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"en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-226": { "value": "2. MATERIAL ACCOUNTING POLICY INFORMATION The material accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. 2.1. Basis of preparation These consolidated financial statements have been prepared in accordance with the UK- adopted International Accounting Standards (\u201cUK-IAS\u201d or \u201cIFRS\u201d) and in conformity with the requirements of the Companies Act 2006 and in accordance with Listing Rules. The consolidated and company financial statements have also been prepared under the historical cost convention. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group\u2019s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 4. 2.2. Basis of consolidation The consolidated financial statements consolidate the financial statements of the Company and its subsidiaries made up to 31 March 2026. Subsidiaries are entities over which the Group has control. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: \u25cf The contractual arrangement with the other vote holders of the investee; \u25cf Rights arising from other contractual arrangements; and \u25cf The Group\u2019s voting rights and potential voting rights The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that ther are changes to one or more of the three elements of control. Subsidiaries are fully consolidated from th date on which control is transferred to the Group. They are deconsolidated from the date that contro ceases. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the perio are included in the consolidated financial statements from the date the Group gains control until the dat the Group ceases to control the subsidiary. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accountin policies used in line with those used by other members of the Group. All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transaction between members of the Group are eliminated in full on consolidation. 2.3 Going concern The Directors have assessed the Group\u2019s ability to continue as a going concern for a period of at least 12 months from the date of approval of these financial statements. This assessment takes into account the Group\u2019s current financial position, expected operating costs, planned activities, and availability of funding. Since October 2025, the Company has engaged with a number of institutional investors in connection with the proposed return of its shares to trading on the London Stock Exchange and the planned acquisition of interests in the Limnytskyi licence in Ukraine. Feedback to date has been positive, and the directors believe that sufficient funding can be raised to meet the Group\u2019s immediate operational and working capital requirements following the resumption of trading. In addition, the Company had access to funding through a convertible loan note (\u201cCLN\u201d) arrangement with RMD Group. In September 2025, the Company received \u00a3250,000 under this facility, which is subject to an agreed use of funds. Further funding of \u00a3250,000 and \u00a3325,000 from RMD Group was announced in January and April 2026 respectively. RMD Group has also agreed to advance funds directly to suppliers and contractors in Ukraine to progress activities relating to the Limnytskyi licence. These costs will not impact the Group\u2019s short-term cash flows. Upon completion of the ongoing restructuring and should the Limnytskyi licence form part of the continuing Group, the related assets and activities will be transferred to the Company, together with the associated funding obligations. Following the disposal of the US Legacy Subsidiaries (including removal of the $5m Petroquest loan note from the balance sheet via the 30 March 2026 Loan Release Deed and subsequent full exit), the settlement of the majority of remaining creditors, and the availability of committed and potential funding to meet near-term obligations, the Directors consider it appropriate to prepare the financial statements on a going concern basis. The Directors have reviewed detailed cash-flow forecasts covering the going-concern period. These forecasts indicate that, based on the Group\u2019s current cash resources and the committed funding already received, the Group will require additional external financial support within the 12-month review period in order to meet its operating costs, working-capital requirements and the costs associated with the restoration of trading and the proposed reverse takeovers. The timing and quantum of that additional support remain uncertain and are dependent on the successful restoration of trading in the Company\u2019s shares and the ability to raise further equity or debt funding from existing or new investors (including further support from RMD Group). Whilst the Directors are confident that such funding can be obtained, the need for additional external finance whose timing and amount are not yet committed constitutes a material uncertainty that may cast significant doubt on the Group\u2019s and the Company\u2019s ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Group and Company were unable to continue as a going concern. 2.4 New standards, amendments and interpretations adopted by the Group and Company The adoption of the following mentioned amendment, which was effective for years beginning on or after 1 January 2025, have not had a material impact on the Group\u2019s and Company\u2019s financial statements:
Standard\u202f\u202f
Impact on initial application
Effective date
IAS 21 (Amendments)
Lack of Exchangeability
1 January 2025
New standards, interpretations and amendments not yet effective There are a number of standards, amendments to standards and interpretations which have been issued by the IASB that are effective in future accounting periods. The following new IFRS standards and amendments, which have not been applied in these financial statements, were in issue but not yet effective until annual periods beginning on 1 January 2026 and 2027:
Standard\u202f\u202f
Impact on initial application
Effective date
IFRS 9 (Amendments)
Classification and Measurement of Financial Instruments
1 January 2026
IFRS 18
Presentation and Disclosure in Financial Statements
1 January 2027
IFRS 19
Subsidiaries without Public Accountability: Disclosures
1 January 2027
The Group is current assessing the impact of these new accounting standards and amendments but do not expect any to have a material impact on the consolidated and Company financial statements. 2.5 Investment in subsidiaries In the Company financial statements, investments in the Company\u2019s subsidiaries are stated at cost, which is the fair value of the consideration paid, less any impairment provision. The investment in subsidiaries balance on the Company\u2019s statement of financial position also includes the carrying value of long-term intercompany loans. 2.6 Revenue Revenue is recognised in accordance with IFRS 15. The Group had no revenue in the current period. When revenue arises, it is derived from the sale of physical goods where the single performance obligation is satisfied at the point of delivery. The transaction price in the invoiced amount (net of local taxes where applicable), with no material variable consideration, returns, warranties or significant financing component. Payment terms are typically 30 days. For all sales of goods, revenue is recognised at a point in time, being the point at which the goods are delivered to the customer. 2.7 Foreign currencies The functional currency for each entity in the Group is the currency of the primary economic environment in which the entity operates. The consolidated and company financial statements are presented in USD ($), which is the Group\u2019s and Company\u2019s presentational currency. The functional currency of the Company is GBP. Transactions in currencies other than the functional currency of each entity are recorded at the exchange rate on the date the transaction occurred. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are recognised in profit or loss. On consolidation, the results of each entity in the Group with a non-USD functional currency are translated into USD at rates approximating to those ruling when the transactions took place. All assets and liabilities of these entities are translated at the rate ruling at the reporting date. The resulting exchange differences are recognised in other comprehensive income and accumulated in the foreign exchange reserve. 2.8 Property, Plant and Equipment Property, plant and equipment is stated at cost less accumulated depreciation and impairment. The Group had no property, plant and equipment in the current or prior period. When present, capitalised costs for producing properties (post-exploration success and sanction) are depreciated on a unit-of- production basis over proven and probable reserves (including future development costs). 2.9 Intangible Assets Exploration and evaluation assets The Group applies the successful efforts method of accounting for oil and gas exploration and evaluation assets in accordance with IFRS 6 Exploration for and Evaluation of Mineral Resources. Costs incurred prior to obtaining the legal rights to explore an area are expensed immediately to the Statement of Comprehensive Income. Exploration and evaluation expenditure (including drilling costs) is capitalised on a well-by-well basis as an intangible asset only while the Group Is determining whether a well has discovered commercially viable reserves. Drilling costs are written off on completion of a well unless the results indicate that hydrocarbon reserves exist and there is a reasonable prospect that they are commercially viable. Capitalised exploration and evaluation assets are reviewed at least annually for indicators that the Group no longer intends to develop or extract value from the discovery. Where this is the case, the assets are immediately expensed to the Statement of Comprehensive Income. Once technical feasibility and commercial viability of extracting the reserves are demonstrable, the relevant exploration and evaluation assets are reclassified as development assets (still within intangible assets) and are subsequently tested for impairment under IAS 36. Development costs Expenditure on the drilling of development wells (including services) is capitalised as an intangible asset. When a well has formally commenced commercial production, the related costs are transferred to property, plant and equipment and depreciated from the commencement of production in accordance with the Group\u2019s accounting policy for property, plant and equipment. Petroleum mineral leases Costs of acquiring petroleum mineral leases are capitalised as intangible assets and are reviewed for impairment on an annual basis or when there are indicators that the carrying amount may not be recoverable. 2.10 Impairment of Non-Financial Assets Assets not ready for use are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation or depreciation are reviewed for impairment at each reporting date. An impairment loss is recognised for the amount by which the asset\u2019s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash- generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date. 2.11 Financial Instruments Financial Assets Classification Financial assets are recognised when the Group becomes a party to the contractual provisions of the instrument. At initial recognition, the Group measures its financial assets at fair value plus transaction costs which comprise \u2018trade and other receivables\u2019 and \u2018cash and cash equivalents\u2019. A financial asset shall be measured at amortised cost if both of the following conditions are met: \u2022 the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and \u2022 the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Recognition and measurement At initial recognition, an entity shall measure a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition or issue of the financial asset. At initial recognition, an entity shall measure trade receivables at their transaction price if the trade receivables do not contain a significant financing component. Derecognition The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of the ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Derecognition also takes place for certain assets when the Group writes-off balances pertaining to the assets deemed to be uncollectible. Impairment of financial assets The Group recognises expected credit losses on financial assets measured at amortised cost. The impairment model applies a forward-looking expected credit loss approach. For trade receivables, the Group applies the simplified approach permitted by IFRS 9 and measures loss allowances at an amount equal to lifetime expected credit losses. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit loss, the Group considers reasonable and supportable information that is relevant and available with undue cost and effort. This includes both quantitative and qualitative information and analysis, based on the Company\u2019s historical experience and informed credit assessment and including forward-looking information. Financial liabilities Classification The classification of financial liabilities at initial recognition depends on the purpose for which the financial liability was issued and its characteristics. All purchases of financial liabilities are recorded on trade date, being the date on which the Group becomes party to the contractual requirements of the financial liability. Unless otherwise indicated the carrying amounts of the Group\u2019s financial liabilities approximate to their fair values. The Group\u2019s financial liabilities consist of financial liabilities measured at amortised cost and financial liabilities at fair value through profit or loss. Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. The Group\u2019s financial liabilities measured at amortised cost comprise convertible loan notes, trade and other payables, and accruals. The effective interest method is a method of calculating the amortised cost of a financial asset/liability and of allocating interest income/expense over the relevant period. The effective interest rate is the rate that discounts estimated future cash receipts/payments through the expected life of the financial asset/liability or, where appropriate, a shorter period. Derecognition of financial liabilities A financial liability (in whole or in part) is derecognised when the Group has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the income statement. 2.12 Finance income and expense Finance income Finance income includes interest income. Finance expense Finance expenses include interest expense on borrowings and other financing arrangements, in addition to the unwinding of discounts on provisions and other financial liabilities measured at amortised cost where applicable. Finance expenses are recognised in the statement of profit and loss using the effective interest method in the period in which they are incurred. 2.13 Cash and cash equivalents Cash and cash equivalents comprise cash at bank and in hand. 2.14 Borrowings Borrowings are recognised initially at fair value minus transaction costs that are directly attributable to the issue of the financial liability. Borrowings are subsequently carried at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the Income Statement over the period of the borrowings, using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period. 2.15 Equity An equity instrument is any contract that evidences a residual interest in the assets of a Company after deducting all of its liabilities. Equity instruments issued are recorded at the proceeds received net of direct issue costs. Proceeds received from investors Iin respect of shares for which the Company has an unconditional obligation to issue equity instruments directly in equity when received. 2.16 Reserves
Share capital
Amount subscribed for share capital at nominal value
Share premium
Amount subscribed for share capital in excess of nominal value
Reorganisation reserve
Reserve
created
on
issue
of
shares
on
acquisition
of
subsidiaries
Convertible loan note reserve
Represents the equity of instruments with a convertible element
Foreign exchange reserve
Cumulative translation differences
Retained losses
Cumulative
net
and
gains
in
losses
recognised
the
consolidated statement of comprehensive income
2.17 Taxation Income tax represents the sum of the current tax and deferred tax charge for the year. Current tax Current tax payable is based on the taxable profit for the year calculated using tax rate that have been enacted or substantively enacted by the end of the reporting period. None of the entities in the Group generate taxable profits. Deferred tax Deferred tax is recognised on difference between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases and is accounted for using the balance sheet liability method. Deferred tax is calculated at the tax rates that have been enacted or substantively enacted and are expected to apply in the period when the liability is settled, or the asset realised. Deferred tax is charged or credited to the statement of comprehensive income, 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 are recognised to the extend that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Judgement is applied in making assumptions about future taxable income, including production, costs and expenditure to determine the extend to which the Group recognises deferred tax assets, as well as the anticipated timing of the utilisation of the losses. 2.18 Segment Information The Group operates in a single segment (oil and gas exploration and development). Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker (the Board of Directors), who is responsible for allocating resources and assessing performance. ", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-228": { "value": "2.1. Basis of preparation These consolidated financial statements have been prepared in accordance with the UK- adopted International Accounting Standards (\u201cUK-IAS\u201d or \u201cIFRS\u201d) and in conformity with the requirements of the Companies Act 2006 and in accordance with Listing Rules. The consolidated and company financial statements have also been prepared under the historical cost convention. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group\u2019s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 4. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-229": { "value": "2.2. Basis of consolidation The consolidated financial statements consolidate the financial statements of the Company and its subsidiaries made up to 31 March 2026. Subsidiaries are entities over which the Group has control. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: \u25cf The contractual arrangement with the other vote holders of the investee; \u25cf Rights arising from other contractual arrangements; and \u25cf The Group\u2019s voting rights and potential voting rights The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that ther e are changes to one or more of the three elements of control. Subsidiaries are fully consolidated from th e date on which control is transferred to the Group. They are deconsolidated from the date that contro l ceases. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the perio d are included in the consolidated financial statements from the date the Group gains control until the dat e the Group ceases to control the subsidiary. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accountin g policies used in line with those used by other members of the Group. All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transaction s between members of the Group are eliminated in full on consolidation. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-232": { "value": "2.3 Going concern The Directors have assessed the Group\u2019s ability to continue as a going concern for a period of at least 12 months from the date of approval of these financial statements. This assessment takes into account the Group\u2019s current financial position, expected operating costs, planned activities, and availability of funding. Since October 2025, the Company has engaged with a number of institutional investors in connection with the proposed return of its shares to trading on the London Stock Exchange and the planned acquisition of interests in the Limnytskyi licence in Ukraine. Feedback to date has been positive, and the directors believe that sufficient funding can be raised to meet the Group\u2019s immediate operational and working capital requirements following the resumption of trading. In addition, the Company had access to funding through a convertible loan note (\u201cCLN\u201d) arrangement with RMD Group. In September 2025, the Company received \u00a3250,000 under this facility, which is subject to an agreed use of funds. Further funding of \u00a3250,000 and \u00a3325,000 from RMD Group was announced in January and April 2026 respectively. RMD Group has also agreed to advance funds directly to suppliers and contractors in Ukraine to progress activities relating to the Limnytskyi licence. These costs will not impact the Group\u2019s short-term cash flows. Upon completion of the ongoing restructuring and should the Limnytskyi licence form part of the continuing Group, the related assets and activities will be transferred to the Company, together with the associated funding obligations. Following the disposal of the US Legacy Subsidiaries (including removal of the $5m Petroquest loan note from the balance sheet via the 30 March 2026 Loan Release Deed and subsequent full exit), the settlement of the majority of remaining creditors, and the availability of committed and potential funding to meet near-term obligations, the Directors consider it appropriate to prepare the financial statements on a going concern basis. The Directors have reviewed detailed cash-flow forecasts covering the going-concern period. These forecasts indicate that, based on the Group\u2019s current cash resources and the committed funding already received, the Group will require additional external financial support within the 12-month review period in order to meet its operating costs, working-capital requirements and the costs associated with the restoration of trading and the proposed reverse takeovers. The timing and quantum of that additional support remain uncertain and are dependent on the successful restoration of trading in the Company\u2019s shares and the ability to raise further equity or debt funding from existing or new investors (including further support from RMD Group). Whilst the Directors are confident that such funding can be obtained, the need for additional external finance whose timing and amount are not yet committed constitutes a material uncertainty that may cast significant doubt on the Group\u2019s and the Company\u2019s ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Group and Company were unable to continue as a going concern. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-233": { "value": "2.4 New standards, amendments and interpretations adopted by the Group and Company The adoption of the following mentioned amendment, which was effective for years beginning on or after 1 January 2025, have not had a material impact on the Group\u2019s and Company\u2019s financial statements:
Standard\u202f\u202f
Impact on initial application
Effective date
IAS 21 (Amendments)
Lack of Exchangeability
1 January 2025
New standards, interpretations and amendments not yet effective There are a number of standards, amendments to standards and interpretations which have been issued by the IASB that are effective in future accounting periods. The following new IFRS standards and amendments, which have not been applied in these financial statements, were in issue but not yet effective until annual periods beginning on 1 January 2026 and 2027:
Standard\u202f\u202f
Impact on initial application
Effective date
IFRS 9 (Amendments)
Classification and Measurement of Financial Instruments
1 January 2026
IFRS 18
Presentation and Disclosure in Financial Statements
1 January 2027
IFRS 19
Subsidiaries without Public Accountability: Disclosures
1 January 2027
The Group is current assessing the impact of these new accounting standards and amendments but do not expect any to have a material impact on the consolidated and Company financial statements. ", "dimensions": { "concept": "ifrs-full:DescriptionOfExpectedImpactOfInitialApplicationOfNewStandardsOrInterpretations", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-234": { "value": "2.5 Investment in subsidiaries In the Company financial statements, investments in the Company\u2019s subsidiaries are stated at cost, which is the fair value of the consideration paid, less any impairment provision. The investment in subsidiaries balance on the Company\u2019s statement of financial position also includes the carrying value of long-term intercompany loans. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSubsidiariesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-236": { "value": "2.6 Revenue Revenue is recognised in accordance with IFRS 15. The Group had no revenue in the current period. When revenue arises, it is derived from the sale of physical goods where the single performance obligation is satisfied at the point of delivery. The transaction price in the invoiced amount (net of local taxes where applicable), with no material variable consideration, returns, warranties or significant financing component. Payment terms are typically 30 days. For all sales of goods, revenue is recognised at a point in time, being the point at which the goods are delivered to the customer. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognitionOfRevenue", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-235": { "value": "2.7 Foreign currencies The functional currency for each entity in the Group is the currency of the primary economic environment in which the entity operates. The consolidated and company financial statements are presented in USD ($), which is the Group\u2019s and Company\u2019s presentational currency. The functional currency of the Company is GBP. Transactions in currencies other than the functional currency of each entity are recorded at the exchange rate on the date the transaction occurred. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are recognised in profit or loss. On consolidation, the results of each entity in the Group with a non-USD functional currency are translated into USD at rates approximating to those ruling when the transactions took place. All assets and liabilities of these entities are translated at the rate ruling at the reporting date. The resulting exchange differences are recognised in other comprehensive income and accumulated in the foreign exchange reserve. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-237": { "value": "2.8 Property, Plant and Equipment Property, plant and equipment is stated at cost less accumulated depreciation and impairment. The Group had no property, plant and equipment in the current or prior period. When present, capitalised costs for producing properties (post-exploration success and sanction) are depreciated on a unit-of- production basis over proven and probable reserves (including future development costs). ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-238": { "value": "2.9 Intangible Assets Exploration and evaluation assets The Group applies the successful efforts method of accounting for oil and gas exploration and evaluation assets in accordance with IFRS 6 Exploration for and Evaluation of Mineral Resources. Costs incurred prior to obtaining the legal rights to explore an area are expensed immediately to the Statement of Comprehensive Income. Exploration and evaluation expenditure (including drilling costs) is capitalised on a well-by-well basis as an intangible asset only while the Group Is determining whether a well has discovered commercially viable reserves. Drilling costs are written off on completion of a well unless the results indicate that hydrocarbon reserves exist and there is a reasonable prospect that they are commercially viable. Capitalised exploration and evaluation assets are reviewed at least annually for indicators that the Group no longer intends to develop or extract value from the discovery. Where this is the case, the assets are immediately expensed to the Statement of Comprehensive Income. Once technical feasibility and commercial viability of extracting the reserves are demonstrable, the relevant exploration and evaluation assets are reclassified as development assets (still within intangible assets) and are subsequently tested for impairment under IAS 36. Development costs Expenditure on the drilling of development wells (including services) is capitalised as an intangible asset. When a well has formally commenced commercial production, the related costs are transferred to property, plant and equipment and depreciated from the commencement of production in accordance with the Group\u2019s accounting policy for property, plant and equipment. Petroleum mineral leases Costs of acquiring petroleum mineral leases are capitalised as intangible assets and are reviewed for impairment on an annual basis or when there are indicators that the carrying amount may not be recoverable. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsAndGoodwillExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-239": { "value": "2.10 Impairment of Non-Financial Assets Assets not ready for use are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation or depreciation are reviewed for impairment at each reporting date. An impairment loss is recognised for the amount by which the asset\u2019s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash- generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfNonfinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-271": { "value": "2.11 Financial Instruments Financial Assets Classification Financial assets are recognised when the Group becomes a party to the contractual provisions of the instrument. At initial recognition, the Group measures its financial assets at fair value plus transaction costs which comprise \u2018trade and other receivables\u2019 and \u2018cash and cash equivalents\u2019. A financial asset shall be measured at amortised cost if both of the following conditions are met: \u2022 the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and \u2022 the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Recognition and measurement At initial recognition, an entity shall measure a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition or issue of the financial asset. At initial recognition, an entity shall measure trade receivables at their transaction price if the trade receivables do not contain a significant financing component. Derecognition The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of the ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Derecognition also takes place for certain assets when the Group writes-off balances pertaining to the assets deemed to be uncollectible. Impairment of financial assets The Group recognises expected credit losses on financial assets measured at amortised cost. The impairment model applies a forward-looking expected credit loss approach. For trade receivables, the Group applies the simplified approach permitted by IFRS 9 and measures loss allowances at an amount equal to lifetime expected credit losses. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit loss, the Group considers reasonable and supportable information that is relevant and available with undue cost and effort. This includes both quantitative and qualitative information and analysis, based on the Company\u2019s historical experience and informed credit assessment and including forward-looking information. Financial liabilities Classification The classification of financial liabilities at initial recognition depends on the purpose for which the financial liability was issued and its characteristics. All purchases of financial liabilities are recorded on trade date, being the date on which the Group becomes party to the contractual requirements of the financial liability. Unless otherwise indicated the carrying amounts of the Group\u2019s financial liabilities approximate to their fair values. The Group\u2019s financial liabilities consist of financial liabilities measured at amortised cost and financial liabilities at fair value through profit or loss. Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. The Group\u2019s financial liabilities measured at amortised cost comprise convertible loan notes, trade and other payables, and accruals. The effective interest method is a method of calculating the amortised cost of a financial asset/liability and of allocating interest income/expense over the relevant period. The effective interest rate is the rate that discounts estimated future cash receipts/payments through the expected life of the financial asset/liability or, where appropriate, a shorter period. Derecognition of financial liabilities A financial liability (in whole or in part) is derecognised when the Group has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-240": { "value": "Financial Assets Classification Financial assets are recognised when the Group becomes a party to the contractual provisions of the instrument. At initial recognition, the Group measures its financial assets at fair value plus transaction costs which comprise \u2018trade and other receivables\u2019 and \u2018cash and cash equivalents\u2019. A financial asset shall be measured at amortised cost if both of the following conditions are met: \u2022 the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and \u2022 the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Recognition and measurement At initial recognition, an entity shall measure a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition or issue of the financial asset. At initial recognition, an entity shall measure trade receivables at their transaction price if the trade receivables do not contain a significant financing component. Derecognition The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of the ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Derecognition also takes place for certain assets when the Group writes-off balances pertaining to the assets deemed to be uncollectible. Impairment of financial assets The Group recognises expected credit losses on financial assets measured at amortised cost. The impairment model applies a forward-looking expected credit loss approach. For trade receivables, the Group applies the simplified approach permitted by IFRS 9 and measures loss allowances at an amount equal to lifetime expected credit losses. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit loss, the Group considers reasonable and supportable information that is relevant and available with undue cost and effort. This includes both quantitative and qualitative information and analysis, based on the Company\u2019s historical experience and informed credit assessment and including forward-looking information. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-279": { "value": "Derecognition The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of the ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability. Derecognition also takes place for certain assets when the Group writes-off balances pertaining to the assets deemed to be uncollectible. Derecognition of financial liabilities A financial liability (in whole or in part) is derecognised when the Group has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerecognitionOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-278": { "value": "Impairment of financial assets The Group recognises expected credit losses on financial assets measured at amortised cost. The impairment model applies a forward-looking expected credit loss approach. For trade receivables, the Group applies the simplified approach permitted by IFRS 9 and measures loss allowances at an amount equal to lifetime expected credit losses. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit loss, the Group considers reasonable and supportable information that is relevant and available with undue cost and effort. This includes both quantitative and qualitative information and analysis, based on the Company\u2019s historical experience and informed credit assessment and including forward-looking information. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfFinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-241": { "value": "Financial liabilities Classification The classification of financial liabilities at initial recognition depends on the purpose for which the financial liability was issued and its characteristics. All purchases of financial liabilities are recorded on trade date, being the date on which the Group becomes party to the contractual requirements of the financial liability. Unless otherwise indicated the carrying amounts of the Group\u2019s financial liabilities approximate to their fair values. Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. The Group\u2019s financial liabilities measured at amortised cost comprise convertible loan notes, trade and other payables, and accruals. The effective interest method is a method of calculating the amortised cost of a financial asset/liability and of allocating interest income/expense over the relevant period. The effective interest rate is the rate that discounts estimated future cash receipts/payments through the expected life of the financial asset/liability or, where appropriate, a shorter period. Derecognition of financial liabilities A financial liability (in whole or in part) is derecognised when the Group has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-280": { "value": "2.12 Finance income and expense Finance income Finance income includes interest income. Finance expense Finance expenses include interest expense on borrowings and other financing arrangements, in addition to the unwinding of discounts on provisions and other financial liabilities measured at amortised cost where applicable. Finance expenses are recognised in the statement of profit and loss using the effective interest method in the period in which they are incurred. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceIncomeAndCostsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-272": { "value": "Finance expense Finance expenses include interest expense on borrowings and other financing arrangements, in addition to the unwinding of discounts on provisions and other financial liabilities measured at amortised cost where applicable. Finance expenses are recognised in the statement of profit and loss using the effective interest method in the period in which they are incurred. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceCostsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-281": { "value": "2.13 Cash and cash equivalents Cash and cash equivalents comprise cash at bank and in hand. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-282": { "value": "2.14 Borrowings Borrowings are recognised initially at fair value minus transaction costs that are directly attributable to the issue of the financial liability. Borrowings are subsequently carried at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the Income Statement over the period of the borrowings, using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-283": { "value": "2.15 Equity An equity instrument is any contract that evidences a residual interest in the assets of a Company after deducting all of its liabilities. Equity instruments issued are recorded at the proceeds received net of direct issue costs. Proceeds received from investors Iin respect of shares for which the Company has an unconditional obligation to issue equity instruments directly in equity when received. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-284": { "value": "2.16 Reserves
Share capital
Amount subscribed for share capital at nominal value
Share premium
Amount subscribed for share capital in excess of nominal value
Reorganisation reserve
Reserve
created
on
issue
of
shares
on
acquisition
of
subsidiaries
Convertible loan note reserve
Represents the equity of instruments with a convertible element
Foreign exchange reserve
Cumulative translation differences
Retained losses
Cumulative
net
and
gains
in
losses
recognised
the
consolidated statement of comprehensive income
", "dimensions": { "concept": "ppp:DescriptionOfAccountingPolicyForReservesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-273": { "value": "2.17 Taxation Income tax represents the sum of the current tax and deferred tax charge for the year. Current tax Current tax payable is based on the taxable profit for the year calculated using tax rate that have been enacted or substantively enacted by the end of the reporting period. None of the entities in the Group generate taxable profits. Deferred tax Deferred tax is recognised on difference between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases and is accounted for using the balance sheet liability method. Deferred tax is calculated at the tax rates that have been enacted or substantively enacted and are expected to apply in the period when the liability is settled, or the asset realised. Deferred tax is charged or credited to the statement of comprehensive income, 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 are recognised to the extend that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Judgement is applied in making assumptions about future taxable income, including production, costs and expenditure to determine the extend to which the Group recognises deferred tax assets, as well as the anticipated timing of the utilisation of the losses. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-285": { "value": "Deferred tax Deferred tax is recognised on difference between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases and is accounted for using the balance sheet liability method. Deferred tax is calculated at the tax rates that have been enacted or substantively enacted and are expected to apply in the period when the liability is settled, or the asset realised. Deferred tax is charged or credited to the statement of comprehensive income, 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 are recognised to the extend that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Judgement is applied in making assumptions about future taxable income, including production, costs and expenditure to determine the extend to which the Group recognises deferred tax assets, as well as the anticipated timing of the utilisation of the losses. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDeferredIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-274": { "value": "2.18 Segment Information The Group operates in a single segment (oil and gas exploration and development). Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker (the Board of Directors), who is responsible for allocating resources and assessing performance. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-275": { "value": "3. FINANCIAL RISK MANAGEMENT The Group\u2019s activities expose it to a variety of financial risks: market risk (including commodity and currency risk, and cash flow and interest rate risk), credit risk and liquidity risk. Market risk The Group\u2019s strategy is focused on developing strategic oil and gas projects. Following the disposal of Pennpetro USA Corp and its related subsidiaries, the Group had no producing assets at 31 March 2026. It remains exposed to risk arising from variations in the demand for and price of the hydrocarbons in relation to any future production or development activities. Oil and gas prices historically have fluctuated widely and are affected by numerous factors over which the Group has no control, including world production levels, international economic trends, exchange rate fluctuations, speculative activity and global or regional political events. Commodity and currency risk As the Group\u2019s potential future earnings will be derived from the sale of oil and gas cash flows would be impacted by changes in the prices and available markets for these commodities. Any substantial decline in the price of oil or gas, or in transport or distribution costs may have a material adverse effect on the Group. Commodity prices fluctuate and are affected by a number of factors including current and expected future supply and demand, production cost levels in major oil producing centres, as well as macroeconomic conditions such as inflation and interest rates. Furthermore, capital raises of the Company are denominated in GBPs whereas the Group\u2019s a presentation currency is in USD and any future assets or liabilities may be help in other currencies. Consequently, material changes in the GBP/USD (or other relevant) exchange rate may impact the Group\u2019s ability to raise sufficient funds or the reported value of its assets and liabilities. Exchange rates are impacted by numerous factors beyond the control of the Group, including inflation, interest rates, and general economic outlook. The Directors are confident that they have put in place a strong management team capable of dealing with the above issues as they arise. Credit risk The Group\u2019s principal financial assets are cash and cash equivalents and other receivables Credit risk represents the risk of loss the Group would incur if third party counterparties fail to fulfil their credit obligations. Following the disposal of Pennpetro USA Corp and the related subsidiaries, the Group has limited exposure to third-party operators. The Group seeks to mitigate this risk where possible by assessing the credit quality of the participants and by establishing ongoing and long-term relationships. The initial credit risk on cash and cash equivalents is limited because it is the Group\u2019s policy to invest with banks that firstly offer the greatest degree of security in the view of the Group and, secondly the most competitive interest rates. The credit risk for short term investments and cash and cash equivalents is considered negligible since the counterparties are reputable banks. Other receivables are limited and are consideration low risk. Other receivables are considered in default if the entity or party has not settled its payment obligation by the due date set out in the underlying contracts and agreements. A loss allowance is recognised for expected credit losses on all financial assets held at the balance sheet date. Given risk mitigation steps undertaken by the Directors, no provision has been made for losses. Liquidity risk The Group\u2019s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. However, the Group continues to absorb cash in its operations for the time being and management recognises the risk of insufficient cash and capital to carry on its activities and safeguard the Group\u2019s ability to continue as a going concern. The Board receives cash flow projections on a regular basis, which are monitored regularly. The Board will not commit to material expenditure prior to being satisfied that sufficient funding is available to the Group to finance planned operations. Regular reviews will ensure that further steps will be taken if necessary. The Group issued two convertible loans which expose the Group to liquidity risk in respect of potential cash outflows for interest and principal if not converted into equity. The Group manages this through ongoing assessment of funding requirements and conversion prospects. A maturity analysis of the Group\u2019s undiscounted cash flows arising from financial liabilities (exclusive of interest amounts) is show below:
Less than 1 year
Between 1 and 5
Total
($)
years ($)
($)
At 31 March 2026
Trade and other payables
2,282,392
-
2,282,392
Convertible loan notes
-
737,623
737,623
Total
2,282,392
737,623
3,020,015
Less than 1 year
Between 1 and 5
Total
($)
years ($)
($)
At 31 March 2025
Borrowings
4,717,031
-
4,717,031
Trade and other payables
2,403,955
-
2,403,955
Total
7,120,986
-
7,120,986
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-242": { "value": "Market risk The Group\u2019s strategy is focused on developing strategic oil and gas projects. Following the disposal of Pennpetro USA Corp and its related subsidiaries, the Group had no producing assets at 31 March 2026. It remains exposed to risk arising from variations in the demand for and price of the hydrocarbons in relation to any future production or development activities. Oil and gas prices historically have fluctuated widely and are affected by numerous factors over which the Group has no control, including world production levels, international economic trends, exchange rate fluctuations, speculative activity and global or regional political events. ", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-243": { "value": "Credit risk The Group\u2019s principal financial assets are cash and cash equivalents and other receivables Credit risk represents the risk of loss the Group would incur if third party counterparties fail to fulfil their credit obligations. Following the disposal of Pennpetro USA Corp and the related subsidiaries, the Group has limited exposure to third-party operators. The Group seeks to mitigate this risk where possible by assessing the credit quality of the participants and by establishing ongoing and long-term relationships. The initial credit risk on cash and cash equivalents is limited because it is the Group\u2019s policy to invest with banks that firstly offer the greatest degree of security in the view of the Group and, secondly the most competitive interest rates. The credit risk for short term investments and cash and cash equivalents is considered negligible since the counterparties are reputable banks. Other receivables are limited and are consideration low risk. Other receivables are considered in default if the entity or party has not settled its payment obligation by the due date set out in the underlying contracts and agreements. A loss allowance is recognised for expected credit losses on all financial assets held at the balance sheet date. Given risk mitigation steps undertaken by the Directors, no provision has been made for losses. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-244": { "value": "Liquidity risk The Group\u2019s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. However, the Group continues to absorb cash in its operations for the time being and management recognises the risk of insufficient cash and capital to carry on its activities and safeguard the Group\u2019s ability to continue as a going concern. The Board receives cash flow projections on a regular basis, which are monitored regularly. The Board will not commit to material expenditure prior to being satisfied that sufficient funding is available to the Group to finance planned operations. Regular reviews will ensure that further steps will be taken if necessary. The Group issued two convertible loans which expose the Group to liquidity risk in respect of potential cash outflows for interest and principal if not converted into equity. The Group manages this through ongoing assessment of funding requirements and conversion prospects. A maturity analysis of the Group\u2019s undiscounted cash flows arising from financial liabilities (exclusive of interest amounts) is show below:
Less than 1 year
Between 1 and 5
Total
($)
years ($)
($)
At 31 March 2026
Trade and other payables
2,282,392
-
2,282,392
Convertible loan notes
-
737,623
737,623
Total
2,282,392
737,623
3,020,015
Less than 1 year
Between 1 and 5
Total
($)
years ($)
($)
At 31 March 2025
Borrowings
4,717,031
-
4,717,031
Trade and other payables
2,403,955
-
2,403,955
Total
7,120,986
-
7,120,986
", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-245": { "value": "4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS In the application of the accounting policies, which are described in note 2, the Directors are required to make judgements, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. The estimates and associated assumption are based on historical experience, expectations of future events and other factors that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates. The estimates and underlying assumptions are review on an on-going basis. Revisions to accounting estimates are recognised in the period in which the revision is made. Critical judgements in applying the Group\u2019s accounting policies Convertible loan notes \u2013 determination of effective interest rate The Group has issued a convertible loan note which carry a contractual interest rate of 12% per annum. The rate reduces to 6% per annum once the Company obtains sufficient shareholder authority (including the disapplication of pre-emption rights) to issue the ordinary shares required on conversion. In determining the effective interest rate and the carrying amount of the liability component, management was required to estimate the expected future cash flows, including the period over which the higher interest rate would apply. Management judged that it was appropriate to assume the 12% interest rate would apply for the entire expected life of the instrument. This judgement was based on the fact that, at the date of initial recognition and throughout the reporting period, the Company\u2019s shares remained suspended from trading on the London Stock Exchange and there was no reasonable expectation that the necessary shareholder resolutions would be obtained in the near term. Write-off of balances relating to US subsidiaries Immediately prior to the deconsolidation of the Pennpetro USA Corp., the Directors were unable to obtain access to the subsidiaries\u2019 books and records. Certain US bank balances could not be verified and were written off in full. The resulting loss has been recognised within discontinued operations. Recoverability of non-producing mineral leases and capitalised drilling costs & equipment Management tests annually whether non-producing mineral leases have future economic value in accordance with the accounting policies. This assessment takes into consideration the likely commerciality of the asset, the future revenues and costs pertaining and the discount rates to be applied for the purposes of deriving a recoverable value. In the event that a lease does not represent an economic drilling target and results indicate that there is no additional upside, the mineral lease and drilling costs will be impaired. The Directors have reviewed the estimated value of the licences and have concluded that no adjustment to the previously impaired assets should be made. The primary terms of the leases have expired but did not require renewal whilst there was production from the permitted area. Production over the permitted area stopped in April 2024 and has not yet recommenced.", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-248": { "value": "5. REVENUE The CODM has determined that there is one operating segment being the provision of the sale of oil and gas.
Year ended
Year ended
31 March 2026
31 March 2025
$
$
Oil and Gas
-
-
Total revenue
-
-
The comparative revenue of $30,067 for the year ended 31 March 2025 related wholly to Pennpetro USA Corp. Following the 51% disposal and loss of control of Pennpetro USA Corp during the current year, this revenye has been reclassified and presented within discontinued operations. ", "dimensions": { "concept": "ifrs-full:DisclosureOfRevenueExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-246": { "value": "6. OPERATING LOSS Operating loss for the year has been arrived at after charging the following items:
Year ended
Year ended
Group
31 March
31 March
2026
2025
$
$
Legal, professional and compliance costs
760,916
459,499
Wages and salaries
262,815
435,627
", "dimensions": { "concept": "ifrs-full:DisclosureOfProfitLossFromOperatingActivitiesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-247": { "value": "7. AUDITORS\u2019 REMUNERATION Services provided by the Company\u2019s auditor and its associates During the period, the Group (including its overseas subsidiaries) obtained the following services from the Company\u2019s auditor:
Year ended
Year ended
31 March
31 March
2026
2025
$
$
The audit of the Parent Company and consolidated financial
statements
84,433
76,536
", "dimensions": { "concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-249": { "value": "8. STAFF COSTS Group and Company 2026 $ 2025 $ Wages and salaries - 114,273 Director fees 457,783 303,666 Social security costs (179,458) 14,260 Pension contributions - 3,428 278,325 435,627 During the period the Company wrote off social security costs totalling $179,458 which had been accrued in a prior period that was no longer payable. Directors\u2019 Emoluments 2026 $ 2025 $ Richard Spinks Emoluments 20,103 - Mavriky Kalugin Emoluments 20,103 - Olof Rapp Emoluments 80,413 57,402 Thomas Evans Emoluments - 123,840 David Lenigas Emoluments - 84,263 Stephen Lunn Emoluments 160,827 89,292 Robert Menzel Emoluments 160,827 63,142 442,273 417,939 The average monthly number of staff, including the Directors, during the financial year was as follows:
2026
2025
Directors
4
3
", "dimensions": { "concept": "ifrs-full:DisclosureOfEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-250": { "value": "
9. FINANCE COSTS \u2013 continued operations
2026
2025
$
$
Interest on borrowings
147,014
357,969
Interest on convertible loan note
65,484
-
212,498
357,969
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceCostExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-251": { "value": "10. INCOME TAX The tax charge for the year is $Nil (2025: $Nil). Factors affecting the tax charge for the period are explained below:
2026
2025
$
$
Profit/(loss) for the year before taxation
4,076,123
(1,717,113)
UK Profit/(loss) before tax multiplied by the UK
tax rate 25% (2025: 25%)
1,019,031
(429,278)
Tax effect of:
Gain on disposal
(1,340,484)
-
Expenses and losses within discontinued operations for
which no UK tax benefit is recognised
(33,691)
-
Expenses not deductible for tax purposes
-
117,253
Difference in overseas tax rate
-
(2,295)
Movement in deferred tax not recognised
355,144
314,320
-
-
The tax charge for the year has been estimated based on the information currently available, including the expected tax treatment of the disposal of the subsidiaries, the release of the third-party loan and the availability of brought-forward tax losses. The final tax position may differ following completion of the detailed corporation tax computations, receipt of professional tax advice and agreement with the relevant tax authorities. The Group has UK tax losses of approximately $4,857,735 (2025: $3,709,687) to carry forward against future profits. The Directors have not recognised a deferred tax asset on the losses to date due to the uncertainty of recovery. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-252": { "value": "11. EARNINGS/LOSS PER SHARE Continued Operations The calculation of basic and diluted loss per share from continuing activities of 1.02 cents (31 March 2025: loss per share of 1.20 cents) is based on the loss attributable to equity holders of the parent from, continuing operations of $1,148,048 (31 March 2025: Loss $1,299,193) and the weighted average number of ordinary shares of 112,299,089 (31 March 2025: 107,863,473) in issue during the year. Discontinued Operations The calculation of basic and diluted earnings per share from discontinued operations of 4.26 cents (31 March 2025: 0.39 cents) is based on the profit attributable to equity holders of the parent from discontinued operations of $5,224,171 (31 March 2025: $417,920) and on the weighted average number of ordinary shares of 122,617,476 (31 March 2025: 107,863,473) in issue during the year. Total Operations The calculation of basic and diluted earnings per share for the year of 3.24 pence (31 March 2025: loss per share of 1.59 pence) is based on the profit attributable to equity holders of the parent of $4,076,123 (31 March 2025: loss of $1,717,113) and the weighted average number of ordinary shares of 112,299,089 (31 March 2025: 107,863,473) in issue during the year. The Group has potential ordinary shares arising from outstanding share options and the conversion features of its convertible loan notes. In accordance with IAS 33, these potential ordinary shares have not been included in the calculation of diluted earnings per share because the Group incurred a loss from continuing operations and their inclusion would therefore be anti-dilutive. Consequently, basic and diluted earnings per share are identical for continuing operations, discontinued operations and total operations. In accordance with IAS 33, basic and diluted loss per share are identical for the Group as the effect of the exercise of share options would be to decrease the loss per share. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-253": { "value": "12. INVESTMENTS - COMPANY
Company
2026
2025
$
$
Cost
At 1 April
-
-
At 31 March
-
-
The subsidiary undertakings of the Company are presented below:
Subsidiary
Country of
Registered address
Proportion of
Principal
incorporation
ordinary shares
activity
held at year end
Pennpetro
U.K
20b Wilton Row London
100%
Dormant
Greentec UK
SW1X 7NS, UK
Limited
Pennpetro
Cyprus
1 Kalymnou, Q
100%
IP Holding
Greentec Limited
MERITO, 4th Floor,
(Inactive)
Agios Nikolaos, 6037
Larnaca
Investments in Group undertakings are stated at cost, which is the fair value of the consideration paid, less any impairment provision. On 30 March 2026, the Company disposed of Pennpetro USA Corp and its subsidiaries, Nobel Petroleum Inc. and Nobel Petroleum LLC as part of the agreement with Petroquest. See note 25 for more details. ", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-254": { "value": "13. TRADE AND OTHER RECEIVABLES
Group
Company
31 March
31 March
31 March
31 March
2026
2025
2026
2025
$
$
$
$
Amounts owed from Group
-
-
-
98,325
undertakings
Prepayments
1,251
-
13,976
-
Other receivables
13,976
-
1,251
-
15,227
-
15,227
98,325
The fair value of all receivables is the same as their carrying values stated above. Group The carrying amounts of the Group\u2019s trade and other receivables were all denominated in GBP. The maximum exposure to credit risk at the reporting date is the carrying value of the trade and other receivables mentioned above. The Group does not hold any collateral as security. Company The carrying amounts of the Company\u2019s trade and other receivables are denominated in UK Pound Sterling. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-255": { "value": "14. CASH AND CASH EQUIVALENTS
Group
Company
2026
2025
2026
2025
$
$
$
$
Cash at bank
40,433
101,852
40,433
35,122
At 31 March 2026, the Group held cash of $40,433 (2025: $101,852) in banks with a Fitch credit rating of A (Stable). During the year, the directors made the decision to impair the bank balances in its US subsidiaries due to the inability to gain access to the bank account. The total of the bank balances impaired was $55,567. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-256": { "value": "15. SHARE CAPITAL AND PREMIUM
Number of
Share capital
Share capital
Issued at 1 pence per share
ordinary shares
\u00a3
$
At 1 April 2025
112,299,089
1,122,991
1,431,895
As at 31 March 2026
112,299,089
1,122,991
1,431,895
Number of
Share premium
Share premium
Issued at 1 pence per share
ordinary shares
\u00a3
$
At 1 April 2025
112,299,089
7,310,447
9,255,778
As at 31 March 2026
112,299,089
7,310,447
9,255,778
Rights, preferences and restrictions All ordinary shares are equally eligible to receive dividends and the repayment of capital and represent equal votes at meetings of shareholders. There are no rights of redemption attached to the ordinary shares. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-257": { "value": "16. BORROWINGS
Group
Company
2026
2025
2026
2025
$
$
$
$
Current liabilities
Corporate borrowings
-
4,717,031
-
-
At 31 March 2025 the Group had a loan note outstanding with Petroquest Energy Limited with a carrying amount of approximately $4.8 million. During the year, interest was accrued of $467,169. On 30 March 2026, the Company signed a Loan Release Deed with Petroquest Energy Limited. Under the terms of the agreement, the Group and its US subsidiaries were discharged from all liabilities under the Petroquest loan note. In exchange, Petroquest acquired 100% equity interest in Pennpetro USA Corp (and thereby control of its subsidiaries). As a result, the liability was written off in full, and the US subsidiaries were deconsolidated from that date. See note 27 for more details. In addition, the Group had a $50,000 loan note with Frost Bank, in which $47,996 was still outstanding as at 1 April 2025, which was settled in full on 30 June 2025. Upon settlement, the related security was released. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBorrowingsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-258": { "value": "17. CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES
At 1
April
Financing
Reclassificati
Repayment
Other-non
Interest
At 31
2025
cash flows
on from
cash
March
liabilities
changes
2026
$
$
$
$
$
$
$
Borrowings \u2013 Petroquest
4,669,035
-
-
-
(4,816,049)
147,014
-
Borrowings \u2013 Frost Bank
47,996
-
-
(47,996)
-
CLN 1
-
330,012
(157,710)
-
9,488
-
181,790
CLN 2
-
335,052
(70,935)
-
9,790
-
273,907
Total
liabilities
from
4,717,031
665,064
(228,645)
(47,996)
-
147,014
455,697
financing
", "dimensions": { "concept": "ppp:DisclosureOfChangesInLiabilitiesArisingFromFinancingActivities", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-259": { "value": "
18. CONVERTIBLE LOAN NOTES
CLN 1 \u2013 RMD Group
On 24 September 2025 the Company issued \u00a3250,000 principal amount of CLNs. The notes carry a
fixed interest rate of 6% per annum (payable in arrears) and mature on 25 September 2030. The
noteholder has the option to convert the outstanding principal and accrued unpaid interest (minimum
\u00a31,000) into fully paid ordinary shares at a fixed conversion price of \u00a30.04 per share. Transaction costs
of \u00a35,000 were incurred in respect of the instrument and have been apportioned between the liability and
equity components on initial recognition of the instrument.
CLN 2 \u2013 RMD Group
On 24 February 2026 the Company issued a further \u00a3250,000 principal amount of CLNs. The notes carry
interest initially at 12% per annum (stepping down to 6% per annum once the \u201cheadroom\u201d condition
regarding shareholder authority/share issuance capacity is satisfied) and mature on 24 February 2031.
Conversion terms are otherwise identical to CLN1. Transaction costs of \u00a35,000 were incurred in respect
of the instrument have been apportioned between the liability and equity components on initial recognition of the instrument. An arrangement fee of \u00a312,500 is payable at maturity.
CLN 1
CLN 2
31 March
2026
$
$
$
At inception
167,754
249,413
417,167
Interest expense
15,851
18,925
34,776
Foreign exchange difference
(1,815)
5,569
3,754
Total
181,790
273,907
455,697
Equity
At inception
157,710
70,935
228,645
Total
157,710
70,935
228,645
", "dimensions": { "concept": "ppp:DisclosureOfConvertibleLoanNotes", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-260": { "value": "19. TRADE AND OTHER PAYABLES
Group
Company
31 March
31 March
31 March
31 March
2026
2025
2026
2025
$
$
$
$
Trade and other payables
1,063,302
1,656,641
1,063,302
1,197,848
Amounts owed to group undertakings
-
-
-
34,143
Facility provision
427,157
387,106
427,157
387,106
Accrued expenses
791,933
360,208
791,933
360,208
2,282,392
2,403,955
2,282,392
1,979,305
The facility provision relates wholly to a balance owed to a creditor with a historic share subscription facility that the Company drew down on for operations. This balance is due within one year of 31 March 2026. The fair values of trade payables are the same as their book values. Group The carrying amounts of the Group\u2019s trade and other payables are denominated in the following currencies: 2026 $ 2025 $ UK Pound Sterling 2,282,392 1,979,307 US Dollar - 424,648 2,282,392 2,403,955 The impact of a 10% favourable movement in the US Dollar to UK Pound would increase the carrying value of trade and other payables denominated in UK Pounds by approximately $228,239 (2025: $197,931). The impact of a 10% adverse movement in the US Dollar to UK Pound would reduce the carrying value of trade and other payables denominated in UK Pounds by approximately $228,329 (2025: $197,931). ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-262": { "value": "21. CONTINGENT LIABILITIES The Company is a defendant in ongoing litigation relating to its historic share register. The claimant has sought to add the Company as an additional defendant to proceedings originally brought against other parties. The Company has applied to the court to strike out the claim. Based on the information presently available, the Board considers that the claim against the Company has no real prospect of success and that an outflow of economic benefits is not probable. Therefore, no provision has been recognised in these financial statements. The outcome and timing of the proceedings remain uncertain and it is not currently practicable to estimate reliably any potential financial effect. In the usual course of business, the Group may also receive claims from customers, suppliers and other parties. The outcomes of such matters are inherently uncertain and their ultimate resolution may differ from management\u2019s assessments. Based on information presently available, no other individual matter is expected to have a material adverse effect on the Group\u2019s financial position. ", "dimensions": { "concept": "ifrs-full:DisclosureOfContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-263": { "value": "22. TREASURY POLICY The Company and Group operate informal treasury policies which include ongoing assessments of interest rate management and borrowing policy. The Board approves all decisions on treasury policy. The Group has financed its activities by raising funds through borrowings set out in note 19 and the CLNs detailed in note 20 above. There are no material differences between the book value and fair value of the financial assets.", "dimensions": { "concept": "ifrs-full:DisclosureOfTreasurySharesExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-261": { "value": "
Group
Company
31 March
31 March
31 March
31 March
2026
2025
2026
2025
Financial assets
$
$
$
$
Cash and cash equivalents
40,433
101,852
40,433
35,122
Trade and other receivables
1,251
-
1,251
98,325
41,684
101,852
41,684
133,447
Group
Company
31 March
31 March
31 March
31 March
2026
2025
2026
2025
Financial liabilities
$
$
$
$
Trade and other payables
2,282,392
2,403,955
2,282,392
1,979,305
Convertible loan notes
419,970
-
419,970
-
Borrowings
-
4,717,031
-
-
2,702,362
7,120,986
2,702,362
1,979,305
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-264": { "value": "23. CAPITAL MANAGEMENT POLICIES The Group\u2019s and Company\u2019s objectives when managing capital are to safeguard the Group\u2019s ability to continue as a going concern, to provide returns for shareholders, and to maintain an optimal capital structure to reduce the cost of capital. The Group considers its equity and convertible loan notes as its capital. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions, the risk characteristics of the underlying assets, and the requirements of any borrowing covenants. In order to maintain or adjust the capital structure, the Group may issue new shares, draw down on existing or new convertible loan facilities, or dispose of assets. The Group monitors capital on the basis of the gearing ratio (net debt divided by total capital) and the level of available liquidity. The Group\u2019s capital management objectives are: \u2022 to ensure the Group\u2019s and Company\u2019s ability to continue as a going concern; \u2022 to comply with borrowing covenants (where applicable); and \u2022 to provide an adequate return to shareholders. The Directors regularly review the Group\u2019s capital structure in the context of its ongoing funding requirements, the restoration of trading on the London Stock Exchange, and its strategy to acquire new oil and gas assets. ", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-265": { "value": "24. CAPITAL COMMITMENTS As at 31 March 2026, the Group had no capital commitment for drilling and equipment costs contracted but not provided for (2025: $Nil). The Group had no other capital commitments. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-266": { "value": "25. DISCONTINUED OPERATIONS During the year, on 30 March 2026, the Group disposed of a 51% interest in its US subsidiary, Pennpetro USA Corp and its subsidiaries Nobel Petroleum USA Inc. and Nobel Petroleum LLC (together \u201cPPP USA\u201d). PPP USA constituted a separate major line of business and geographical area of operation focused on oil and gas activities in the United States. The transfer resulted in the Group losing control of PPP USA on 30 March 2026. Pennpetro USA Corp constituted a separate major line of business and geographical area of operation focused on oil and gas activities in the United States. The disposal was completed through the transfer of 51% of the issued stock in Pennpetro USA Corp to Petroquest. In connection with the disposal, the outstanding loan note and accrued interest, $4.8 million at the date of disposal, previously advanced by Petroquest to the Group, of which $4.5m was advanced to Nobel Petroleum LLC and $0.3m was advanced to Nobel Petroleum USA Inc., was irrevocably released and discharged in full. This debt forgiveness formed part of the consideration for the stock transfer. The write- off of the borrowings is reflected in Note 19. Following the loss of control, the Group retained a 49% interest in Pennpetro USA Corp. In accordance with IFRS 10, this retained interest was recognised at fair value at the date control was lost. Management assessed the fair value of the retained interest as $nil, based on the absence of enforceable producing assets or leases, the lack of current production or supportable forecast cash flows, Pennpetro USA Corp\u2019s net liability position and the legacy legal and operational matters associated with the US Operations. The results of PPP USA have been classified and presented as discontinued operations in the consolidated statement of profit or loss and other comprehensive income for the current and comparative periods. The financial impact of the disposal, including the gain or loss on disposal (incorporating the debt forgiveness) and the fair value of the retained interest, are included within discontinued operations. The analysis between continuing and discontinued operations is as follows:
31 March 2026
Continuing
Discontinued
operations
operations
Total
$
$
$
Revenue
-
-
-
Gross profit
-
-
-
Administrative expenses
(935,570)
(79,235)
(1,014,805)
Exceptional costs
-
(55,567)
(55,567)
Operating loss
(935,570)
(134,802)
(1,070,372)
Finance costs
(212,498)
(2,963)
(215,461)
Finance income
20
-
20
Gain/(loss) on disposal of subsidiaries
-
5,361,936
5,361,936
Profit/(Loss) before taxation
(1,148,048)
5,224,171
4,076,123
Tax credit
-
-
-
Profit/(Loss) for the year
(1,148,048)
5,224,171
4,076,123
Cash outflows from operating activities
(616,174)
(66,024)
(682,198)
Cash inflows from investing activities
-
-
-
Cash inflows from financing activities
610,322
-
658,316
31 March 2025
Continuing
Discontinued
operations
operations
Total
$
$
$
Revenue
-
30,067
30,067
Cost of sales
-
-
-
Gross profit
-
30,067
30,067
Administrative expenses
(941,224)
(343,845)
(1,285,069)
Impairment of intangible assets
-
(104,142)
(104,142)
Operating loss
(941,224)
(417,920)
(1,359,144)
Finance income
-
-
-
Finance expense
(357,969)
-
(357,969)
Loss before taxation
(1,299,193)
(417,920)
(1,717,113)
Tax credit
-
-
-
Loss for the year
(1,299,193)
(417,920)
(1,717,113)
Cash outflows from operating activities
(931,705)
117,036
(814,669)
Cash inflows from investing activities
-
(104,142)
(104,142)
Cash outflows from financing activities
966,786
47,996
1,014,782
The tables below show the carrying amounts of assets and liabilities of Pennpetro USA Corp at the date
control was lost.
The carrying amounts of assets and liabilities were:
30 March
2026
$
Trade and other creditors \u2013 Pennpetro USA Corp
1,100
Trade and other creditors \u2013 Nobel Petroleum USA Inc.
296,966
Trade and other creditors \u2013 Nobel Petroleum USA Inc.
279,759
Total liabilities derecognised
577,825
All assets within the PPP USA Group were impaired prior to 30 March 2026 so the gain on deconsolidation
equalled the carrying amount of the liabilities derecognised, together with the fair value of the retained
interest. The loan forgiveness by Petroquest constituted the consideration received in the transaction.
However, as the forgiven loan was a liability in the subsidiaries being derecognised, the net accounting
effect is a gain equal to the carrying amount of all liabilities derecognised upon loss of control, together
with the fair value of the retained 49% interest, which was assessed as $nil.
The resulting gain on deconsolidation was as follows:
30 March
2026
$
Petroquest loan note and accrued interest
4,816,048
Total liabilities derecognised
577,825
Fair value of retained 49% interest
-
Cumulative foreign currency translation loss reclassified to profit or loss
(31,937)
Gain on deconsolidation
5,361,936
", "dimensions": { "concept": "ifrs-full:DisclosureOfDiscontinuedOperationsExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-267": { "value": "
26. RELATED PARTY TRANSACTIONS
Transactions with Directors
There were no transactions with Directors of the Group, aside from the director fees that were paid
during the year. For key management compensation, see note 9.
Transaction with RMD Group
RMD Holdings Limited is a Canada based company of which Richard Spinks, Chairman of the Company
and Ronald Derrickson, who was appointed Non-Executive Co-Chairman after year end, are directors.
On 24 September 2025 the Company issued \u00a3250,000 principal amount of CLNs. The notes carry a
fixed interest rate of 6% per annum and mature on 25 September 2030.
On 24 February 2026 the Company issued a further \u00a3250,000 principal amount of CLNs. The notes carry
interest initially at 12% per annum (stepping down to 6% per annum once the \u201cheadroom\u201d condition
regarding shareholder authority/share issuance capacity is satisfied) and mature on 24 February 2031.
Further details of the CLNs are given in note 18. RMD Group is also the vendor-side counterparty in relation to the proposed acquisition of an interest in the Limnytska oil and gas licence. The proposed transaction had not completed and no consideration was payable at 31 March 2026. Company During the year, due to the inability to rely on the financial records of Pennpetro USA Corp and its subsidiaries, the Company impaired all outstanding intercompany balances. This resulted in the following impairments:
Related party
Nature of balance
Amount impaired
Nobel Petroleum USA
Loan receivable
$56,129
Pennpetro USA Corp
Loan receivable
$51,774
Nobel UK LLC
Loan payable
$34,142
These impairments have been recognised in the Company\u2019s statement of profit or loss. There were no other material inter-company transactions between the Company and its subsidiaries during the year. Group Bank balances totalling $55,567 held in Nobel Petroleum USA Inc. was written off during the year due to the lack of reliable financial records and inability of the Directors being able to access the bank accounts. 27. ULTIMATE CONTROLLING PARTY As at 31 March 2026, there was no ultimate controlling party. ", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } }, "fact-268": { "value": "28. EVENTS AFTER THE REPORTING PERIOD On 7 April 2026, the Company resolved a historic share subscription facility liability of \u00a3427,157 by registering 6,000,000 ordinary shares in the name of Mr Jesse White. This action fully settles the outstanding balance that was recognised as a facility provision at 31 March 2026. The shares had previously been held by the Company due to registration issues arising from the original transaction. On 12 May 2026, the Company entered into a convertible loan note agreement with RMD Group, a related party to provide the Company with \u00a3325,000 for working capital requirements. The Company agreed in principle with RMD group to enter into a further convertible loan note agreement of \u00a3380,000 on substantially the same terms as the agreement entered into on 12 May 2026. As at the date of approval of these financial statements, the legal documentation remained in preparation, the agreement had not been executed and no funds had been received. On 10 June 2026, the Company announced that it is pursuing several oil and gas opportunities which may result in one or more reverse takeovers. These include advanced discussions regarding the acquisition of an interest in the Limnytska oil and gas licence in Western Ukraine. The transactions are subject to due diligence, final contractual terms, funding arrangements, regulatory approvals including the publication of a prospectus where required, shareholder approval and restoration of trading in the Company\u2019s shares. RMD Group is providing short-term debt funding to enable these projects to progress pending completion of the formal processes. There can be no certainty that any of these opportunities will be completed. No adjusting events occurred between the reporting date and the date of approval of these financial statements. Following the year end, the Company agreed a revised settlement terms with Global Emerging Markets ( \u201cGEM\u201d) in respect of the outstanding arrangement fee arising under a historic \u00a320 million credit facility, for which GEM had previously obtained judgement against the Company. The settlement is conditional on the Company\u2019s shares returning to trading and is expected to be satisfied through the issue of shares to GEM with a value of approximately \u00a3400,000, based on the share price prevailing at that time. The number of shares to be issued cannot currently be determined. The revised arrangement also extends the Company\u2019s access to the GEM credit facility should it elect to use it in the future. On 3 June 2026, the Group entered into an amendment agreement under which the remaining 49% interest in Pennpetro USA Corp was transferred to Petroquest. As this agreement was entered into after the reporting date, the transfer of the remaining interest has been treated as a non-adjusting event after the reporting period. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:213800BNN7UN97NVP509", "period": "2025-04-01T00:00:00/2026-04-01T00:00:00" } } } }