| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Eragon Petroleum Limited |
| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Eragon Petroleum Limited |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 3 |
| Report of the Independent Auditors | 5 |
| Statement of Profit or Loss | 8 |
| Statement of Profit or Loss and Other Comprehensive Income |
9 |
| Statement of Financial Position | 10 |
| Statement of Changes in Equity | 11 |
| Statement of Cash Flows | 12 |
| Notes to the Statement of Cash Flows | 13 |
| Notes to the Financial Statements | 14 |
| Eragon Petroleum Limited |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Certified Accountants and |
| Statutory Auditors |
| 122 Feering Hill |
| Feering |
| Colchester |
| Essex |
| CO5 9PY |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| Eragon Petroleum Limited (the "Company") is a wholly owned subsidiary of Caspian Sunrise PLC (together with its subsidiaries the "Group"). |
| The Group's focus in 2024 was on developing various natural resource based assets in Kazakhstan. |
| The Company no longer has any day to day trading operations and acts as the intermediate holding company for a number of dormant subsidiaries. |
| . |
| ON BEHALF OF THE BOARD: |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| FINANCIAL INSTRUMENTS |
| Details of the use of financial instruments by the Company and its subsidiary undertaking are contained in note 2 of the financial statements. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with UK-adopted international accounting standards. Under company law the 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | 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 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. They are also 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 Group's financial statements are published on the Group's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| AUDITORS |
| The auditors, Granite Morgan Smith Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Eragon Petroleum Limited |
| Opinion |
| We have audited the financial statements of Eragon Petroleum Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Profit or Loss, the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the UK. |
| 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 loss for the year then ended; |
| - | have been properly prepared in accordance with IFRSs as adopted by the UK; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| 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. |
| 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 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. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion 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 such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. 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 in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Eragon Petroleum Limited |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine 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 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 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 a Report of the Auditors 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| There are no trading activity in the company in the year to 31 December 2023 and hence no applicable laws and regulations. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| Report of the Independent Auditors to the Members of |
| Eragon Petroleum Limited |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Chartered Certified Accountants and |
| Statutory Auditors |
| 122 Feering Hill |
| Feering |
| Colchester |
| Essex |
| CO5 9PY |
| Granite Morgan Smith Limited is a limited company registered in England and |
| Wales (with registration number 07548957) |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Statement of Profit or Loss |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | $'000 | $'000 |
| CONTINUING OPERATIONS |
| Revenue |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING LOSS | ( |
) | ( |
) |
| LOSS BEFORE INCOME TAX | 4 | ( |
) | ( |
) |
| Income tax | 5 |
| LOSS FOR THE YEAR | ( |
) | ( |
) |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Statement of Profit or Loss and Other Comprehensive Income |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| LOSS FOR THE YEAR | ( |
) | ( |
) |
| OTHER COMPREHENSIVE INCOME |
| OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Statement of Financial Position |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | $'000 | $'000 |
| ASSETS |
| CURRENT ASSETS |
| Trade and other receivables | 6 |
| TOTAL ASSETS |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 7 |
| Capital redemption reserve | 8 |
| Retained earnings | 8 | ( |
) | ( |
) |
| TOTAL EQUITY |
| LIABILITIES |
| CURRENT LIABILITIES |
| Trade and other payables | 9 |
| TOTAL LIABILITIES |
| TOTAL EQUITY AND LIABILITIES |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up | Capital |
| share | Retained | redemption | Total |
| capital | earnings | reserve | equity |
| $'000 | $'000 | $'000 | $'000 |
| Balance at 1 January 2023 | ( |
) |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2023 | ( |
) |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2024 | ( |
) |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Statement of Cash Flows |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Cash flows from operating activities |
| Cash generated from operations | 1 |
| Increase in cash and cash equivalents |
| Cash and cash equivalents at beginning of year |
- |
| Cash and cash equivalents at end of year |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Notes to the Statement of Cash Flows |
| for the Year Ended 31 December 2024 |
| 1. | RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Loss before income tax | ( |
) | ( |
) |
| Increase in trade and other payables |
| Cash generated from operations |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Eragon Petroleum Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation |
| Preparation of consolidated financial statements |
| The financial statements contain information about Eragon Petroleum Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, , . |
| Financial instruments |
| The Group classifies financial instruments, or their component parts on initial recognition, as a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual agreement. |
| The Group's financial assets consist of cash and other receivables. Cash and cash equivalents are defined as short term cash deposits which comprise cash on deposit available by giving notice of no more that 3 months. Other receivables are initially measured at fair value and subsequently at amortised cost. |
| The Group's financial liabilities are non-interest bearing trade and other payables, which are stated at their cost. |
| Taxation |
| Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
| Deferred tax |
| Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. |
| Deferred tax liabilities are generally recognised for all taxable differences. Deferred tax assets and current tax losses have not been recognised since it is uncertain that taxable profits will be available against which deductible temporary differences can be utilised. The amount of the asset not recognised is $77,577 (2023: $74,341). |
| Share capital |
| Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction from the proceeds. |
| Investments |
| Non-current asset investments in subsidiary undertakings are shown at cost less allowance for impairment. The cost of acquisition includes directly attributable professional fees and other expenses incurred in connection with the acquisition. |
| Related party transactions |
| IAS24, 'Related Party Disclosures', requires the disclosure of the details of transactions between the reporting entity and its related parties. |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 3. | EMPLOYEES AND DIRECTORS |
| There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| The average number of employees during the year was NIL (2023 - NIL). |
| 31.12.24 | 31.12.23 |
| $ | $ |
| Directors' remuneration |
| 4. | LOSS BEFORE INCOME TAX |
| The loss before income tax is stated after charging: |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Auditors' remuneration | 7 | 7 |
| 5. | INCOME TAX |
| Analysis of tax expense |
| No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| Factors affecting the tax expense |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Loss before income tax | ( |
) | ( |
) |
| Loss multiplied by the standard rate of corporation tax in the UK of (2023 - |
( |
) |
( |
) |
| Effects of: |
| Tax losses carried forward | 2 | 2 |
| Tax expense |
| 6. | TRADE AND OTHER RECEIVABLES |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Current: |
| Amounts owed by group undertakings |
| 7. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | $'000 | $'000 |
| Ordinary | £0.10 | 59 | 59 |
| Eragon Petroleum Limited (Registered number: 06162215) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 8. | RESERVES |
| Capital |
| Retained | redemption |
| earnings | reserve | Totals |
| $'000 | $'000 | $'000 |
| At 1 January 2024 | ( |
) | 31 |
| Deficit for the year | ( |
) | ( |
) |
| At 31 December 2024 | ( |
) | 24 |
| 9. | TRADE AND OTHER PAYABLES |
| 31.12.24 | 31.12.23 |
| $'000 | $'000 |
| Current: |
| Trade creditors |
| Accruals and deferred income |
| 10. | ULTIMATE CONTROLLING PARTY |
| The Company is ultimately controlled by Caspian Sunrise Plc. Copies of the consolidated financial statements of Caspian Sunrise Plc can be obtained from 5 New Street Square, London, EC4A 3TW or from the Group's website. |