes to the Financial Statements (continued)
14. Investments
Company
2023
£m
2022
£m
Cost and net book value
15.4
15.4
Investments are stated at cost less any provisions for permanent diminution in value. Cost of
investment relates wholly to the shareholding in the Company’s direct subsidiary, Electricity North
West Number 1 Company Limited.
Details of the investments as at 31 March 2022 and 2023, all of which were incorporated in the UK
and have a principal place of business of the UK, are as follows.
Company
Description of holding
Proportion
held
Nature of
business
Subsidiary undertakings
Electricity North West Number 1
Company Limited
Ordinary shares of £1 each
100%
Dormant
ENW (ESPS) Pensions Trustees
Limited
Ordinary shares of £1 each
100%
Dormant
There have been no changes to these shareholdings during the year. The address of the registered
office of the investments above is Borron Street, Stockport, Cheshire, SK1 2JD.
15. Inventories
2023
£m
2022
£m
Group and Company
Raw material and consumables
22.4
18.1
The cost of inventories recognised as an expense in the year was £4.1m.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
102
Notes to the Financial Statements (continued)
16. Trade and other receivables
2023
£m
2022
£m
Group and Company
Trade receivables
15.5
7.8
Amounts owed by affiliated undertakings (Note 30)
5.7
4.8
Prepayments and accrued income
76.6
67.4
Total trade and other receivables
97.8
80.0
The average credit period taken on sales is 14 days (2022: 14 days). Trade receivables do not carry
interest and are stated net of allowances for doubtful receivables of £4.1m (2022: £4.4m) estimated
by management based on known specific circumstances, past default experience and their assessment
of the current economic environment.
At 31 March 2023, £7.8m (2022: £9.1m) or 24% (2022: 59%) of the Group trade receivables are past
due. A balance of £1.3m (2022: £2.2m) is less than 30 days past due, against which an allowance for
doubtful debt of £nil (2022: £nil) has been made; a balance of £6.5m is greater than 30 days past due
(2022: £6.9m), against which an allowance for doubtful debt of £4.1m (2022: £4.4m) has been made.
The movement on the provision for impairment of trade receivables is as follows:
2023
2022
Group and Company
£m
£m
At 1 April
4.4
2.5
Amounts written off in the year
(0.4)
(1.0)
Amounts recognised in the income statement
0.1
2.9
At 31 March
4.1
4.4
The Group is required by Ofgem to accept any company as a counterparty that has obtained a trading
licence regardless of their credit status. To mitigate the risk this poses, all transactions with customers
are governed by a contract which all customers are required by Ofgem to sign and adhere to.
Under the terms of the contract, the maximum unsecured credit that the Group may be required to
give is 2% of the Regulatory Asset Value (RAV) of the Company. In addition, the contract makes
provisions for the credit quality of customers and adjusts the credit value available to them based on
credit ratings and payment history. Where a customer exceeds their agreed credit level, under the
contract, the customer must provide collateral to mitigate the increased risk posed. As at 31 March
2023 £11.9m (2022: £3.4m) of cash had been received as security.
The RAV is calculated using the methodology set by Ofgem for each year of RIIO-ED1 (1 April 2015 to
31 March 2023) and for the year ended 31 March 2023 is £2,481.8m (2022: £2,159m) based on the
actual retail price index (RPI) for March.
At 31 March 2023, £186.6m (2022: £162.0m) of unsecured credit limits had been granted to customers
and the highest unsecured credit limit given to any single customer was £8.3m (2022: £7.6m). All
customers granted credit of this level must have a credit rating of at least BBB+ from Standard and
Poor’s and Baa1 from Moody’s Investor Services or a guarantee from a parent company of an
equivalent rating. Alternatively, the customer must be able to prove their creditworthiness on an
ongoing basis.
The directors consider that the carrying amount of trade and other receivables approximates to their
fair value.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
103
Notes to the Financial Statements (continued)
17. Cash and cash equivalents and Money market deposits over 3 months
2023
2022
Group and Company
£m
£m
Cash in bank accounts
12.1
19.7
Cash in liquidity funds
43.1
39.6
Cash in short-term deposit accounts
0.1
0.1
Cash in short-term money market deposits under 3 months
118.5
-
Cash and cash equivalents
173.8
59.4
- Weighted average interest rate
4.08%
0.47%
- Weighted average maturity
55.8 days
32.0 days
Money market deposits over 3 months
305.7
-
- Weighted average interest rate
4.46%
-
- Weighted average maturity
178.5 days
-
Cash and cash equivalents and Money market deposits over 3 months
479.5
59.4
Cash and cash equivalents comprise cash at bank, deposits and other short-term highly liquid
investments which are readily convertible into known amounts of cash and have an original maturity
of three months or less, net of any bank overdrafts which are payable on demand. Money market
deposits with initial terms to maturity in excess of three months are not included as cash or cash
equivalents and are separately disclosed on the face of the Statement of Financial Position.
18. Trade and other payables
Group
Company
Group
Company
2023
2023
2022
2022
£m
£m
£m
£m
Trade payables
17.3
17.3
13.4
13.4
Amounts owed to group undertakings (Note 30)
8.7
8.7
5.2
5.2
Amounts owed to subsidiary undertakings (Note 30)
-
15.5
-
15.5
Contract liabilities
12.3
12.3
9.0
9.0
Other taxation and social security
15.9
15.9
13.4
13.4
Refundable customer deposits
11.9
11.9
3.4
3.4
Accruals and deferred income
86.2
86.4
81.5
81.7
Total trade and other payables
152.3
168.0
125.9
141.6
Trade payables and accruals principally comprise amounts outstanding for capital purchases and
ongoing costs. The average credit period in the year was 19.5 days from receipt of invoice (2022: 20.2
days). The directors consider that the carrying amount of trade and other payables approximates to
their fair value. Refundable customer deposits are cash deposits held as a security in relation to
distribution of electricity customers. Contract liabilities have increased during the year due to an
increase in the work bank on diversions and disconnections projects which are typically paid in
advance of the performance obligation being met.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
104
Notes to the Financial Statements (continued)
19. Borrowings
This note provides information about the contractual terms of the Group’s loans and borrowings. For
more information about the Group’s financial risk management and exposure to credit risk, liquidity
risk and market risk see Note 21.
2023
£m
2022
£m
Group and Company
Bank and other term borrowings
221.7
7.6
Lease liabilities (Note 20)
1.6
1.4
Amounts owed to parent undertaking (Note 30)
-
84.2
Borrowings due in less than one year
223.3
93.2
Bonds
646.4
632.5
Bank and other term borrowings
72.8
259.5
Lease liabilities (Note 20)
2.5
2.3
Amounts owed to parent undertaking (Note 30)
96.5
-
Amounts owed to group undertaking (Note 30)
721.6
298.6
Borrowings due in over one year
1,539.8
1,192.9
Total borrowings
1,763.1
1,286.1
Carrying value by category
The carrying values by category of financial instruments were as follows:
2023
2022
Nominal
value
Interest rate
Maturity
Carrying
value
Carrying
value
Group and Company
£m
year
£m
£m
Borrowings measured at amortised cost:
Bond
200.0
8.875%
2026
198.6
198.2
Bond
250.0
8.875%
2026
269.6
275.7
Index-linked bond
100.0
1.4746%+RPI
2046
178.2
158.6
Index-linked loan
135.0
1.5911%+RPI
2024
213.0
187.7
Index-linked loan
50.0
0.38% +RPI
2032
38.9
38.1
Index-linked loan
50.0
0%+RPI
2033
42.7
41.4
Revolving credit facility
50.0
Sonia+0.35%
2024
(0.1)
(0.1)
Lease liabilities (Note 20)
-
-
-
4.1
3.7
Amounts owed to parent undertaking
125.0
2.47%
2023
-
84.2
Amounts owed to parent undertaking
125.0
4.07%
2028
96.5
-
Amounts owed to group undertaking
300.0
1.415%
2030
298.8
298.6
Amounts owed to group undertaking
425.0
4.893%
2032
422.8
-
Total borrowings
1,763.1
1,286.1
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
105
Notes to the Financial Statements (continued)
19. Borrowings (continued)
The following table provides a reconciliation of the opening and closing debt amounts. Where
applicable, interest on these debt amounts is included in accruals within current liabilities on the
balance sheet and is, therefore, excluded from this table.
2023
£m
2022
£m
Group and Company
At 1 April
1,286.1
1,472.3
Proceeds from external borrowings
37.0
30.0
Repayments of external borrowings
(45.3)
(37.4)
Lease liabilities capital repayment
(1.5)
(1.2)
Lease liabilities interest repayment
(0.2)
(0.2)
Lease liabilities interest charged
0.2
-
Lease liabilities reclassified to provisions (Note 25)
-
(0.3)
New lease liabilities
1.9
0.8
Increase in inter-company loan from parent
12.3
2.0
Increase/(decrease) in inter-company loan from group company
425.0
(200.0)
Indexation (Note 9)
55.2
25.2
Transaction costs on new external borrowing
(2.3)
(0.1)
Amortisation of transaction costs, bond discounts and premiums
(5.3)
(5.0)
At 31 March
1,763.1
1,286.1
As at 31 March 2022 and 2023, all loans and borrowings are unsecured and are in sterling and there
were no formal bank overdraft facilities in place. The fair values of the Group’s financial instruments
are shown in Note 21.
At 31 March 2023, the proceeds of borrowings of £37.0m relate to an existing revolving credit facility.
Committed borrowing facilities
At 31 March 2023, the Group and Company had £50.0m (2022: £50.0m) unutilised committed bank
facilities, of which nil (2022: nil) expires within one year, £50.0m (2022: nil) expires after one year but
less than two years.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
106
Notes to the Financial Statements (continued)
20. Leases
Group
2023
£m
Company
2023
£m
Group
2022
£m
Company
2022
£m
Right of use assets at net book value:
Land and buildings
1.9
1.9
2.0
2.0
Telecoms
0.1
0.1
0.1
0.1
Vehicles
2.0
2.0
1.5
1.5
Total assets (Note 13)
4.0
4.0
3.6
3.6
Lease liabilities:
Land and buildings
(1.8)
(1.8)
(1.9)
(1.9)
Telecoms
(0.1)
(0.1)
(0.1)
(0.1)
Vehicles
(2.2)
(2.2)
(1.7)
(1.7)
Total liabilities (Note 19)
(4.1)
(4.1)
(3.7)
(3.7)
The amount of short-term leases and low value assets as an expense in the year was £0.2m (2022:
£nil).
The Company’s leasing activities include land and buildings used for office space and substations,
telecoms fibre-optic cables for technical equipment communications, and vehicles including
trucks and cars for the use of employees.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be
readily determined, the incremental borrowing rate is used. The lease liabilities have been discounted
at 5% (2022: 5%) for land and buildings, and telecoms; and at 6% (2022: 6%) for vehicles.
The following is an analysis of the maturity profile of the lease liabilities.
<1
year
1 – 2
years
2 – 3
years
3 – 4
years
>4
years
Total
Group and Company
£m
£m
£m
£m
£m
£m
At 31 March 2023
(1.6)
(1.2)
(0.3)
(0.2)
(0.8)
(4.1)
At 31 March 2022
(1.4)
(0.9)
(0.4)
(0.2)
(0.8)
(3.7)
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
107
Notes to the Financial Statements (continued)
21. Financial instruments
The Group uses financial instruments to invest liquid asset balances, raise funding and manage the
risks arising from its operations.
The principal risks to which the Group is exposed and which arise in the normal course of business
include credit risk, liquidity risk and market risk, in particular interest rate risk and inflation risk.
The Board has authorised the use of derivatives by the Group to reduce the risk of loss arising from
changes in market risks, and for economic hedging reasons. Derivative financial instruments are used
to hedge interest rate risk and to change the basis of interest cash flows from fixed to either an
alternative fixed profile or inflation-linked to match the revenue profile linked to RPI. The accounting
policy for derivatives is provided in Note 2.
Categories of financial instruments
The following table lists the categories of financial instruments with the financial statements.
Subsequent to initial recognition, all financial instruments are carried at amortised cost, with the
exception of derivatives that are at FVTPL.
Group
Company
Group
Company
2023
2023
2022
2022
£m
£m
£m
£m
Financial assets:
Inter-company derivative asset
312.3
312.3
408.8
408.8
Derivative assets
15.1
15.1
-
-
Trade receivables (Note 16)
15.5
15.5
7.8
7.8
Amounts owed by group undertakings (Note 16)
5.7
5.7
4.8
4.8
Accrued Income (Note 16)
55.9
55.9
44.4
44.4
Cash and cash equivalents (Note 17)
173.8
173.8
59.4
59.4
Money market deposits > 3 months (Note 17)
305.7
305.7
-
-
Financial liabilities:
Inter-company derivative liability
(312.3)
(312.3)
(408.8)
(408.8)
Derivative liabilities
(441.3)
(441.3)
(551.4)
(551.4)
Borrowings at amortised cost (Note 19)
(1,763.1)
(1,763.1)
(1,286.1)
(1,286.1)
Trade payables (Note 18)
(17.3)
(17.3)
(13.4)
(13.4)
Accruals (Note 18)
(80.4)
(80.4)
(73.0)
(73.0)
Amounts owed to group undertakings (Note 18)
(8.7)
(8.7)
(5.2)
(5.2)
Refundable customer deposits (Note 18)
(11.9)
(11.9)
(3.4)
(3.4)
Control over financial instruments
The Group has a formal risk management structure, which includes the use of risk limits, reporting
and monitoring requirements, mandates, and other control procedures. It is the responsibility of the
Board to set and approve the risk management procedures and controls.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
108
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Risk management
All activities of the Group involve analysis, acceptance and management of some degree of risk or
combination of risks. The most significant types of financial risk are credit risk, liquidity risk and market
risk. Market risk includes foreign exchange, interest rate, inflation and equity and commodity price
risks.
The Group’s risk management policies are designed to identify and analyse these risks, to set
appropriate risk limits and controls and to monitor the risks and limits by means of reliable and up-to-
date systems. The risk management policies and systems are amended to reflect changes in market
conditions and the associated levels of risk, as appropriate. The processes for managing risk and the
methods used to measure risk have not changed since the prior year.
The Audit Committee is responsible for independently overseeing the risk management activities of
the Group and the Group treasury function, which is authorised to conduct the day-to-day treasury
activities of the Group, reports on a regular basis to the Audit Committee.
Credit risk
The Group takes on exposure to credit risk, which is the risk that financial loss arises from the failure
of a customer or counterparty to meet its obligations under a contract as they fall due. Credit risk
arises principally from trade receivables and treasury activities. The Group has dedicated standards,
policies and procedures to control and monitor credit risk.
Trade receivables
Credit risk in relation to trade receivables is considered to be relatively low, with each customer being
contractually required to provide collateral in the form of a cash deposit, subject to the amounts due
and their credit rating. Whilst the loss of a principal customer could have a significant impact on the
Group, the exposure to such credit losses is mitigated by the protection the regulator provides to
cover such losses. Nonetheless, credit management processes are in place and the credit worthiness
of each customer is closely monitored.
At 31 March 2023 there were £7.8m receivables past due (2022: £9.1m) against which allowances for
doubtful debts of £4.1m were made (2022: £4.4m).
Treasury activities
Treasury activities of the Group that result in the recognition of financial assets include the investment
of surplus cash and derivative assets. The Group is potentially exposed to significant credit loss in the
event of non-performance by a treasury counterparty, however, there are policies in place to control
the risk. Minimum credit ratings are specified for counterparties that can be transacted with and
individual exposure limits are in place to reduce the concentration of risk and total exposure to any
one counterparty. Management does not anticipate any counterparty will fail to meet its obligations.
At 31 March 2022 and 2023, none of the Group’s treasury balances were either past due or impaired,
and no terms had been re-negotiated with any counterparty.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
109
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The table below provides an analysis of the ratings of the counterparties with which the Group holds
cash, cash equivalents, money market deposits and derivative asset positions:
2023
2023
2022
2022
Group and Company
£m
%
£m
%
AAA
43.1
8.7
39.6
64.7
A+
122.0
24.6
21.5
35.2
A
330.1
66.7
0.1
0.1
495.2
100.0
61.2
100.0
Exposure to credit risk
The table below shows the maximum exposure to credit risk, represented by the carrying value of
each financial asset in the statement of financial position. For trade receivables, the value is net of
any collateral held in cash deposits (see Note 16 for further details).
2023
2022
Group and Company
£m
£m
Inter-company derivative asset
312.3
408.8
Derivative assets
15.1
-
Trade receivables (Note 16)
15.5
7.8
Amounts owed by group undertakings (Note 16)
5.7
4.8
Cash and cash equivalents (Note 17)
173.8
59.4
Money market deposits > 3 months(Note 17)
305.7
-
Balance at 31 March
828.1
480.8
Liquidity risk
Liquidity risk is the risk that the Group will have insufficient funds to meet the obligations and
commitments resulting from its business operations and financial instruments, as they fall due. The
Group manages the liquidity profile of its assets, liabilities and commitments so that cash flows are
appropriately balanced and all funding obligations are able to be met when due. This is achieved
through maintaining a prudent level of liquid assets and arranging funding facilities well in advance of
need.
The Board is responsible for monitoring the maturity of liquidity and deposit funding balances and
taking any action as appropriate. A long-term view of liquidity is provided by Group financial models
which project cash flows out 25 years ahead, to the end of the Regulatory Period ending 31 March
2048. A medium-term view is provided by the Group business plan covering the period to the end of
the following financial year, which is updated and approved annually by the Board. The Board has
approved a liquidity framework within which the business operates, including the maintenance of a
minimum of 18 months liquidity.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
110
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Available liquidity at 31 March was as follows:
2023
2022
Group and Company
£m
£m
Cash and cash equivalents (Note 17)
173.8
59.4
Money market deposits > 3 months (Note 17)
305.7
-
Committed undrawn bank facilities (Note 19)
50.0
50.0
Balance at 31 March
529.5
109.4
Cash and cash equivalents comprise cash at bank, deposits and other short-term highly liquid
investments which are readily convertible into known amounts of cash and have an original maturity
of less than three months, net of any unpresented cheques. Money market deposits comprise
deposits with an original maturity of greater than three months, but less than twelve months, the
term of which is set with consideration of forecast liabilities ensuring this liquidity is available to meet
obligations as they fall due. There was no formal bank overdraft facility in place during the year (2022:
none).
At 31 March 2023, the Group and Company had committed undrawn bank facilities of £50.0m (2022:
£50.0m), including nil (2022: nil) expiring within one year, £50.0m (2022: nil) expiring after one year
but less than two years and nil (2022:£50.0m) expiring in more than two years.
The Group gives consideration to the timing of scheduled payments to avoid the risks associated with
the concentration of large cash flows within particular time periods. The Group uses economic hedges
to ensure that certain cash flows can be matched.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
111
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The following is an analysis of the maturity profile of contractual cash flows of financial liabilities,
including principal and interest payable under financial liabilities and derivative financial instruments,
on an undiscounted basis, using prevailing interest and inflation rates at the reporting date. Derivative
cash flows include those on both derivative assets and derivative liabilities and have been shown net;
all other cash flows are shown gross.
<1
year
1 – 2
years
2 – 3
years
3 – 4
years
>4 years
Total
Group and Company
£m
£m
£m
£m
£m
£m
At 31 March 2023
Trade payables
(17.3)
-
-
-
-
(17.3)
Refundable customer deposits
(11.9)
-
-
-
-
(11.9)
Leases (Note 20)
(1.6)
(1.2)
(0.3)
(0.2)
(0.8)
(4.1)
Amounts owed to parent
undertaking
(3.0)
(3.9)
(3.9)
(3.9)
(101.5)
(116.2)
Amounts owed to group
companies
(21.6)
(25.0)
(25.0)
(25.0)
(866.8)
(963.4)
Bonds
(42.7)
(42.7)
(492.7)
(2.8)
(243.7)
(824.6)
Borrowings and overdrafts
(227.7)
(8.8)
(8.8)
(8.8)
(48.0)
(302.1)
Derivative financial
instruments
(123.4)
0.6
0.6
(3.9)
(360.3)
(486.4)
Total contractual cash flows
(449.2)
(81.0)
(530.1)
(44.6)
(1,621.1)
(2,726.0)
At 31 March 2022
Trade payables
(13.4)
-
-
-
-
(13.4)
Refundable customer deposits
(3.4)
-
-
-
-
(3.4)
Leases (Note 20)
(1.4)
(0.9)
(0.4)
(0.2)
(0.8)
(3.7)
Amounts owed to parent
undertaking
(86.9)
-
-
-
-
(86.9)
Amounts owed to group
companies
(4.2)
(4.2)
(4.2)
(4.2)
(321.2)
(338.0)
Bonds
(42.3)
(42.4)
(42.4)
(492.4)
(216.5)
(836.0)
Borrowings and overdrafts
(10.8)
(200.0)
(7.8)
(7.7)
(49.9)
(276.2)
Derivative financial
instruments
(23.1)
(67.0)
(12.0)
(12.0)
(363.3)
(477.4)
Total contractual cash flows
(185.5)
(314.5)
(66.8)
(516.5)
(951.7)
(2,035.0)
Market risk
Market risk is the risk that future cash flows of a financial instrument, or the fair value of a financial
instrument, will fluctuate because of changes in market prices. Market prices include foreign
exchange rates, interest rates, inflation, equity and commodity prices. The main types of market risk
to which the Group is exposed are interest rate risk and inflation risk; the Group has no significant
foreign exchange, equity or commodity exposure.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
112
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The Board is required to review and approve policies for managing these risks on an annual basis. The
Board approves all new interest rate swaps and index-linked swaps entered. The management of
market risk is undertaken by reference to risk limits, approved by the Chief Financial Officer or
Treasurer under delegated authority from the Board.
The Group borrows in the major global debt markets at fixed, index-linked and floating rates of
interest, using derivatives, where appropriate, to generate the desired effective interest basis.
Interest rate risk
Interest rate risk is the risk that either future cash flows of a financial instrument, or the fair value of
a financial instrument, will fluctuate because of changes in market interest rates. The Group’s floating
rate borrowings and derivatives are exposed to a risk of change in cash flows due to changes in interest
rates. The Group’s derivatives are exposed to a risk of change in their fair value due to changes in
interest rates. Investments in short-term receivables and payables are not exposed to interest rate
risk due to their short-term nature.
The Group uses derivative financial instruments to change the basis of fixed rate interest to an
inflation-linked profile to more accurately match the revenue profile. The cash flows exchanged under
the derivatives are calculated by reference to a notional principal amount. The notional principal
reflects the extent of the Group’s involvement in the instruments, but does not represent its exposure
to credit risk, which is assessed by reference to the fair value.
Sensitivity analysis on interest
The sensitivity figures are calculated based on a downward parallel shift across the curve of 0.5% and
upward parallel shifts of 0.5% and 1%, a range in outcomes that management deem reasonably
possible within the next financial year.
The following table shows the amount by which the fair value of items recorded on the statement of
financial position at fair value would be adjusted for a given interest rate movement. As fair value
movements are taken to the income statement, there would be a corresponding adjustment to profit;
figures in brackets represent a reduction to profit.
-0.5%
£m
+0.5%
£m
2023
+1%
£m
-0.5%
£m
+0.5%
£m
2022
+1%
£m
Group and Company
Change in fair value
Inter-company derivative asset
23.9
(22.5)
(43.6)
31.5
(33.6)
(57.0)
Inter-company derivative liability
(23.9)
22.5
43.6
(31.5)
33.6
57.0
Inflation-linked swaps
(39.1)
36.2
69.7
(54.3)
47.9
97.3
Interest rate swaps*
5.7
(5.6)
(11.0)
6.9
(4.7)
(14.6)
Total finance expense impact
(33.4)
30.6
58.7
(47.4)
43.2
82.7
*The amounts as at 31 March 2022 have been changed to correct an error in prior year account. The
prior year amounts were -£17.2m for -0.5%, -£28.8m for +0.5% and -£38.7m for +1%.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
113
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The following table shows the amount by which the interest charge in the income statement would
have differed if interest rates over the course of the year had differed from actual rates; figures in
brackets represent a reduction to profit.
-0.5%
£m
+0.5%
£m
2023
+1%
£m
-0.5%
£m
+0.5%
£m
2022
+1%
£m
Group and Company
Change in interest charge
Inter-company derivative asset
1.0
(1.0)
(2.0)
0.5
(0.5)
(1.0)
Inter-company derivative liability
(1.0)
1.0
2.0
(0.5)
0.5
1.0
Inflation-linked swaps
(1.0)
1.0
2.0
(0.5)
0.5
1.0
Interest rate swaps
1.0
(1.0)
(2.0)
0.5
(0.5)
(1.0)
Floating rate borrowings
0.1
(0.1)
(0.1)
-
-
(0.1)
Total finance expense impact
0.1
(0.1)
(0.1)
-
-
(0.1)
Although the above measures provide an indication of the Group’s exposure to market risk, such
measures are limited due to the long-term nature of many of the financial instruments and the
uncertainty over future market rates.
Inflation risk
Inflation rate risk is the risk that either future cash flows of a financial instrument, or the fair value of
a financial instrument, will fluctuate because of changes in market inflation rates. The Group’s
inflation-linked borrowings and derivatives are exposed to a risk of change in cash flows due to
changes in inflation rates. The Group’s index-linked derivatives are exposed to a risk of change in their
fair value due to changes in inflation rates.
Sensitivity analysis on inflation
The sensitivity figures are calculated based on a downward parallel shift across the curve of 0.5% and
upward parallel shifts of 0.5% and 1%, a range in outcomes that management deem reasonably
possible within the next financial year.
The following table shows the amount by which the fair value of items recorded in the statement of
financial position at fair value would be adjusted for a given inflation rate movement. As fair value
movements are taken to the income statement, there would be a corresponding adjustment to profit;
figures in brackets represent a reduction to profit.
-0.5%
£m
+0.5%
£m
2023
+1%
£m
-0.5%
£m
+0.5%
£m
2022
+1%
£m
Group and Company
Change in fair value
Inter-company derivative asset
(31.0)
33.8
65.6
(35.9)
40.3
82.4
Inter-company derivative liability
31.0
(33.8)
(65.6)
35.9
(40.3)
(82.4)
Inflation-linked swaps
51.3
(51.6)
(115.2)
66.2
(69.6)
(144.8)
Total finance expense impact
51.3
(51.6)
(115.2)
66.2
(69.6)
(144.8)
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
114
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The following table shows the amount by which the interest charge, including indexation of the index-
linked debt, in the income statement would have differed if inflation rates over the course of the year
had differed from the actual rates; figures in brackets represent a reduction to profit. The change in
indexation would have a corresponding impact on the carrying value of the inflation-linked debt in the
statement of financial position.
-0.5%
£m
+0.5%
£m
2023
+1%
£m
-0.5%
£m
+0.5%
£m
2022
+1%
£m
Group and Company
Change in interest charge
Inflation-linked borrowings –
indexation charge
2.4
(2.4)
(4.7)
2.1
(2.1)
(4.3)
Inflation-linked borrowings –
interest charge
-
-
(0.1)
-
-
(0.1)
Inter-company derivative
asset – interest charge
(0.1)
0.1
0.1
(0.1)
0.1
0.2
Inter-company derivative
liability – interest charge
0.1
(0.1)
(0.1)
0.1
(0.1)
(0.2)
Inflation-linked swaps –
interest charge
0.1
(0.1)
(0.1)
0.1
(0.1)
(0.2)
Total finance expense impact
2.5
(2.5)
(4.9)
2.2
(2.2)
(4.6)
Capital risk management
The capital structure of the Group consists of net debt, comprised of borrowings net of cash, and
equity, comprised of share capital and reserves.
The Group is subject to externally imposed capital requirements, by both Ofgem and financial lenders
and investors. These capital requirements include gearing levels, being the ratio of net debt to the
regulatory asset value (RAV). The forecast gearing position is closely monitored by the Board against
the external capital requirements (see page 30).
The RAV (2012/13 prices) is taken from the most recent Price Control Financial Model (PCFM)
published by Ofgem on its website and is calculated in accordance with the RIIO-ED1 methodology (1
April 2015 to 31 March 2023). For the year ended 31 March 2023, the RAV is £2,481.8m (2022:
£2,159m) and has been indexed using the RPI for March 2023.
The Group manages its capital to ensure that entities in the Group will be able to continue as going
concerns while maximising the return to shareholders through the optimisation of the debt and equity
balance (see the dividend policy page 32), with regard to the externally imposed capital requirements.
Change in liabilities arising from financing activities
The table below shows changes in the Group’s liabilities arising from financing activities, including
both cash and non-cash changes. Liabilities arising from financing activities are those for which cash
flows were, or future cash flows will be, classified in the Group’s consolidated cash flow statement as
cash flows from financing activities. Where applicable, interest on these financial instruments is
included in operating activities in the cash flow statement and accruals within current liabilities on the
balance sheet and is, therefore, excluded from this table. Fair value movements on derivatives exclude
accretion payments on the index-linked derivatives of £20m made in the period and included in
operating activities in the cashflow statement.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
115
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Non-cash changes
Group and Company
At 1 April
2022
Financing
cash flows
Fair value
movement
(Note 9)
Indexation
(Note 9)
Other
changes
At 31
March
2023
£m
£m
£m
£m
£m
£m
Bonds (Note 19)
632.5
-
-
19.5
(5.6)
646.4
Bank borrowings
(Note 19)
267.1
(8.3)
-
35.7
-
294.5
Lease liabilities
(Note 19 & 20)
3.7
(1.5)
-
-
1.9
4.1
Amounts owed to
parent (Note 19)
84.2
12.3
-
-
-
96.5
Amount owed to
group (Note 19)
298.6
425.0
-
-
(2.0)
721.6
Inter-company
derivative liability
408.8
-
(96.5)
-
-
312.3
Derivative liabilities
551.4
-
(110.1)
-
-
441.3
2,246.3
427.5
(206.6)
55.2
(5.7)
2,516.7
Non-cash changes
Group and Company
At 1 April
2021
Financing
cash flows
Fair value
movement
(Note 9)
Indexation
(Note 9)
Other
changes
At 31
March
2022
£m
£m
£m
£m
£m
£m
Bonds (Note 19)
631.9
-
-
5.9
(5.3)
632.5
Bank borrowings
(Note 19)
255.3
(7.4)
-
19.3
(0.1)
267.1
Lease liabilities
(Note 19 & 20)
4.6
(1.4)
-
-
0.5
3.7
Amounts owed to
parent (Note 19)
82.2
2.0
-
-
-
84.2
Amount owed to
group (Note 19)
498.3
(200.0)
-
-
0.3
298.6
Inter-company
derivative liability
366.7
-
42.1
-
-
408.8
Derivative liabilities
475.8
-
75.6
-
-
551.4
2,314.8
(206.8)
117.7
25.2
(4.6)
2,246.3
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
116
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Derivative financial instruments
The Group uses derivative financial instruments to change fixed rate interest to an inflation-linked
profile to more accurately match the revenue profile. The table below summarises the various
external derivatives held by the Group at 31 March 2023; each category includes multiple instruments
and the rates stated are the aggregate rate for that category. The table excludes the inter-company
derivative asset and the inter-company derivative liability as the cash flows on these instruments net
to nil.
Notional
Number
Type
Maturity
Pay Leg
Receive Leg
Accretion
£200m
14
Index-linked
2038
3.56% + RPI,
semi-annual
6m Sonia,
semi-annual
5-yearly,
next due July 2027
7-yearly,
next due July 2023
£100m
1
4
Index-linked
2050
1.51%+RPI,
semi-annual
8.875%,
annual
10-yearly,
next due Sept 2030
£200m
1
Fix/ float
2030
6m Sonia,
semi-annual
0.283%,
Semi-annual
None
1
8.875% up to and including the 26 March 2026 settlement date, then changes to 6m Sonia for the
remaining term of the instruments.
The Company also has two inter-company swaps with ENW Finance plc. The first is a back-to-back
swap, mirroring in aggregate the terms of the £200m 2038 notional external index-linked swaps noted
above. The second is a mirror of that back-to-back swap, the terms of which are defined in an inter-
company loan agreement between the two entities, creating an embedded derivative that is
bifurcated from the host contract and recorded as a separate instrument in the Company.
Whilst all derivatives are net-settled, no balances meet the offsetting criteria in IAS 32:42 and all are,
therefore, shown gross.
The Group has two one-way credit support annexes (“CSAs”) in place that define the terms for the
provision of cash collateral by the counterparty; under the CSAs, no cash collateral is required to be
provided by the Group. At 31 March 2022 and 2023, no cash collateral was held in relation to any of
the derivative instruments. The cash collateral would not meet the offsetting criteria in IAS 32:42, but
it would be set off against the net amount of the derivatives in the case of default and insolvency or
bankruptcy, in accordance with the CSAs.
The Group and Company does not use derivative financial instruments for speculative purposes.
At 31 March 2022 and 2023, the Group and Company’s derivatives are not designated in formal hedge
accounting relationships, and instead are measured at fair value through profit or loss.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
117
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Fair values
The tables below provide a comparison of the book values and fair values of the Group and Company’s
financial instruments by category as at the statement of financial position date. Cash and cash
equivalents, money market deposits, trade and other receivables and trade and other payables are
excluded as the book values approximate to the fair values due to their short-term nature.
Group and Company
2023
Carrying
value
£m
2023
Fair
value
£m
2022
Carrying
value
£m
2022
Fair
value
£m
Financial assets:
Inter-company derivative assets
312.3
312.3
408.8
408.8
Derivative assets
15.1
15.1
-
-
Financial liabilities:
External borrowings at amortised cost (Note 19)
(945.0)
(953.9)
(903.3)
(1,080.2)
Amounts due to parent undertaking (Note 19)
(96.5)
(93.8)
(84.2)
(84.2)
Amounts due to group companies (Note 19)
(721.6)
(654.0)
(298.6)
(271.3)
Inter-company derivative liability
(312.3)
(312.3)
(408.8)
(408.8)
Derivative liabilities
(441.3)
(441.3)
(551.4)
(551.4)
Fair value measurements recognised in the Statement of Financial Position
Financial instruments that are measured subsequent to initial recognition at fair value are grouped
into Levels 1 to 3 based on the degree to which the fair value is observable:
• Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active
markets for identical assets or liabilities;
• Level 2 fair value measurements are those derived from inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or
indirectly (i.e., derived from prices); and
• Level 3 fair value measurements are those derived from valuation techniques that include inputs
for the asset or liability that are not based on observable market data (unobservable inputs).
Where available, market values have been used to determine fair values (see Level 1 in the fair value
hierarchy above).
Where market values are not available, fair values have been calculated by discounting future cash
flows at prevailing interest and RPI rates sourced from market data (Level 2 inputs). In accordance
with IFRS 13, an adjustment for non-performance risk has then been made to give the fair value.
The non-performance risk has been quantified by calculating either a credit valuation adjustment
(CVA) based on the credit risk profile of the counterparty, or a debit valuation adjustment (DVA) based
on the credit risk profile of the relevant group entity, using market-available data.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
118
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
Whilst the majority of inputs to the CVA and DVA calculations meet the criteria for Level 2 inputs,
certain inputs regarding the Group’s credit risk are deemed to be Level 3 inputs, due to the lack of
market-available data. The credit risk profile of the Group has been built using the few market-
available data points, e.g., credit spreads on the listed bonds, and then extrapolated over the term of
the derivatives. It is this extrapolation that is deemed to be Level 3. All other inputs to both the
underlying valuation and the CVA and DVA calculations are Level 2 inputs.
For certain derivatives, the Level 3 inputs form an insignificant part of the fair value and, therefore,
these derivatives are disclosed as Level 2. Otherwise, the derivatives are disclosed as Level 3.
At 31 March 2023, the adjustment for non-performance risk was £87.3m (2022: £121.2m), of which
£87.1m (2022: £120.3m) was classed as Level 3.
On entering certain derivatives, the valuation technique used resulted in a fair value loss. As this,
however, was neither evidenced by a quoted price nor based on a valuation technique using only data
from observable markets, this loss on initial recognition was not recognised. This was supported by
the transaction price of nil. The difference is being recognised in profit or loss on a straight-line basis
over the life of the derivatives. The aggregate difference yet to be recognised is £47.4m (2022:
£49.7m). The movement in the year all relates to the straight-line release to profit or loss.
The following table provides an analysis of the component parts of the fair values of the derivative
assets and derivative liabilities. The movement in the fair values was largely due to fair value
movements. No additional swaps were entered during the year, and no swaps were closed out during
the year.
2023
£m
2022
£m
Group and Company
FV of derivatives pre IFRS 13 adjustment
377.8
487.3
CVA/DVA adjustment
(45.0)
(56.7)
Day 1 adjustment
(20.5)
(21.8)
IFRS 13 FV of inter-company derivative asset
312.3
408.8
FV of derivatives pre IFRS 13 adjustment
(377.8)
(487.3)
CVA/DVA adjustment
45.0
56.7
Day 1 adjustment
20.5
21.8
IFRS 13 FV of inter-company derivative liability
(312.3)
(408.8)
FV of derivatives pre IFRS 13 adjustment
15.5
-
CVA/DVA adjustment
(1.3)
-
Day 1 adjustment
0.9
-
IFRS 13 FV of derivative assets
15.1
-
FV of derivatives pre IFRS 13 adjustment
(576.4)
(722.2)
CVA/DVA adjustment
88.6
121.1
Day 1 adjustment
46.5
49.7
IFRS 13 FV of derivative liabilities
(441.3)
(551.4)
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
119
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The following table provides an analysis of financial instruments that are measured subsequent to
initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value
is observable. Each category includes multiple instruments.
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Group and Company
At 31 March 2023
Inter-company derivative asset
-
-
312.3
312.3
Inter-company derivative liability
-
-
(312.3)
(312.3)
Derivative assets
-£300m notional inflation-linked swaps
-
3.5
11.6
15.1
-
3.5
11.6
15.1
Derivative liabilities
-£300m notional inflation-linked swaps
-
(15.9)
(379.7)
(395.6)
-£200m notional interest rate swaps
-
(45.7)
-
(45.7)
-
(61.6)
(379.7)
(441.3)
Total
-
(58.1)
(368.1)
(426.2)
At 31 March 2022
Inter-company derivative asset
-
-
408.8
408.8
Inter-company derivative liability
-
-
(408.8)
(408.8)
Derivative assets
-£300m notional inflation-linked swaps
-
-
-
-
-
-
-
-
Derivative liabilities
-
-£300m notional inflation-linked swaps
-
(10.2)
(517.1)
(527.3)
-£200m notional interest rate swaps
-
(24.1)
-
(24.1)
-
(34.3)
(517.1)
(551.4)
Total
-
(34.3)
(517.1)
(551.4)
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
120
Notes to the Financial Statements (continued)
21. Financial instruments (continued)
The following table provides a reconciliation of the fair value amounts disclosed as Level 3.
2023
£m
2022
£m
Group and Company
At 1 April
(517.1)
(415.0)
Transfers into Level 3 from Level 2
(7.7)
(35.6)
Transfers from Level 3 into Level 2
46.5
5.1
Total gains or losses in profit or loss;
- On transfers into Level 3 from Level 2
14.5
5.5
- On instruments carried forward in Level 3
95.7
(77.1)
At 31 March
(368.1)
(517.1)
The following table shows the sensitivity of the fair values of derivatives disclosed as Level 3 to the
Level 3 inputs, determined by applying a 10bps shift to the credit curve used to calculate the DVA.
2023
-10bps
£m
2023
+10bps
£m
2022
-10bps
£m
2022
+10bps
£m
Group and Company
Inflation-linked swaps
(3.8)
3.7
(5.9)
5.6
Fair value measurements disclosed but not recognised in the Statement of Financial Position
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Group and Company
At 31 March 2023
External borrowings at amortised cost
(658.9)
-
(295.0)
(953.9)
Amounts due to parent undertaking
-
-
(93.8)
(93.8)
Amounts due to group companies
(654.0)
-
-
(654.0)
At 31 March 2022
External borrowings at amortised cost
(1,080.2)
-
-
(1,080.2)
Amounts due to parent undertaking
-
-
(84.2)
(84.2)
Amounts due to group companies
(271.3)
-
-
(271.3)
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
121
Notes to the Financial Statements (continued)
22. Retirement benefit schemes
Group and Company
Nature of Scheme
The Group’s retirement benefit arrangement is the Electricity North West Group of the ESPS (“the
Scheme”) and forms part of the Electricity Supply Pension Scheme (ESPS). The Scheme contains both
a defined benefit section and a defined contribution section. The defined benefit section of the
Scheme closed to new entrants on 1 September 2006, with new employees of the Group subsequently
provided with access to the defined contribution section.
The defined benefit section is a UK funded final salary arrangement providing pensions and lump sums
to members and dependants. The defined benefit section is a separate fund that is legally separated
from the entity. The Trustee board of the Scheme is composed of representatives from both the
employer and members of the Scheme. Under the Pensions Act 2004 at least one third of the Trustee
Board must be member nominated and the Trustee Board has made the necessary arrangements to
fulfil this obligation. The Trustee Board of the Scheme is required by law to act in the interest of the
Scheme and all relevant stakeholders of the Scheme, i.e., active employees, retirees and employers.
The Trustee Board is responsible for the operation, funding and investment strategy of the Scheme.
During the year the Group made contributions of £28.2m (2022: £28.1m) to the defined benefit
section of the Scheme. This includes £20.0m (2022: £19.4m) of deficit contributions. The Group
estimates that contributions for the year ending 31 March 2024 will amount to around £9.4m, in line
with the latest actuarial valuation that no further deficit contributions are due beyond 31 March 2023.
The total defined benefit pension expense for the year was £13.4m (2022: £9.9m). No Executive
Directors were part of the defined benefit scheme.
As at 31 March 2023 contributions of £2.4m (2022: £2.5m) relating to the current year had not been
paid over to the defined benefit Scheme.
Defined benefit assets are measured at fair value while liabilities are measured at present value. The
difference between the two amounts is recognised as a surplus or obligation in the Statement of
Financial Position.
UK legislation requires the Trustee Board to carry out valuations at least every three years and to
target full funding against a basis that prudently reflects the Scheme’s risk exposure. The most recent
triennial funding valuation of the scheme was carried out as at 31 March 2022 and identified a shortfall
of £19.4m against the Trustee Board’s statutory funding objective. In addition to the timing of the
two valuations, the contributions made in the period and the return on assets, the main difference is
due to the different assumptions used by the IAS 19 and the funding valuation. In the event of
underfunding, the Group must agree a deficit recovery plan with the Trustee Board within statutory
deadlines. As part of the 2023 actuarial valuation, the Group agreed to eliminate the shortfall by
paying additional annual contributions in the period to 31 March 2023; no further additional
contributions are required after 31 March 2023 until at least the next triennial valuation.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
122
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
Funding the liabilities
The current year defined benefit obligation has been calculated based on the results of the 31 March
2022 triennial funding valuation, prior year calculations were based on the results of the 31 March
2019 triennial funding valuation. The results of the 2022 funding valuation have been projected
forward by an independent actuary to take account of the requirements of revised IAS 19 ‘Employee
Benefits’ in order to assess the position as at 31 March 2023 for the purpose of these financial
statements. The present value of the defined benefit obligation, the related current service cost and
the past service cost were measured using the projected unit credit method. A pension surplus under
IAS 19 (revised 2011) of £42.6m is included in the statement of financial position at 31 March 2023
(2022: surplus of £18.4m).
The duration of the scheme based on the results of the 31 March 2022 triennial funding valuation
(2022: 31 March 2019 triennial funding valuation) is approximately 16 years (2022: 18 years). As at
the current reporting date the scheme actuary estimates that the duration based on the 31 March
2022 triennial has since fallen to approximately 13 years (2022: 18 years (based on 2019 data)), this
has been used in the calculations as at 31 March 2023.
Investment risks
The Scheme has an investment strategy to aim to match pensioner and other liabilities with lower risk
cash flow investments and to invest liabilities in respect of active members into return seeking assets.
As active members retire, then a switch of investments would be carried out.
The Company recognises that the interests of customers, who ultimately fund pension costs, should
be given full recognition in determining the investment strategy. The Company works in collaboration
with the Scheme Trustee to ensure these interests are considered alongside those of the members of
the pension scheme.
Other risks
In addition to investment risk, the Scheme exposes the Group to other risks, such as longevity risk,
inflation risk and interest rate risk. As the Scheme’s obligation is to provide lifetime pension benefits
to members upon retirement, increases in life expectancy will result in an increase in the Scheme’s
liabilities. Other assumptions used to value the defined benefit obligation are also uncertain.
These risks are managed through de-risking and hedging strategies and are measured and reported at
Board level. In particular, in October 2019 the Scheme completed a pensioner buy-in with Scottish
Widows for around 80% of the Scheme’s then pensioner liabilities. This buy-in asset now represents
49.1% of the total Scheme assets as at 31 March 2023 (2022: 47.3%). This had the effect of removing
longevity and investment risks in respect of the liabilities for this part of the membership.
Winding up
Although currently there are no plans to do so, the Scheme could be wound up in which case the
benefits would have to be bought out with an insurance company. The cost of buying-out benefits
would be significantly more than the defined benefit obligation calculated in accordance with IAS 19
(revised 2011).
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
123
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
Defined Contribution arrangements
All assets within the defined contribution section of the Scheme are held independently from the
Group.
The total cost charged to the income statement in relation to the defined contribution section for the
year ended 31 March 2023 was £8.5m (2022: £6.7m) and represents contributions payable to the
Scheme at rates specified in the rules of the Scheme. As at 31 March 2023 contributions of £nil (2022:
£nil) due in respect of the current year had not been paid over to the defined contribution Scheme.
Defined Benefits employee benefits
The reconciliation of the opening and closing statement of financial position is as follows:
2023
£m
2022
£m
Group and Company
At 1 April
18.4
(68.6)
Expense recognised in the income statement
(13.4)
(9.9)
Contributions paid
28.2
28.1
Total re-measurement included in other comprehensive income
9.4
68.8
At 31 March
42.6
18.4
The balance recognised in the statement of financial position is as follows:
2023
£m
2022
£m
Group and Company
Present value of defined benefit obligations
(873.7)
(1,259.3)
Fair value of plan assets
916.3
1,277.7
Net surplus arising from defined benefit obligation
42.6
18.4
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
124
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
Movements in the fair value of the defined benefit obligations are as follows:
2023
£m
2022
£m
Group and Company
At 1 April
1,259.3
1,434.9
Current service cost
13.5
15.7
Interest expense
32.2
27.9
Member contributions
1.2
1.4
Past service credit
-
(8.4)
Re-measurement:
Effect of changes in demographic assumptions
(12.3)
(73.1)
Effect of changes in financial assumptions
(357.1)
(50.5)
Effect of experience adjustments
24.9
(10.2)
Benefits paid
(88.0)
(78.4)
At 31 March
873.7
1,259.3
Movements in the fair value of the Pension Scheme assets were as follows:
2023
£m
2022
£m
Group and Company
At 1 April
1,277.7
1,366.3
Interest income
33.1
26.8
Return on plan assets (net of interest income)
(335.1)
(65.0)
Employer contributions
28.2
28.1
Member contributions
1.2
1.4
Benefits paid
(88.0)
(78.4)
Administration expenses
(0.8)
(1.5)
At 31 March
916.3
1,277.7
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
125
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
The net pension expense before taxation recognised in the income statement, before capitalisation,
in respect of the Scheme is summarised as follows:
2023
£m
2022
£m
Group and Company
Current service cost
(13.5)
(15.7)
Past service credit
-
8.4
Interest income on plan assets
33.1
26.8
Interest expense on Scheme obligations
(32.2)
(27.9)
Administration expenses
(0.8)
(1.5)
Net pension expense before taxation
(13.4)
(9.9)
The above amounts are recognised in arriving at operating profit except for the interest on Scheme
assets and interest on Scheme obligations which have been recognised within finance expense (Note
9).
The amount recognised in other comprehensive income is as follows:
2023
£m
2022
£m
Group and Company
Return on scheme assets excluding interest income
(335.1)
(65.0)
Actuarial gain arising from changes in demographic assumptions
12.3
73.1
Actuarial gain arising from changes in financial assumptions
357.1
50.5
Experience (loss)/gain on liabilities
(24.9)
10.2
Total gain recognised in other comprehensive income
9.4
68.8
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
126
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
The main financial assumptions used by the actuary (in determining the surplus) were as follows:
2023
%
2022
%
Group and Company
Discount rate
4.75
2.65
Pensionable salary increases
3.45
3.80
Pension increases (RPI)
3.05
3.65
Price inflation (RPI)
3.45
3.80
Price inflation (CPI)
2.95
3.30
The mortality rates utilised in the valuation are based on the standard actuarial tables S3PA_M (SAPS3
combined amounts MIDDLE) (2022: S2PA) tables with a scaling of 109% for male pensioners (2022:
110%), 107% for female pensioners (2022: 105%), 109% for male non-pensioners/future pensioners
(2022: 110%) and 107% for female non-pensioners/future pensioners (2022: 105%). These scaling
factors allow for differences in expected mortality between the Scheme population and the
population used in the standard tables. A long-term improvement rate of 1.25% p.a. is assumed within
the underlying CMI 2021 model (2022: 1.25% CMI 2021 model).
The current life expectancies underlying the value of the accrued liabilities for the Scheme are:
Group and Company
Life expectancy
2023
Years
2022
Years
Male member - current age 45
26.4
26.6
Male member - current age 60
25.2
25.6
Female member - current age 45
29.4
29.4
Female member - current age 60
28.2
28.2
The following table presents a sensitivity analysis for each significant actuarial assumption, showing
how the defined benefit obligation would have been affected by changes in the relevant actuarial
assumption that were reasonably possible at the Statement of Financial Position date. The
calculations alter the relevant assumption by the amount specified, whilst assuming that all other
variables remained the same. The sensitivity analysis is for illustrative purposes and it is of note that
while the sensitivities below are based on isolated movements, in reality some assumptions are
interlinked and a movement in one may result in movements in others (e.g., inflation-based
assumptions).
Group and Company
Increase in Defined Benefit Obligation
2023
£m
2022
£m
Discount rate: decrease by 25 basis points
27.9
48.3
Price inflation: increase by 25 basis points
14.1
27.7
Life expectancy: increase longevity by 1 year
35.4
57.2
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
127
Notes to the Financial Statements (continued)
22. Retirement benefit schemes (continued)
As at 31 March 2023, the fair value of the Scheme’s assets and liabilities recognised in the statement
of financial position were as follows:
Group and Company
Scheme
assets
Quoted
Unquoted
Total
Value
Scheme
assets
Quoted
Unquoted
Total
Value
2023
2023
2023
2023
2022
2022
2022
2022
At 31 March
%
£m
£m
£m
%
£m
£m
£m
Cash
0.8
6.9
-
6.9
3.6
45.7
-
45.7
Equity instruments
-
-
-
-
4.3
54.8
-
54.8
Debt instruments
29.0
155.3
110.8
266.1
33.3
337.7
88.2
425.9
Real estate
12.2
-
111.9
111.9
11.1
-
141.6
141.6
Distressed debt
0.7
-
6.2
6.2
0.4
-
5.1
5.1
Infrastructure Equity
8.2
-
75.0
75.0
Pensioner buy-in
49.1
-
450.2
450.2
47.3
-
604.6
604.6
Fair value of assets
100.0
162.2
754.1
916.3
100.0
438.2
839.5
1,277.7
Present value of liabilities
(873.7)
(1,259.3)
Net retirement benefit
surplus
42.6
18.4
The fair values of the assets set out above are as per the quoted market prices in active markets.
23. Customer Contributions
Customer contributions are amounts received from a customer in respect of the provision of a new
connection to the network. Customer contributions are amortised through the Income Statement
over the expected lifetime of the relevant asset.
Group and Company
2023
£m
2022
£m
At 1 April*
724.7
692.4
Additions during the year
60.6
51.8
Amortised through revenue (Note 4 & 31)
(20.2)
(19.5)
At 31 March
765.1
724.7
Split:
Amounts due in less than one year (see Note 18)
76.6
38.3
Amounts due after more than one year
688.5
686.5
At 31 March
765.1
724.8
* Customer contribution balance as at 31 March 2022 has been updated by £0.1m due to prior year
casting
Of the revenue recognised in the year, £20.2m (2022: £19.5m) was included in the contract liability at
the beginning of the year.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
128
Notes to the Financial Statements (continued)
23. Customer Contributions (continued)
Refundable customer contributions are those customer contributions which may be partly refundable,
dependent on contractual obligations
Group and Company
2023
£m
2022
£m
Refundable customer contribution
82.0
60.3
Non-refundable customer contribution
683.2
664.5
At 31 March
765.2
724.8
24. Deferred tax
The following are the major deferred tax liabilities and assets recognised by the Group and Company,
and the movements thereon, during the current and prior years.
Accelerated
tax
depreciation
£m
Retirement
benefit
obligations
£m
Other
£m
Total
£m
Group and Company
At 1 April 2021
219.2
(13.3)
(70.1)
135.8
Charged/(credited) to income
statement (Note 10)
69.8
13.3
(36.5)
46.6
Deferred tax on re-measurement of
defined benefit pension scheme
-
17.2
-
17.2
Adjustment due to change in future
tax rates brought forward
deferred tax in OCI
-
(12.9)
-
(12.9)
At 31 March 2022
289.0
4.3
(106.6)
186.7
Charged/(credited) to income
statement (Note 10)
6.1
3.7
38.5
48.3
Deferred tax on re-measurement of
defined benefit pension scheme
-
2.3
-
2.3
At 31 March 2023
295.1
10.3
(68.1)
237.3
There are no significant unrecognised deferred tax assets or liabilities for either the Group or Company
in either the current or prior year.
Other timing differences relates primarily to derivative instruments, but also includes general
provision, pension contributions not paid, rollover relief, IFRS9 and IFRS16 transitional adjustments.
The tax charge in future periods will be affected by the announcement on 3 March 2021 that the
corporation tax rate will be increased to 25% from 1 April 2023. This was substantively enacted on 24
May 2021.
Deferred tax is calculated using the rate at which it is expected to reverse. Accordingly, the deferred
tax has been calculated on the basis that it will reverse in future at the 25% (2022: 25%) rate.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
129
Notes to the Financial Statements (continued)
25. Provisions
2023
£m
2022
£m
Group and Company
At 1 April
1.6
1.7
Amounts released to the income statement (Note 5)
(0.4)
(0.2)
Lease liabilities under IFRS 16 reclassified as provision
-
0.3
Utilisation of provision
(0.2)
(0.2)
At 31 March
1.0
1.6
2023
£m
2022
£m
Group and Company
Current
0.6
0.6
Non-current
0.4
1.0
At 31 March
1.0
1.6
ENWL is part of a Covenanter Group (CG) which is party to a Deed of Covenant under which certain
guarantees over the benefits of members of the EATL Group of the Electricity Supply Pension Scheme
have been given. The closing provision at 31 March 2023 of £0.6m (2022: £1.2m) on a discounted
basis relates to the Company’s 6.7% share of the liabilities. £0.2m of this balance is due after more
than one year and £0.4m of it is due in less than one year.
The remainder of the provision relates to onerous lease provisions and is all due in less than one year.
26. Called up share capital
Group and Company
2023
£
2022
£
Authorised:
569,999,996 ordinary shares of 50 pence each
284,999,998
284,999,998
4 ‘A’ ordinary shares of 50 pence each
2
2
Special rights redeemable preference shares of £1
1
1
At 31 March
285,000,001
285,000,001
Group and Company
2023
£
2022
£
Allotted, called up and fully paid:
476,821,341 ordinary shares of 50 pence each
238,410,671
238,410,671
4 ‘A’ ordinary shares of 50 pence each
2
2
At 31 March
238,410,673
238,410,673
The ‘A’ ordinary shares and the ordinary shares rank pari passu in all respects, save that dividends may
be declared on one class of shares without being declared on the other.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
130
Notes to the Financial Statements (continued)
27. Shareholders’ Equity
Called up share
capital
Share premium
account
Revaluation reserve
Capital redemption
reserve
Retained earnings
Total
equity
£m
£m
£m
£m
£m
£m
Group:
At 1 April 2022
238.4
4.4
74.1
8.6
538.7
864.2
Profit for the year
-
-
-
-
145.5
145.5
Other comprehensive income for the year
-
-
-
-
7.1
7.1
Transfer from revaluation reserve
-
-
(2.1)
-
2.1
-
-
-
(2.1)
-
154.7
152.6
Transactions with owners recorded
directly in equity
Equity dividends (Note 11)
-
-
-
-
(23.0)
(23.0)
At 31 March 2023
238.4
4.4
72.0
8.6
670.4
993.8
Company:
At 1 April 2022
238.4
4.4
74.1
8.6
538.4
863.9
Profit for the year
-
-
-
-
145.5
145.5
Other comprehensive expenses for the
year
-
-
-
-
7.1
7.1
Transfer from revaluation reserve
-
-
(2.1)
-
2.1
-
-
-
(2.1)
-
154.7
152.6
Transactions with owners recorded
directly in equity
Equity dividends (Note 11)
-
-
-
-
(23.0)
(23.0)
At 31 March 2023
238.4
4.4
72.0
8.6
670.1
993.5
In 1997 the Company undertook a revaluation of certain assets, following North West Water’s
acquisition of Norweb. This resulted in the creation of a revaluation reserve of £234.9m. The
additional depreciation created as a result of the revaluation is transferred from the revaluation
reserve to retained earnings on an annual basis.
The capital redemption reserve is a non-distributable reserve specifically for the purchase of own
shares.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
131
Notes to the Financial Statements (continued)
28. Capital structure
Details of the authorised and allotted share capital, together with details of the movements in the
Company’s issued share capital during the year are shown in Note 27. The Company has Ordinary
shares, which carry no right to fixed income. Each share carries the right to one vote at general
meetings of the Company. The Company also has ‘A’ ordinary shares which rank pari passu in all
respects, save that dividends may be declared on one class of shares without being declared on the
other.
There exists an unissued special rights redeemable preference share which does not carry any voting
rights and can only be held by one of His Majesty’s Secretaries of State, another Minister of the Crown,
the Solicitor for the affairs of his Majesty’s Treasury or any other person acting on behalf of the Crown.
This share is a legacy from the privatisation of the Company and was issued on 19 November 1990
and redeemed on 31 March 1995.
There are no specific restrictions on the size of a holding or on the transfer of shares which are both
governed by the general provisions of the Articles of Association and prevailing legislation. The
directors are not aware of any agreements between holders of the Company’s shares that may result
in restrictions in the transfer of securities or on voting rights.
No person has any special rights of control over the Company’s share capital and all issued shares are
fully paid up.
With regard to the appointment and replacement of directors, the Company is governed by its Articles
of Association, the Companies Act 2006 and related legislation. The Articles themselves may be
amended by special resolution of the shareholders. The powers of directors are described in the
Articles of Association, copies of which are available on request, and in the Corporate Governance
Report on pages 41-55.
29. Ultimate parent undertaking and controlling party
The immediate parent undertaking is North West Electricity Networks plc, a company incorporated
and registered in the United Kingdom. The registered address of the immediate parent undertaking
is Borron Street, Stockport, Cheshire, SK1 2JD. This is the smallest group in which the results of the
Company are consolidated and these consolidated financial statements can be obtained from the
above address.
The ultimate parent undertaking is NWEN (Jersey), a company incorporated and registered in Jersey.
The address of the ultimate parent company is: 44 Esplanade, St Helier, Jersey, Channel Islands, JE4
9WG. This is the largest group in which the results of the Company are consolidated.
At 31 March 2022 and 2023, the ownership of the shares in NWEN (Jersey) and, therefore, the
ultimate controlling parties of the Company are:
• KDM Power Limited (40.0%);
• Equitix ENW 6 Limited (25.0%);
• Equitix MA North HoldCo Limited (15.0%); and
• Swingford Holdings Corporation Limited (20.0%).
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
132
Notes to the Financial Statements (continued)
30. Related party transactions
During the year the following transactions with related parties were entered into:
Group
2023
£m
Company
2023
£m
Group
2022
£m
Company
2022
£m
Recharges to:
Electricity North West (Construction and
Maintenance) Limited
2.5
2.5
0.1
0.1
Electricity North West Services Limited
1.6
1.6
0.9
0.9
Recharges from:
Electricity North West (Construction and
Maintenance) Limited
(0.5)
(0.5)
-
-
Electricity North West Services Limited
(7.5)
(7.5)
(7.3)
(7.3)
Interest payable to:
North West Electricity Networks plc
(2.3)
(2.3)
(2.1)
(2.1)
ENW Finance plc
(8.3)
(8.3)
(8.1)
(8.1)
Total interest payable to Group (Note 9)
(10.6)
(10.6)
(10.2)
(10.2)
Fair value movement on inter-company derivative
asset with ENW Finance plc (Note 9)
96.5
96.5
(41.2)
(41.2)
Fair value movement on inter-company derivative
liability with ENW Finance plc (Note 9)
(96.5)
(96.5)
42.1
42.1
Dividends paid to North West Electricity Networks
plc (Note 11)
(23.0)
(23.0)
(97.1)
(97.1)
Directors’ remuneration (Note 7)
(3.2)
(3.2)
(2.2)
(2.2)
For disclosure relating to executive directors’ remuneration see Note 7. The Company’s key
management personnel comprise solely of its directors.
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
133
Notes to the Financial Statements (continued)
30. Related party transactions (continued)
Amounts outstanding with related parties are as follows:
Group
2023
£m
Company
2023
£m
Group
2022
£m
Company
2022
£m
Amounts owed by:
North West Electricity Networks plc
3.5
3.5
3.5
3.5
Electricity North West (Construction and
Maintenance) Limited
1.2
1.2
0.6
0.6
Electricity North West Services Limited
0.6
0.6
0.3
0.3
Electricity North West Property Limited
0.1
0.1
0.1
0.1
North West Electricity Networks (Jersey) Limited
0.1
0.1
0.1
0.1
North West Electricity Networks (Holdings) Limited
0.2
0.2
0.2
0.2
Total amounts owed by Group (Note 16)
5.7
5.7
4.8
4.8
Amounts owed to subsidiaries:
Electricity North West Number 1 Company Limited
(Note 18)
-
(15.5)
-
(15.5)
Interest payable to Group:
North West Electricity Networks plc
(0.2)
(0.2)
(0.6)
(0.6)
ENW Finance plc
(7.7)
(7.7)
(3.4)
(3.4)
Other amounts payable to Group:
Electricity North West Services Limited
(0.5)
(0.5)
(0.9)
(0.9)
North West Electricity Networks (Holdings) Limited
(0.2)
(0.2)
(0.2)
(0.2)
North West Electricity Networks (Jersey) Limited
(0.1)
(0.1)
(0.1)
(0.1)
Total amounts owed to Group (Note 18)
(8.7)
(8.7)
(5.2)
(5.2)
Borrowings payable to:
North West Electricity Networks plc (Note 19)
(96.5)
(96.5)
(84.2)
(84.2)
ENW Finance plc (Note 19)
(721.6)
(721.6)
(298.6)
(298.6)
Group tax relief to:
North West Electricity Networks plc
(2.0)
(2.0)
(10.2)
(10.2)
Inter-company derivative asset with ENW Finance
plc (Note 21)
312.3
312.3
408.8
408.8
Inter-company derivative liability with ENW
Finance plc (Note 21)
(312.3)
(312.3)
(408.8)
(408.8)
The loan from NWEN plc accrues weighted average interest at 4.07% (2022: 2.47%) and is repayable
in March 2028. Of the loans from ENW Finance plc, £300m accrues interest at 1.415% (2022: £300m
at 1.415%) and £425m at 4.893% (2022: nil).
Electricity North West Limited
Annual Report and Consolidated Financial Statements for the year ended 31 March 2023
134
Notes to the Financial Statements (continued)
31. Cash generated from operations
Group and Company
2023
£m
2022
£m
Operating profit
195.5
175.6
Adjustments for:
Depreciation of property, plant and equipment (Note 5 & 13)
126.5
119.9
Amortisation of intangible asset (Note 5 & 12)
14.2
12.8
Amortisation of customer contributions (Note 4 & 23)
(20.2)
(19.5)
Profit on disposal of property, plant and equipment
(0.5)
(0.1)
Cash contributions in excess of pension charge to operating profit
(20.4)
(23.7)
Operating cash flows before movements in working capital
295.1
265.0
Changes in working capital:
Increase in inventories
(4.3)
(4.1)
Increase in trade and other receivables
(15.6)
(4.7)
Decrease in trade and other payables
21.8
10.0
Cash generated from operations
297.0
266.2