REGISTERED NUMBER: 13311140 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2024

for

H2 IP UK Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

Ms Mahaney

Miss S L McIntyre

SECRETARY:

Elemental Company Secretary Limited

REGISTERED OFFICE:

27 Old Gloucester Street

London

WC1N 3AX

REGISTERED NUMBER:

13311140 (England and Wales)

SENIOR STATUTORY AUDITOR:

Melissa Bowers FCCA

AUDITORS:

Harts Limited

Westminster House

10 Westminster Road

Macclesfield

Cheshire

SK10 1BX

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

The Company is a subsidiary of H2 Energy USA which is within the Hanwha Energy Group being with the energy industry. The Company's primary business activity is that of a holding company with the group which owns intellectual property relating to energy production machinery on behalf of the group.

PRINCIPAL RISKS AND UNCERTAINTIES

The Company's activities expose it to several financial risks. The directors have taken a prudent approach in their consideration of the various risks attached to the business of the Company. The principal risks and uncertainties facing the Company are shown below.

Credit risk

The Company has credit risk with income from group undertakings and the directors seek to manage this risk by ensuring other group entities have sufficient financial support together with the continued support from the group.

Liquidity risk

The company seeks to manage liquidity risks to ensure sufficient liquidity is available to meet foreseeable needs which includes placing reliance on other group entities.

Currency risk

The Company is exposed to currency risk which arises from group loans which are denominated in currencies other than Sterling. The most significant currency to which the Company is exposed to is the US Dollar. The Company mitigates the risk by closely monitoring foreign currency volatility and the group to which the Company belongs establishes financial derivative and non-derivative instruments with financial organisations to compensate for adverse movements in foreign exchange rates

KEY PERFORMANCE INDICATORS

The company calculates its revenue on a cost plus 5% basis.

GOING CONCERN

The directors have considered all relevant information covering at least twelve months from the date of approval of the financial statements and have concluded that it is appropriate to prepare the financial statements on a going concern basis.

ON BEHALF OF THE BOARD:

Miss S L McIntyre - Director

24 December 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of other holding companies.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

Ms Mahaney has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

Sangseo - resigned 31 December 2024

J Seo and Miss S L McIntyre were appointed as directors after 31 December 2024 but prior to the date of

this report.

J Seo and D S Patel ceased to be a director after 31 December 2024 but prior to the date of this report.

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 101 'Reduced Disclosure Framework'. 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.

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 she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Harts Limited, were appointed on 19 July 2022.

ON BEHALF OF THE BOARD:

Miss S L McIntyre - Director

24 December 2025

Opinion

We have audited the financial statements of H2 IP UK Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and 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 United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (United Kingdom Generally Accepted Accounting Practice).

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 profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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.

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; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report.

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:

Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to fraudulent financial reporting and management bias in accounting estimates. Audit procedures performed by the Company engagement team, but were not limited to:

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;

- Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations and unusual words; and

- Challenging assumptions and judgements made by management in their significant accounting estimates.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

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.

Melissa Bowers FCCA (Senior Statutory Auditor)

for and on behalf of Harts Limited

Westminster House

10 Westminster Road

Macclesfield

Cheshire

SK10 1BX

24 December 2025

TURNOVER

21,686

19,263

Administrative expenses

20,821

25,170

OPERATING PROFIT/(LOSS)

865

(5,907

)

Interest receivable and similar income

4

-

PROFIT/(LOSS) BEFORE TAXATION

4

869

(5,907

)

Tax on profit/(loss)

5

-

-

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

869

(5,907

)

PROFIT/(LOSS) FOR THE YEAR

869

(5,907

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

869

(5,907

)

ASSETS

CURRENT ASSETS

Debtors

8

2,545

2,756

Cash at bank

47,999

78,075

50,544

80,831

CAPITAL, RESERVES AND LIABILITIES

CAPITAL AND RESERVES

Called up share capital

9

1

1

Retained earnings

10

(1,532

)

(2,401

)

SHAREHOLDERS' FUNDS

(1,531

)

(2,400

)

CREDITORS

11

52,075

83,231

50,544

80,831

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

The financial statements were approved by the Board of Directors and authorised for issue on 24 December 2025 and were signed on its behalf by:

Miss S L McIntyre - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

1

3,506

3,507

Changes in equity

Total comprehensive income

-

(5,907

)

(5,907

)

Balance at 31 December 2023

1

(2,401

)

(2,400

)

Changes in equity

Total comprehensive income

-

869

869

Balance at 31 December 2024

1

(1,532

)

(1,531

)

1.	STATUTORY INFORMATION

H2 IP UK 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.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraphs 53(a), (h) and (j) of IFRS 16; and

-

paragraph 73(e) of IAS 16 Property, Plant and Equipment;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1;

•

the requirements of

-

paragraphs 1 to 44E, 44H(b)(ii) and 45 to 63 of IAS 7 Statement of Cash Flows; and

-

paragraphs 44F, 44G, 44H(a), 44H(b)(i), 44H(b)(iii) and 44H(c) of IAS 7;

•

the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

•

the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group;

Critical accounting judgements and key sources of estimation uncertainty

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company accounting policies. The areas involving a higher degree of judgement or complexity, or access where assumptions and estimates are significant to the financial statements are disclosed below.

There are no judgements and key sources of estimation uncertainty.

Turnover

Turnover represents operating costs (before tax and foreign exchanges gains/losses) incurred on behalf of the group, less VAT, plus a margin of 5%. This is recognised in the month that the costs are incurred.

Financial instruments

Debtors

Short term debtors are measured at transaction price, less any impairment.

Creditors

Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

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 balance sheet date.

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

-

-

Elemental Company Secretary charge £583 per month to H2 IP UK Limited for the services of the director, Dhruv Patel; this totals £6,703.66 for the year ended 31.12.2024 (2023 £6,224). Dhruv Patel is also a Director and Shareholder of Elemental Company Secretary

4.	PROFIT/(LOSS) BEFORE TAXATION

The profit before taxation (2023 - loss before taxation) is stated after charging:

31.12.24

31.12.23

£

£

Auditors' remuneration

2,988

2,959

Foreign exchange differences

168

5,712

5.

TAXATION

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.

6.	INTELLECTUAL PROPERTY

At the balance sheet date the company owns intellectual property at £0.00 cost.

7.	CONSOLIDATED ACCOUNTS

The accounts are consolidated by a parent company Hanwha Impact and can be found at 12F Hanwha Bldg., 86, Cheonggyecheon-ro, Jung-gu, Seoul, Korea.

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Other debtors

2,545

2,756

Other debtors includes :

Prepayments £248

VAT £2,292

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.24

31.12.23

value:

£

£

1

Ordinary

£1

1

1

10.

RESERVES

Retained

earnings

£

At 1 January 2024

(2,401

)

Profit for the year

869

At 31 December 2024

(1,532

)

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade creditors

4,985

9,188

Amounts owed to group undertakings

47,090

68,776

Accrued expenses

-

5,267

52,075

83,231

12.	ULTIMATE PARENT COMPANY

Hanwha Energy Corp. (incorporated in South Korea ) is regarded by the directors as being the company's ultimate parent company.

Address - 411, Hannuri-daero Sejong

PARENT COMPANY

The parent company is Hanwha H2 Energy USA Corp.

Address - 200 Westlake Park Blvd Ste 1010, Houston, TX 77079

13.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is the 50% shareholder of Hanwha Energy Corp. which is the ultimate parent company.