IRIS Accounts Production v25.3.0.601 07008227 Board of Directors 1.4.24 31.12.24 31.12.24 31.3.26 0 0 false true false false true false Auditors Opinion Fair value model A shares 1.00000 Ordinary shares 1.00000 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 07008227 2024-03-31 07008227 2024-12-31 07008227 2024-04-01 2024-12-31 07008227 2023-03-31 07008227 2023-04-01 2024-03-31 07008227 2024-03-31 07008227 ns15:EnglandWales 2024-04-01 2024-12-31 07008227 ns14:PoundSterling 2024-04-01 2024-12-31 07008227 ns10:Director1 2024-04-01 2024-12-31 07008227 ns10:PrivateLimitedCompanyLtd 2024-04-01 2024-12-31 07008227 ns10:SmallEntities 2024-04-01 2024-12-31 07008227 ns10:Audited 2024-04-01 2024-12-31 07008227 ns10:SmallCompaniesRegimeForDirectorsReport 2024-04-01 2024-12-31 07008227 ns10:SmallCompaniesRegimeForAccounts 2024-04-01 2024-12-31 07008227 ns10:FullAccounts 2024-04-01 2024-12-31 07008227 ns10:OrdinaryShareClass1 2024-04-01 2024-12-31 07008227 ns10:OrdinaryShareClass2 2024-04-01 2024-12-31 07008227 ns10:Director2 2024-04-01 2024-12-31 07008227 ns10:Director3 2024-04-01 2024-12-31 07008227 ns10:CompanySecretary1 2024-04-01 2024-12-31 07008227 ns10:RegisteredOffice 2024-04-01 2024-12-31 07008227 ns5:CurrentFinancialInstruments 2024-12-31 07008227 ns5:CurrentFinancialInstruments 2024-03-31 07008227 ns5:Non-currentFinancialInstruments 2024-12-31 07008227 ns5:Non-currentFinancialInstruments 2024-03-31 07008227 ns5:ShareCapital 2024-12-31 07008227 ns5:ShareCapital 2024-03-31 07008227 ns5:RevaluationReserve 2024-12-31 07008227 ns5:RevaluationReserve 2024-03-31 07008227 ns5:RetainedEarningsAccumulatedLosses 2024-12-31 07008227 ns5:LandBuildings 2024-03-31 07008227 ns5:PlantMachinery 2024-03-31 07008227 ns5:ComputerEquipment 2024-03-31 07008227 ns5:LandBuildings 2024-04-01 2024-12-31 07008227 ns5:PlantMachinery 2024-04-01 2024-12-31 07008227 ns5:ComputerEquipment 2024-04-01 2024-12-31 07008227 ns5:LandBuildings 2024-12-31 07008227 ns5:PlantMachinery 2024-12-31 07008227 ns5:ComputerEquipment 2024-12-31 07008227 ns5:LandBuildings 2024-03-31 07008227 ns5:PlantMachinery 2024-03-31 07008227 ns5:ComputerEquipment 2024-03-31 07008227 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-12-31 07008227 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-03-31 07008227 ns5:Non-currentFinancialInstruments 2024-04-01 2024-12-31 07008227 ns5:WithinOneYear 2024-12-31 07008227 ns5:WithinOneYear 2024-03-31 07008227 ns5:AcceleratedTaxDepreciationDeferredTax 2024-12-31 07008227 ns5:AcceleratedTaxDepreciationDeferredTax 2024-03-31 07008227 ns5:DeferredTaxation 2024-03-31 07008227 ns5:DeferredTaxation 2024-04-01 2024-12-31 07008227 ns5:DeferredTaxation 2024-12-31 07008227 ns10:OrdinaryShareClass1 2024-12-31 07008227 ns10:OrdinaryShareClass2 2024-12-31 07008227 ns5:RetainedEarningsAccumulatedLosses ns5:PreviouslyStatedAmount 2024-03-31 07008227 ns5:RevaluationReserve 2024-03-31 07008227 ns5:PreviouslyStatedAmount 2024-03-31 07008227 ns5:RetainedEarningsAccumulatedLosses ns5:PriorPeriodIncreaseDecrease 2024-04-01 2024-12-31 07008227 ns5:PriorPeriodIncreaseDecrease 2024-04-01 2024-12-31 07008227 ns5:RetainedEarningsAccumulatedLosses 2024-03-31 07008227 ns5:RetainedEarningsAccumulatedLosses 2024-04-01 2024-12-31

REGISTERED NUMBER: 07008227 (England and Wales)

Financial Statements for the Period 1 April 2024 to 31 December 2024

for

Malaby Biogas Limited

| Malaby Biogas Limited (Registered number: 07008227) |

Contents of the Financial Statements

for the Period 1 April 2024 to 31 December 2024

Page |

| Company Information | 1 |

| Balance Sheet | 2 |

| Notes to the Financial Statements | 3 |

| Malaby Biogas Limited |

Company Information

for the Period 1 April 2024 to 31 December 2024

| DIRECTORS: | H Miles

| E W Bastow

| N Clements

| SECRETARY: | H Miles

| REGISTERED OFFICE: | C/O Material Change Ltd, The Amphenol

| Building, 46-50 Rutherford Drive

| Park Farm Industrial Estate

| Wellingborough

| Northamptonshire

| NN8 6AX

| REGISTERED NUMBER: | 07008227 (England and Wales)

| AUDITORS: | Hardcastle Burton LLP

| Lake House

| Market Hill

| Royston

| Hertfordshire

| SG8 9JN

| Malaby Biogas Limited (Registered number: 07008227) |

Balance Sheet

31 December 2024

| 31.12.24 | 31.3.24 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 4 | 3,445,028 |  | 3,440,294 |  |

Investment property | 5 | 293,407 |  | 293,407 |  |

3,738,435 |  | 3,733,701 |  |

CURRENT ASSETS

Stocks | 6 | 22,683 |  | 50,949 |  |

Debtors | 7 | 645,310 |  | 621,499 |  |

Cash at bank | 805,415 |  | 691,015 |  |

1,473,408 |  | 1,363,463 |  |

CREDITORS

Amounts falling due within one year | 8 | 536,951 |  | 429,630 |  |

NET CURRENT ASSETS | 936,457 |  | 933,833 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 4,674,892 |  | 4,667,534 |  |

CREDITORS

Amounts falling due after more than one year | 9 | (1,909,124 | ) | (1,877,445 | ) |

PROVISIONS FOR LIABILITIES | 12 | (356,978 | ) | (357,677 | ) |

NET ASSETS | 2,408,790 |  | 2,432,412 |  |

CAPITAL AND RESERVES

Called up share capital | 13 | 1,100 |  | 1,100 |  |

Revaluation reserve | 14 | 62,555 |  | 62,555 |  |

Retained earnings | 14 | 2,345,135 |  | 2,368,757 |  |

SHAREHOLDERS' FUNDS | 2,408,790 |  | 2,432,412 |  |

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 31 March 2026 and were signed on its behalf by:

E W Bastow - Director

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements

for the Period 1 April 2024 to 31 December 2024

1. | STATUTORY INFORMATION

| Malaby Biogas 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.

| The company's principal place of business is:

| Bore Hill Farm Biodigester

| Deverill Road

| Warminster

| Wiltshire

| BA12 8FB

| The functional and presentational currency of the company is pound sterling (£).

| The financial statements have been prepared on the going concern basis. In assessing the appropriateness of this basis, the directors have reviewed the cash flow forecasts of the company and the group headed by Biotic NRG Limited. These forecasts indicate that the company will have sufficient working capital to meet its liabilities as they fall due for at least 12 months from the date of approval of these financial statements.

| The directors have also taken into account a letter of support provided by the parent company, Biotic NRG Limited, which confirms that it will provide additional financial support to the Group, if necessary, to enable it to settle its liabilities as they fall due for the period up to at least 30 April 2027.

| Related party exemption

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Significant judgements and estimates

| The preparation of the financial statements requires management to make judgements, estimates and assumptions which impact on the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

| The company has assessed whether there is any indication that non-financial assets may be impaired at the reporting date, in accordance with Section 27 of FRS 102. Where such indicators exist, the recoverable amount of the assets have been estimated based on the higher of fair value less costs to sell and value in use. Fair value has been determined using a discounted cashflow model which reflects a higher recoverable amount than the current net book value.

| The impairment review involves significant judgement, particularly in estimating future cash flows and determining appropriate discount rates. These estimates are sensitive to changes in assumptions and economic conditions, and management has considered both internal forecasts and external market data in forming its view.

| Turnover

| Turnover comprises of revenue recognised by the company in respect of generation of electricity and heat. Turnover is recognised on a monthly basis as output is transferred.

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| 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:

| Land and buildings |  | Not depreciated |  |

| Asset under construction |  | Not depreciated |  |

| Plant and machinery |  | 4 - 20% on cost |  |

| Land held in freehold property is not depreciated.

| Assets under construction are not depreciated until completed, from which point they are transferred to plant and machinery and depreciated according to the basis above.

| Depreciation is provided on a straight line basis in order to write off each asset over its estimated useful life. Plant and machinery includes costs associated with the AD plant, the estimated useful life is expected to coincide with the expiration of the Ofgem accreditation. Costs associated with the AD plant are therefore depreciated on a straight line basis to the end of the accreditation. Previously, these costs had been depreciated on a straight line basis for between 10 and 25 years in accordance with other items of plant and machinery.

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

| Government grants

| Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

| Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

| Investment property

| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

| Stocks

| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Stock relates to spare parts and consumables held for use on site.

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments.

| Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

| Basic financial assets

| Basic financial assets, which include debtors, 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.

| Basic financial liabilities

| Basic financial liabilities, including creditors and loans 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.

| 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.

| Taxation

| Taxation for the period 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 period 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.

| Comparatives

| The current period figures are for the 9 month period ended 31 December 2024. The comparative figures are for the year ended 31 March 2024.

3. | EMPLOYEES AND DIRECTORS

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

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

4. | TANGIBLE FIXED ASSETS

| Asset |

| Land and |  | Plant and |  | under |

| buildings |  | machinery |  | construction |  | Totals

£ | £ | £ | £ |

| COST

| At 1 April 2024 | 2,899,322 |  | 3,529,279 |  | - |  | 6,428,601 |  |

| Additions | - |  | 96,739 |  | 190,654 |  | 287,393 |  |

| Disposals | - |  | (3,760 | ) | - |  | (3,760 | ) |

| Reclassification/transfer | (2,212,513 | ) | 2,212,513 |  | - |  | - |  |

| At 31 December 2024 | 686,809 |  | 5,834,771 |  | 190,654 |  | 6,712,234 |  |

| DEPRECIATION

| At 1 April 2024 | 980,603 |  | 2,007,704 |  | - |  | 2,988,307 |  |

| Charge for period | - |  | 278,899 |  | - |  | 278,899 |  |

| Reclassification/transfer | (980,603 | ) | 980,603 |  | - |  | - |  |

| At 31 December 2024 | - |  | 3,267,206 |  | - |  | 3,267,206 |  |

| NET BOOK VALUE

| At 31 December 2024 | 686,809 |  | 2,567,565 |  | 190,654 |  | 3,445,028 |  |

| At 31 March 2024 | 1,918,719 |  | 1,521,575 |  | - |  | 3,440,294 |  |

| Included in cost of land and buildings is freehold land of £686,809 (2024 - £686,809). During the year a reclassification from land and buildings to plant and machinery has been included . This is in relation to the construction costs of the AD plant which had been split in prior periods.

5. | INVESTMENT PROPERTY

| Total

£ |

| FAIR VALUE

| At 1 April 2024

| and 31 December 2024 | 293,407 |  |

| NET BOOK VALUE

| At 31 December 2024 | 293,407 |  |

| At 31 March 2024 | 293,407 |  |

| Fair value at 31 December 2024 is represented by:

£ |

| Valuation in 2024 | 293,407 |  |

| If had not been revalued would have been included at the following historical cost:

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Cost | 210,000 |  | 210,000 |  |

| Investment property was valued on an open market basis on 31 December 2024 by the Directors .

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

6. | STOCKS

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Stocks | 22,683 |  | 50,949 |  |

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

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Trade debtors | 9,231 |  | 26,896 |  |

| Other debtors | 46,430 |  | 10,131 |  |

| Prepayments and accrued income | 589,649 |  | 584,472 |  |

645,310 |  | 621,499 |  |

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

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Trade creditors | 321,815 |  | 44,876 |  |

| Amounts owed to group undertakings | 43,820 |  | 63,763 |  |

| Tax | 113,174 |  | 165,747 |  |

| Accruals and deferred income | 28,151 |  | 137,472 |  |

| Deferred government grants | 29,991 |  | 17,772 |  |

536,951 |  | 429,630 |  |

9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Amounts owed to group undertakings | 1,714,181 |  | 1,647,790 |  |

| Deferred government grants | 194,943 |  | 229,655 |  |

1,909,124 |  | 1,877,445 |  |

| Included in creditors due more than one year is a balance of £1,714,181 (March 2024: £1,647,790) payable to the parent company. The interest rate charged on the loan is 8% per annum, payable in quarterly instalments. The loan term is 9 years and 6 months from the loan agreement dated August 2022. The repayment date is set as the final day of the loan.

10. | LEASING AGREEMENTS

| Minimum lease payments under non-cancellable operating leases fall due as follows:

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Within one year | - |  | 2,052 |  |

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

11. | SECURED DEBTS

| An unlimited guarantee has been given to NatWest Plc by Malaby Biogas Limited dated 19 June 2014 over all assets of the company, this was cleared on 29 October 2025.

12. | PROVISIONS FOR LIABILITIES

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Deferred tax

| Accelerated capital allowances | 336,126 |  | 336,825 |  |

| Investment property | 20,852 |  | 20,852 |  |

356,978 |  | 357,677 |  |

| Deferred |

| tax |

£ |

| Balance at 1 April 2024 | 357,677 |  |

| Provided during period | (699 | ) |

| Balance at 31 December 2024 | 356,978 |  |

13. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.12.24 |  | 31.3.24

| value: |  | as restated |

£ | £ |

| 100 | A shares | £1 | 100 |  | 100 |  |

| 1,000 | Ordinary shares | £1 | 1,000 |  | 1,000 |  |

1,100 |  | 1,100 |  |

| Ordinary Shares carry full voting rights, are entitled to dividends as declared, and rank first in the distribution of capital on winding up, up to their issue price including any share premium.

| A Shares do not carry voting rights, are not entitled to dividends under Article 11, and do not confer rights to appoint or vote on the appointment of directors; however, holders are entitled to notice of and attendance at general meetings. On a return of capital, A Shares rank after Ordinary Shares and are entitled to receive an amount equal to their issue price including any share premium.

14. | RESERVES

| Retained |  | Revaluation |

| earnings |  | reserve |  | Totals

£ | £ | £ |

| At 1 April 2024 | 2,279,536 |  | 62,555 |  | 2,342,091 |  |

| Prior year adjustment | 89,221 |  | - |  | 89,221 |  |

2,368,757 |  | 62,555 |  | 2,431,312 |  |

| Deficit for the period | (23,622 | ) | - |  | (23,622 | ) |

| At 31 December 2024 | 2,345,135 |  | 62,555 |  | 2,407,690 |  |

| Malaby Biogas Limited (Registered number: 07008227) |

Notes to the Financial Statements - continued

for the Period 1 April 2024 to 31 December 2024

15. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

| The Report of the Auditors was unqualified.

| Denise Lindsell FCA (Senior Statutory Auditor)

| for and on behalf of Hardcastle Burton LLP

16. | CAPITAL COMMITMENTS

| 31.12.24 |  | 31.3.24

| as restated |

£ | £ |

| Contracted but not provided for in the

| financial statements | 219,412 |  | - |  |

| The company has entered into a contractual agreement for capital expenditure that began before the year end and is currently classified as an asset under construction. The outstanding amount is payable upon the completion of each milestone in the project.

17. | ULTIMATE CONTROLLING PARTY

| The immediate parent company is BioticNRG Limited.

| The ultimate controlling parent company is BioticNRG 1 LP, based in Guernsey. BioticNRG 1 LP is also considered the ultimate controlling party.

| The smallest and largest group of undertakings for which group accounts have been drawn up is that headed by BioticNRG Limited.