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REGISTERED NUMBER: 07020627 (England and Wales)


















Portland Fuel Limited

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 August 2025






Portland Fuel Limited (Registered number: 07020627)






Contents of the Financial Statements
for the year ended 31 August 2025




Page

Company Information 1

Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Statement of Comprehensive Income 9

Balance Sheet 10

Statement of Changes in Equity 11

Notes to the Financial Statements 12


Portland Fuel Limited

Company Information
for the year ended 31 August 2025







DIRECTORS: J N L Spencer
J S Tuohy
P Smith





SECRETARY: J M Spencer





REGISTERED OFFICE: 1 Toft Green
York
North Yorkshire
YO1 6JT





REGISTERED NUMBER: 07020627 (England and Wales)





AUDITORS: Smailes Goldie
Chartered Accountants
Statutory Auditor
Regent's Court
Princess Street
Hull
East Yorkshire
HU2 8BA

Portland Fuel Limited (Registered number: 07020627)

Strategic Report
for the year ended 31 August 2025

The directors present their strategic report for the year ended 31 August 2025.

REVIEW OF BUSINESS
This was the first year of trade following a wider group restructuring exercise which included the consolidation of Portland entities, including Portland Fuel Limited ("PFL" or "the company") and The Fuel Trading Company Limited (FTC), into a new group structure, as wholly owned subsidiaries of Portland Fuel Holdings Ltd (PFHL). Portland Fuel Trading Limited (PFTL) was also set up as a new trading entity within the group which undertakes hedging activity on behalf of other group entities, including PFL, and trades directly with Counter-Parties. As part of the wider group restructuring, 100% of the share capital of Noxdown Limited, previously a subsidiarily of PFL, was transferred to the ultimate parent company, PFHL.

PFL continued to operate as normal; however, the company is no longer required to prepare consolidated financial statements, hence these financial statements contain information about PFL as an individual company.

As a stand alone entity, PFL once again delivered a steady but nonetheless robust performance in 2024-25 with a 7% increase in turnover to £68.5m and operating profit in excess of £1m. Turnover can fluctuate in line with fuel prices, however, the increase in turnover was largely driven by increased volumes, with average fuel prices lower in FY25 compared to FY24. Gross profit margins remained reasonably consistent as a result of hedging arrangements.

PFL continues to be the UK's only fixed price fuelcard seller, whilst our bulk delivery business has consolidated itself as both an established and highly reliable operator in the market. We continue to sell Automotive Urea on a wholesale basis and recognise this cyclical market will periodically offer significant commercial opportunities.

Overall, the directors are very pleased with the performance of the business in light of the market conditions.

KEY PERFORMANCE INDICATORS

PFL Directors have no specific KPI's, but do look at the following on a monthly basis;

- Gross profit by sales sector
- Monthly margin in pence per litre
- Monthly sales volumes in litres


Portland Fuel Limited (Registered number: 07020627)

Strategic Report
for the year ended 31 August 2025

PRINCIPAL RISKS, UNCERTAINTIES AND RISK MANAGEMENT POLICIES
All financial transactions are made under the conditions of our internal "Absolute Trading Model" (which guarantees sufficient collateral and liquidity to deal with market volatility) in conjunction with our credit scoring and credit insurance frameworks.

Trading & market Risk
Trading and market risks for fixed price fuel sales are mitigated by the use of hedging instruments in the form of swap contracts, significantly reducing specific market-based price risks. The company is exposed to price risk in relation to urea which is purchased in bulk and held in stock for wholesale.

Credit risk
The majority of PFL customers are credit insured and therefore a tightening of the credit insurance markets would present a tangible risk. This could also affect PFL's ability to buy product on favourable terms.

Liquidity and cash flow risk
Cashflow and liquidity are managed centrally and the group tracks headroom on a daily basis. The company and wider group has access to invoice discounting and other financial facilities to manage working capital requirements and to mitigate any cashflow and/or liquidity risks.

Foreign exchange Risk
Automotive Urea is bought in USD $ and sold in GBP £, whilst shipping freight is paid for in EUR €, presenting a foreign exchange risk. We have extensive experience of price risk management in the business and hedge over 75% of foreign exchange risk. It is our policy to buy and sell positions in the same currency, so we run minimal risk in this area.

Other risks
At the point of writing this report, the current geo-political crisis in the Middle East (involving the USA, Israel and Iran) is creating enormous market volatility and unprecedented interruptions in trade flows. Although it is impossible to know how this ever-moving situation will end, it is fair to say that the situation is creating some strain within the UK supply chain and traded commodity markets. However, Portland's position remains solid and our experience of previous crises gives us a thorough understanding of the risks involved and potential threats. As such, we are in a good position to react decisively to problems generated and are in a strong position to navigate through the current period in a positive fashion.

FUTURE DEVELOPMENTS
Following the wider group restructuring in 2024-25, we do not envisage any further structural changes within the company. Developments in the Middle East are being monitored closely. As a company that provides "stability from volatility", we expect to see increased demand for our services over the financial year 2025-26.

ON BEHALF OF THE BOARD:





J N L Spencer - Director


31 March 2026

Portland Fuel Limited (Registered number: 07020627)

Report of the Directors
for the year ended 31 August 2025

The directors present their report with the financial statements of the company for the year ended 31 August 2025.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was the supply of hydrocarbon-based fuels.

DIVIDENDS
The directors do not recommend the payment of a final dividend in respect of the year ended 31 August 2025. The total distribution of dividends in respect of the year ended 31 August 2025 was nil (2024: £150,000).

DIRECTORS
The directors shown below have held office during the whole of the period from 1 September 2024 to the date of this report.

J N L Spencer
J S Tuohy
P Smith

CHARITABLE DONATIONS AND EXPENDITURE
During the year the Company made charitable donations of £13,848 (2024 - £4,317).

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS
The company held qualifying professional indemnity insurance during the period for the benefit of one or more Directors in a form and scope detailed within the Companies Act 2006.

This insurance covers the Directors and officers against the costs of defending themselves in civil proceedings taken against them in their capacity as a Director or officer of the Group and in respect of damages resulting from the unsuccessful defence of any proceedings.

DISCLOSURE IN THE STRATEGIC REPORT
Disclosures required under S416(4) of the Companies Act 2006 are commented upon in the Strategic Report in accordance with S414C(11) as the directors consider them to be of strategic importance.

DIRECTORS' RESPONSIBILITIES STATEMENT
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). 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 he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Portland Fuel Limited (Registered number: 07020627)

Report of the Directors
for the year ended 31 August 2025


AUDITORS
The auditors, Smailes Goldie, will be proposed for re-appointment in accordance with section 485 of the Companies Act 2006.

ON BEHALF OF THE BOARD:





J N L Spencer - Director


31 March 2026

Report of the Independent Auditors to the Members of
Portland Fuel Limited

Opinion
We have audited the financial statements of Portland Fuel Limited (the 'company') for the year ended 31 August 2025 which comprise the Statement of Comprehensive Income, 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 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (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 August 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 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.

Report of the Independent Auditors to the Members of
Portland Fuel Limited


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.

Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page four, 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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was 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, including the Companies Act 2006, tax legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence.

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 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.

Report of the Independent Auditors to the Members of
Portland Fuel Limited


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; and
- reviewing correspondence with relevant regulators and the company's legal advisors.

Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances 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.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.

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.




Jamie Chilcott ACA (Senior Statutory Auditor)
for and on behalf of Smailes Goldie
Chartered Accountants
Statutory Auditor
Regent's Court
Princess Street
Hull
East Yorkshire
HU2 8BA

31 March 2026

Portland Fuel Limited (Registered number: 07020627)

Statement of Comprehensive Income
for the year ended 31 August 2025

2025 2024
Notes £    £   

TURNOVER 4 68,585,999 64,111,649

Cost of sales (66,603,867 ) (62,386,064 )
GROSS PROFIT 1,982,132 1,725,585

Administrative expenses (1,077,011 ) (1,089,963 )
905,121 635,622

Other operating income 95,780 79,931
OPERATING PROFIT 6 1,000,901 715,553

Income from shares in group
undertakings

325,000

-
Interest receivable and similar income 20,383 14,622
1,346,284 730,175

Interest payable and similar expenses 7 (142,439 ) (105,227 )
PROFIT BEFORE TAXATION 1,203,845 624,948

Tax on profit 8 (224,049 ) (103,577 )
PROFIT FOR THE FINANCIAL YEAR 979,796 521,371

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

979,796

521,371

Portland Fuel Limited (Registered number: 07020627)

Balance Sheet
31 August 2025

2025 2024
Notes £    £   
FIXED ASSETS
Tangible assets 10 1,025,201 1,047,634
Investments 11 - 568,110
1,025,201 1,615,744

CURRENT ASSETS
Stocks 12 1,304,780 650,836
Debtors 13 7,006,900 6,495,529
Cash at bank 943,051 1,407,655
9,254,731 8,554,020
CREDITORS
Amounts falling due within one year 14 (6,768,544 ) (7,593,959 )
NET CURRENT ASSETS 2,486,187 960,061
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,511,388

2,575,805

CREDITORS
Amounts falling due after more than one
year

15

(577,232

)

(620,600

)

PROVISIONS FOR LIABILITIES 20 (2,173 ) (3,018 )
NET ASSETS 2,931,983 1,952,187

CAPITAL AND RESERVES
Called up share capital 21 100 100
Retained earnings 22 2,931,883 1,952,087
SHAREHOLDERS' FUNDS 2,931,983 1,952,187

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:





J N L Spencer - Director


Portland Fuel Limited (Registered number: 07020627)

Statement of Changes in Equity
for the year ended 31 August 2025

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 September 2023 100 1,580,716 1,580,816

Changes in equity
Dividends - (150,000 ) (150,000 )
Total comprehensive income - 521,371 521,371
Balance at 31 August 2024 100 1,952,087 1,952,187

Changes in equity
Total comprehensive income - 979,796 979,796
Balance at 31 August 2025 100 2,931,883 2,931,983

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements
for the year ended 31 August 2025

1. STATUTORY INFORMATION

Portland Fuel 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
The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102: The Financial Reporting Standard in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value.

The preparation of financial statements in compliance with FRS102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The presentational and functional currency of these financial statements is Pound Sterling. Values are rounded to the nearest £1.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

Going concern
The financial statements have been prepared on a going concern basis. The directors have taken note of the guidance issued by the Financial Reporting Council on Going Concern Assessments in determining that this is the appropriate basis of preparation of the financial statements and have considered a number of factors. This has specifically included reviewing banking and loan facilities in place and detailed forecasting to ensure that the worst case scenario situation does not put the going concern concept at risk. As a result, the directors believe that the company is well placed to manage business risks successfully despite the uncertainties surrounding the current general economic outlook. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

Preparation of consolidated financial statements
The financial statements contain information about Portland Fuel Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Portland Fuel Holdings Limited, the same as listed on page 1.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

2. ACCOUNTING POLICIES - continued

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Direct fuel sales
Revenue is recognised at the point that fuel is delivered. This is considered to be the point that the risks and rewards of ownership have been transferred to customers.

Urea
Revenue is recognised at the point that fuel is delivered, collected by the customer, or made available for collection. This is considered to be the point that the risks and rewards of ownership have been transferred to customers.

Fuel cards
Revenue is recognised at the point that fuel is drawn by customers.

Tangible fixed assets
Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its estimated useful life as follows:

Freehold property 2% on cost
Fixtures and fittings 10% on cost, 25% on cost, 10% on reducing balance
Plant and machinery 6.67% on cost, 25% on reducing balance
Computer equipment 20% on cost, 33% on cost. 25% on reducing balance
Motor Vehicles 25% on reducing balance
Leasehold Property Improvements 10% on cost

Freehold property which is rented to related group undertakings is accounted for at cost less depreciation under section 17 of FRS102.

Freehold land is not depreciated.

Investments in subsidiaries
Investments in subsidiaries are measured at cost less accumulated impairment.

Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit and loss.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

2. ACCOUNTING POLICIES - continued

Financial instruments
The company mainly enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as trade, other accounts receivable and payable and loans from related parties.

Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

Debt instruments such as loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised costs using the effective interest method.

The company does enter into some derivative financial instruments with a related undertaking to manage exposures to fuel price risk, including exposures arising from forecast transactions and unrecognised firm commitments.

Derivative financial assets and liabilities are measured at fair value. Fair values is measured using observable market data. Movements in fair value are recorded in profit and loss. Hedge accounting is used when certain criteria is met as detailed below.

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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 on a net basis.

Derecognition of financial assets and liabilities
A financial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled, or expires.

Financial Assets
A financial asset is derecognised where the rights to receive cash flows from the asset have expired, the company retains the right to receive cash flows from the asset but assumes an obligation to pay them in full without material delay to a third party under a 'pass-through' arrangement, or the company has transferred its right to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

Where the company has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the company's continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the company could be required to repay.

Financial liabilities
A financial liability is derecognised when the obligation under the liability is discharged, cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, such that the difference in the respective carrying amounts, together with any costs or fees incurred, are recognised in the statement of comprehensive income.

Hedge accounting
When an unrecognised firm commitment or highly probably forecast transaction is designated as a hedged item with a corresponding hedging instrument in place, hedge accounting is used to recognise the fair value gain or loss on the hedged item. The cumulative hedging gain or loss is recognised as an asset or liability with a corresponding gain or loss recognised in profit or loss. Fair value is measured using observable market data.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

2. ACCOUNTING POLICIES - continued

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Hire purchase and leasing commitments
Assets acquired under finance leases and hire purchase contracts are capitalised and depreciated over the shorter of the lease term and the expected useful life of the asset. Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding lease liability using the effective interest method. The related obligations, net of future finance charges, are included in creditors.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Impairments
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In preparing these financial statements, the directors have made the following judgments:

The valuation of open trade positions with counterparties are estimated based upon observable market data. The resulting assets and liabilities are recorded on the statement of financial position. Factors including the underlying price of oil are taken into account.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

4. TURNOVER

Turnover and profit before taxation are attributable to the principal activities of the company and relate to continuing operations in the United Kingdom.

5. EMPLOYEES AND DIRECTORS
2025 2024
£    £   
Wages and salaries 835,577 482,076
Social security costs 95,033 61,365
Other pension costs 9,262 8,170
939,872 551,611

The average number of employees during the year was as follows:
2025 2024

15 14

2025 2024
£    £   
Directors' remuneration 152,732 160,448
Directors' long term incentive schemes 162,500 -
Directors' pension contributions to money purchase schemes 1,321 1,321

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 1 1

Information regarding the highest paid director for the year ended 31 August 2025 is as follows:
2025
£   
Emoluments etc 315,232
Pension contributions to money purchase schemes 1,321

6. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2025 2024
£    £   
Depreciation - owned assets 22,433 22,099
Auditors' remuneration 13,850 16,425
Foreign exchange differences (24,259 ) 7,135
Vehicle lease charges 28,426 26,733
Property rental income (76,000 ) (63,333 )

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

7. INTEREST PAYABLE AND SIMILAR EXPENSES
2025 2024
£    £   
Bank loan interest 55,706 53,561
Other Finance costs 86,733 51,666
142,439 105,227

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£    £   
Current tax:
UK corporation tax 160,747 104,231
Prior year overprovision (414 ) -
Group relief charge 64,561 -
Total current tax 224,894 104,231

Deferred tax (845 ) (654 )
Tax on profit 224,049 103,577

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£    £   
Profit before tax 1,203,845 624,948
Profit multiplied by the standard rate of corporation tax in the UK of
25% (2024 - 25%)

300,961

156,237

Effects of:
Expenses not deductible for tax purposes 4,752 6,030
Income not taxable for tax purposes (81,250 ) -
Adjustments to tax charge in respect of previous periods (414 ) -
Group relief - (58,690 )
Total tax charge 224,049 103,577

9. DIVIDENDS
2025 2024
£    £   
Ordinary shares of £1 each
Final - 50,000
Interim - 100,000
- 150,000

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

10. TANGIBLE FIXED ASSETS
Fixtures
Freehold Plant and and Computer
property machinery fittings equipment Totals
£    £    £    £    £   
COST
At 1 September 2024
and 31 August 2025 928,625 145,727 3,536 14,725 1,092,613
DEPRECIATION
At 1 September 2024 19,346 20,240 589 4,804 44,979
Charge for year 9,286 9,715 354 3,078 22,433
At 31 August 2025 28,632 29,955 943 7,882 67,412
NET BOOK VALUE
At 31 August 2025 899,993 115,772 2,593 6,843 1,025,201
At 31 August 2024 909,279 125,487 2,947 9,921 1,047,634

Freehold property includes freehold land of £464,312 (2024: £464,312) which is not depreciated.

Freehold property includes land and property of £899,993 (2024: £909,279) which is rented to related group undertakings.

11. FIXED ASSET INVESTMENTS
Shares in
group
undertakin
£   
COST
At 1 September 2024 568,110
Disposals (568,110 )
At 31 August 2025 -
NET BOOK VALUE
At 31 August 2025 -
At 31 August 2024 568,110

During the year, the company disposed of its investments in subsidiary undertakings by way of transfer to its immediate parent company, Portland Fuel Holdings Limited, at book value.

12. STOCKS
2025 2024
£    £   
Stocks 1,304,780 650,836

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

13. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade debtors 4,797,627 4,559,799
Amounts owed by group undertakings 1,799,277 574,295
Other debtors 244,837 1,182,602
Prepayments and accrued income 165,159 178,833
7,006,900 6,495,529

Trade debtor balances are subject to invoice discounting arrangements and have been transferred to the counterparty, though the transaction does not qualify for derecognition on the basis that the debt collection and late payment risk is retained by the company. At 31 August 2025 the company had total funds in use under the arrangement of £178,728 (2024: 254,142).

Derivative financial assets representing fair value gains on hedged items of £60,485 are included in other debtors as a result of hedge accounting (2024: £1,167,825). A corresponding entry is included within other creditors representing fair value losses on related hedging instruments. The movements in fair value are recorded net in profit and loss.

14. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Bank loans and overdrafts (see note 16) 43,368 43,713
Invoice discounting advances 178,728 254,142
Trade creditors 4,598,345 4,257,220
Amounts owed to group undertakings 480,866 31,217
Tax 60,176 80,966
Social security and other taxes 289,571 184,473
Other creditors 357,915 2,060,620
Accruals and deferred income 759,575 681,608
6,768,544 7,593,959

Included within other creditors are derivative liabilities totalling £60,485 (2024: £1,167,825) representing fair value losses arising on hedging instruments. A corresponding entry is included within other debtors representing fair value gains on related hedged item as a result of hedge accounting. The movements in fair value are recorded net in profit and loss.

15. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2025 2024
£    £   
Bank loans (see note 16) 577,232 620,600

16. LOANS

An analysis of the maturity of loans is given below:

2025 2024
£    £   
Amounts falling due within one year or on demand:
Bank loans 43,368 43,713

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

16. LOANS - continued
2025 2024
£    £   
Amounts falling due between one and two years:
Bank loans - 1-2 years 38,163 43,368

Amounts falling due between two and five years:
Bank loans - 2-5 years 129,681 121,882

Amounts falling due in more than five years:

Repayable by instalments
Bank loans > 5 years 409,388 455,350

The company has an outstanding bank loan of £7,500 under the Coronavirus Bounce Back Loan
Scheme. The loan is repayable by equal monthly instalments over the remaining period to May 2026. Interest is charged at a rate of 2.5%.per annum.

The company has a commercial mortgage repayable by equal monthly instalments over a period of 15
years to July 2037. The total amount outstanding at 31 August 2025 was £613,100 (2024: £646,813). Interest is charged a rate of 6.22% per annum.

17. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2025 2024
£    £   
Within one year 16,399 23,016
Between one and five years 19,599 35,999
35,998 59,015

Operating lease agreements where the company is the lessor

The company rents property to a related group undertaking. Minimum rentals receivable under the group arrangement fall due as follows:

2025 2024
£ £
Within one year 76,000 76,000
Between one and five years 57,000 133,000
133,000 209,000

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

18. SECURED DEBTS

The following secured debts are included within creditors:

2025 2024
£    £   
Bank loans 620,600 664,313
Invoice discounting advances 178,728 254,142
799,328 918,455

Bank loans are secured by:
- Legal mortgage and first legal charge over freehold property
- Omnibus guarantee and set-off agreement in favour of Lloyds Bank Plc
- Fixed and floating charge over all assets

Any amount outstanding from time to time in respect of invoice discounting advances to the company or the group are secured by a debenture containing fixed and floating charges over all of the assets of the group in favour of the respective lender.

All charges contain a negative pledge.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

19. FINANCIAL INSTRUMENTS

2025 2024
£ £
Financial assets
Derivative assets measured at fair value through profit and loss 60,485 1,167,825
Financial assets that are debt instruments measured at amortised
cost

7,724,307

6,556,525

Financial liabilities
Financial liabilities measured at amortised cost (6,948,044 ) (6,781,296 )
Derivative liabilities measured at fair value through profit and loss (60,485 ) (1,167,825 )
Financial assets measured at amortised cost comprise of trade debtors, other debtors, equity investments and cash in bank and in hand. Prepayments do not meet the definition of financial instruments.

Financial liabilities measured at amortised cost comprise of trade creditors, invoice discounting advances, accruals, bank loans and other creditors. Taxation and social security creditors are not included in the financial instrument's disclosure definition.

Derivative financial assets measured at fair value through profit and loss as at 31 August 2025 of £60,485 reflect the fair value movement of unrecognised firm commitments and highly probable future transactions designated as hedged items under hedge accounting (2024: £1,167,825). Derivative financial liabilities as at 31 August 2025 of £60,485 comprise of fair value losses on open fuel trade swap contracts designated as hedging instruments (2024: £1,167,825).

The company has entered into a number of fixed price contracts for the direct delivery of a fixed volume of fuel to customers at a future date. In order to protect against fluctuations in fuel prices, all fixed price contracts are immediately hedged with Counter-Parties as the company enters into fixed price derivative swap contracts (hedging instruments) to protect the hedged item, being an unrecognised firm commitment to sell a fixed volume of fuel at a fixed price at a future date, and to purchase fuel in the future at the spot rate in order to fulfil sales contracts.

Each hedge contract is considered to be 100% effective and thus fair value gains and losses on open hedging instruments and hedged items respectively are shown net in profit and loss. The total amount recognised in profit and loss for the year on settled financial instrument contracts was a loss of £1,270,900 (2024: £295,248 loss), with a corresponding gain realised on fulfilment of fixed price fuel sale contracts, a reflection of underlying oil market movements.

Fair values are measured using observable market data and are marked to market daily. The directors consider that changes in fair value attributable to changes in the company's own credit risk cannot be measured reliably but are not material.

20. PROVISIONS FOR LIABILITIES
2025 2024
£    £   
Deferred tax 2,173 3,018

Deferred
tax
£   
Balance at 1 September 2024 3,018
Credit during the year (845 )
Balance at 31 August 2025 2,173

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

20. PROVISIONS FOR LIABILITIES - continued

Deferred tax liabilities relate to accelerated capital allowances. The expected net reversal of deferred
tax liabilities in 2026 is £673 this is due to the reversal of accelerated capital allowances and other
short term timing differences.

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £    £   
45 Ordinary £1 45 45
55 Ordinary A £1 55 55
100 100

The Ordinary £1 and Ordinary A £1 shares rank pari passu and each have full rights as to voting, dividends and capital on a winding up.

22. RESERVES
Retained
earnings
£   

At 1 September 2024 1,952,087
Profit for the year 979,796
At 31 August 2025 2,931,883

Retained earnings
Retained earnings represents cumulative profits and losses net of dividends paid and other
adjustments.

23. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The pension cost charge represents contributions payable by the company to the fund and amounted to £9,262 (2024: £8,170). The amount outstanding at 31st August 2025 was £1,790 (2024: £1,645).

24. ULTIMATE PARENT COMPANY

On 2nd September 2024, Portland Fuel Holdings Limited acquired 100% of the share capital of the company via share for share exchange as part of a wider group restructuring exercise.

Portland Fuel Holdings Limited is the ultimate parent company and is the parent of the largest and smallest group in which the results of the company are consolidated. The registered office of Portland Fuel Holdings Limited is 1 Toft Green, York, England, YO1 6JT. The consolidated financial statements of the group are available to the public and may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

The Group was controlled by Mr James Spencer being the Managing Director and majority shareholder of the ultimate parent company.

Portland Fuel Limited (Registered number: 07020627)

Notes to the Financial Statements - continued
for the year ended 31 August 2025

25. RELATED PARTY DISCLOSURES

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 entities within the group.

Key management personnel of the entity or its parent (in the aggregate)

During the prior year, dividends totalling £30,000 were paid to directors and key management of the company. Dividends totalling £20,000 were also paid to shareholders who are not directors. Additional dividends totalling £100,000 were voted during the prior year and paid to shareholders in the current year, including £60,000 paid to directors and key management of the company. No dividends have been voted in respect of the year to 31 August 2025.

During the year, total key management personnel compensation of £353,901 (2024: £271,362) was
paid/accrued, including amounts payable to related undertakings for the provision of key management personnel services.

Other related parties
2025 2024
£    £   
Sales 124,598 84,266
Purchases (14,596 ) (39,779 )
Recharges 438,841 -
Interest and facility fees (86,733 ) (61,666 )
Amount due from related party 184,252 14,676
Amount due to related party (295,639 ) (222,362 )

The company has in place short term drawdown loan facilities with related parties. The facilities are provided at arm's length under formal arrangements with normal market conditions. Interest is charged on funds drawn down at a rate of 4% per annum on amounts outstanding from time to time.

Other amounts due from/to related parties under common control are included within other debtors and other creditors respectively. Amounts owed are interest free and are repayable on demand.