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Registered number: 11346365










HOLME BIOENERGY LIMITED










FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2025

 
HOLME BIOENERGY LIMITED
REGISTERED NUMBER: 11346365

BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 5 
4,571,772
5,303,247

  
4,571,772
5,303,247

Current assets
  

Stocks
 6 
5,355
10,702

Debtors: amounts falling due within one year
 7 
808,125
949,659

Cash at bank and in hand
 8 
230,837
44,373

  
1,044,317
1,004,734

Creditors: amounts falling due within one year
 9 
(7,577,630)
(6,819,799)

Net current liabilities
  
 
 
(6,533,313)
 
 
(5,815,065)

Total assets less current liabilities
  
(1,961,541)
(511,818)

Creditors: amounts falling due after more than one year
 10 
(10,751,720)
(10,453,129)

  

Net liabilities
  
(12,713,261)
(10,964,947)


Capital and reserves
  

Called up share capital 
 12 
100
100

Other reserves
  
1,782,982
1,753,801

Profit and loss account
  
(14,496,343)
(12,718,848)

  
(12,713,261)
(10,964,947)


Page 1

 
HOLME BIOENERGY LIMITED
REGISTERED NUMBER: 11346365
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 June 2026.



CE Stoyell
Director

The notes on pages 3 to 12 form part of these financial statements.

Page 2

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

Holme Bioenergy Limited is a private company limited by shares, incorporated in England and Wales (Registration number: 11346365). The registered office address is Control Tower, Hemswell Cliff Industrial Estate, Hemswell Cliff, Gainsborough, DN21 5TU.

The principal activity of the Company is the construction and ultimate operation of an Anaerobic Digestion Facility. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies

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 in accordance with FRS102 as published by the Financial Reporting Council 31 January 2022 and amendments to that standard effective for periods up to 31 December 2025. They do not (and are not required to) comply with the amendment published 27 March 2024, effective for periods commencing 1 January 2026, or the current version of FRS102 published 10 September 2024. Early adoption of those standards is permitted, but the directors have chosen not to do so and will adopt them from the effective date of 1 January 2026.

The following principal accounting policies have been applied:

 
2.2

Going concern

At 31 December 2025 the Company had net current liabilities of £6,533,313 (2024: £5,815,065) and net liabilities of £12,713,261 (2024: £10,964,947). It is dependent upon the funds provided by its parent company, GVO B-1 Limited. GVO B-1 Limited has been provided with a letter of support from its parent company, Hansa Aktiengesellschaft, that will allow it to make available such funds as are needed by the Company to continue in operational existence for at least 12 months from signing off, so the Company can meet its liabilities that fall due for payment, should it be needed.

Having reviewed the Company's current position and cash flow projections for the next twelve months and beyond, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and to be profitable. Accordingly, the going concern basis has been adopted in preparing the financial statements.

Page 3

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

  
2.4

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. 

Revenue from the sale of energy is recognised at the point at which the energy is produced. Revenue from energy sales that is contingent on future notification of past events is recognised when notification is received.

Revenue from sales of food waste services is recognised on the date that food waste is received.

The company also receives rental income, through the sub lease of the land they occupy.

 
2.5

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Page 4

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the 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.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Short-term leasehold property
-
4-5% Straight line
Plant and machinery
-
5-20% Straight line
Capital works in progress
-
nil until complete

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.9

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. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet 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 or loss.

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 5

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The estimates and judgments that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the financial period are as follows:

Capitalisation of costs
During the period of construction, all costs incurred as a direct result of financing, designing, project managing, and constructing the AD plant, have been capitalised. The Directors consider that the completion of the plant to be the point where testing and operation is at a point where the gas output is at an acceptable and intended level.

Depreciation
Tangible fixed assets are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. Residual values consider matters such as future market conditions, the remaining estimated life of the asset and the discount required to apply cash flows on estimated disposal values to calculate their net present values.

Provision of commercial rates
The Company are liable for paying commercial rates for the site in which it operates and enlisted the support of an external expert to form a judgement over the rateable value of the site. The Directors consider this to be the most appropriate method in calculating the rates provision.


4.


Employees

The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL)
Page 6

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

5.


Tangible fixed assets


Short-term leasehold property
Plant and machinery
Capital works in progress
Total

£
£
£
£



Cost or valuation


At 1 January 2025
1,050,626
14,086,889
191
15,137,706


Additions
-
-
200,199
200,199


Transfers between classes
-
189,959
(189,959)
-



At 31 December 2025

1,050,626
14,276,848
10,431
15,337,905



Depreciation


At 1 January 2025
153,682
9,680,777
-
9,834,459


Charge for the year on owned assets
43,488
888,186
-
931,674



At 31 December 2025

197,170
10,568,963
-
10,766,133



Net book value



At 31 December 2025
853,456
3,707,885
10,431
4,571,772



At 31 December 2024
896,944
4,406,112
191
5,303,247



Page 7

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

6.


Stocks

2025
2024
£
£

Raw materials and consumables
5,355
10,702

5,355
10,702



7.


Debtors

2025
2024
£
£


Trade debtors
259,525
597,014

Amounts owed by group undertakings
150,000
150,000

Other debtors
18,894
-

Called up share capital not paid
100
100

Prepayments and accrued income
346,849
202,545

Tax recoverable
32,757
-

808,125
949,659


Details of amounts owed by group undertakings and related parties are included below in Note 15.

The Company has an unprovided deferred tax asset at 31 December 2025, in respect of carried forward tax losses of £12,590,121 (2024: £10,770,607) and timing differences of £313,993 (2024: £366,746), on the basis that it is not sufficiently certain that future profits will arise against which to offset the liability. The related unprovided deferred tax asset is £3,226,028 (2024: £2,784,338).


8.


Cash and cash equivalents

2025
2024
£
£

Cash at bank and in hand
230,837
44,373

230,837
44,373


Page 8

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

9.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
7,395
183,004

Amounts owed to group undertakings
6,847,988
5,980,834

Other taxation and social security
-
12,144

Accruals and deferred income
722,247
643,817

7,577,630
6,819,799


Details of amounts owed to group undertakings and related parties are included below in Note 15.

The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date.


10.


Creditors: Amounts falling due after more than one year

2025
2024
£
£

Other loans
1,730,377
1,499,485

Amounts owed to group undertakings
9,021,343
8,953,644

10,751,720
10,453,129


In 2023, the Company entered into a convertible loan agreement with Hansa Aktiengesellschaft for an initial principal amount of £1,350,000 and an interest charge of 15% which is considered market rate. Repayments can be made at any point up to the maturity date of 30 November 2027 at which point, any amount outstanding will be converted into Ordinary shares in GVO B-1 Limited. The conversion will see 1 Ordinary share in GVO B-1 Limited allotted and fully paid for every £3,333.33 outstanding. The loan is secured with a fixed and floating charge over the company's property and intellectual property. 

The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date

Page 9

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

11.


Loans


Analysis of the maturity of loans is given below:


2025
2024
£
£


Amounts falling due 1-2 years

Other loans
1,730,377
1,499,485


1,730,377
1,499,485



1,730,377
1,499,485



12.


Share capital

2025
2024
£
£
Allotted, called up and unpaid



100 Ordinary shares of £1 each
100
100



13.


Reserves

Other reserves

The balance in other reserves relates to the NPV of the loan between parent entity GVO B1 Limited and Holme Bioenergy Limited and is accounted for as a capital contribution from its parent. The balance at 31 December 2025 of £1,782,982 (2024: £1,753,801) will be unwound over the length of the loan, which is due for repayment in 2031. 

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.

Page 10

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Commitments under operating leases

At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
80,000
80,000

Later than 1 year and not later than 5 years
320,000
320,000

Later than 5 years
1,120,000
1,200,000

1,520,000
1,600,000


15.


Related party transactions

The Company had transactions with fellow subsidiary companies which have all been concluded under normal market conditions. The amount outstanding from fellow subsidiaries at the year end was £150,000 (2024: £150,000) and the amount owing to these subsidiaries was £1,816,659 (2024: £980,834).

The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date. 

The above balances can be seen in Notes 7, 9 and 10 respectively as amounts owed by/to group undertakings.


16.


Controlling party

The parent undertaking at the balance sheet date is GVO B-1 Limited, by virtue of its majority shareholding in the company. The registered office of GVO B-1 Limited is Control Tower Hemswell Cliff Industrial Estate, Hemswell Cliff, Gainsborough, DN21 5TU.

In April 2025, Hansa Aktiengesellschaft, a Swiss company limited by shares, acquired the majority shareholding in GVO B-1 Limited. Prior to this date, Emily Von Opel was the ultimate controlling party.

At the balance sheet date, Georg Von Open was the company's ultimate controlling party by virtue of his majority shareholding in Hansa Aktiengesellschaft via various Trust Holdings.

Page 11

 
HOLME BIOENERGY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

17.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

The audit report was signed on 26 June 2026 by Andrew Cameron (Senior Statutory Auditor) on behalf of Ryecroft Glenton.

 
Page 12