Company registration number 14325107 (England and Wales)
LOUDWATER BESS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
LOUDWATER BESS LIMITED
COMPANY INFORMATION
Directors
Heather Offord
Christopher McLeod
Elias Abou-Saba
Secretary
Elizabeth Miyamoto
Company number
14325107
Registered office
31-34 Alfred Place
London
England
WC1E 7DP
Independent auditors
PricewaterhouseCoopers LLP
Chartered Accountants & Statutory Auditors
120 Bothwell Street
Glasgow
G2 7JS
Bankers
HSBC Bank plc
8 Canada Square
London
E14 5HQ
LOUDWATER BESS LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditors' report
4 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Notes to the financial statements
11 - 20
LOUDWATER BESS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2026
- 1 -

The directors present their annual report and the audited financial statements of Loudwater BESS Limited ("the Company") for the year ended 31 March 2026.

Principal activities

The principal activity of the Company is the development, construction and operation of a battery storage facility in Loudwater, High Wycombe. On 28 July 2025, the battery energy storage system successfully commenced commercial operations. The site provides vital flexibility to enable more renewable energy generation and increase the resilience of the UK electricity network.

Results

The results for the year are set out on page 8.

The loss for the financial year, after taxation, amounted to £4,107k (2025: loss of £49k). It is an accounting loss only, driven by depreciation, and the entity is still in a cash positive position.

The directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.

Ordinary dividends were paid amounting to £nil (2025: £nil). The directors do not recommend payment of a final dividend.

Directors

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

Georgette Banham
(Resigned 1 September 2025)
Heather Offord
Christopher McLeod
(Appointed 1 September 2025)
Elias Abou-Saba
(Appointed 1 September 2025)
Qualifying third party indemnity provisions

Eku Energy Group Limited has made qualifying third-party indemnity provisions for the benefit of the d irectors of all its subsidiaries, including Loudwater BESS Limited. These provisions were in force during the year and at the date of the approval of the financial statements.

Independent auditors

The independent auditors, PricewaterhouseCoopers LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditors

In the case of each director in office at the date the Directors' Report is approved:

- so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

- they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

LOUDWATER BESS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 2 -
Key performance indicators

The Company's key performance indicator is it s overall profitability for the reporting period, which is underpinned by revenue generation.

The loss for the financial year, after taxation, amounted to £4,107 k, and revenue amounted to £1,422 k. Revenue was lower and losses were higher than forecast, due to worse than expected operational performance during the period.

Climate change

The increased need for renewable integration, resulting from the impact of climate change, is expected to increase reliance on battery storage assets and have a positive impact on operational and financial performance.

Going concern

These financial statements have been prepared on the going concern basis for the reasons set out in the Accounting Policies note 1.

Small companies exemption

This report has been prepared in accordance with the special provisions applicable to small companies within Part 15 of the Companies Act 2006. Exemption has also been taken from the requirement to prepare a Strategic Report.

On behalf of the board
Heather Offord
Director
28 July 2026
LOUDWATER BESS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2026
- 3 -

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 prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 101 "Reduced Disclosure Framework", 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;

- state whether applicable UK Accounting Standards, comprising FRS101 have been followed, subject to any material departures disclosed and explained in the financial statements;

- 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.

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 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.

On behalf of the board
Heather Offord
Director
28 July 2026
LOUDWATER BESS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF LOUDWATER BESS LIMITED
- 4 -
Report on the audit of the financial statements
Opinion

In our opinion, Loudwater BESS Limited's financial statements:

- give a true and fair view of the state of the company's affairs as at 31 March 2026 and of its loss for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (united Kingdom Accounting Standards, FRS 101 "Reduced Disclosure Framework", and applicable law); and

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

We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise:

- the Statement of financial position as at 31 March 2026;

- the Statement of changes in equity for the year then ended;

- the Statement of comprehensive income for the year then ended; and

- the notes to the financial statements, comprising material accounting policy information and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Material uncertainty relating to going concern

In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 1.2 to the financial statements concerning the company's ability to continue as a going concern.

The Company is currently subject to a formal sale process. The outcome and timing of any transaction remain subject to commercial negotiation and cannot be determined with certainty at the date of approval of these financial statements, however the d irectors have determined that this is likely to complete within the going concern period of 12 months from the date these financial statements are approved for issuance. In the event that the transaction completes, the directors do not have visibility of the financing arrangements, plans and business strategy of the Company under the prospective new owners.

These conditions, along with the other matters explained in note 1.2 to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the company were unable to continue as a 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.

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

LOUDWATER BESS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF LOUDWATER BESS LIMITED (CONTINUED)
- 5 -

Reporting on other information

The other information comprises all of the information included in the Annual Report other than the financial statements and our auditors' report thereon. The members are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance 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 an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

With respect to the Directors' report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Directors' report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Directors' Report for the year ended 31 March 2026 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Directors' Report.

Responsibilities for the financial statements and the audit
Responsibilities of the members for the financial statements

As explained more fully in the Statement of Directors' responsibilities, the members are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. T he members are also responsible for such internal control as they 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 members 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 members 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 an auditors' 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.

LOUDWATER BESS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF LOUDWATER BESS LIMITED (CONTINUED)
- 6 -

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 b elow.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to the Companies Act 2006 and UK tax legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries and the risk of management bias in accounting estimates. Audit procedures performed by the engagement team included:

- Enquiries of management around known or suspected instances of non-compliance with laws and regulations, claims and litigation, and instances of fraud;

- Understanding of management's controls designed to prevent and detect irregularities;

- Review of board minutes;

- Challenging management on assumptions and judgements made in their significant a ccounting estimates; and

- Identifying and testing journal entries to assess whether any of the journals exhibited characteristics of fraud or appeared unusual in nature

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Other required reporting

Companies Act 2006 Exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

- we have not obtained all the information and explanations we require for our audit; or

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

- certain disclosures of members’ remuneration specified by law are not made; or

- the financial statements are not in agreement with the accounting records and returns.

We have no exceptions to report arising from this responsibility.

LOUDWATER BESS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF LOUDWATER BESS LIMITED (CONTINUED)
- 7 -

Entitlement to exemptions

Under the Companies Act 2006 we are required to report to you if, in our opinion, the Directors were not entitled to: prepare financial statements in accordance with the small companies regime; take advantage of the small companies exemption in preparing the Directors' report; and take advantage of the small companies exemption from preparing a strategic report. We have no exceptions to report arising from this responsibility.

Thomas Kendall (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Glasgow
28 July 2026
LOUDWATER BESS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2026
- 8 -
2026
2025
Notes
£'000
£'000
Revenue
3
1,422
-
Cost of sales
(1,349)
-
0
Gross profit
73
-
Administrative expenses
(3,668)
(49)
Operating loss
4
(3,595)
(49)
Finance income
7
2
-
0
Finance costs
8
(514)
-
0
Loss before taxation
(4,107)
(49)
Taxation on loss
9
-
0
-
0
Loss for the financial year
(4,107)
(49)

There is no other comprehensive income in the year (2025: £nil). All the activities of the company are from continuing operations.

The notes on pages 11 to 20 form part of these financial statements.

LOUDWATER BESS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2026
31 March 2026
- 9 -
2026
2025
Notes
£'000
£'000
Non-current assets
Property, plant and equipment
11
20,944
21,341
Current assets
Trade and other receivables
12
474
4,049
Cash and cash equivalents
250
-
0
724
4,049
Current liabilities
Trade and other payables
13
(2,256)
(24,004)
Borrowings
14
(21,794)
-
0
Taxation and social security
(306)
-
0
Lease liabilities
15
(15)
(13)
(24,371)
(24,017)
Net current liabilities
(23,647)
(19,968)
Non-current liabilities
Lease liabilities
15
(1,490)
(1,459)
Net liabilities
(4,193)
(86)
Equity
Called up share capital
16
-
0
-
0
Retained earnings
(4,193)
(86)
Total equity
(4,193)
(86)

The notes on pages 11 to 20 form part of these financial statements.

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

The financial statements were approved by the board of directors and authorised for issue on 28 July 2026 and are signed on its behalf by:
Heather Offord
Director
Company registration number 14325107 (England and Wales)
LOUDWATER BESS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
- 10 -
Called up share capital
Retained earnings
Total
£'000
£'000
£'000
Balance at 1 April 2024
-
(37)
(37)
Year ended 31 March 2025:
Loss for the financial year
-
(49)
(49)
Balance at 31 March 2025
-
0
(86)
(86)
Year ended 31 March 2026:
Loss for the financial year
-
(4,107)
(4,107)
Balance at 31 March 2026
-
0
(4,193)
(4,193)

The notes on pages 11 to 20 form part of these financial statements.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
- 11 -
1
Accounting policies
Company information

Loudwater BESS Limited ("the Company") is a private company limited by shares incorporated in the United Kingdom and is registered in England and Wales. The registered office is located at 31-34 Alfred Place, London, England, WC1E 7DP.

The principal activity of the Company is the development, construction and operation of a battery storage facility in Loudwater, High Wycombe.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards. Loudwater BESS Limited has elected to apply the presentation requirements of IAS 1 as it is deemed to provide more relevant information to the users of the financial statements.

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 £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below and have been consistently applied to the years presented, unless otherwise stated.

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

- The following paragraphs of IAS 1, 'Presentation of financial statements':

- 10(d) (statement of cashflows);

- 16 (statement of compliance with all IFRS);

- 38A (requirement for minimum of two primary statements, including cash flow statements);

- 38B-D (additional comparative information);

- 111 (statement of cash flows information); and

- 134-136 (capital management disclosures).

- IAS 7, 'Statement of cash flows'.

- Paragraphs 30 and 31 of IAS 8, ‘Accounting policies, changes in accounting estimates and errors’ (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective).

- Paragraphs 38 of IAS 1, 'Presentation of financial statements' – comparative information requirements in respect of:

- paragraph 79(a)(iv) of IAS 1; and

- paragraph 73(e) of IAS 16, 'Property, plant and equipment'.

- Paragraph 17 of IAS 24, ‘Related party disclosures’ (key management compensation).

- The requirements in IAS 24, ‘Related party disclosures’, to disclose related party transactions entered into between two or more members of a group.

Where required, equivalent disclosures are given in the group accounts of Eku Energy Group Limited. The group accounts of Eku Energy Group Limited are available to the public and can be obtained as set out in note 18.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 12 -
1.2
Going concern

The Company has delivered strong and consistent operational and financial performance, generating positive cash flows in line with management's expectations. The Company is not reliant on its parent for funding or operational support.true

The Company is currently subject to a formal sale process. The outcome and timing of any transaction remain subject to commercial negotiation and cannot be determined with certainty at the date of approval of these financial statements, however the d irectors have determined that this is likely to complete within the going concern period of 12 months from the date these financial statements are approved for issuance. In the event that the transaction completes, the directors do not have visibility of the financing arrangements, plans and business strategy of the Company under the prospective new owners. As a result, the d irectors have determined that this results in a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern.

Notwithstanding this uncertainty, the d irectors, considering the continued strong cash generation, the Company's financial independence, and its current liquidity position, are satisfied that it remains appropriate to prepare the financial statements on the going concern basis.

The financial statements do not include the adjustments that would result if the Company were unable to continue as a going concern.

1.3
Revenue

The Company generates battery storage revenue primarily from ancillary services and wholesale market trading. These services are operationally integrated and managed as part of a single trading strategy. As such, they are presented on a combined basis, reflecting the Company’s strategy to optimise asset performance across multiple service obligations.

Since the Company's services are managed as part of a single trading strategy and cannot easily be disaggregated into ancillary services provided to the National Grid and wholesale trading activities, they are deemed to have a practice of entering into offsetting contracts for accounting purposes. The revenue generating activities of the Company therefore fall within the scope of IFRS 9 and the Company has recognised the net result of their activity during the period and any open contracts at the year-end in the revenue line. The cost of sales line therefore does not include the purchase of electricity to support the revenue activities but does include depreciation and other ancillary costs.

1.4
Property, plant and equipment

Freehold land and buildings

Freehold l and and buildings are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Right of use assets

See leases accounting policy for details.

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:

Property, plant & equipment
Straight line over 10-30 years
Right of use asset
Straight line over 30 years
LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 13 -

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 such as an indicator of impairment.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income.

1.5
Borrowing costs

General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

1.6
Cash and cash equivalents

Cash and cash equivalents 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.

1.7
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

Other financial assets

Other financial assets, including trade and other receivables are recognised initially at fair value. They are subsequently measured at amortised cost using the effective interest method.

1.8
Financial liabilities

The company recogni s es financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, t rade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.9
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 14 -
1.10
Leases

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

1.11

Management services costs

Management services costs represent charges made to the Company by fellow group entities, for investment management, development, delivery, commercial, trading, and support services provided across the lifecycle of the Eku Energy Group’s battery energy storage system projects. Recharge amounts are determined on an arm's length basis consistent with the Group's transfer pricing policy.

1.12

Transfer pricing

Loudwater BESS Limited is a member of the Eku Energy Group, which comprises of Eku Energy Group Limited and all the subsidiaries within. The Group operates through multiple legal entities in different jurisdictions. Intercompany transactions are required to be priced on an arm’s length basis and supported by contemporaneous documentation. FY26 is the first year in which the Group has applied transfer pricing charges for specified intercompany services and transactions, with the objective of aligning profit allocation with value creation and supporting compliance with the arm’s length principle.

For FY26, transfer pricing charges to Loudwater BESS include recharges by operating companies for staff costs and non-project third-party overheads incurred in providing services to project companies, special purpose vehicles and other operating companies. The services provided include early stage and mid-late stage development services, construction management services, asset management services, and non-project support services. Staff costs, plus an appropriate margin, have been allocated to countries and projects based on management’s assessment of the percentage of employee time spent supporting projects through the relevant stages of their lifecycle. These allocated staff costs have been increased to reflect a proportion of third-party non-project costs incurred at operating company level. In addition, as project holding companies do not have employees of their own and remain under the control and strategic direction of the Executive Leadership Team and senior members of staff. Management has concluded that the annual net result of each project holding company should be reallocated to the operating companies that control the performance of the project holding companies. The reallocation is performed annually as part of the year-end process and results in a nil profit and loss result in each project holding company.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 15 -
2
Critical accounting estimates and judgements

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Critical judgements
Impairment of assets

Management is required to assess the Group’s assets for indicators of impairment. Management takes into account external, internal and other potential indicators of impairment, and applies judgement in assessing whether any indicators exist.

Battery storage revenues under route-to-market contracts

Management has exercised significant judgement in determining that the Company acts as the principal in arrangements with the National Grid for the provision of ancillary services. Whilst the physical infrastructure could suggest a lease arrangement under IFRS16, this alternative treatment was not adopted due to the substantive contractual terms of the route-to-market agreement, which allow for termination without penalty and the fact that the Company is exposed to variable returns from the operation of the battery.

Another key judgement relates to the classification of revenue earned from operation of the battery. Management has concluded that such revenue falls within the scope of IFRS 9, rather than IFRS 15. This is due to the Company’s practice of entering into offsetting energy contracts — typically day-ahead or intra-day — with the objective of optimising returns from short-term market movements. As the Company is deemed the principal in each transaction, it recognises revenue based on the contractual settlement amounts. Given the short duration of these trades, there are no material fair value movements on any open positions at the reporting date.

3
Revenue
2026
2025
£'000
£'000
Revenue analysed by class of business
Battery storage revenue
1,422
-

All of the Company’s operations take place in the UK. All of the assets and liabilities of the Company arise from the activities of one segment.

4
Operating loss
2026
2025
Operating loss for the year is stated after charging/(crediting):
£'000
£'000
Depreciation
1,109
49
LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 16 -
5
Auditors' remuneration
2026
2025
Fees payable to the company's auditors and associates:
£'000
£'000
For audit services
Audit of the financial statements of the company
22
11
6
Employees

The average number of persons employed by the Company during the financial year, including the di rectors, amounted to nil (2025: nil). The d irectors are not employed by the company and did not receive any remuneration during the year (2025: £nil).

The remuneration of the directors is paid by Eku Energy Limited, which makes no recharge to the Company. The d irectors of the Company are directors of a number of fellow subsidiaries, and it is not possible to make an accurate apportionment of their remuneration in respect of each of the subsidiaries. Accordingly, the remuneration of the directors is not disclosed in the Company financial statements but is disclosed in the aggregate of directors’ remuneration disclosed in the financial statements of Eku Energy Limited.

7
Finance income
2026
2025
£'000
£'000
Interest income
Interest on bank deposits
2
-
0
8
Finance costs
2026
2025
£'000
£'000
Interest payable to group undertakings
435
-
0
Interest on lease liabilities
79
-
514
-

£nil (2025: £118k) of borrowing costs are included in the cost of qualifying assets during the year. These are not included in the borrowing costs above.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 17 -
9
Taxation on loss

The charge for the year can be reconciled to the loss per the statement of comprehensive income as follows:

2026
2025
£'000
£'000
Loss before taxation
(4,107)
(49)
Expected tax credit based on a corporation tax rate of 25.00% (2025: 25.00%)
(1,027)
(12)
Unutilised tax losses carried forward
749
-
0
Tax effect of expenses that are not deductible
278
12
Taxation charge for the year
-
-
10
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2026
2025
£'000
£'000
In respect of:
Property, plant and equipment
2,960
-
0
Recognised in:
Administrative expenses
2,960
-
LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 18 -
11
Property, plant and equipment
Property, plant & equipment
Right of use asset
Assets under construction
Total
£'000
£'000
£'000
£'000
Cost
At 1 April 2025
-
0
1,540
19,887
21,427
Additions
-
0
-
0
3,917
3,917
Disposals
-
0
-
0
(293)
(293)
Remeasurement
-
0
48
-
0
48
Transfers
23,511
-
0
(23,511)
-
0
At 31 March 2026
23,511
1,588
-
0
25,099
Accumulated depreciation and impairment
At 1 April 2025
-
0
86
-
0
86
Charge for the year
1,060
49
-
0
1,109
Impairment loss (profit or loss)
2,960
-
0
-
0
2,960
At 31 March 2026
4,020
135
-
0
4,155
Carrying amount
At 31 March 2026
19,491
1,453
-
0
20,944
At 31 March 2025
-
0
1,454
19,887
21,341

On 29 July 2025, the Loudwater battery energy storage system successfully commenced commercial operations. On this date, assets under construction (£23,511k) were transferred to Property, plant & equipment.

T he right of use asset relates to a land lease which expires in October 2054. The right of use asset remeasurement adjustment reflects a change in the expected cash flows over the remaining life of the lease following the application of an indexation. The total cash outflow for leases in the year was £134 k (202 5: £152k).

More information on impairment movements in the year is given in note 10.

12
Trade and other receivables
2026
2025
£'000
£'000
VAT recoverable
-
114
Amounts owed by fellow group undertakings
169
3,662
Other receivables
-
273
Prepayments and accrued income
305
-
0
474
4,049

Amounts due by fellow group undertakings relate to VAT refunds received by Maldon BESS Limited (2025: £3,662k). As VAT returns are submitted as a group, any rebates due are paid directly to Maldon BESS Limited.

Other receivables in the prior year relates to grid deposits paid to National Grid that were refunded when the site was connected to the grid.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 19 -
13
Trade and other payables
2026
2025
£'000
£'000
Trade payables
178
267
Amounts owed to fellow group undertakings
2,045
23,718
Accruals and deferred income
33
19
2,256
24,004

Amounts owed to group undertakings relates to £435k of loan interest payable to Eku Energy Projects (UK) Limited, £102k of asset management fees and amounts of £1,308k and £165k settled by Eku Energy Projects (UK) Limited and Eku Energy Faune Projects (UK) Limited respectively (2025: £17,218k and £6,500k).

14
Borrowings
2026
2025
£'000
£'000
Borrowings held at amortised cost:
Loans from fellow group undertakings
21,794
-

The Company entered into a shareholder loan agreement with Eku Energy Projects (UK) Limited in December 2025. As at 31 March 202 6, £21,794 k had been drawn down. The shareholder loan bears interest at 8%, is repayable on demand and is unsecured.

15
Lease liabilities

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date as follows:

2026
2025
£'000
£'000
Current liabilities
15
13
Non-current liabilities
1,490
1,459
1,505
1,472

The company entered into a construction lease on 16 August 2023 which has been accounted for under IFRS 16.

Total lease payments in the year amounted to £134k (202 5: £152k).

16
Called up share capital
2026
2025
2026
2025
Ordinary share capital
Number
Number
£'000
£'000
Ordinary shares of £1 each
2
2
-
-

The Company has one class of Ordinary Share with a nominal value of £1 each.

LOUDWATER BESS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 20 -
17
Capital commitments
2026
2025
£'000
£'000

At 31 March 2026 the company had capital commitments as follows:

Assets under construction
-
0
3,532
18
Controlling party

The immediate parent company is Eku Energy Faune Projects (UK) Limited (incorporated in Great Britain and registered in England and Wales).

The ultimate parent undertaking and controlling party of the Company at the balance sheet date was Macquarie Green Energy Transition Solutions SCSp, a special limited partnership incorporated in Luxembourg.

Eku Energy Group Limited is the parent undertaking of the smallest and largest group to consolidate these financial statements. Copies of the Eku Energy Group Limited consolidated financial statements can be obtained from the Company Secretary at 31-34 Alfred Place, London, England, WC1E 7DP.

19
Events after the reporting date

After the reporting date, the Company’s sole shareholder entered into an exclusivity arrangement in connection with the proposed sale of the entire issued share capital of the Company. As at the date of approval of these financial statements, the transaction had not yet concluded.

20
Auditors' liability limitation agreement

The directors of the company have agreed with the company's auditors that the auditor s' liability to damages for breach of duty in relation to the audit of the company's financial statements for the year to 31 March 2026 and the financial statements of its parent, Eku Energy Group Limited (the ‘parent’) and its other UK subsidiary companies whose statutory audits are governed by the same agreement with the auditor s (the ‘subsidiaries’) will be limited to the greater of £5m or 5 times the auditor s fees for the statutory audits, and that, in any event, the auditor s' liability for damages will be limited to that part of any loss suffered by the parent company and the subsidiaries as is just and equitable having regard to the extent to which the auditor s', the parent company, the subsidiaries and any third parties are responsible for the loss in question. The shareholders of the parent and its subsidiaries approved this liability limitation agreement, as required by the Companies Act 2006, by a resolution dated 1 April 2026.

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