Company Announcements

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

2.       ACCOUNTING POLICIES - continued

Cash and cash equivalents

Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition).  Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value.

In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under 'current liabilities' on the Statement of Financial Position.

          Taxation

Tax currently payable is based on taxable profit for the period. Taxable profit differs from profit as reported in the income statement because it excludes items of income and expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset realised. Deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

3.       EMPLOYEES AND DIRECTORS

The average number of employees during the period was NIL.

4.       LOSS BEFORE INCOME TAX

The loss before income tax is stated after charging:

5.        INCOME TAX

Analysis of tax expense

No liability to UK corporation tax arose for the period 1 October 2023 to 31 March 2024 nor for the period 1 October 2022 to 31 March 2023.

A reconciliation of the tax charge / credit appearing in the income statement to the tax that would result from applying the standard rate of tax to the results for the period is:

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

5.        INCOME TAX - CONTINUED

Analysis of tax expense - continued

The Company's unutilised tax losses carried forward at 31 March 2024 amounted to £452,826 (at 31 March 2023: £187,456). A deferred tax asset has not been recognised due to uncertainty over the timing of the utilisation of the losses.

Effective corporate tax rate

The standard rate of corporation tax in the UK from 1 April 2023 is 25%, prior to which the rate was 19%. Accordingly, the Company's effective rate of corporation tax for the period 1 October 2023 to 31 March 2024 was 25% (1 October 2022 to March 2023: 19%).

6.    EARNINGS PER SHARE

Basic EPS is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

Reconciliations are set out below.

                                                                                                                         Weighted

                                                                                                                          average

                                                                                                                          number       Per-share

                                                                                                   Earnings             of               amount

                                                                                                         £                shares             pence

          Basic and Diluted EPS

Diluted EPS are not separately calculated as the warrants would be anti-dilutive due to the loss, the weighted average number of shares including the dilution shares is 20,700,000.

7.       TRADE AND OTHER RECEIVABLES

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

8.       CASH AND CASH EQUIVALENTS

9.       SHARE CAPITAL AND SHARE PREMIUM

The Company has only one class of share. All ordinary shares have equal voting rights and rank pari passu for the distribution of dividends and repayment of capital.

10.     RESERVES

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

11.     TRADE AND OTHER PAYABLES

12.     FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The Company's financial instruments comprise primarily of bank balances. The main purpose of these financial instruments is to provide working capital for the Company's operations. The Company does not utilise complex financial instruments or hedging mechanisms. The company is not trading nor carrying out any business activities and therefore has not disclosed in this note below all of the disclosure items set out in IFRS7 as they are not considered material and relevant to its current status.

Financial assets by category

                         Financial liabilities by category

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company does not have trading activities during the current period and is not exposed to a risk from counterparties not meeting their obligations.

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

12.     FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - CONTINUED

Capital management

The Company considers its capital to be equal to the sum of its total equity. The Company monitors its capital using a number of key performance indicators including cash flow projections, working capital ratios, the cost to achieve development milestones and potential revenue from partnerships and ongoing licensing activities.

The Company's objective when managing its capital is to ensure it obtains sufficient funding for continuing as a going concern. The Company funds its capital requirements through the issue of new shares to investors.

Interest rate risk

The nature of the Company's activities and the basis of funding are such that the Company will have significant liquid resources. The Company will use these resources to meet the cost of operations.

The Company is not financially dependent on the income earned on these resources and therefore the risk of interest rate fluctuations is not significant to the business and the Directors have not performed a detailed sensitivity analysis.

Liquidity risk

The Company's liquid resources are invested having regard to the timing of payment to be made in the ordinary course of the Company's activities. All financial liabilities are payable in the short term (between 0 to 3 months) and the Company maintains adequate bank balances to meet those liabilities. The directors have considered the Company's cash flows for a period of 12 months from the date of approval of these financial statements and do not consider that the Company is subject to any significant liquidity risk.

Currency risk

The Company operates in a global market with income and costs possibly arising in a number of currencies. The majority of the operating costs are incurred in GBP (£). The Company does not hedge potential future income or costs, since the existence, quantum and timing of such transactions cannot be accurately predicted. The Company did not have foreign currency exposure at period end.

13.     CONTINGENT LIABILITIES

There were no contingent liabilities at either 31 March 2024 or 30 September 2023.

14.     CAPITAL COMMITMENTS

There were no capital commitments at either 31 March 2024 or 30 September 2023.

Notes to the Condensed Financial Statements - continued

for the Period 1 October 2023 to 31 March 2024

(Unaudited)

15.     RELATED PARTY DISCLOSURES

a) Key managerial personnel

M Beardmore is a director of the Company and in a previous financial period subscribed £28,000 for shares in the Company, he was also granted 450,000 warrants on 1 July 2022 which have been fair valued at £45,000 and the charge for these in the period 1 October 2023 to 31 March 2024 was £7,500 (1 October 2022 to 31 March 2023: £7,500). There are no amounts outstanding between M Beardmore and the Company at 31 March 2024 and at 30 September 2023.

b) Other related parties

S Holden has been the Company Secretary from incorporation to the date of approval of these financial statements. He subscribed £28,000 for shares in the Company after ceasing to hold office as a director through his wholly owned company Golden Sky Advisory Limited (GSAL). GSAL provides the services of S Holden as Company Secretary to the Company and those totalled £18,000 inclusive of VAT during the period 1 October 2023 to 31 March 2024 (1 October 2022 to 31 March 2023: £18,000). An amount of £6,000 was outstanding between GSAL and the Company at 31 March 2024 (30 September 2023: £ nil).

Primorus Investments PLC (Prim) had a 27.78% stake in the Company on its Admission to the LSE standard Listing segment and it underwrote the costs of the Admission. Prim subscribed £350,000 for shares in the Company. It also advanced £21,552 to the Company to re-imburse certain of the Company's Admission costs and this sum was repaid to Prim post Admission. Prim was granted 1,800,000 warrants on 1 July 2022 which have been fair valued at £180,000 and fully charged in the period. There were no transactions with Prim during the period and no amounts outstanding between Prim and the Company at 31 March 2024 and at 30 September 2023.

Gneiss Energy Limited (GEL) has acted as a corporate finance consultant to the Company with effect from 1 July 2022. GEL invoiced a total of £27,000 inclusive of VAT during the period 1 October 2023 to 31 December 2023 and the Company has accrued £36,000 inclusive of VAT for the period 1 January to 31 March 2024 (1 October 2022 to 31 March 2023: £36,000). The charge is for corporate finance advice by GEL and not for director services. A Coull is an employee of GEL and a director of the Company as stipulated in the engagement terms of GEL. There were no other amounts outstanding between GEL and the Company at 31 March 2024 and at 30 September 2023.

16.     EVENTS AFTER THE REPORTING PERIOD

There were no significant events of the Company subsequent to the period end.

17.     ULTIMATE CONTROLLING PARTY

In the opinion of the directors there is no single ultimate controlling party at 31 March 2024 and at 30 September 2023.