Company registration number 11133752 (England and Wales)
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
4
153,806,905
153,806,905
Current assets
Debtors falling due after more than one year
7
76,513,352
81,891,885
Debtors falling due within one year
7
84,391,122
54,711,159
Cash at bank and in hand
17,060,587
16,092,841
177,965,061
152,695,885
Creditors: amounts falling due within one year
8
(101,405,815)
(72,541,088)
Net current assets
76,559,246
80,154,797
Total assets less current liabilities
230,366,151
233,961,702
Creditors: amounts falling due after more than one year
10
(86,005,000)
(92,707,500)
Net assets
144,361,151
141,254,202
Capital and reserves
Called up share capital
11
20,138
20,138
Share premium account
10,903,700
10,903,700
Capital redemption reserve
1,162
1,162
Other reserves
127,438,007
127,438,007
Profit and loss reserves
5,998,144
2,891,195
Total equity
144,361,151
141,254,202
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 4 September 2025 and are signed on its behalf by:
Mr S Ripley
Director
Company registration number 11133752 (England and Wales)
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information
Pretoria Energy Company Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Padro House Chear Fen, Ely Road, Chittering, Cambridge, CB25 9GE.
1.1
Basis of preparation
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Pretoria Energy Group Limited. These consolidated financial statements are available from its registered office, Padro House, Chear Fen, Ely Road, Chittering, Cambs, CB25 9GE..
1.2
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. true
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.7
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.8
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
2
2
The directors of the company are remunerated for their services to the Group and this is disclosed in the parent company's financial statements.
4
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
5
153,806,905
153,806,905
5
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
5
Subsidiaries
(Continued)
- 5 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Pretoria Energy Company (Arable) Limited
Padro House Chear Fen, Ely Road, Chittering, Cambridge, United Kingdom, CB25 9GE
Ordinary
100.00
-
Pretoria Energy Company (Chittering) Limited
As above
Ordinary
100.00
-
Pretoria Energy Company (Mepal) Limited
As above
Ordinary
100.00
-
Pretoria Energy Company Holdings 2 Limited
As above
Ordinary
100.00
-
Pretoria Energy Company (Chittering 2) Limited
As above
Ordinary
0
100.00
Pretoria Energy Company (Mepal 2) Limited
As above
Ordinary
0
100.00
6
Financial instruments
2024
2023
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
6,116,218
5,494,751
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
84,284,685
54,697,902
Other debtors
93,180
Prepayments and accrued income
13,257
13,257
84,391,122
54,711,159
2024
2023
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
70,397,134
76,397,134
Derivative financial instruments
6,116,218
5,494,751
76,513,352
81,891,885
Total debtors
160,904,474
136,603,044
The amounts owed by group undertakings, are unsecured, carries interest at a market rate and is not repayable on demand by the lender.
The company has an interest rate swap used to mitigate changes in future borrowing rates with its lenders.
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
8
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans
9
7,000,000
6,000,000
Trade creditors
146,758
74,753
Amounts owed to group undertakings
91,877,288
65,507,564
Taxation and social security
2,204
Other creditors
2,294,000
794,000
Accruals and deferred income
87,769
162,567
101,405,815
72,541,088
9
Loans and overdrafts
2024
2023
£
£
Bank loans
93,005,000
98,707,500
Payable within one year
7,000,000
6,000,000
Payable after one year
86,005,000
92,707,500
The long-term bank loan is secured by fixed charges over the company's assets, and a cross guarantee between the company, Pretoria Energy Company (Arable) Limited, Pretoria Energy Company (Mepal) Limited and Pretoria Energy Company (Chittering) Limited.
£63,000,000 of the original facility is on a floating rate offset by the interest rate swap whilst £55,000,000 of the original facility is on a fixed rate agreement.
Loan issue costs are being amortised on a straight line basis over the loan term, the amortisation this year was £297,500 (2023: £297,500).
10
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
9
86,005,000
92,707,500
11
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
20,138
20,138
20,138
20,138
PRETORIA ENERGY COMPANY HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
12
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Senior Statutory Auditor:
Jayson Lawson
Statutory Auditor:
Ensors
Date of audit report:
4 September 2025
13
Financial commitments, guarantees and contingent liabilities
The company has provided a fixed and floating charge over the assets of the company as security to lending within the Pretoria Energy Group Limited group.
14
Related party transactions
The company has taken the exemption afforded by FRS102 not to disclose transactions with entities within the Pretoria Energy Group Limited group.
During the year the company entered into the following transactions with other related parties:
The company purchased £12,769 (2023 - £91,188) of goods and services from companies under common control. At the year end the company owed £73,669 (2023 - £60,900) to these companies.
15
Ultimate controlling party
The Ultimate controlling party is Mr S Ripley by virtue of his majority shareholding in the parent company, Pretoria Energy Group Limited.
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