REGISTERED NUMBER: 11160549 (England and Wales)

Unaudited Financial Statements

for the Year Ended 31 December 2025

for

Atmosclear Investments Ltd

Page

Balance Sheet

1

Notes to the Financial Statements

3

FIXED ASSETS

Tangible assets

4

-

118

Investments

5

10,118,807

11,953,936

10,118,807

11,954,054

CURRENT ASSETS

Debtors

6

1,429,046

43,895,081

Cash at bank

534,277

287,468

1,963,323

44,182,549

CREDITORS

Amounts falling due within one year

7

(4,588,991

)

(65,595,664

)

NET CURRENT LIABILITIES

(2,625,668

)

(21,413,115

)

TOTAL ASSETS LESS CURRENT LIABILITIES

7,493,139

(9,459,061

)

CREDITORS

Amounts falling due after more than one year

8

(24,992,767

)

(226,958

)

NET LIABILITIES

(17,499,628

)

(9,686,019

)

CAPITAL AND RESERVES

Called up share capital

100

100

Retained earnings

(17,499,728

)

(9,686,119

)

(17,499,628

)

(9,686,019

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 10 August 2026 and were signed on its behalf by:

Mr G R Bell - Director

1.	STATUTORY INFORMATION

Atmosclear Investments Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

11160549

Registered office:

Westminster House

10 Westminster Road

Macclesfield

Cheshire

SK10 1BX

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

In determining whether the company's annual financial statements can be prepared on a going concern basis, the directors has considered the company's business activities, together with the factors likely to affect its future development, performance and position.

The directors confirm that, after due consideration there is a reasonable expectation that the company has adequate resources to continue in business for at least 12 months from the date of signing the financial statements. Accordingly, the annual report and financial statements for the year ended 31 December 2025 have been prepared on a going concern basis.

Tangible fixed assets

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Computer Equipment 3 years - straight line

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

As the subsidiary companies operate businesses with an expected fixed life, the investments are being impaired over this period. This treatment is reviewed annually and will be updated if there are any relevant changes in circumstances.

Taxation

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

Current taxation assets and liabilities are not discounted.

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

Hire purchase and leasing commitments

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

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2024 - 2 ) .

4.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 January 2025

and 31 December 2025

16,960

DEPRECIATION

At 1 January 2025

16,842

Charge for year

118

At 31 December 2025

16,960

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

118

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2025

11,953,936

Additions

3,164,000

Disposals

(4,431,036

)

Impairments

(1,187,287

)

At 31 December 2025

9,499,613

PROVISIONS

Eliminated on disposal

(619,194

)

At 31 December 2025

(619,194

)

NET BOOK VALUE

At 31 December 2025

10,118,807

At 31 December 2024

11,953,936

During the year, as part of a group restructure shares held in Rubena Solar Ltd were sold to Blue Leaf Holdings S.A, a holding company also controlled by Mr H D Sykes.

6.

DEBTORS

31.12.25

31.12.24

£

£

Amounts falling due within one year:

Trade debtors

-

15,791

Amounts owed by group undertakings

1,254,794

1,252,896

Amounts owed by associates

85,159

-

Other debtors

89,093

7,377

1,429,046

1,276,064

Amounts falling due after more than one year:

Amounts owed by group undertakings

-

42,619,017

Aggregate amounts

1,429,046

43,895,081

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

21,230

16,071

Amounts owed to group undertakings

4,394,951

65,427,375

Taxation and social security

-

65,790

Other creditors

172,810

86,428

4,588,991

65,595,664

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.25

31.12.24

£

£

Amounts owed to group undertakings

24,992,767

-

Other creditors

-

226,958

24,992,767

226,958

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.25

31.12.24

£

£

Within one year

12,617

45,142

Between one and five years

-

22,452

12,617

67,594

10.	ULTIMATE CONTROLLING PARTY

The company's immediate parent undertaking is Atmosclear International Limited . Its registered office address is Westminster House, 10 Westminster Road, Macclesfield, Cheshire, SK10 1BX. Its principal place of business is Pine Grove Enterprise Centre, Pine Grove, Crowborough, East Sussex, TN6 1DH.

The ultimate parent undertaking is Atmosclear Holdings S.A . Its registered office address is 16 Rue Jean L'Aveugle, L-1148, Luxembourg.