The directors present the strategic report for the year ended 30 April 2025.

Valda Energy Limited is a licensed Electricity and Gas Supplier to Non-Domestic end users in Great Britain, with focus on the small and medium sized business market. Valda Energy Limited offers customers electricity and gas supply contracts.

The Company has continued to grow, and this financial period has seen another strong performance across our Business Key Performance indications (“KPIs”).

Growth in contracted meter point numbers and the total amount of commodity supplied to customers has led to a 34% increase in turnover for the year.

Gross profit increased 32%. Gross Margin (%) decreased slightly year on year reflecting the change in the customer portfolio mix in a competitive market. Operating Profit increased to £1.5m (£1.0m 2023/24).

At the outset of this financial year, the executive board agreed that the strategic aim of the Company should be two-fold; delivering and maintaining business growth whilst ensuring the Company has the platform for the future ambitions and aspirations. It is therefore, particularly encouraging to see that both aims have been achieved and the Company is in a strong and robust position to support its long-term goals.

During the financial year, the Company engaged with and successfully negotiated an extension to our Wholesale Commodity purchase agreement with AXPO Holdings AG ('AXPO'). Since the Company first entered into an agreement with AXPO in 2019, it has proven to be a strong and successful partnership, and therefore, furthering this significant relationship illustrates the confidence and collective ambitions in the Company.

This financial period also saw the successful completion of further contracts aligned with the long-term ambitions of the Business. Enhancing AI and customer service capabilities is seen as vital to achieving an efficient and cost-effective operating environment and one that underpins the Company’s aim of growth through competitive pricing and a strong customer centric proposition. The successful introduction of Intelligent speech analytics and live agent assistance, power by AI is a clear example of the Business combining market leading technology with a Customer Centric culture.

This focus on customer delivery is incorporated into our Key Performance targets set within the Business and the Directors were pleased to report an improved Trust Pilot score of 4.1 at the end of the financial period.

As part of the strategic aim to ensure the Company has strong and robust pillars upon which to build and grow in the future, the Business, as part of its Resourcing strategy, recognises the need to Attract and Retain key staff and provide resilience across all areas of the business. Through this financial period, the Business has seen significant additions to many departments, including our Finance function. Expanding the team by Including the appointment of a new Financial Controller and experienced Management Accountants, has facilitated enhanced data analysis, process improvements and efficiencies, whilst concurrently, meeting the Business’s strategic requirements.

To strengthen the integrity of our financial reporting, we have undertaken a comprehensive review of our revenue recognition processes. This has led to an updated methodology around revenue recognition, along with the implementation of enhanced controls and system improvements, including tighter integration with settlement data and new billing system reconciliation procedures.  Further, the Board has concluded that a prior year adjustment is required to reflect a more prudent view of billed and unbilled volumes. Further details of this are covered in the note on the restatement of prior year profit, however, the restatement has no impact on cash flows and is limited to accounting adjustments. 

Wholesale commodity price movements in the year reflected a trend of market correction following the energy shocks of 2022–2023. Price peaked during the winter months, on colder than average temperatures and continuing geopolitical tensions. Early 2025 has seen prices begin to soften due to milder weather, increased renewable generation and flexibility provided by gas storage. Despite the recent easing, risks remain due to ongoing geopolitical uncertainty, US initiated tariff shifts, and supply-side fragility. Our procurement strategy continues to monitor these dynamics closely to ensure cost-effective and secure energy sourcing for our customers.

Electricity distribution and transmission costs continued to evolve under Ofgem’s Targeted Charging Review (TCR) reforms, which aim to ensure a fairer and more cost-reflective allocation of network charges. The most notable change was the shift in the balance between fixed and variable charges. Distribution Use of System (DUoS) charges saw an increase in the standing charge element, while consumption-based charges—calculated using Red, Amber, and Green time bands—were reduced. This shift reflects Ofgem’s intention to recover more of the network’s residual costs through fixed charges, reducing the ability of high-consuming or load-shifting customers to avoid charges through behavioural changes.

These changes have implications for how suppliers structure tariffs and recover costs from customers. As a supplier to UK-only small businesses, we have adapted our pricing models to reflect the increasing weight of fixed charges, ensuring transparency and fairness while continuing to support customers in managing their energy use efficiently.

The year has seen continued focus on new acquisitions and Customer retentions. Products and pricing have been fundamental to achieving a strong set of sales results, along with the ability to flex and reflect the changing market requirements. The Business’s aim of maintaining a diverse portfolio base remains a significant commercial strategy and the results of this financial period have continued to demonstrate success in this regard.

The Directors are positive for the future direction of the Business and its ability to meet expectations across all the Business KPIs.

The Company faces several Business risks, however, through regular management review and policy analysis each risk has been evaluated and actions to mitigate identified.

Commodity Risk

The Company operates a Fully Hedged wholesale energy policy, aiming to de-risk our exposure to the energy market. The forecast energy demand for all customer contracts is calculated using considerable internal resource and modelling. This modelling is continually developing, using up to date, real-time customer data combined with knowledge and experience of operating within the energy retail sector

The main hedging related risks are broadly categorised as prolonged periods of extreme weather, changes in customer consumption and changes in the rate in which contracted customers move out of their properties. These are managed, in turn, by receiving weather forecasts from relevant weather stations across the country, adjusting hedge volumes accordingly, and by having forecasts that update based on the latest customer consumption information. Detailed analysis to review the half hourly volumes consumed by our existing portfolio is also applied to this calculation as well as the development of a comprehensive customer performance library.

Credit Risk

Bad debts derived from customers who fail to pay their electricity and gas invoices represent a significant administrative expense to the Business.

Effective credit risk management is fundamental in ensuring that there is an appropriate balance between this risk and facilitating the growth of the Business. The Company controls the exposure to credit risk from customers with the Credit Assessment decision path that integrates with the Business acquisition online platform. Furthermore, the Business devotes significant resource to manage its customer portfolio to mitigate credit exposure and any negative effect on cash flows. Through historical analysis and current customer performance, the Business forecasts and then analyses expected customer behaviour against allowed tolerances.

Third Party Sales Intermediaries

The Business engages with Third Party Intermediaries and the identified risk is a reduction in the number of parties operating in this sector potentially reducing market competition. The most likely cause for a possible reduction in the TPI sector is recognised as either increased consolidation activity, or possible changes in regulation.

The Directors believe that a strong and robust TPI market can support healthy competition within the energy retail market, and the Business actively engages with the Regulator and other parties to be at the forefront of discussions considering enhancements to the sector.

Resourcing

With Employees being at the centre of our continued success, the Business recognises the risk of not being able to meet our resourcing requirements. The Directors employ an Attract and Retain strategy at the core of our business culture. We recognise that this culture is the most important intangible Business asset, providing a key tool in establishing our competitive advantage, delivering for our customers as well as all our stakeholders.

The directors monitor the key performance indicators (KPIs) of the business on a regular basis:

2025      2024

Turnover Growth              34%         40%

Gross margin percentage          14.1%        14.3%

Directors' Statement of Compliance with Duty to Promote the Success of the Company

The information below incorporates information about the ways in which the Directors discharge their duties under the Companies Act 2006, s172.

Company Board Members and Shareholders

Ahead of matters being put to the Company Board for consideration, significant levels of engagement are often undertaken by the broader business ahead of many projects or activities. This engagement is often governed by formulated policies, control frameworks, regulation and legislation. Dependent on the project activity Board members may participate in this engagement.

Commodity Delivery Partners

The Company announced a three-year extension to their existing Wholesale Energy Agreement with AXPO UK, the British based subsidiary of AXPO Holdings AG in the year. The terms of the agreement enable full adherence to our agreed Commodity Risk policy and provide pricing security and stability for our customers.

Customers

We remained firmly committed to placing our customers at the centre of our operations through proactive, transparent, and responsive engagement.

We published monthly blogs offering insights into our services, industry developments, and practical guidance, while regular press releases were shared across our website and social media channels to communicate key business updates and community initiatives.

To further support our customers, we issued proactive email communications designed to assist with account management and provide timely, relevant information. We also gathered customer feedback following every call, using these insights to inform strategic decisions and drive continuous service improvement.

This consistent and multi-channel engagement has strengthened customer trust, enhanced service quality, and ensured our offerings remain aligned with evolving customer needs.

Community

In celebration of Valda Energy’s 5th anniversary last year, we launched a grassroots sports initiative to support local communities across Oxfordshire, Northamptonshire, and Buckinghamshire. Through our grassroots initiative, we’re proud to support incredible clubs that are making a real difference in their communities by fostering inclusion, building confidence, and creating opportunities for all.

At Valda, we remain committed to empowering local talent and helping communities thrive. The company’s apprenticeship scheme, which is now in its second year, is giving young adults the opportunity to study for a nationally recognised qualification that will improve their overall career prospects. Alongside business specific learning, apprentices at Valda are also provided with life skills lessons, covering health, nutrition and banking, which contribute to their overall well-being and financial literacy. Participants are offered a permanent role immediately after they complete their study programme, allowing them to utilise their newly developed skills within the workplace.

Employee Engagement

On a regular basis, management engages with employees on a business or function basis through a range of formal and informal channels, including:

• Emails from Executive Leadership team

• Senior Leader communications

• Townhalls

• Team meetings

• Online publications

In addition, the annual People Survey, which measures employee engagement, is an opportunity for employees to give their opinion on a series of topics ranging from leadership, business direction communication, inclusion, and pride in company. The purpose of the survey is to enable ongoing constructive dialogue between management and employees, enabling trends to be identified and areas of focus to deliver business outcomes.

Policy Makers and Regulators

The Business operates in a highly regulated industry and welcomes strong, sensible regulation. We regularly engage with the energy regulator, Ofgem, and the Department for Energy Security and Net Zero, both directly and through public consultations and industry forums. The Company’s Directors consider both regulatory and compliance risks and the potential impacts they may have on our Business. The Company maintains a constructive dialogue with policy makers on matters relevant to its current operations, longer term strategy and purpose.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 April 2025.

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2024 UK Government’s Conversion Factors for Company Reporting.

Sustainability Strategy

In 2024, we implemented several initiatives to reduce the Company carbon footprint:

• Upgraded office lighting to movement sensor and LED systems

• Fitted new doors and windows which improved heat insulation

• Purchased a new energy efficient boiler system which reduced gas consumption

The Company continues to support the UK’s transition to net zero by sourcing electricity through Power Purchase Agreements (PPAs) direct from small-scale renewable generators. By supporting smaller-scale, community-driven projects through PPAs, Valda Energy is contributing to a more distributed and resilient renewable energy system. These agreements play a critical role in unlocking investment in clean energy infrastructure and help empower local people to take charge of their energy future.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The accounts has been prepared under the going concern concept; the parent company Valda Energy Group Limited has confirmed to the directors that it will continue to support the company for a period of at least 12 months after the dates of signing the financial statements.

The directors are responsible for preparing the annual report 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). 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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• 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.

We have audited the financial statements of Valda Energy Limited (the 'company') for the year ended 30 April 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 102 The Financial Reporting Standard applicable in the UK (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 30 April 2025 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 Auditor's 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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 directors' report.

We have nothing to report in respect of the following matters in relation to which 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.

As explained more fully in the directors' responsibilities statement, 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 is 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.

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 an auditor's report 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.

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our knowledge and experience;

• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where applicable; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• reading the minutes of meetings of those charged with governance;

• enquiring of management as to actual and potential litigation and claims;

• reviewing relevant Ofgem correspondence.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report 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.

The above results were derived from continuing operations.

Valda Energy Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 11, Talisman Business Centre, Talisman Road, Bicester, Oxfordshire, OX26 6HR.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK” (“FRS 102”) and the requirements of the Companies Act 2006.

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 £.

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 accounts has been prepared under the going concern concept; the parent company Valda Energy Grouptrue Limited has confirmed to the directors that it will continue to support the company for a period of 12 months after the dates of signing the financial statements.

Revenue represents the fair value of consideration received or receivable for the supply of electricity and gas to customers in the ordinary course of business, net of value added tax (VAT), climate change levy (CCL), and other applicable levies.

Revenue is recognised when control of the goods or services is transferred to the customer, and in an amount that reflects the consideration to which the Company expects to be entitled.

Revenue from the supply of electricity and gas is recognised over time as the customer simultaneously receives and consumes the benefits provided. This is typically measured using meter readings or estimated consumption based on historical usage patterns, adjusted for industry settlement data.

Revenue is accrued for energy supplied but not yet billed at the reporting date. This accrued income is based on estimated consumption and prevailing billed tariffs, and is reviewed regularly for accuracy.

Revenue is subject to retrospective adjustments through the UK energy industry settlement process. Where such adjustments relate to prior periods, they are recognised in the period in which they become known and, where material, disclosed as a prior period adjustment.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

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.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

The company participates in a share-based payment arrangement granted to its employees and employees of its parent company Valda Energy Group Limited.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Accrued income - unbilled amounts

It is the aim of the company to generate a bill every month for all electricity and gas customers. Revenue is recognised on the basis of electricity and gas supplied during the accounting period using the monthly customer billed data where available. Unbilled amounts are recognised based on actual customer tariffs and industry expected settlement data for each customer from their last bill date to the period end date. The industry expected settlement data is the estimated quantity the industry system deems the individual suppliers, including the Company, to have supplied. Any unbilled amounts are included to the extent they are considered recoverable.

Bad debt provision

Recoverability is assessed by looking at the portfolio as a whole and taking a view on the stage of debt collection to determine what estimated provision is necessary to provide for debts deemed doubtful.

Accruals

Cost of sales accruals are based on reported supply volumes and in some cases, estimated £/MWh prices which can lead to variances once the settlement runs are finalised. The accrual is based on the best available information as at the balance sheet date from supply data and industry driven knowledge to produce an appropriate estimate of liabilities due.

Share based payments

The directors consider the use of Black-Scholes an appropriate model for use in arriving at an estimation of fair value per issued share option at grant date.

Deferred tax asset

This is primarily based on available carried forward losses and share options alongside management’s assessment of recoverability against future profits.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2024 - 4).

From 1 April 2023 the applicable corporation tax rate is 25% (previously 19%). The tax charge for the year and on deferred tax assets/liabilities has been calculated accordingly.

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Included in the balance sheet are unpaid pension contributions of £31,232 (2024: £26,846).

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The options outstanding at 30 April 2025 had an exercise price ranging from £1 to £4, and a remaining contractual life of 4-10 years.

The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model which is considered to be the most appropriate valuation method in estimating the fair value of the option at grant date.

During the year, the Company maintained a share-based payment arrangement with an external third party, under which share options were granted subject to vesting contingent upon the occurrence of an uncertain future event. As the fair value of the options at the reporting date indicates no charge to profit or loss is required for the period, no expense has been recognised.

The arrangement remains equity-settled and is subject to non-market vesting conditions.

The Valda Energy share option scheme

The company’s controlling party Valda Energy Group Limited offers a share option scheme which is available to the employees of Valda Energy Limited.

The scheme is an equity settled share based option scheme, which gives the option to purchase Ordinary shares. The scheme is available to employees of the company and certain non-employees of the company. The employee options may only be exercised if the employees remain employed by the company. The options will lapse on the maximum 10th year anniversary of date of grant, if a performance target applying to the whole of the option becomes incapable of being met, the option holder attempts to transfer or assign the option or create an interest security over it, if the option holder becomes bankrupt or enters into an individual voluntary arrangement, or if the option holder ceases for any other reason to be the sole legal or beneficial owner.

The exercise of options are subject to full board approval.

The term of the options granted are a maximum of 5 years.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

The company is controlled by Valda Energy Group Limited. In the opinion of the directors, the company's ultimate parent company and controlling party is Valda Energy Group Limited, a company registered in England and Wales. The registered address is Unit 11 Talisman Business Centre, Talisman Road, Bicester, England, OX26 6HR.

The company's immediate parent is Valda Energy Group Limited, incorporated in UK and owning 100% of the share capital and voting rights. The consolidated financial statements in which the company is included are available upon request from Companies House, Crown Way, Cardiff, CF4 3UZ.

The company has taken advantage of the exemption available per paragraph 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary of the group.

Sale of energy to related parties

Purchases from related parties

During the year, Valda Energy Limited paid Swanee River Limited for the rental of offices that are used by a Director conducting Valda business. The Director has an interest in Swanee River Limited, and is the majority owner of Valda Energy Group Limited.

The rental expense in the year totalled £60,148 (2024:£10,156), and VAT inclusive amount of £nil (2024: £12,188) remained outstanding at 30 April 2025.

The following amounts were outstanding at the reporting end date:

Following an internal review of the processes for accounting for accrued income and revenue recognition, the Board has concluded that a restatement of prior year accounts is necessary.

As a result, the Group’s net assets at 30 April 2024 have been reduced by £5.2m. This adjustment mainly relates to a reduction in the accrued income balance at 30 April 2024 and 30 April 2023 of £4.6m and £1.3m respectively.

The restatement has arisen from an incorrect estimation for unbilled volume which may well not be subsequently realised through energy industry settlement processes and customers actual consumption. The restatement has no impact on cash flows and is limited to accounting adjustments.

To strengthen the integrity of our financial reporting, we have undertaken a comprehensive review of our revenue recognition processes. This has led to an updated methodology around revenue recognition, along with the implementation of enhanced controls and system improvements, including tighter integration with settlement data and new billing system reconciliation procedures.

In line with the objectives we set for the Company, we have strengthened key Finance roles, including the appointment of a new Financial Controller and experienced Management Accountants to support the continuation of the improvements already made.

These measures provide greater assurance that our reported revenues are both credible and reliable, and that they reflect an accurate view of customer consumption and billing.