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REGISTERED NUMBER: 12863419 (England and Wales)















REPORT OF THE DIRECTORS AND

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

ALTILIUM METALS LTD

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023










Page

Company Information 1

Report of the Directors 2

Consolidated Income Statement 3

Consolidated Balance Sheet 4

Company Balance Sheet 6

Notes to the Consolidated Financial Statements 8


ALTILIUM METALS LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: K Mahdavi
C H Marston
D Rousselle
S Joseph
S Mahdavi





SECRETARY: C H Newson





REGISTERED OFFICE: Phase 2, Room 205 1 Davy Road
Derriford
Plymouth Science Park
PL6 8BX





REGISTERED NUMBER: 12863419 (England and Wales)





ACCOUNTANTS: Clemence Hoar Cummings
Chartered Accountants
Riverside House
1-5 Como Street
Romford
Essex
RM7 7DN

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023


The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

K Mahdavi
C H Marston

Other changes in directors holding office are as follows:

D Rousselle - appointed 31 July 2023
S Joseph - appointed 31 July 2023
S Mahdavi - appointed 31 July 2023

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





K Mahdavi - Director


4 September 2024

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

CONSOLIDATED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes $    $   

REVENUE - 250,170

Cost of sales 83,497 182,946
GROSS (LOSS)/PROFIT (83,497 ) 67,224

Administrative expenses 3,686,703 1,105,211
(3,770,200 ) (1,037,987 )

Other operating income 1,171,357 906,622
OPERATING LOSS 4 (2,598,843 ) (131,365 )

Profit/loss on disposal of
investment 5 - 8,272,390
(2,598,843 ) (8,403,755 )

Gain/loss on revaluation of assets - (2,246 )
(2,598,843 ) (8,406,001 )

Interest payable and similar expenses 19,422 30,209
LOSS BEFORE TAXATION (2,618,265 ) (8,436,210 )

Tax on loss - 28,153
LOSS FOR THE FINANCIAL YEAR (2,618,265 ) (8,464,363 )

Loss attributable to:
Owners of the parent (2,593,066 ) (8,493,304 )
Non-controlling interests (25,199 ) 28,941
(2,618,265 ) (8,464,363 )

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

CONSOLIDATED BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes $    $    $    $   
FIXED ASSETS
Intangible assets 7 115,430,549 115,334,641
Property, plant and equipment 8 2,292,731 1,468,517
Investments 9 201,579 206,525
117,924,859 117,009,683

CURRENT ASSETS
Debtors 10 1,963,264 952,332
Cash at bank and in hand 503,727 228,263
2,466,991 1,180,595
CREDITORS
Amounts falling due within one year 11 1,808,002 586,439
NET CURRENT ASSETS 658,989 594,156
TOTAL ASSETS LESS CURRENT
LIABILITIES

118,583,848

117,603,839

CREDITORS
Amounts falling due after more than
one year

12

23,286,017

23,724,817
NET ASSETS 95,297,831 93,879,022

CAPITAL AND RESERVES
Called up share capital 98,076,180 94,183,926
Share premium 144,820 -
Retained earnings (11,951,449 ) (9,358,383 )
SHAREHOLDERS' FUNDS 86,269,551 84,825,543

NON-CONTROLLING INTERESTS 9,028,280 9,053,479
TOTAL EQUITY 95,297,831 93,879,022

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a) ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b) preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

CONSOLIDATED BALANCE SHEET - continued
31 DECEMBER 2023


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 4 September 2024 and were signed on its behalf by:




K Mahdavi - Director



C H Marston - Director


ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

COMPANY BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes $    $    $    $   
FIXED ASSETS
Intangible assets 7 - -
Property, plant and equipment 8 724,925 18,565
Investments 9 84,358,189 84,363,135
85,083,114 84,381,700

CURRENT ASSETS
Debtors 10 2,445,423 716,074
Cash at bank 224,480 108,070
2,669,903 824,144
CREDITORS
Amounts falling due within one year 11 994,946 744,480
NET CURRENT ASSETS 1,674,957 79,664
TOTAL ASSETS LESS CURRENT
LIABILITIES

86,758,071

84,461,364

CAPITAL AND RESERVES
Called up share capital 98,076,180 94,183,930
Share premium 144,820 -
Retained earnings (11,462,929 ) (9,722,566 )
SHAREHOLDERS' FUNDS 86,758,071 84,461,364

Company's loss for the financial year (1,740,363 ) (8,943,397 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

COMPANY BALANCE SHEET - continued
31 DECEMBER 2023


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 4 September 2024 and were signed on its behalf by:




C H Marston - Director



K Mahdavi - Director


ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023


1. STATUTORY INFORMATION

Altilium Metals Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill on consolidation
Goodwill on Consolidation is the difference between the carrying cost of the net assets of the companies acquired and the value placed on them when they were acquired. The balance is reviewed annually.

Intangible assets
Development costs are being amortised with reference to the depletion of the known reserves in
the period. There was no depletion of reserves in the year.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its
estimated useful life.
Land and buildings - 20% on cost
Plant and machinery - 25% on cost
Fixtures and fittings - 25% on cost

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 12 (2022 - 4 ) .

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


3. EMPLOYEES AND DIRECTORS - continued

The average number of employees by undertakings that were proportionately consolidated during the year was 12 (2022 - 4 ) .

4. OPERATING LOSS

The operating loss is stated after charging:

2023 2022
$    $   
Depreciation - owned assets 128,711 58,553

5. EXCEPTIONAL ITEMS
2023 2022
$    $   
Profit/loss on disposal of
investment - (8,272,390 )

6. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


7. INTANGIBLE FIXED ASSETS

Group
Other
intangible
Goodwill assets Totals
$    $    $   
COST
At 1 January 2023 108,038,610 7,320,781 115,359,391
Disposals - (180 ) (180 )
Exchange differences - 96,414 96,414
At 31 December 2023 108,038,610 7,417,015 115,455,625
AMORTISATION
At 1 January 2023 - 24,750 24,750
Exchange differences - 326 326
At 31 December 2023 - 25,076 25,076
NET BOOK VALUE
At 31 December 2023 108,038,610 7,391,939 115,430,549
At 31 December 2022 108,038,610 7,296,031 115,334,641

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


8. PROPERTY, PLANT AND EQUIPMENT

Group
Plant and
Land and machinery
buildings etc Totals
$    $    $   
COST
At 1 January 2023 412,234 1,232,777 1,645,011
Additions 32,736 884,187 916,923
Exchange differences 11,015 27,310 38,325
At 31 December 2023 455,985 2,144,274 2,600,259
DEPRECIATION
At 1 January 2023 11,126 165,368 176,494
Charge for year 4,509 124,202 128,711
Exchange differences (2,107 ) 4,430 2,323
At 31 December 2023 13,528 294,000 307,528
NET BOOK VALUE
At 31 December 2023 442,457 1,850,274 2,292,731
At 31 December 2022 401,108 1,067,409 1,468,517

Company
Plant and
machinery
etc
$   
COST
At 1 January 2023 18,565
Additions 745,595
Exchange differences 960
At 31 December 2023 765,120
DEPRECIATION
Charge for year 40,195
At 31 December 2023 40,195
NET BOOK VALUE
At 31 December 2023 724,925
At 31 December 2022 18,565

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


9. FIXED ASSET INVESTMENTS

Investments in Subsidiary Companies

Investments in Group Companies are stated at cost which is the fair value of the consideration paid, less any impairment provision. The parent company's net investment in subsidiaries is ultimately dependent on the carrying value of the underlying assets. The directors obtained independent valuations of the underlying assets in the companies they acquired in exchange for the issue of shares in Altilium Metals Limited. The directors are confident that with the exception of the carrying value of the investment in Earthworx Holdings Ltd, as a result of an impairment in that company's share of an associated company, no further impairment provision is required.

The company's investments at the Balance Sheet date include the share capital of the following companies:





Name of Subsidiary
Country of
incorporation
and Place of
business


Proportion of Ord. Share Held by
the Group (%



)
2023 2022
Altiltech Ltd UK 100.00% 100.00%
Altilium pte Ltd Singapore 100.00% 100.00%
PT Mandala Erakovic Indonesia 82.00% 82.00%
Medet "MBS" EAD Bulgaria - 94.96%
AM Petroleum EOOD Bulgaria - 95.00%
Earthworx Holdings Ltd UK 100.00% 100.00%
Altilitech TC Ltd UK 100.00% 100.00%
Altilium Clean Technology Ltd UK 100.00% 100.00%
Altilium Metals BG Ltd UK 100.00% -

The company's investment in Earthworx Holdings Ltd includes an associate holding of 30% of Earthworx Indonesia which has had impairments over the year:

$   
Investment cost bf 85,080,900
Impairment bf (717,765 )
Impairment in year (4,946 )
Investment value carried forward 84,358,189

During the year the company formed Altilium Metals BG Ltd which owns 100% of Altilium Metals BG EOOD. The company transferred it's ownership AM Petroleum EOOD and Medet ''MBS'' EAD to Altilium Metals BG EOOD as part of the re-organisation.

10. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
$    $    $    $   
Trade debtors - 162,133 - -
Other debtors 1,963,264 790,199 2,445,423 716,074
1,963,264 952,332 2,445,423 716,074

ALTILIUM METALS LTD (REGISTERED NUMBER: 12863419)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


11. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
$    $    $    $   
Trade creditors 414,006 32,233 - -
Taxation and social security 70,889 54,948 38,360 3,138
Other creditors 1,323,107 499,258 956,586 741,342
1,808,002 586,439 994,946 744,480

12. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group
2023 2022
$    $   
Other creditors 23,286,017 23,724,817

13. RELATED PARTY DISCLOSURES

Included in other debtors is a related party debtor of $308,800 in PT Mandala Erakovic which is a
company controlled by Altilium Metals Ltd as set out in note 9 above.

Included in Other Creditors is a related party loan of $1,054,889 which relates to Mr K Mahdavi
helping to fund the costs of the businesses in 2020 and 2021 until other sources of funding were
available. He did this both personally and through a company that he owns, Somon Resources Ltd.

Somon Resources Ltd is also the holder of the debt of $23,286,017 making up the remainder of other creditors falling due after more than one year.