The directors present their annual report and financial statements for the year ended 31 December 2025.

The principal activity of the company is to seek new E&P investment opportunities in the United Kingdom. The company is exempt, by virtue of its size, from the requirement to prepare a strategic report.

Loss after taxation for the financial year 2025 was £321,364 (2024: £334,386).

No dividend was paid in the year (2024: £nil) on the bases that the company does not have sufficient distributable reserves.

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

The directors of the company who held office during the year and at the date of this report, was as follows:

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

The company made no political contributions during the year (2024: £nil).

Details of the company's financial instruments are set out in notes 10 and 11 of the financial statements.

As set out below, under going concern, the directors are therefore continuing to search for new UK oil and gas investment opportunities.

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

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.

On 31 December 2025, the company did not hold an interest in any oil and gas licence interests and reported net liabilities of £2,288,967 and net current assets of £736 and a loss of £321,364 for the year then ended.

The company continues to evaluate new strategic opportunities for the company in the UK Continental Shelf, including those that may permit utilisation of the company's tax losses, and undertakes evaluation of potential prospects and investments. The company has limited third party financial obligations or commitments. The company is financed via inter-company borrowings in order to enable it to continue to seek new commercial activities for at least the next twelve months. The company forecasts limited third party financial obligations or financial commitments.

The company’s going concern assessment is dependent on BlueNord ASA providing additional financial support during the forecast period of at least the next twelve months and not seeking repayment of amounts owed by the company to group companies. BlueNord ASA has indicated its intention to continue to make available such funds as are needed by the company for at least the next 12 months. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not have the ability to do so.

Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least twelve months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

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; 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.

We have audited the financial statements of BlueNord UK LTD. (the 'company') for the year ended 31 December 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 101 Reduced Disclosure Framework (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 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.

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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the directors' report has 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 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; or

• the directors were not entitled to take advantage of the small companies exemption from the requirement to prepare a strategic report.

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.

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.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

• Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud; 

• Reviewing minutes of meetings of those charged with governance;

• Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection; 

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias. 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 notes on pages 10 to 16 form part of these financial statements.

The notes on pages 10 to 16 form part of these financial statements.

BlueNord UK ltd (the "Company") is a company limited by shares and incorporated and domiciled in the UK. The registered number is SC315159 and the registered address is 6 Queen's Road, Aberdeen, Scotland, AB15 4ZT, United Kingdom.

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.

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.

In preparing these financial statements, the Company has applied the recognition, measurement and disclosure requirements of International Accounting Standards in conformity with the requirements of the Companies Act 2006. The Company has also taken advantage of the available FRS 101 disclosure exemptions in relation to the items listed below.

In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:

• Cash Flow Statement and related notes;

• Comparative period reconciliations for share capital, tangible fixed assets;

• Disclosures in respect of capital management;

• The effects of new but not yet effective IFRSs;

• Disclosure of Key Management Personnel;

• Details of transactions with related parties whose shares are wholly owned in the BlueNord ASA group.

The Company's ultimate parent undertaking BlueNord ASA includes the Company in its consolidated financial statements. The consolidated financial statements of BlueNord ASA are prepared in accordance with International Financial Reporting Standards and are available to the public and may be obtained from the address in note 15.

As the consolidated financial statements of BlueNord ASA include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of the following disclosures:

• The disclosure required by IFRS 7 and IFRS 13 regarding financial instrument disclosures have not been provided apart from those which are relevant for the financial instruments which are held at fair value and are not either held as part of trading portfolio or derivatives.

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

On 31 December 2025, the Company did not hold an interest in any oil and gas licence interests and reported net liabilities of £2,288,967 and net current assets of £736 and a loss of £321,364 for the year then ended.true

The Company continues to evaluate new strategic opportunities for the company in the UK Continental Shelf, including those that may permit utilisation of the Company's tax losses, and undertakes evaluation of potential prospects and investments.

In the going concern period, the Company has limited third party financial obligations or commitments. The Company is financed via inter-company borrowings in order to enable it to continue to seek new commercial activities for at least the next twelve months.

The Company’s going concern assessment is dependent on BlueNord ASA providing additional financial support during the forecast period and not seeking repayment of amounts owed by the Company to group companies. BlueNord ASA has indicated its intention to continue to make available such funds as are needed by the company for the period of at least the next twelve months. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not have the ability to do so.

Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least twelve months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Property, plant and equipment comprises hardware, furniture and fittings. Items of property, plant and equipment are measured at cost, less accumulated depreciation and accumulated impairment losses.

The costs of the day-to-day servicing of property, plant and equipment are recognised in the statement of comprehensive income as incurred.

The cost of property, plant and equipment is depreciated over the estimated useful economic life of the asset, using the straight-line method on the following bases:

Assets are tested for impairment if indicators of impairment are identified. At each reporting date, management reviews tangible fixed assets for indicators of impairment.

Cash and cash equivalents comprise cash balances held in bank accounts.

Financial assets are recognised in the company's balance sheet 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.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

Other financial liabilities, including borrowings, trade 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.

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

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

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the profit and loss account except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill; the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.

Deferred tax is measured on an undiscounted basis at tax rates that are expected to apply in the periods in which timing differences reverse, based on tax rates enacted at the balance sheet date.

The financial statements are presented in Great British Pounds (GBP) which is the functional currency of the company.

Transactions in foreign currencies are translated into functional currency using the exchange rates prevailing at the date of transactions. Gains and losses resulting from settling such transactions and from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. Non-monetary items are translated using the exchange rates at the date or original transaction.

Interest income/(expense)

Interest income/(expense) is recognised using the effective interest rate method. In calculating interest income/(expense), the effective interest rate is applied to the gross carrying amount of the asset, when the asset is not impaired or to the amortised cost of the liability for the interest expense. For financial assets that have been impaired after initial recognition, interest income is calculated by applying the effective interest rate to the amortised cost of the financial asset. If the asset is no longer impaired the interest income calculation reverts to the gross carrying amount.

There are no key judgements or sources of estimation uncertainty that have a significant risk of causing material adjustments to the carrying amounts of assets and liabilities at the balance sheet date or in the next financial year.

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

Factors affecting taxation

The total tax credit is lower (2024: lower) than the applicable statutory rate of corporation tax in the UK of 40% (2024: 40%). The differences are as follows:

Factors affecting the future tax charge

The statutory tax rate for the company is 40% comprising corporation tax at 30% and supplementary corporation tax of 10%. The company's future tax charges are expected to be reduced as a result of unrecognised deferred tax losses.

The Company has not recognised a deferred tax asset in respect of UK pre-trading expenditure. This is because the Directors do not currently forecast with sufficient certainty that there will be suitable taxable profits to utilise the carry forward deferred tax asset in future years. Gross unrecognised pre-trading revenue and capital expenses total £42.5m (2024: £42.2m). There are no unprovided deferred tax liabilities. The company's future tax charges may be reduced as a result of the unrecognised deferred tax asset.

Amounts owed to parent undertakings are all related to BlueNord ASA. This comprises an interest-bearing loan with interest charged at an aggregate of a fixed rate margin of 4.8% plus SONIA. The term loan has a repayment date of 31 July 2031.

The share premium comprises of premia received on issue of share capital. No interim dividend was paid (2024: £nil). No final dividend is proposed (2024: £nil). No share capital was issued in the current or prior year.

There are no unprovided capital or other financial commitments at the balance sheet date.

No post balance sheets events require adjustment to or disclosure in these financial statements.

The Directors consider BlueNord ASA, incorporated in Norway and listed on Oslo Stock Exchange, to be the ultimate parent company and controlling party at the year end. Copies of the consolidated accounts of BlueNord ASA are available from Nedre Vollsgate 3, Oslo, Norway, or on the internet at www.bluenord.com. In the opinion of the Directors there is no ultimate controlling party of the ultimate parent company.