REGISTERED NUMBER: 14015306 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

CINDRIGO GEOTHERMAL LIMITED

Page

Company information

1

Statement of financial position

4

Notes to the financial statements

5

DIRECTOR:

L I Guldstrand

SECRETARY:

R M Taylor

REGISTERED OFFICE:

104 Napier Court

Ranelagh Gardens

London

SW6 3XA

REGISTERED NUMBER:

14015306 (England and Wales)

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the Company is to act as a holding company.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

Changes in directors holding office from 1 January 2024 to the date of this report are as follows:

J A Oxley - resigned 25 March 2024

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:

L I Guldstrand - Director

22 August 2025

TURNOVER

-

-

OPERATING PROFIT and

PROFIT BEFORE TAXATION

-

-

Tax on profit

-

-

PROFIT FOR THE FINANCIAL YEAR

-

-

FIXED ASSETS

Investments

3

-

450,104

CURRENT ASSETS

Debtors

4

1

4,361

NET CURRENT ASSETS

1

4,361

TOTAL ASSETS LESS CURRENT LIABILITIES

1

454,465

CREDITORS

Amounts falling due after more than one year

5

-

454,464

NET ASSETS

1

1

CAPITAL AND RESERVES

Called up share capital

1

1

SHAREHOLDERS' FUNDS

1

1

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his 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.

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

In accordance with Section 444 of the Companies Act 2006, the Income statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 22 August 2025 and were signed by:

L I Guldstrand - Director

1.	STATUTORY INFORMATION

Cindrigo Geothermal Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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.

First year adoption of Financial Reporting Standard 102 ( FRS 102) Section 1A

These financial statements, for the year ended 31 December 2024, are the first prepared in accordance with FRS 102 (Section 1A - Small Entities). The financial statements for the year ended 31 December 2023, which are presented as comparatives, have been restated in accordance with FRS 102 (Section 1A).

The company’s previous financial statements were prepared in accordance with FRS 101 Reduced Disclosure Framework. The date of transition to FRS 102 (Section 1A) is 1 January 2023.

The adoption of FRS 102 (Section 1A) has not resulted in any changes to recognition or measurement of assets, liabilities or equity. Accordingly, no adjustments were required to the opening equity as at 1 January 2023 or to the comparative figures for the year ended 31 December 2023.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the 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 statement of financial position date.

Deferred tax

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

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

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

Foreign exchange

The financial statements are presented in British Pounds Sterling (£), which is also the functional currency of the Company.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate prevailing at the reporting date. Exchange differences arising from the translation of monetary items are recognised in profit or loss in the period in which they arise.

Non-monetary items measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.

Investment in subsidiaries

Investments in subsidiaries are initially recognised at cost. Following initial recognition, the investments are measured at cost less any accumulated impairment losses. The Company assesses at each reporting date whether there is any indication that the investment may be impaired. If any such indication exists, the recoverable amount of the investment is estimated, and an impairment loss is recognised if the carrying amount exceeds the recoverable amount.

Going concern

The Directors have assessed the Company's ability to continue as a going concern and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis

3.	OPERATING PROFIT

The profit or loss before taxation for the reporting period is zero.

4.	FIXED ASSET INVESTMENTS

Other

investments

£

Cost

At 1 January 2024

450,104

Impairments

(450,104

)

At 31 December 2024

-

Net book value

At 31 December 2024

-

At 31 December 2023

450,104

5.

DEBTORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed by group undertakings

1

4,361

6.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

-

454,464

7.	POST BALANCE SHEET EVENTS

On 3 March 2025, the Company entered into definitive investment agreements to acquire an 85% majority interest in three geothermal energy licences located in the Upper Rhine Valley, Germany. The agreements provide for the establishment of a new holding company, through which the Company will hold its interest. Each licence will be sub-licensed to a dedicated special purpose vehicle (SPV), which will be responsible for the development and operation of the respective projects.

None of these events impact the financial statements for the year ended 31 December 2024.

8.	ULTIMATE CONTROLLING PARTY