Company registration number 14721609 (England and Wales)
OSPREY TURKANA INVESTMENTS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
OSPREY TURKANA INVESTMENTS LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 8
OSPREY TURKANA INVESTMENTS LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
$
$
$
$
Fixed assets
Intangible assets
Investments
4
82,796,988
82,796,988
Current assets
Debtors
6
1
1
Creditors: amounts falling due within one year
7
(1,500,435)
(5,589,759)
Net current liabilities
(1,500,434)
(5,589,758)
Total assets less current liabilities
81,296,554
77,207,230
Creditors: amounts falling due after more than one year
8
(90,763,813)
(74,912,085)
Net (liabilities)/assets
(9,467,259)
2,295,145
Capital and reserves
Called up share capital
9
1
1
Profit and loss reserves
(9,467,260)
2,295,144
Total equity
(9,467,259)
2,295,145
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 10 September 2026 and are signed on its behalf by:
Eihorere Wesigye
Director
Company registration number 14721609 (England and Wales)
OSPREY TURKANA INVESTMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Share capital
Profit and loss reserves
Total
$
$
$
Balance at 1 January 2024
1
(3,500,900)
(3,500,899)
Year ended 31 December 2024:
Profit and total comprehensive income
-
5,796,044
5,796,044
Balance at 31 December 2024
1
2,295,144
2,295,145
Year ended 31 December 2025:
Loss and total comprehensive income
-
(11,762,404)
(11,762,404)
Balance at 31 December 2025
1
(9,467,260)
(9,467,259)
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
1
Accounting policies
Company information
Osprey Turkana Investments Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 1 New Burlington Place, London, England, W1S 2HR.
1.1
Basis of preparation
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 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in United States Dollars, 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.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Going concern
The company generated loss of USD. 11,762,404 (2024: incurred net profit of USD. 5,796,044) in the year. The company has shareholders' fund deficit of USD. 9,467,259 (2024: surplus of USD. 2,295,145 ) and net current liabilities of USD. 1,500,434 (2024: USD. 5,589,758 ).true
The company meets its day to day working capital requirements through dividend income from its subsidiary and funding from its ultimate parent company. The directors have given careful consideration to the liquidity of the company and have prepared these financial statements on a going concern basis. In addition, the directors are not aware of any unlikely event, conditions and business risks beyond this point that may cast a significant doubt on the company's ability to continue as a going concern.
Based on continued financial support from the ultimate parent company and the financial performance and position of the company and its risk management policies, the directors are of the opinion that the company is well placed to continue in business for the foreseeable future and as a result the financial statements are prepared on a going concern basis.
1.3
Revenue
The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:
Other income
Dividend income is recognised when the shareholders' right to receive payment has been established.
Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and the effective interest rate applicable.
1.4
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.5
Financial instruments
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
Basic financial assets, which include debtor 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.
Classification of financial liabilities
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
Basic financial liabilities, including creditors and loans from fellow group companies , 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.
1.6
Equity instruments
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.
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 5 -
1.7
Foreign exchange
Transactions in currencies other than united states dollars are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
1.8
Dividend income from investments is recognised when the shareholder's right to receive payment has been established.
1.9
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instruments.
1.10
Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current year.
2
Judgements and key sources of estimation uncertainty
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Impairment of trade and other receivables
The company reviews their portfolio of trade debtors on an annual basis. In determining whether trade debtors are impaired, the management makes judgement as to whether there is any evidence indicating that there is a measurable decrease in the estimated future cash flows expected.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Total
4
5
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
4
Fixed asset investments
2025
2024
$
$
Shares in group undertakings and participating interests
82,796,988
82,796,988
5
Subsidiaries
Details of the company's subsidiaries at 31 December 2025 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
KP&P Africa B.V
Netherlands
Investment company
Ordinary Shares
100.00
6
Debtors
2025
2024
Amounts falling due after more than one year:
$
$
Amounts owed by group undertakings
1
1
7
Creditors: amounts falling due within one year
2025
2024
$
$
Trade creditors
10,063
697
Loan from parent company
1,409,920
5,556,247
Other creditors
80,452
32,815
1,500,435
5,589,759
8
Creditors: amounts falling due after more than one year
2025
2024
$
$
Amounts owed to group undertakings
573,267
546,066
Loan from parent company
90,190,546
74,366,019
90,763,813
74,912,085
The long-term loans from parent company are unsecured. The weighted average effective interest rate at the reporting date was 12%.
9
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of USD 0.01 each
100
100
1
1
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Called up share capital
(Continued)
- 7 -
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 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.
Senior Statutory Auditor:
Kunal Bharadva
Statutory Auditor:
KLSA LLP
Date of audit report:
14 September 2026
11
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Name of related party
Nature of relationship
KP&P Africa B.V
Subsidiary
Osprey Renewables Africa Limited
Parent
Description of
Income
Payments
transaction
2025
2024
2025
2024
$
$
$
$
KP&P Africa B.V
Dividend received
9,953,217
11,045,223
Osprey Renewables Africa Limited
Interest and expenses paid by parent company
10,735,603
10,196,723
Balances with related parties
The following amounts were outstanding at the reporting end date:
Amounts owed by
Amounts owed to
related parties
related parties
2025
2024
2025
2024
$
$
$
$
Osprey Renewables Africa Limited - Loan payable
91,600,466
79,922,266
Osprey Renewables Africa Limited - Other expenses
72,924
OSPREY TURKANA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
12
Parent company
The parent company is Osprey Renewables Africa Limited, a company incorporated in England and Wales. In the opinion of the directors, the ultimate controlling party is the Gemcorp Fund 1.
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