REGISTERED NUMBER: 14691559 (England and Wales)

ROADGAS HOLDINGS LIMITED

FINANCIAL STATEMENTS

FOR THE PERIOD

1 OCTOBER 2023 TO 31 DECEMBER 2024

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTOR:

Mr S D E Ripley

REGISTERED OFFICE:

Padro House

Ely Road

Chittering

Cambridgeshire

CB25 9PZ

REGISTERED NUMBER:

14691559 (England and Wales)

AUDITORS:

APC Accountants Limited

Chartered Accountants

and Statutory Auditors

7 St John Street

Mansfield

Nottinghamshire

NG18 1QH

FIXED ASSETS

Investments

5

2,768,300

2,768,300

CURRENT ASSETS

Debtors

6

100

100

CREDITORS

Amounts falling due within one year

7

22,262

12,800

NET CURRENT LIABILITIES

(22,162

)

(12,700

)

TOTAL ASSETS LESS CURRENT LIABILITIES

2,746,138

2,755,600

CAPITAL AND RESERVES

Called up share capital

8

2,760,100

2,760,100

Retained earnings

(13,962

)

(4,500

)

SHAREHOLDERS' FUNDS

2,746,138

2,755,600

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 29 September 2025 and were signed by:

Mr S D E Ripley - Director

1.	STATUTORY INFORMATION

Roadgas Holdings 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.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

In the application of the Company's accounting policies, which are described, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Investments in subsidiaries

Investment in subsidiary undertakings is recognised at cost.

Taxation

Taxation for the period 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 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 period 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.

Financial instruments

Financial instruments 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 entity after deducting all of its financial liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 1 (2023 - 3 ) .

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 October 2023

and 31 December 2024

2,768,300

NET BOOK VALUE

At 31 December 2024

2,768,300

At 30 September 2023

2,768,300

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Other debtors

100

100

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Amounts owed to group undertakings

5,400

-

Amounts owed to participating interests

8,300

-

Accruals and deferred income

8,562

12,800

22,262

12,800

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

2,760,100

Ordinary

£1

2,760,100

2,760,100

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Leighton Sharp FCCA MAAT (Senior Statutory Auditor)

for and on behalf of APC Accountants Limited

10.	RELATED PARTY DISCLOSURES

At balance sheet date, £5,400 (2023: £Nil) was owed to Roadgas Ltd, which is a 100% subsidiary of Engire Limited, who is wholly owned by Roadgas Holdings Limited.

At balance sheet date, £8,300 (2023: £Nil) was owed to Mercuria Energy Trading SA, which is part of the Mercuria group of companies.

11.	ULTIMATE CONTROLLING PARTY

On 15th January 2024, Pretoria Energy Group Limited purchased the entire share capital of Roadgas Holdings Limited, from Mercuria Energy Netherlands B.V. Pretoria Energy Group Limited therefore became the ultimate parent company, where the financial statements will be consolidated.

The ultimate controlling party is Mr. S. Ripley by virtue of his majority shareholding of 63.46% in Pretoria Energy Group Limited.

Pretoria Energy Group Limited registered office is Padro House Chear Fen, Ely Road, Cambridge, England, CB25 9GE.