The directors of the company have elected not to include a copy of the income statement within the financial statements.

For the financial year ended 31 March 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

V.E Series B Borrower Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Fora Montacute Yards, Shoreditch High St, London, United Kingdom, E1 6HU. The company's principal activities and nature of its operations are disclosed in the directors' report.

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

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 £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The Company has taken advantage of exemptions available under FRS 101 in relation to the following:

• Cash flow statement and related notes;

• Disclosures in respect of capital management;

• Disclosures in respect of the compensation of Key Management Personnel.

The following Adopted IFRSs have been issued but have not been applied by the Company in these financial statements. Their adoption is not expected to have a material effect on the financial statements unless otherwise indicated (effective dates to be confirmed):

• Amendments to IFRS 9 Financial Instruments, Classification and Measurement of Financial Instruments

• Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates, Lack of Exchangeability

• IFRS 18 Presentation and Disclosure in Financial Statements

• IFRS 19 Subsidiaries without Public Accountability

The results of the Company are included in the consolidated financial statements of the ultimate parent company, Virmati Energy Ltd which are publicly available and may be obtained from its registered office at Fora Montacute Yards, Shoreditch High St, London, E1 6HU.

The financial statements have been prepared on a going concern basis, which the directors consider appropriate, given net current assets of £true89.3m as at 31 March 2025, despite a loss of £2m for the year then ended.

The directors have prepared cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably possible downsides, the company will have sufficient funds, through funding from its ultimate parent company, V.E Series B Holdings Ltd, to meet its liabilities as they fall due for that period.

Those forecasts are dependent on V.E Series B Holdings Ltd not seeking repayment of the amounts currently due to the parent, which at 31 March 2025 amounted to £59.4m, and providing additional financial support during that period. The ultimate parent company Virmati Energy Ltd has indicated its intention to continue to make available such funds as are needed by the company, and that it does not intend to seek repayment of the amounts due at the balance sheet date, for the period covered by the forecasts.

As with any company placing reliance on its parent for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so. Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

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.

Financial assets measured at amortised cost

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 costs 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 receivables 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.

Financial liabilities measured at amortised cost

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.

The Company had no employees during the period except for the directors (2024: nil). No remuneration was paid or is payable by the company (2024: £nil). The Directors are employed by other companies in the group and consider their duties to this company incidental to their other activities within the group. As a result, no qualifying services have been performed in the period.

The directors consider that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

Details of the company's subsidiaries at 31 March 2025 are as follows:

Included within Other receivables is a cash balance totalling £5.1m (2024: £26.8m). The funds are not considered readily available as the account is restricted until specific covenants are met under the facility to which the balance relates. These were met and the cash released in June 2025.

The non-current loan relates to a debt facility held within the Company. At the year end, the facility had been fully drawn down subject to specific covenant conditions. The loan attracts interest at market rate, is held at amortised cost and stated net of transaction costs.

Transactions with commonly owned entities are not disclosed as the Company has taken advantage of the exemption from the requirement in IAS 24 ‘Related party disclosures’ to disclose related party transactions entered into between two or more members of a group. All parties involved were commonly, wholly owned entities. There were no other material related party transactions.

The immediate parent undertaking is V.E Series B Holdings Ltd (Registered number:13917785) and ultimate parent undertaking is Virmati Energy Ltd (Registered number:13095982), a company incorporated in the United Kingdom. Virmati Energy Limited is the parent undertaking of the smallest and largest group to consolidate this Company's financial statements. Copies of Virmati Energy Ltd’s consolidated financial statements can be obtained from Fora Montacute Yards, Shoreditch High St, London, E1 6HU.