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REGISTERED NUMBER: 02282813 (England and Wales)

Sepam UK Limited

Unaudited Financial Statements for the Year Ended 31 December 2024

| Sepam UK Limited (Registered number: 02282813) |

Contents of the Financial Statements

for the Year Ended 31 December 2024

Page |

| Company Information | 1 |

| Statement of Financial Position | 2 |

| Notes to the Financial Statements | 3 |

| Sepam UK Limited |

Company Information

for the Year Ended 31 December 2024

| DIRECTORS: | Patrick Martin Kearney

| Michele Mary Kearney

| SECRETARY: | Michele Mary Kearney

| REGISTERED OFFICE: | 71-75 Shelton Street

| Covent Garden

| London

| WC2H 9JQ

| REGISTERED NUMBER: | 02282813 (England and Wales)

| ACCOUNTANTS: | Daly Farrell Chartered Accountants

| 18 Friary Steet

| Kilkenny

| Republic of Ireland

| Sepam UK Limited (Registered number: 02282813) |

Statement of Financial Position

31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

CURRENT ASSETS

Debtors | 6 | 2,783,821 |  | 537,979 |  |

Cash at bank | 931,009 |  | 93,398 |  |

3,714,830 |  | 631,377 |  |

CREDITORS

Amounts falling due within one year | 7 | 1,981,938 |  | 513,239 |  |

NET CURRENT ASSETS | 1,732,892 |  | 118,138 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 1,732,892 |  | 118,138 |  |

CAPITAL AND RESERVES

Called up share capital | 2 |  | 2 |  |

Retained earnings | 1,732,890 |  | 118,136 |  |

1,732,892 |  | 118,138 |  |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 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 18 December 2025 and were signed on its behalf by:

Michele Mary Kearney - Director

| Sepam UK Limited (Registered number: 02282813) |

Notes to the Financial Statements

for the Year Ended 31 December 2024

1. | STATUTORY INFORMATION

| SEPAM UK LIMITED is a company limited by shares incorporated and registered in the United Kingdom. The registered number of the company is 02282813. The registered office of the company is 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ. The nature of the company's operations and its principal activities are set out in the Directors' Report. The financial statements have been presented in Pound Sterling (£) which is also the functional currency of the company.

2. | STATEMENT OF COMPLIANCE

| The financial statements of the company for the financial year ended 31 December 2024 have been prepared in accordance with the Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland (FRS 102) issued by the Financial Reporting Council and in accordance with the Companies Act 2006.

| The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the company's financial statements.

3. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| The financial statements have been prepared on the going concern basis and in accordance with the historical cost convention except for certain properties and financial instruments that are measured at revalued amounts or fair values, as explained in the accounting policies below. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

| Significant accounting judgements and key sources of estimation uncertainty

| In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions that affect the application of policies and the carrying value of assets and liabilities, Income and expenses. The resulting accounting estimates calculated using these judgements will, by definition, seldom equal the related actual results but are based on the experience of the directors and the expectations of future events. The estimates are reviewed on an on-going basis. Revision to accounting estimates are recognised in the period in which the estimate is revised.

| The critical judgements and key sources of estimation uncertainty are as follows:

| Revenue recognition

| At the balance sheet date the company has recognised revenue on certain contracts on the basis of certified work done up to the balance sheet date.

| Sepam UK Limited (Registered number: 02282813) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

3. | ACCOUNTING POLICIES - continued

| Revenue

| Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

| Rendering of services

| Revenue from a contract to provide services Is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

| the amount of revenue can be measured reliably;

| it is probable that the Company will receive the consideration due under the contract;

| the stage of completion of the contract at the end of the reporting period can be measured reliably; and

| the costs incurred and the costs to complete the contract can be measured reliably.

| The company engages in both fixed-cost and cost-plus contracts. Revenue from services rendered on fixed-cost construction projects is recognised by reference to the stage of completion method. This is calculated as the percentage of the contract costs incurred at the balance sheet date compared to the total estimated costs of the contract. Revenue from cost-plus contracts is recognised when the costs are incurred.

| When it is probable that total contract costs will exceed total contract revenue, the expected loss is immediately recognised as an expense. If circumstances arise that may change the original estimates of revenues, costs or stage-of-completion, estimates are revised. These revisions may result in increases or decreases in revenue or costs and are recognised in the period that management become aware of the need for the revision

| Tangible fixed assets

| Tangible assets are stated at cost or at valuation, less accumulated depreciation. The charge to depreciation is calculated to write off the original cost or valuation of tangible assets, less their estimated residual value, over their expected useful lives as follows:

| Fixtures, fittings and equipment - 20% Straight line

| Motor vehicles - 20% Straight line

| The carrying values of tangible fixed assets are reviewed annually for impairment in periods if events or changes in circumstances indicate the carrying value may not be recoverable.

| Financial instruments

| The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade, other debtors, creditors, loans from banks and other third parties, loans to related parties and investment in ordinary shares.

| Finance costs

| Finance costs are charged to profit or loss over the term of debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument

| Borrowing costs

| All borrowing costs are recgonised in profit or loss in the year in which they are incurred

| Ordinary share capital

| The ordinary share capital of the company is presented as equity.

| Sepam UK Limited (Registered number: 02282813) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

3. | ACCOUNTING POLICIES - continued

| Taxation

| Current tax represents the amount expected to be paid or recovered in respect of taxable profits for the financial year and is calculated using the tax rates and laws that have been enacted or substantially enacted at the Statement of Financial Position date.

| Foreign currencies

| Monetary assets and liabilities denominated in foreign currencies are translated at the rates of exchange ruling at the Statement of Financial Position date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated at the rates of exchange ruling at the date of the transaction. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The resulting exchange differences are dealt with in the Profit and Loss Account.

| Trade and other debtors

| Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

| Cash and cash equivalents

| Cash and cash equivalents comprise cash at bank and in hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. In the Statement of Financial Position bank overdrafts are shown within Creditors.

| Trade and other creditors

| Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

| Employee benefits

| The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The company also operates a defined benefit pension scheme for its employees providing benefits based on final pensionable pay. The assets of this scheme are also held separately from those of the company, being invested with pension fund managers.

| Cash flow statement

| The company has availed of the exemption in FRS 102 from the requirement to prepare a Statement of Cash Flows because it is classified as a small company.

4. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 1 (2023 - 1 ) .

| Sepam UK Limited (Registered number: 02282813) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

5. | TANGIBLE FIXED ASSETS

| Fixtures |

| and |  | Motor |

| fittings |  | vehicles |  | Totals

£ | £ | £ |

| COST

| At 1 January 2024

| and 31 December 2024 | 28,607 |  | 56,232 |  | 84,839 |  |

| DEPRECIATION

| At 1 January 2024

| and 31 December 2024 | 28,607 |  | 56,232 |  | 84,839 |  |

| NET BOOK VALUE

| At 31 December 2024 | - |  | - |  | - |  |

| At 31 December 2023 | - |  | - |  | - |  |

6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Trade debtors | 475,282 |  | 363,822 |  |

| Amounts owed by group undertakings | 2,305,210 |  | 170,828 |  |

| Other debtors | 3,329 |  | 3,329 |  |

2,783,821 |  | 537,979 |  |

| Amounts owed by related parties represent a balance owed by Sepam Specialists Limited, a company under common directorship which is incorporated and domiciled in the Republic of Ireland. This amount has been fully provided for in the financial statements to December 2024 as the directors are unsure that it will be recoverable.

7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Trade creditors | 395,637 |  | 151,321 |  |

| Amounts owed to group undertakings | 182,510 |  | 306,306 |  |

| Taxation and social security | 1,029,790 |  | 43,262 |  |

| Other creditors | 374,001 |  | 12,350 |  |

1,981,938 |  | 513,239 |  |

8. | CAPITAL COMMITMENTS

| The company had no material capital commitments at the financial year-ended 31 December 2024.

9. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| Bank of Ireland hold a personal letter of guarantee from Augustine Kearney, Chairman in favour of the company in respect of the company's overdraft facility of €10,000

| Sepam UK Limited (Registered number: 02282813) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

10. | RELATED PARTY DISCLOSURES

| The company has taken advantage of the exemption slated in FRS 102 Section 33.1A from disclosing transactions and balances with wholly owned members of the the same group.

| Included within Amounts due from Related Parties is a balance owed by Sepam Solutions Limited of £2,305,210 (2023: £157,236).

| Included within Amounts due from Related Parties is a balance owed by Sepam Solutions India Private Limited of £0 (2023: £13,591).

| Included within Amounts due to Related Parties is a balance owed from Energy to Transition Limited of £133,404 (2023: £263,717).

| Included within Amounts due to Related Parties is a balance owed from Sepam Saudi Arabia of £0 (2023: £19,889).

| Included within Amounts due to Related Parties is a balance owed to Augustine Kearney, the ultimate controlling party of Sepam Group, of £22,700 (2023: £22,700). The balance relates to a loan provided to assist with the cashflow of Sepam UK Limited.

| Included within Amounts due to Related Parties is a balance owed from Sepam Construction Limited of £26,406 (2023: £0).

| Outstanding year-end balances with related parties are unsecured, interest-free and repayable on demand. There have been no guarantees provided or received for any related party balances.

11. | POST BALANCE SHEET EVENTS

| There have been no significant events affecting the company since the financial year-end.

12. | ULTIMATE CONTROLLING PARTY

| Sepam UK is a wholly owned by Grouse capital-a company incorporated in Bahrain.

13. | PARENT AND ULTIMATE PARENT COMPANY

| The company's ultimate parent undertaking is Sepam Holding Unlimited.