ACCOUNTS - Final Accounts preparation

Company Registration Number 07289730

	CONNECTED ENERGY LTD

	FINANCIAL STATEMENTS

	31 DECEMBER 2025

CONNECTED ENERGY LTD

REGISTERED NUMBER: 07289730

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	5		83,519		101,109
Investments			8,261		-
			91,780		101,109
Current assets
Stocks		1,886,714		1,993,070
Debtors: amounts falling due within one year	7	1,987,228		1,847,085
Cash at bank and in hand		110,878		218,460
		3,984,820		4,058,615
Creditors: amounts falling due within one year	8	(16,827,827)		(13,018,293)
Net current liabilities			(12,843,007)		(8,959,678)
Total assets less current liabilities			(12,751,227)		(8,858,569)

Net liabilities			(12,751,227)		(8,858,569)

Capital and reserves
Called up share capital	9	100	100
Profit and loss account	10	(12,751,327)	(8,858,669)
		(12,751,227)	(8,858,569)

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

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

The company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

................................................

Mr M G L Lumsden

Director

Date: 12 August 2026

The notes on pages 2 to 10 form part of these financial statements.

Page 1

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

Connected Energy Ltd is a private company limited by shares incorporated in England and Wales. The registered office is C/o Armstrong Watson, First Floor, One Strawberry Lane, Newcastle upon Tyne, NE1 4BX and its principal place of business is The Core, Bath Lane, Newcastle Helix, Newcastle upon Tyne, NE4 5TF.

2.Accounting policies

2.1

Basis of preparation of financial statements

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

The following principal accounting policies have been applied:

2.2

Going concern

The company incurred a loss for the financial year of £3,892,658 and, as at 31 December 2025, the company's liabilities exceeded its assets by £12,751,227. These conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern.
The directors are of the opinion that growth in turnover, contracts secured, together with continued financial support from the parent following the conclusion of its current funding round, will enable the company to continue in operation and the accounts are therefore prepared on a going concern basis.

2.3

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

Page 2

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the company has transferred the significant risks and rewards of ownership to the buyer;

∙the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the company will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the company will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.5

Operating leases: the company as lessee

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

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

2.6

Research and development

Research expenditure is written off in the period in which it is incurred.

2.7

Grants

Grants are accounted under the accruals model as permitted by FRS 102. The deferred element of grants is included in creditors as deferred income. Grants of a revenue nature are recognised in the Statement of Income and Retained Earnings in the same period as the related expenditure.

Page 3

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.8

Pensions

Defined contribution pension plan
The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.

2.9

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

2.10

Tangible fixed assets

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

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Leasehold improvements	-	25%	straight line
Plant and machinery	-	25%	straight line
Motor vehicles	-	25%	reducing balance
Furniture and equipment	-	25%	straight line

Page 4

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Statement of Income and Retained Earnings for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

2.12

Stocks

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

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

2.13

Debtors

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

2.14

Creditors

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

2.15

Financial instruments

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

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

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the

Page 5

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.15

Financial instruments (continued)

estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

Page 6

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable.
Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ. 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.
In assessing whether there have been any indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions, consumer demands and the experience of recoverability.

Employees

The average monthly number of employees, including directors, during the year was 27 (2024 - 25).

5.	Tangible fixed assets

	Leasehold improve-ments	Plant and machinery	Motor vehicles	Furniture and equipment	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2025	4,433	24,473	23,995	81,600	134,501
Additions	7,176	-	-	7,434	14,610
At 31 December 2025	11,609	24,473	23,995	89,034	149,111
Depreciation
At 1 January 2025	2,193	13,840	5,499	11,860	33,392
Charge for the year on owned assets	2,603	4,595	4,624	20,378	32,200
At 31 December 2025	4,796	18,435	10,123	32,238	65,592
Net book value
At 31 December 2025	6,813	6,038	13,872	56,796	83,519
At 31 December 2024	2,240	10,633	18,496	69,740	101,109

Page 7

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

6.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	Additions	8,261
	At 31 December 2025	8,261

Debtors

					2025	2024
					£	£


Trade debtors	308,312	638,498
Amounts owed by group undertakings	278,892	-
Other debtors	748,491	159,677
Prepayments and accrued income	651,533	1,048,910
	1,987,228	1,847,085

The amounts owed by group undertakings represent an interest free loan made to the subsidiary company, SAS Connected Developments, a company registered in France, which is repayable on demand.

8.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	145,692	560,417
Amounts owed to group undertakings	16,222,731	10,940,346
Other taxation and social security	110,205	55,716
Other creditors	38,476	24,777
Accruals and deferred income	310,723	1,437,037
	16,827,827	13,018,293

The amounts owed to group undertakings represent an interest free loan made from the parent company, Future Transport Systems Limited, which is repayable on demand.

Page 8

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

9.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

100 (2024 - 100) Ordinary shares of £1.00 each	100	100

10.

Reserves

Profit and loss account

The profit and loss account reserve records retained earnings and accumulated losses.

11.	Contingent asset

The company intends to make a claim for Research and Development Expenditure Credits (RDEC) for the year ended 31 December 2025. At the date of approval of these financial statements, the value of the claim has not yet been quantified. The directors are confident that the income will be received once the claim is submitted and agreed with HM Revenue & Customs.

12.Operating lease commitments

At the reporting date the company had commitments under non-cancellable operating leases totalling £28,933 (2024 - £Nil).

13.

Related party transactions

The company was a wholly owned subsidiary of Future Transport Systems Ltd throughout the current and previous periods.
The accounts do not include disclosure of transactions between the company and entities that are part of the Future Transport Systems Ltd group. This is because as a subsidiary whose shares are 100% controlled within the group, it is exempt from the requirement to disclose such transactions under FRS 102 Section 1A.
An amount of £278,892 (2024: £Nil) was due from SAS Connected Developments, a 100% subsidiary company, registered in France.
No other transactions with related parties were undertaken such as are required to be disclosed under the FRS 102 Section 1A.

14.	Controlling party

The ultimate parent company is Future Transport Systems Ltd, incorporated in England and Wales.

Page 9

CONNECTED ENERGY LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025


15.	Subsidiary undertaking
	Subsidiary undertaking
	The following was a subsidiary undertaking of the company:
	Name	Registered office	Class of shares	Holding

SAS Connected Developments

Halle Hemera, 132 Rue Fondaudege, 33000 Bordeaux

Ordinary

100%

	The aggregate of the share capital and reserves as at 31 December 2025 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:
	Name	Aggregate of share capital and reserves	Profit/(Loss)

SAS Connected Developments

(95,251)

(103,982)

16.	Auditor's information

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

In their report, the auditor emphasised the following matter without qualifying their report:

We draw attention to the financial statements, which indicate that the company incurred a loss for the financial year of £3,892,658 and, as at 31 December 2025, the company's liabilities exceeded its assets by £12,751,227. As disclosed in note 2, these conditions together with the fact that additional funding is required, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

The audit report was signed on 12 August 2026 by Michael Morris (Senior Statutory Auditor) on behalf of Armstrong Watson Audit Limited.

Page 10