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

As established in the prior period, the company continues to be managed by an independent executive board of advisors and consultants, with industry and finance experience, with the continued ultimate aim to improve the efficient management of the company (and the wider group), including systems, controls and compliance.

The comparative reporting period was for 17 months. On a 12-month comparable basis, the company has reported a growth in turnover of £1.5m, representing a 8.2% increase.

Although gas wholesale purchasing costs have been volatile in previous periods, gross profit margins have remained relatively consistent with the comparative period, with a slight increase from 35.1% in 2024 to 36.3% in 2025.

The business model and target market remain consistent with the prior year, and the business offers Fixed Rate or Variable products to a predominantly SME and small corporate customer base.

Exceptional income includes a £2.1m (2024: £6.9m) net gain on the sale of hedged energy contracts back to the market. These profits are deemed to be exceptional as they are not part of the usual trade of the company, and the gains realised were as a result of the highly fluctuating energy market in 2022/​23 and the reduction in demand, meaning surplus hedges could be released back to the market. These exceptional gains have allowed the company to continue offering the best value to our customers

Other exceptional costs total £1.1m (2024: £14.0m) which fundamentally relate to non-trade related legal fees and provisions for non-recovery of related company debts. Further details are provided in note 5.

During the year, the company has generated a profit before tax of £0.1m. The is an increase on the previous year loss before tax of £4.8m which was mainly due to the related company debt provisions made in that period.

The overall balance sheet value remains in a net assets position of £50k (2024: £0.2m). The directors are confident that the company's underlying trade remains profitable and that the reduction in net assets in the year is due to multiple non-trade factors.

Historically profits have been retained in the company, with the boards aim to build balance sheet financial strength. In the prior period net assets were intentionally depleted as a result of multiple non-trade factors, including the voting of significant intra-group dividends of £7m up to its parent company. Post year end, group debts totalling £17,329,649 have been legally re-assigned to the ultimate parent company, East Pines Holdings Ltd. This debt re-assignment facilitated the reversal of historic group debt provisions of £8,226,646, which have been credited to the profit and loss account post year end, further improving the net asset position of the company.

The directors are confident that post year end performance has restored the net asset position significantly and that the company remains in a strong and stable position financially for the future.

Objectives and strategy

The objectives of the company are to deliver long term value to the owners. The Board’s strategy to achieve this is based upon the following principles:

• Continued growth by continuing to offer relevant, competitively priced products into core markets, underpinned by high quality service for customers.

• Commitment to the rollout of smart metering and other industry initiatives to improve the accuracy of billing and customer experience.

• To attract, retain and develop exceptional senior managers to continuously improve the organisation’s capabilities and present challenge to the dominant suppliers in the market.

• Diversification into new market segments or adjacent markets to support and spread growth.

The company seeks to manage risk through a combination of Board oversight, operational routines, and policies and the principal risks are aggregated as follows:

Commodity risk

Commodity risk being the risk of volatility in the price of wholesale energy impacting customer margins. The company seeks to manage this risk by utilising forward energy contracts that align to the term and pricing of customer contracts.

Energy cost risk

The global economic and political climate has resulted in increased costs generally, increasing wages and general overhead costs. The effect on energy prices has been significant. These inflation related price increases are expected to remain for some time to come.

Liquidity risk

The risk that the company is unable to meet its financial obligations due to insufficient credit or cash reserves. This is managed on a short and long term basis with reference to internal working capital strategies and access to external funding.

Credit risk

The risks of bad debt from the customer portfolio and the risk of failure of a counterparty or supplier to meet its contractual obligations. A credit onboarding process is followed for new customers, which predominantly included direct debit as the principal means of payment and trade debtors are monitored on an ongoing basis.

The UK non-domestic supply market is highly competitive, and while risk is present in all markets, this continues to be an attractive place to do business.

Operating in a regulated market opens up regulatory and political risks as well as costs, and it is a feature of normal operations that such risks, costs and changes must be accommodated, albeit that they may cause disruption and/or prices changes for customers.

The business has continued to mitigate the risks noted above through the following strategies:

• Ensuring the business has the right skills and capabilities to monitor and maintain compliance with regulatory requirements.

• Offering products that pass or share risk with end users combined with comprehensive hedging strategies to reduce exposure.

The board reviews the company’s KPIs at the monthly board meetings. These include operational and financial measurements.

The key operational KPIs for the business are customer retentions, % of customers on direct debit and bad debts written off.

Customer retentions is key to the business as losing customers results in a loss of revenue. For the year to September 2025, 62.7% of customers have been retained (May 2023 to September 2024: 69.0%).

Having customers on direct debit improves the amount of debt that is collected from customers and reduces the potential bad debt exposure. The % of customers on direct debits as at 30 September 2025 amounted to 80.3% of customers (2024: 80.0%). The % has remained comparable year on year and although it remains at a significant %, it is targeted to improve going forwards.

The amount of customer debt that is written off is a significant KPI for the business as this illustrates the performance of the customer relationships team within the company. Going forwards, due to additional controls, procedures and focus on collecting debts from customers the company is expecting bad debt costs to reduce. Bad debts as a % of sales, has increased from 4.4% in 2024 to 6.5% in 2025.     

The company uses key financial performance indicators to monitor its business. The below comparative figures presented for 2024 (which was a 17 month period) have been stated on a 12 month comparative basis. These include:

The comparative increase in turnover in 2025 (on a 12 month comparative basis) largely arose from increased volume of gas sold, which is as a result of an increase in energy usage across the economy.

The gross profit margin has remained largely consistent despite the volatility in price of gas across the market, as the company takes measures to mitigate the impact of the volatile price of gas through forward planned hedging. When necessary, any fluctuation in prices will be passed onto the customers.

The company has reported a profit before tax, when compared to a loss in the prior period, fundamentally due to the decrease in exceptional costs as detailed in note 5.

As the balance sheet date, the company’s cash position was substantial. This demonstrates the company's strong liquidity position.

The net assets position has significantly reduced in previous years, due to the aforementioned exceptional costs, including related party provisions in both 2025 and 2024, as well as intentional depletion as a result of multiple non-trade factors, including the voting of significant intra-group dividends of £7m up to its parent company. However the net assets do remain in a positive position. The directors are confident that as the underlying company trade is profitable, net assets of the company will be restored post year end and that the company remains in a strong and stable position financially for the future.

Additionally post year end, group debts totalling £17,329,649 have been legally re-assigned to the ultimate parent company, East Pines Holdings Ltd. This debt re-assignment facilitated the reversal of historic group debt provisions of £8,226,646, which have been credited to the profit and loss account post year end, further improving the net asset position of the company.

On behalf of the board

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

The principal activity of the company continued to be that of commercial gas supplier.

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

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

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

The company is utilising its in-house technical expertise to develop an integrated pricing and billing platform that will enable the company to offer more flexible and competitive pricing solutions for its customers. Once implemented, the platform will allow the company to better serve its customer base and enable it to streamline its in-house processes and recognise cost efficiencies.

On 16 June 2026, group debts totalling £17,329,649 have been legally re-assigned to the ultimate parent company, East Pines Holdings Ltd. This debt re-assignment facilitated the reversal of historic group debt provisions of £8,226,646, which have been credited to the profit and loss account post year end.

The debt re-assignments then facilitated a group balance off-set exercise which has been transacted to both simplify and reduce group balances across the wider group.

The company will continue to provide commercial gas and related services. This activity is expected to continue in the future with no plans to venture into different markets.

The auditor, Sumer Auditco Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

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

• 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.

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; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of principal risks and uncertainties.

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

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Ruby Gas Ltd (the 'company') for the year ended 30 September 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK 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 30 September 2025 and of its loss for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

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

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

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the company's license to operate. We identified the following areas as those most likely to have such an effect: laws related to energy supply activities and the regulated nature of the energy industry, employment law, health and safety and data protection.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

• Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud

• Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud

• Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Ruby Gas Ltd is a private company limited by shares incorporated in the United Kingdom. The registered office is Parkside Stand, Fleetwood Town Football Club, Park Avenue, Fleetwood, FY7 6TX.

The prior accounting period had been extended to a 17 month period, from 30 April 2024 to 30 September 2024, in order to align with fellow group companies. Consequently, the comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.

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

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of East Pines Holdings Ltd. These consolidated financial statements are available upon request from the groups registered office, Parkside Stand, Fleetwood Town Football Club, Park Avenue, Fleetwood, FY7 6TX.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

As at 30 September 2025, the company owed group companies £21,983,627 (2024: £20,437,908). These balances are included within other creditors: amounts falling due with one year, on the basis that there are no formal loan agreements and therefore by default are deemed to be repayable upon demand, from a statutory financial statements presentation perspective. This is despite the practical assurances received that related company balances will not be sought for repayment until cash flow permits.

On 16 June 2026, group debts totalling £17,329,649 have been legally re-assigned to the ultimate parent company, East Pines Holdings Ltd. This debt re-assignment facilitated the reversal of historic group debt provisions of £8,226,646, which have been credited to the profit and loss account post year end.

The debt re-assignments then facilitated a group balance off-set exercise which has been transacted to both simplify and reduce group balances across the wider group, and has reduced amounts owed to group companies by £21,388,975.

In determining whether the company’s accounts can be prepared on a going concern basis, the directors considered the company’s business activities together with the factors likely to affect its future development, performance, its financial position including cash flow, liquidity position, borrowing facilities and the risks and uncertainties relating to its business activities. These include the impact of the recoverability of related party debts. The directors regularly review these factors to ensure that any risks are recognised and managed effectively.

Turnover represents the fair value of the consideration received or receivable from the sale of actual and estimated gas supplied during the year, net of VAT and discounts. For gas supplied, the turnover is recognised on consumption.

Turnover is generated from the sale of gas to customers. Turnover from contracts with customers is recognised over time as gas is supplied to the customer, this reflects the value of the volume supplied which includes an estimated value of volume supplied to customers between the last meter reading and the end of the period. The compamy determines the estimate of customer gas consumption based on available industry consumption data, historical meter readings and also seasonal usage curves that have been estimated through historical actual usage data.

Also included in turnover is other income arising from late payment fees and other site works and disconnection costs which are charged to the company’s customers.

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

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

Assets under the course of construction represent capitalised development costs paid in respect of bespoke software in development. Amortisation will only be charged once brought into use.

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

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

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

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

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

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

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

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Trade and other debtors/ creditors which have no stated interest rate, do not constitute a financing transaction, and are due to be settled within one year and as such are initially and subsequently measured at the undiscounted amount of consideration expected to be received, net of impairment.

The company has long term commercial contracts in place for the purchase of gas. On the grounds that these contracts are held for the purpose of the delivery of a non-financial item in accordance with the company's expected purchase and sale requirements, the own use exemption has been applied. As a result, the agreements do not fall within the scope of Section 12 of FRS102 and are not accounted for as derivatives.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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

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

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

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

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

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

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Turnover derived from the supply of gas includes an estimate of the value of gas supplied to customers between the date of the last meter reading and the end of the reporting period. Estimation of the number of units consumed but not yet processed through the settlement process are based on industry data until final reconciliation data is received.

Similarly purchase volumes are also subject to the same degree of estimation, with associated settlement costs dependent on the receipt of final reconciliation data.

Group and related company debts are recognised to the extent they are judged recoverable. Management reviews are performed to estimate the level of provision required for irrecoverable debt. Provisions are made specifically against debtor balances where recoverability is uncertain.

Management undertook a detailed review of all group and related party balances as at the balance sheet date. During September 2025, management agreed that group and related party balances required a simplification process, and formally agreed to legally re-assign certain debts to the ultimate parent company of the group. This debt re-assignment which has legally transacted post year end, ensures that there is no risk of non-recovery in respect of the group and related party balances involved in this process, and as such management concluded that these specific balances are fully recoverable by this company.

For the debts that are not being re-assigned, management have assessed the actual and forecasted profitability and cash flow of the corresponding debtor companies, and their ability to physically repay these debts. Based on their review conducted at the year end, management concluded while the majority of these balances are fully recoverable by this company, during the year, a provision of £932,180 (2024: £12,326,646) for non-recovery of certain group and related company debts has been recognised.

Refer to note 14 showing the group and related other debtor balance impacted by the key estimate.

Trade debtors are stated net of provisions for both after date sales credit notes and bad or doubtful debts.

Provisions for bad or doubtful debts are recognised when recovery is uncertain, considering the age of the debt and recoverability trends based on actual payments received at the assessment date.

Provisions for after date sales credit notes typically relate to estimated usage invoices and the necessary credit and re-billing based on actual meter reads.

At the balance sheet date, trade debtor balances, as per note 14, are shown net of a provision totaling £2,363,105 (2024: £3,611,996), in respect of sales credit notes and bad or doubtful debts.

The useful economic life of intangible fixed assets has to be estimated by the directors of the company to ensure and appropriate amortisation charge is recognised each year.

The amortisation charge included within these financial statements amounts to £409,075 (2024: £385,608).

Refer to note 12 for the carrying value of intangible assets impacted by this key accounting estimate.

All turnover arose in the United Kingdom.

In both the current year and prior period, the company realised an exceptional net gain, on the sale of hedged energy contracts back to the market. The net reported gain, is the combination of the margin made on committed purchases being sold back to the market, less the cost to the company to re-purchase the required energy needed to fulfil its commitments to customers. This net gain is considered exceptional as it is not related to normal trading conditions and is directly related to the "knock-on" impact on energy prices, following the war in Ukraine.

Provisions for non-recovery of related party debts recognised during the year include; Fleetwood Wanderers Limited of £Nil (2024: £4,100,000), Commercial Power Limited of £Nil (2024: £8,226,646), CX International (PTY) Limited of £660,331 (2024: £Nil), CX Global Holdings FZCO of £234,032 (2024: £Nil) and The Leisure Channel Ltd of £37,817 (2024: £Nil). All companies being under common control. These are considered exceptional as they were not incurred as a result of normal trade.

Non-trade legal fees have been incurred in relation to a one-off ongoing legal matter and the costs are defined as exceptional on the basis they have not been incurred as a result of regular trade.

In the prior period, full and final settlement was agreed on 2 historic legal matters, requiring provision for £57,250 and £112,000 as at 30 September 2024. An associated group recharge of £400,000 was also recognised in respect of an historic £500,000 settlement paid by the company as an interim payment in 2022. No provisions or recharges has been made in the current year in respect of these matters.

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

Their aggregate remuneration comprised:

During the year, wage costs of £5,516,020 (2024: £6,726,072) have been recharged to Ruby Electricity Ltd, a fellow subsidiary company of the group. This recharge is calculated on a customer basis and is not included within the above employee payroll costs.

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 0).

During the year, directors remuneration of £94,721 (2024: £17,950) has been recharged to Ruby Electricity Ltd, a fellow subsidiary company of the group. This recharge is calculated on a customer basis and is not included within the above director remuneration payroll costs.

The charge for the period can be reconciled to the (loss)/profit per the profit and loss account as follows:

Dividends paid during the year amounted to £Nil (2024: £70,000) per ordinary share.

Assets under the course of construction represent capitalised development costs paid in respect of bespoke software in development. Amortisation will only be charged once brought into use.

The non trade legal fee provision brought forward related to an historic ongoing legal matter which has been resolved during the year, and therefore this provision has been utilised.

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

The deferred tax asset set out above predominately relates to accelerated capital allowances that are expected to mature over the associated fixed assets useful economic lives. Tax relief on retirement benefit obligations will be clamed in the period when paid. Temporary differences relate to assets in the course of construction for which capital allowances will be claimed once in use.

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

As at the balance sheet date, contributions due to the schemes in respect of the current reporting period were £25,314 (2024: £42,582).

The company had committed at the balance sheet date to purchase wholesale gas totalling £2,096,039 (2024: £5,300,601), the commitment to purchase wholesale gas continued to be to September 2026 (2024: September 2026).

The company had committed at the balance sheet date to sell wholesale gas totalling £2,140,473 (2024: £6,658,308), the commitment to sell wholesale gas continued to be to September 2026 (2024: September 2026).

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

On 16 June 2026, group debts totalling £17,329,649 have been legally re-assigned to the ultimate parent company, East Pines Holdings Ltd. This debt re-assignment facilitated the reversal of historic group debt provisions of £8,226,646, which have been credited to the profit and loss account post year end.

The debt re-assignments then facilitated a group balance off-set exercise which has been transacted to both simplify and reduce group balances across the wider group.

Advances or credits have been granted by the company to former directors and former ultimate shareholders as follows:

On the 31 January 2025, repayments of the former director loan accounts of £730,599 and £2,904,271 respectively were settled by way of a transfer to a fellow group company, leaving a balance of £Nil at 30 September 2025.

The company has taken advantage of the exemption available in accordance with FRS 102 section 33.1A 'Related party disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.

At the balance sheet date, the following balances were included within other debtors. These balances are unsecured, non interest bearing and repayable on demand

At the balance sheet date, the following balances were included within other creditors, amounts falling due within one year. These balances are unsecured, non interest bearing and repayable on demand.

During the year, the company has incurred rent and recognised various managed services from Fleetwood Wanderers Limited, a company under common control, of £1,260,494 (2024: £1,191,061) within expenses, and recharged £122,490 (2024: £533,769) for various services. During the year, £5,033,618 (2024: £6,692,959) was also advanced to Fleetwood Wanderers Limited, as related party funding provided as unsecured, non interest bearing and repayable on demand. In the prior period, a provision of £4,100,000 was recognised for the non recoverability of the debt owed by Fleetwood Wanderers Limited, with no such provision required in the current year. Prior to the year end, £7,985,474 (2024: £Nil) owed by Fleetwood Wanderers Limited was legally re-assigned to a fellow group company, reducing the balance owed by Fleetwood Wanderers Limited to £Nil.

During the year, the company recharged various costs amounting to £Nil (2024: £247) to Jaymel Limited, a company under common control.

During the year, the company has recharged £373 (2024: £Nil) for various services to The Leisure Channel Ltd, a company under common control. A provision of £37,817 has been recognised for the non recoverability of this balance due at the balance sheet date.

During the year, the company has recognised various managed services due to Poolfoot Sports Complex Limited, a company under common control, of £Nil (2024: £3,745) within expenses, and recharged £246 (2024: £7,332) for various services.

During the year, the company has made sales to Waterford FC (Power Grade Limited), a company under common control, of £7,210 (2024: £2,871).

During the year, the company has recognised various managed services due to CX Global Holdings FZCO, a connected company, of £2,868,595 (2024: £8,306,961) within expenses, recharged £10,656 (2024: £440,549) for various services. During the year £Nil (2024: £110,000) was advanced to CX Global Holdings FZCO. A provision of £234,032 (2024: £Nil) has been recognised for the non recoverability of this balance due at the balance sheet date.

During the year, the company recognised various services due to New Primrose Developments LLP, a partnership under common control, of £146,453 (2024: £124,879) within expenses, and recharged £16,123 (2024: £11,696) for various services. During the year, £325,000 (2024: £395,000) was advanced to New Primrose Developments LLP, there are no official repayment terms, however it is expected to be repaid over a number of years and is non-interest bearing.

During the year, the company has recognised various management services from JRP Management Services Limited, a company under common control, of £974,142 (2024: £2,050,897) and has also made sales to JRP Management Services Limited of £Nil (2024: £19,477).

During the year, the company has recognised various management services from Davidson Family Limited, a company under common control of £394,843 (2024: £667,147) and has also made sales to Davidson Family Limited of £16,275 (2024: £57,528).

During the year, the company has recognised repayments from Utilisearch Ltd, a company under common control, of £10,000 (2024: £15,000).

During the year, a close family member of the directors was employed by the company and received remuneration of £42,242 (2024: £41,259). At the balance sheet date, £3,800 (2024: £Nil) was owed by this family member through an employee loan, held within other debtors at the year end.

The immediate parent company is Ruby Energy Holdings Ltd and the ultimate parent company is East Pines Holdings Ltd. Both companies are registered in England and Wales.

Ruby Gas Ltd is consolidated within East Pines Holdings Ltd's group financial statements. This is the smallest and largest group into which the results of the company is consolidated. Copies of the group financial statements can be obtained upon request from the group's registered office, Parkside Stand, Fleetwood Town Football Club, Park Avenue, FY7 6TX.

Following share transfers between family members on 4 February 2025, there is no overall controlling individual in the group's holding company, East Pines Holdings Ltd, at the balance sheet date.