CNG Foresight Holding Limited - Accounts to registrar (filleted)

REGISTERED NUMBER: 12962818 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

CNG FORESIGHT HOLDING LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

Directors:

C J Tanner

I M Hussain

S J Matthews

Registered office:

C/o Foresight Group Llp

The Shard, 32 London Bridge Street

London

SE1 9SG

Registered number:

12962818 (England and Wales)

Fixed assets

Investments

4

116,615,674

113,074,297

Current assets

Debtors

5

29,072,723

16,213,297

Creditors

Amounts falling due within one year

6

(17,028,163

)

(11,123,720

)

Net current assets

12,044,560

5,089,577

Total assets less current liabilities

128,660,234

118,163,874

Creditors

Amounts falling due after more than one year

7

(135,638,977

)

(115,126,301

)

Net (liabilities)/assets

(6,978,743

)

3,037,573

Capital and reserves

Called up share capital

8

100

Retained earnings

(6,978,843

)

3,037,473

Shareholders' funds

(6,978,743

)

3,037,573

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 Board of Directors and authorised for issue on 19 December 2025 and were signed on its behalf by:

C J Tanner - Director

1.	Statutory information

CNG Foresight Holding 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.

2.	Accounting policies

Basis of preparing the financial statements

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. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Taxation

Taxation for the year 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 year 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.

Investments

The investments at fair value through profit or loss owned by the Company have been valued in accordance with the International Private Equity and Venture Capital Valuation (IPEV) Guidelines developed by the British Venture Capital Association and other organisations as updated in December 2022. Through these guidelines, these companies are valued at 'fair value' as defined. Ordinarily, unquoted companies will be valued at cost for a limited period following the date of acquisition, being the most suitable approximation of fair value unless there is an impairment or significant accretion in value during the year. Assets under construction will be valued at cost until operations begin. In accordance with section 11 of FRS102, the fair value of investments for operational assets are determined in accordance with IPEV Guidelines using a discounted cash flow valuation methodology. The valuations are prepared by the Foresight Group, reviewed and approved by the Board quarterly.

3.	Employees and directors

The average number of employees during the year was NIL (2024 - NIL).

4.	Fixed asset investments

Loans to

group

undertakings

£

At 1 April 2024

113,074,297

New in year

(1

)

Other movement

3,541,378

At 31 March 2025

116,615,674

5.

Debtors: amounts falling due within one year

31.3.25

31.3.24

£

Other debtors

29,072,723

16,213,297

6.

Creditors: amounts falling due within one year

31.3.25

31.3.24

£

Trade creditors

1

-

Amounts owed to group undertakings

46,167

6,000

Other creditors

16,981,995

11,117,720

17,028,163

11,123,720

7.

Creditors: amounts falling due after more than one year

31.3.25

31.3.24

£

Other creditors

135,638,977

115,126,301

8.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.3.25

31.3.24

value:

£

100

Ordinary

£1

100

Of the 100 shares in the Company issued 20th October 2010, 75 shares were issued to Blackmead Infrastructure Limited and the remaining 25 shares were issued to Foresight Environmental Infrastructure (UK) Limited.

9.	Related party disclosures

As of 31 March 2025, CNG Foresight Holding Limited was a subsidiary owned 75% by Blackmead Infrastructure Limited and 25% by Foresight Environmental Infrastructure (UK) Limited.

There was a shareholder loan of £101,736,892 owed from CNG Foresight Holding Limited to Blackmead Infrastructure Limited. There was £8,426,547 of interest incurred at 9% on the loan from Blackmead Infrastructure Limited, of which £6,190,939 was capitalised as part of the terms of the loan agreement and £2,235,608 remained outstanding at the period end.

There was a second shareholder loan of £1,500,000 Blackmead Infrastructure Limited. There was £180,000of interest incurred at 12% on the loan from Blackmead Infrastructure Limited, of which £432,082 remained outstanding at the period end.

There was a third shareholder of £7,500,000 owed from CNG Foresight Holding Limited to Blackmead Infrastructure Limited. There was £880,973 of interest incurred at 13% on this loan of which £1,069,295 was outstanding at the period end.

There was a shareholder loan of £33,902,085 owed from CNG Foresight Holding Limited to Foresight Environmental Infrastructure (UK) Limited. There was £2,807,966 of interest incurred at 9% on the loan from Foresight Environmental Infrastructure (UK) Limited, of which £744,976 remained outstanding at the period end.

There was a second shareholder loan of £500,000 owed from CNG Foresight Holding Limited to Foresight Environmental Infrastructure (UK) Limited. There was £60,000 of interest incurred at 12% in the year on the loan from Foresight Environmental Infrastructure (UK) Limited, of which £143,890 remained outstanding at the period end.

A third shareholder loan of £2,500,000 was taken out in the year from Foresight Environmental Infrastructure (UK) Limited. There was £293,658 of interest incurred at 13% on this loan of which £356,298 was outstanding at the period end.

As of 31 March 2025, CNG Foresight Holding Limited owned 50% of the ordinary shares of CNG Foresight Limited, with the other 50% being held by CNG Fuels Limited.

There was a shareholder loan of £115,126,301 owed from CNG Foresight Limited to CNG Foresight Holding Limited. There was £8,852,275 of interest incurred at 9% on the loan from CNG Foresight Holding Limited, of which £2,530,783 remained outstanding at the period end.

There was a second shareholder loan of £2,000,000 owed from CNG Fuels Limited to CNG Foresight Holding Limited. There was £223,233 of interest incurred at 10% increasing to 12% in the year on the loan from CNG Foresight Holding Limited, of which £335,973 remained outstanding at the period end.

There was a third shareholder loan of £11,516,166 owed from CNG Fuels Limited to CNG Foresight Holding Limited. There was £1,263,038 of interest incurred at 13% in the year on the loan from CNG Foresight Holding Limited, of which £1,263,038 was capitalised as part of the terms of the loan agreement and nothing remained outstanding at the period end.

As part of the third shareholder loan, CNG Foresight Holdings Limited is also due to receive £12,000,000 from CNG Fuels Limited, which represents 3 times the total capital drawn on the loan as at 31 March 2025.

10.	Ultimate controlling party

In the opinion of the directors, the immediate parent company is Blackmead Infrastructure Limited, with the ultimate controlling party being Averon Park Limited.