The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

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

Cura Terrae Midco Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 3 President Buildings, Savile Street East, Sheffield, S4 7UQ.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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 £1.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

The immediate and ultimate parent company is Cura Terrae Topco Limited. Cura Terrae Topco Limited is the smallest and largest group into which these financial statements are consolidated. The registered office of Cura Terrae Topco Limited is Unit 3, President Buildings, Savile Street East, Sheffield, S4 7UQ.

The truecompany is a subsidiary in a group headed by Cura Terrae Topco Limited.

Forecasts have been prepared for the company and the wider group for the period to 31 December 2026. The forecast sales performance includes where contracts are in place, alongside the general sales patterns, recurring work and seasonality expected across the different businesses within the group. Within the forecasts, Management have also included an expectation on sales growth, effects of operational efficiencies following a further year of ownership as well as assumptions on inflationary increases to the cost base.

In preparing those forecasts, Management have prepared a sensitivity analysis to consider where factors could adversely affect forecast trading performance through restricted sales growth and a limited benefit obtained through operational efficiency work and the related profitability improvement. Having considered those factors and sensitivities, Management have determined that the forecasts represent the potential risks and expectations and show that the business will continue to generate cash and unadjusted EBITDA, and retain sufficient headroom within the group’s banking facilities even with these sensitivities applied.

The debt held within the group comprises of the Shawbrook bank facility which runs to 28 June 2027 and the Palatine Private Equity and Management loan notes, both have redemption dates of 17 March 2030. The group also has debts owed as part of asset finance agreements which are being serviced on a

monthly basis.

During the previous year, additional funding was provided to the group by the Shareholders by way of loan notes of £1,879,580, to support the working capital and capital expenditure requirements of continued growth, including some material new contract wins in the water sector. An amount of £1,679,580 of this funding was provided by funds managed by the group’s lead investor, Palatine Private Equity LLP, which has confirmed its ongoing support to the group.

Therefore on the basis of current level of trading, the forecasts for the business and the finance available, the Directors are satisfied that the group can continue to meet its debts as they fall due for the foreseeable future and accordingly, the accounts have been prepared on a going concern basis.

As the company is reliant on the overall going concern assumptions of the group, a letter of support has been provided by Cura Terrae Topco Limited which gives the directors confidence that the entity has the ability to continue to be a going concern for at least 12 months from the date of the approval of the accounts

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.

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.

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, 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.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end 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 calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Audit fees are bourne by a subsidiary company.

The average monthly number of persons (including directors) employed by the company during the year was:

The directors are remunerated through the companies subsidiaries.

Amounts owed by group undertakings are unsecured and repayable on demand.

Amounts owed by group undertakings falling due after more than one year represent accrued interest falling due on the loan notes as detailed in note 5.

Amounts owed to group undertakings are unsecured and repayable on demand.

Other creditors includes the following loans:

1) Investor loan notes to Palatine Private Equity LLP totalling £10,851,321 (2023 - £10,851,321). The loan notes all carry an interest rate of 8%. Accrued interest has not been paid but has instead has been added to the carrying value of the loan notes, which at the year end totalled £2,334,386 (2023 - £1,463,902). The investor loan notes are secured by a fixed and floating charge over the assets of the company and its subsidiaries and have a redemption date of 17 March 2030.

2) Management loan notes to certain management at the date of the acquisition of subsidiaries Cura Terrae Water Limited , Cura Terrae OH and Emissions Testing Limited and Cura Terrae Land and Nature Limited, totalling £6,830,130 (2023 - £7,908,179); The loan notes all carry an interest rate of 8% (management loan notes held by 'good leavers' accrues at 4%). Accrued interest has not been paid but has instead has been added to the carrying value of the loan notes, which at the year end totalled £1,406,201 (2023 - £1,078,490).

3) Amounts owed to group undertakings of £56,630 (2023 - £150,936).

The management loan notes and other loan notes have a redemption date of 17 March 2030.

4) Loans made to fellow group company Ecus EBT Trustee Limited to the value £1,439,896 (2023 - £nil) are unsecured and interest free and repayable on demand.

After the reporting period Cura Terrae Land and Nature Limited, a wholly owned subsidiary of the group, purchased Eco2020 Limited and its subsidiary EnviroCentre Limited, as a wholly owned subsidiary.

The immediate and ultimate parent party is Cura Terrae Topco Limited, a company incorporated in England and Wales. The consolidated financial statements of Cura Terrae Topco Limited are available from the registered address, 3 President Buildings, Savile Street, Sheffield, S4 7UQ. The directors believe that there is no ultimate controlling party.

Details of the company's subsidiaries at 30 December 2024 are as follows:

Registered office addresses (all UK unless otherwise indicated):

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 was unqualified.