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REG - Oracle Power PLC - Final Results

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RNS Number : 9332N  Oracle Power PLC  23 June 2025

23 June 2025

Oracle Power PLC

("Oracle" or the "Company")

 

Final Results and Notice of AGM

 

Oracle Power PLC (AIM:ORCP), the international project developer, is pleased
to announce its Final Results for the year ended 31 December 2024 and
that the 2025 Annual General Meeting of the Company is to be held
at the offices of Charles Russell Speechlys LLP, 5 Fleet Place, London EC4M
7RD on Friday, 18 July 2025 at 11.00 a.m. (the "AGM").

 

Oracle's Annual Report for the year ended 31 December 2024 and  the Notice of
AGM and associated Form of Proxy are available on its website at
https://oraclepower.co.uk/investors/financial-reports/
(https://oraclepower.co.uk/investors/financial-reports/) and will be posted to
shareholders later today.

 

For further information visit www.oraclepower.co.uk
(http://www.oraclepower.co.uk/) or contact:

 

Oracle Power PLC

Naheed Memon - CEO
                         +44 (0) 20 3580 4314

 

Strand Hanson Limited (Nominated Adviser & Broker)

Rory Murphy, Matthew Chandler, Rob Patrick
    +44 (0) 20 7409 3494

 

St Brides Partners Limited (Financial PR)

Susie Geliher, Isabel de Salis
                      +44 (0) 20 7236 1177

 

 

Chairman's Report

 

I am pleased to present the annual report and financial statements for Oracle
Power plc ("Oracle" or the "Company") for the year ended 31 December 2024.

 

It has been a busy year for the Company with progress on multiple fronts and
the acquisition of an exciting new copper and silver project in Western
Australia.

 

The Blue Rock Valley Copper and Silver Project is located in the Ashburton
Basin in the northwest region of Western Australia and was acquired in April
2024.  Assays from historical drilling and significant historical rock chip
samples suggest the presence of high-grade copper and silver mineralisation as
well as the potential for uranium.  Since the acquisition we already have
completed ground based gravity surveys and APEX Geoscience have been appointed
to further advance exploration on the project, with potential drill targets
identified during the course of 2025.

 

Elsewhere in Australia, our Northern Zone Gold Project ("Northern Zone") has
continued to advance under the management of local partner, ASX listed
Riversgold Limited ("Riversgold"), with further excellent drill results
announced during the course of 2024 and, in December, we submitted our mining
lease application to the Department of Energy, Mines, Industry Regulation and
Safety in Western Australia.  The mining lease application can take more than
12 months and during this time we will continue with on-going drilling to
further develop this project before proceeding to a maiden Mineral Resource
Estimate ("MRE").

 

Subsequent to the year end, Riversgold advised that it had completed the
minimum required expenditure on the Northern Zone to exercise their 80%
option. The joint venture ("JV") is currently undergoing formalisation, with
completion of JV documentation anticipated to be by 31 December 2025. Upon
finalisation, Oracle will retain a 20% beneficial interest in the project.

 

In Pakistan, the Company continues to make progress on its domestic projects,
albeit slowly, although a number of significant milestones have been achieved
during the year for the Green Hydrogen Project. These milestones are outlined
in detail in the Chief Executive's Report, although the highlight was clearly
the completion of the technical and commercial feasibility study undertaken by
Thyssenkupp Uhde, which provided a very positive outlook for the project.

 

Elsewhere in Pakistan, we continue to maintain a useful and active dialogue
with the Power Division, Ministry of Energy, in connection with the proposed
development of the Company's planned 1,320MW coal to power project under the
China Pakistan Economic Corridor ("CPEC").  We also signed a significant
Memorandum of Understanding for the off-take and planned development of this
project, which is also outlined in detail in the Chief Executive's Report.

 

On the corporate front, we were pleased to welcome Ms Emma Priestley as a new
Non-Executive Director to the Company in July 2024.  Ms Priestley is an
experienced mining executive, who is also a graduate of the Camborne School of
Mines and a Chartered Mining Engineer and Charter Mineral Surveyor.

 

Other changes to the Board of Directors during the year included the
resignation of Mr Mark Steed, and we once again thank Mr Steed for his past
service and contribution to the Company's development.

 

During the year the Company raised a total of £866,667 via two share
placements and the exercise of outstanding warrants and the Board would like
to thank shareholders for their continued support with regard to these fund
raisings.  These funds are being used to progress the Company's various
projects and for general working capital purposes.

 

A more comprehensive overview of the Company's operational highlights for 2024
is set out in the Chief Executive's Report.

 

We continue to be most grateful to the Pakistani authorities for their
continued support and to the West Australian mining authorities for helping to
facilitate exploration and development activities in their region.

 

And finally, I would like to thank the Company's directors, employees and
consultants for all their hard work during the year and also thank the
shareholders for their support and patience and we look forward to the year
ahead with anticipation and excitement as we look to move all our projects
further along the value chain.

 

David Hutchins

Non-Executive Chairman

20 June 2025

 

Chief Executive's Report

 

2024 has been a year of good progress in both Pakistan and Australia, as well
as one in which our development strategy was implemented successfully.

 

During the year, we completed a number of final assessments for the proposed
development of the Company's significant renewable power plant linked to the
Green Hydrogen Project in Pakistan. Whilst we continued to de-risk these
projects, we also initiated the planned commercialisation of the standalone
proposed renewable power plant by participating in a public bid to supply 220
MW of hybrid renewable power to the largest private distributor in Pakistan,
K-Electric Limited ("KE"). We continue to engage with other buyers for the
sale of renewable power and dialogue with off-takers for green hydrogen and
green ammonia is also progressing well.

 

In parallel, we also continued to engage with the Power Division, Ministry of
Energy, in connection with the proposed development of the Company's planned
1,320 MW, coal to power project in Thar, under CPEC. In 2023, we signed an
important Memorandum of Understanding ("MOU") for the off-take and planned
development of this 1,320MW Thar coal-fired power plant with a consortium of
parties including the Government of Sindh, KE, and PowerChina International
Group Limited ("Power China"). Since the 1,320 MW project is included within
CPEC, we await the go ahead from the Chinese Government's financing
department, and our strategic partner, Power China, which maintains a regular
dialogue with the relevant authorities. The power project is likely to require
7.6 million tonnes of Thar coal annually, which could be sourced from existing
mines at Thar Block I and II or a new mine could be developed, if commercially
viable. Furthermore, based on the introduction of the Competitive Trading
Bilateral Contracts Market ("CTBCM"), all off-takers including Government and
private buyers, such as KE, can bid to fulfil demand registered in the
national demand account. Post period end, we also began discussions with
potential buyers for our mine licence at Block VI.

 

In Western Australia, the Company continued to develop its Northern Zone
asset, through its farm-in agreement with Riversgold, an ASX-listed company
focused on the development of gold and lithium projects. The exploratory
activities, which included a significant amount of drilling, delivered very
promising results, defining the resource as low grade but with a large
mineralisation with high extraction characteristics. During the course of the
year, the positive metallurgical results continued to justify a drill
programme, as we continued to advance towards a MRE. The aircore ("AC")
drilling programme more than doubled the prospective gold system's footprint
by tagging basement geology, expanding the mineralised porphyry. The Reverse
Circulation ("RC") drilling programme also confirmed high-grade gold
intercepts, highlighting significant mineralisation at various depths. At the
end of the period, a mining lease application was submitted. During the mining
lease application period, the Company intends to continue drilling to advance
the project before proceeding with a maiden MRE. Post period end, Riversgold
crossed the expenditure threshold which triggered the JV and it exercised its
option to acquire 80%. of the Northern Zone. This arrangement is expected to
be formalised by the end of 2025.

 

In June 2024, the Company acquired 100% of the Blue Rock Valley Copper and
Silver Project. The project is located in the Ashburton Basin in the northwest
region of Western Australia, approximately 102 km2 and is composed of one
exploration licence. The project area is also highly prospective for gold and
a number of uranium projects are also nearby and there is indication of
potential sediment hosted uranium near hot granites in the Ashburton Basin.
Assays from historical drilling and rock chip sampling suggested the presence
of high-grade copper and silver mineralization as well as the potential for
uranium.

 

Geologists recovered high-grade copper samples during a site visit in July
2024. Assay results from rock chip and grabbed samples confirmed historical
evidence of copper mineralisation, with grades ranging from 8.56% to 25.70%
copper. A ground gravity survey was completed in October 2024 over copper
mineralisation and versatile time domain electromagnetic ("VTEM") anomalies.
In December 2024, APEX Geoscience, a geochemical consultant, was appointed to
carry out exploration work and they started the geochemical sampling programme
post period. Exploration is expected to continue over the course of 2025.

 

Substantial progress has been made to date in the Green Hydrogen Project which
is being developed through a joint venture with Sheikh Ahmed Dalmook Al
Maktoum (through his wholly owned subsidiary Kaheel Energy FZE).  The joint
venture is split 70:30 in favour of Kaheel Energy FZEthereby significantly
reducing Oracle's funding requirement. Principal investments to date include
the acquisition of the necessary land for the renewable power project and, the
successful completion of necessary studies and assessments, which have
de-risked the project both commercially and technically.

 

In February 2024, we completed the comprehensive technical and commercial
feasibility study for the proposed 1.3 GW hybrid renewable power facility,
which was completely funded by State Grid Corporation of China ("State Grid").
The Environmental & Social Impact Assessment ("ESIA") for the renewable
power plant was also completed and submitted to the Sindh Environmental
Protection Agency ("SEPA") for review. Within a month, a 'No Objection
Certificate' ("NOC") was awarded. During this year, the technical and
commercial feasibility for green hydrogen and ammonia, undertaken by
Thyssenkrupp, was integrated with hybrid renewable study undertaken by State
Grid. Also, post period end, the development MOU that had been signed with
State Grid has been renewed until March 2027.  The integrated results
generated favourable outcomes with projected double-digit returns. A
comprehensive evaluation has been obtained to support the viability of green
hydrogen and ammonia. In November 2024, the transmission & grid
interconnection study, also funded by State Grid, was completed and submitted
for review by the Pakistan Government. This is expected to enable a detailed
front-end engineering design (FEED) study in the next phase and it will also
provide a solid foundation for securing potential power off-take agreements.

 

In 2023, the Company demonstrated the benefits of its strategy of forming the
right partnerships, when it signed the JV agreement with Riversgold for the
Northern Zone. It is our objective to maximise returns and create shareholder
value through forging relationships with partners who can inject finance and
expertise for the advancement of our projects and enhance returns on the
Company's portfolio.

 

I remain grateful to all the relevant authorities in Pakistan and Western
Australia for their support. I am also thankful to our teams in the UK,
Pakistan and, Australia for their dedication and hard work. I am also
appreciative of the continued confidence, patience and support of our
shareholders, to enable us to deliver on our plans. The Company remains
committed to increasing shareholder value and to growing into an enterprise of
greater size and scale over the longer term.

 

Ms Naheed Memon

Chief Executive Officer

 

20 June 2025

 

 

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                                  2024                                                                           2023
                                              Note                £                                                                              £

 CONTINUING OPERATIONS

                                                                         (730,119)                                                                      (848,058)

 Administrative expenses

 LOSS FROM OPERATIONS                                                    (730,119)                                                                      (848,058)

                                                             6              21,679                                                                         36,688

 Finance income
                                                                  -                                                                              26,697

 Other gains / (losses)

 Share of the loss of associates using equity method         13   (3,435)                                                                        (5,122)
 LOSS BEFORE TAX

                                                                         (711,875)                                                                      (789,795)

 LOSS FOR THE YEAR                                                    (711,875)                                                                   (789,795)

 

 

                                                                                           2024                        2023
                                                                                           Pence                       Pence
 Earnings per share attributable to the ordinary equity holders of the parent

 PROFIT OR LOSS
                                                                             9                         (0.01)                      (0.02)

 Basic
                                                                             9                (0.01)                       (0.02)

 Diluted

 

 

CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                                                2024                                                                           2023
                                                                                £                                                                              £
                                                                                       (711,875)                                                                      (789,795)

 Loss for the year

 ITEMS THAT WILL OR MAY BE RECLASSIFIED TO PROFIT OR LOSS:
                                                                                         145,800                                                                      (317,429)

 Exchange gain/(loss) arising on translation on foreign operations

 OTHER COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR, NET OF TAX                            145,800                                                                      (317,429)

 TOTAL COMPREHENSIVE LOSS                                                          (566,075)                                                                      (1,107,224)

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

 

 Assets
                                                                     Note   2024              2023

                                                                            £                 £
 NON‑CURRENT ASSETS
 Property, plant and equipment                                     10       3,435              2,202
 Intangible assets                                                 11       5,196,275         4,759,055
 Investments in equity‑accounted associates                        13        728,671           732,106
 Loans and other financial assets                                  14        387,603           719,024

                                                                             6,315,984         6,212,387
 CURRENT ASSETS
 Trade and other receivables                                       15        43,773            46,909
 Cash and cash equivalents                                         25       619,197            203,526

                                                                             662,970           250,435

 TOTAL ASSETS                                                                6,978,954         6,462,822

 Liabilities

 CURRENT LIABILITIES

 Trade and other payables                                          18         192,188          146,565

                                                                             192,188           146,565

 TOTAL LIABILITIES                                                           192,188           146,565

 NET ASSETS                                                                  6,786,766         6,316,257

 ISSUED CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF THE PARENT

 Share capital                                                     16        3,800,789         3,745,415
 Share premium reserve                                               17      20,090,872        19,109,662
 Foreign exchange reserve                                            17     (1,166,754)       (1,312,554)
 Share scheme reserve                                                17      9,759             9,759
 Retained earnings                                                   17     (15,947,900)      (15,236,025)

 TOTAL EQUITY                                                                6,786,766         6,316,257

 

 

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

 

                                                                         2024              2023
                                                                   Note  £                 £

 Assets

 NON‑CURRENT ASSETS
 Property, plant and equipment                                     10    -                 69
 Intangible assets                                                 11    3,895,622         3,665,622
 Investments in equity‑accounted associates                        13    728,671           732,106
 Investments                                                       13    2,898,531         2,898,531
 Loans and other financial assets                                  14    2,811,871         2,926,786

                                                                         10,334,695        10,223,114

 CURRENT ASSETS
 Trade and other receivables                                       15    38,842            43,849
 Cash and cash equivalents                                         25    604,851           192,574

                                                                         643,693           236,423

 TOTAL ASSETS                                                            10,978,388        10,459,537

 Liabilities
 CURRENT LIABILITIES

 Trade and other payables                                          18    159,992           122,998

                                                                         159,992           122,998

 TOTAL LIABILITIES                                                       159,992           122,998

 Net assets                                                              10,818,396        10,336,539

 ISSUED CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF THE PARENT

 Share capital                                                     16    3,800,789         3,745,415
 Share premium reserve                                             17    20,090,872        19,109,662
 Share scheme reserve                                              17    9,759             9,759
 Retained earnings                                                 17    (13,083,024)      (12,528,297)

 TOTAL EQUITY                                                            10,818,396        10,336,539

The Company's loss for the year was £554,727 (2023 ‑ £658,448).

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                      Share capital                                                   Share premium                                                           Share scheme reserve                                                    Foreign exchange reserve                                                Retained earnings                                                       Total attributable to equity holders of parent                          Total equity
                                                      £                                                               £                                                                       £                                                                       £                                                                       £                                                                       £                                                                       £

                                                            3,745,415                                                     19,109,662                                                                      9,759                                                           (1,312,554)                                                           (15,236,025)                                                                6,316,257                                                               6,316,257

 At 1 January 2024

 Comprehensive income / (loss) for the year
                                                                      -                                                               -                                                                       -                                                                       -                                                              (711,875)                                                               (711,875)                                                               (711,875)

 Loss for the year
                                                                      -                                                               -                                                                       -                                                            145,800                                                                          -                                                           145,800                                                                    145,800

 Other comprehensive income
                                                                      -                                                               -                                                                       -                                                           145,800                                                                  (711,875)                                                              (566,075)                                                           (566,075)

 Total comprehensive income / (loss) for the year

 Contributions by and distributions to owners
                                                                55,374                                                      1,041,293                                                                           -                                                                     -                                                                       -                                                             1,096,667                                                               1,096,667

 Issue of share capital (note 16)
 Share issue costs                                    -                                                               (60,083)                                                                                  -                                                                     -                                                                       -                                                       (60,083)                                                                (60,083)
                                                                55,374                                                         981,210                                                                           -                                                                    -                                                                          -                                                          1,036,584                                                               1,036,584

 Total contributions by and distributions to owners

 At 31 December 2024                                  3,800,789                                                         20,090,872                                                               9,759                                                                (1,166,754)                                                             (15,947,900)                                                              6,786,766                                                             6,786,766

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2023

 

PRIOR FINANCIAL YEAR

 

                                                      Share capital                                                   Share premium                                                           Share scheme reserve                                                    Foreign exchange reserve                                                Retained earnings                                                       Total attributable to equity holders of parent                          Total equity
                                                      £                                                               £                                                                       £                                                                       £                                                                       £                                                                       £                                                                       £
                                                            3,078,297                                                     18,632,040                                                                    58,179                                                              (995,125)                                                           (14,504,409)                                                                6,268,982                                                               6,268,982

 At 1 January 2023

 Comprehensive loss for the year
                                                                      -                                                               -                                                                       -                                                                       -                                                             (789,795)                                                               (789,795)                                                               (789,795)

 Loss for the year
                                                                      -                                                               -                                                                       -                                                            (317,429)                                                                         -                                                              (317,429)                                                              (317,429)

 Other comprehensive loss
                                                                      -                                                               -                                                                       -                                                       (317,429)                                                                     (789,795)                                                             (1,107,224)                                                         (1,107,224)

 Total comprehensive loss for the year

 Contributions by and distributions to owners
                                                              667,118                                                         477,622                                                                  9,759                                                                          -                                                                       -                                                             1,154,499                                                               1,154,499

 Issue of share capital (Note 16)
                                                                      -                                                               -                                                       (58,179)                                                                                -                                                                 58,179                                                                        -                                                                       -

 Transfer to/from retained earnings
                                                              667,118                                                         477,622                                                                 (48,420)                                                                        -                                                                 58,179                                                              1,154,499                                                         1,154,499

 Total contributions by and distributions to owners

 At 31 December 2023                                  3,745,415                                                       19,109,662                                                              9,759                                                                   (1,312,554)                                                               (15,236,025)                                                                6,316,257                                                         6,316,257

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                      Share capital                                                                  Share premium                                                                  Share scheme reserve                                                           Retained earnings                                                              Total equity
                                                      £                                                                              £                                                                              £                                                                              £                                                                              £
                                                      3,745,415                                                                          19,109,662                                                                             9,759                                                                (12,528,297)                                                                     10,336,539

 At 1 January 2024

 Comprehensive loss for the year
                                                                      -                                                                              -                                                                              -                                                                     (554,727)                                                                      (554,727)

 Loss for the year
                                                                      -                                                                              -                                                                              -                                                                     (554,727)                                                                      (554,727)

 Total comprehensive loss for the year

 Contributions by and distributions to owners
                                                                55,374                                                                     1,041,293                                                                                   -                                                                           -                                                                    1,096,667

 Issue of share capital (Note 16)
                                                                      -                                                                   (60,083)                                                                                     -                                                                              -                                                                (60,083)

 Share issue costs
                                                                55,374                                                                        981,210                                                                                  -                                                                              -                                                                 1,036,584

 Total contributions by and distributions to owners

 At 31 December 2024                                        3,800,789                                                                    20,090,872                                                                             9,759                                                                (13,083,024)                                                                     10,818,396

 

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

 

Prior Financial Year

 

                                                      Share capital                                                                  Share premium                                                                  Share scheme reserve                                                           Retained earnings                                                              Total equity
                                                      £                                                                              £                                                                              £                                                                              £                                                                              £
                                                            3,078,297                                                                    18,632,040                                                                           58,179                                                                 (11,928,028)                                                                       9,840,488

 At 1 January 2023

 Comprehensive loss for the year
                                                                      -                                                                              -                                                                              -                                                                     (658,448)                                                                      (658,448)

 Loss for the year
                                                                      -                                                                              -                                                                              -                                                                     (658,448)                                                                      (658,448)

 Total comprehensive loss for the year

 Contributions by and distributions to owners
                                                               667,118                                                                        477,622                                                                        9,759                                                                                 -                                                              1,154,499

 Issue of share capital (Note16)
                                                                      -                                                                              -                                                                      (58,179)                                                                         58,179                                                                               -

 Transfer to/from retained earnings
                                                               667,118                                                                        477,622                                                                       (48,420)                                                                         58,179                                                                     1,154,499

 Total contributions by and distributions to owners

 At 31 December 2023                                        3,745,415                                                                    19,109,662                                                                             9,759                                                                (12,528,297)                                                                     10,336,539

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                            2024                                        2023
                                                      Note  £                                           £
 CASH FLOWS FROM OPERATING ACTIVITIES
                                                                       (711,875)                                   (789,795)
 Loss for the year

 ADJUSTMENTS FOR

 Depreciation of property, plant and equipment        7     69                                          205
 Impairment losses on intangible assets               11    -                                           18,516
 Impairment losses recognised on loans to associates                     14,011                                      28,415
 Loss from investments in associates                  13    3,435                                       5,122
 Finance income                                       6                  (21,679)                                    (36,688)
 Net foreign exchange loss                                               56,666                                      67,135

                                                                       (659,373)                                   (707,090)
 MOVEMENTS IN WORKING CAPITAL:
 Increase /(decrease) in trade and other receivables                   3,136                                       (1,840)
 (Increase)/decrease in trade and other payables                         45,623                                      (56,468)

 NET CASH USED IN OPERATING ACTIVITIES                                 (610,614)                                   (765,398)

 CASH FLOWS FROM INVESTING ACTIVITIES

 Purchase of Australia exploration fixed assets       11                   (276,394)                                   (37,754)
 Purchase of Pakistan project fixed assets            11               (64,324)                                    (61,806)
 Proceeds from disposal of financial fixed assets           410,979                                     -
 Payments for investments in associates               13                                                             (68,446)
 Issue of loans                                                        (82,423)                                    (167,483)
 Interest received                                    6                  1,772                                       2,242

 NET CASH USED IN INVESTING ACTIVITIES                                 (10,390)                                    (333,247)

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

 CASH FLOWS FROM FINANCING ACTIVITIES

 Issue of ordinary shares                             16            1,096,667                                 1,213,000
 Share issue costs                                        (60,083)                                  (58,500)

 NET CASH FROM FINANCING ACTIVITIES                                 1,036,584                                 1,154,500

 NET INCREASE IN CASH AND CASH EQUIVALENTS                               415,580                                   55,855

 Cash and cash equivalents at the beginning of year                    203,526                                   150,905
 Exchange gain / (loss) on cash and cash equivalents                     91                                        (3,234)

 CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR     25               619,197                                  203,526

 

 

COMPANY STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                          2024                                               2023
                                                    Note  £                                                  £
 CASH FLOWS FROM OPERATING ACTIVITIES

 Loss for the year                                                   (554,727)                                          (658,448)

 ADJUSTMENTS FOR
 Depreciation of property, plant and equipment      10                        69                                                 205
 Impairment loss recognised on other receivables                       56,687                                             57,742

 Loss from investments in associates                      3,435                                              5,122
 Finance income                                           (160,785)                                          (164,949)
 Net foreign exchange loss                                59,246                                              63,734

                                                                     (596,075)                                          (696,594)
 MOVEMENTS IN WORKING CAPITAL:

 Decrease in trade and other receivables                               5,007                                              144,645
 Increase / (decrease) in trade and other payables                     36,994                                             (52,964)
 Increase in loans to subsidiaries                                   (252,984)                                          (428,100)

 NET CASH USED IN OPERATING ACTIVITIES                            (807,058)                                          (1,033,013)

 CASH FLOWS FROM INVESTING ACTIVITIES

 Payments for investments in associates             13    -                                                           (68,446)

 Purchase of Australia Exploration Fixed assets           (230,000)                                          -

 Proceeds from disposal of financial fixed assets         410,979                                            -
 Interest received                                                     1,772                                              2,242

 NET CASH USED IN INVESTING ACTIVITIES                                   182,751                                            (66,204)

 

 CASH FLOWS FROM FINANCING ACTIVITIES

 Issue of ordinary shares                                          1,096,667                                 1,213,000
 Share issue costs                                       (60,083)                                  (58,500)

 NET CASH FROM FINANCING ACTIVITIES                                1,036,584                                 1,154,500

 NET INCREASE IN CASH AND CASH EQUIVALENTS                              412,277                                   55,283

 Cash and cash equivalents at the beginning of year                   192,574                                   137,291

 CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR    25               604,851                                   192,574

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

1.         STATUTORY INFORMATION

 

Oracle Power PLC is a public company, limited by shares and registered and
domiciled in England and Wales. It is the ultimate holding company of the
Oracle Power PLC Group. The Group is primarily involved in an energy project,
based on the exploration and development of coal and construction of a mine
mouth power plant in Pakistan.  The Group also has two exploration projects
in Western Australia and a green hydrogen project in Pakistan.  The
presentation currency of the financial statements is Pounds Sterling (£). The
Company's registered number and registered office address can be found in the
General Information section of this report.

 

2.         ACCOUNTING POLICIES

 

2.1        Going concern

 

During the year under review, the Group experienced net cash outflows from its
operating activities which it financed from existing cash resources held at
the start of the year and cash received from the issue of new equity share
capital. The Directors have considered the cash flow requirements of the Group
over the next 12 months and believe that additional funding will be required
to meet the Group's cash requirements over that period.  This additional cash
requirement creates a material uncertainty that may cast significant doubt on
the Company's ability to continue as a going concern.  However, the Directors
expect to be able to meet the funding requirements for the Group to continue
as a going concern for at least 12 months from the date of the approval of
these financial statements through the use of existing cash resources and
further issue of new ordinary share capital and, consequently, the Directors
consider it appropriate to adopt the going concern basis in the preparation of
the financial statements.

 

2.2        Compliance with accounting standards

 

These financial statements have been prepared in accordance with UK adopted
International Accounting Standards and IFRIC interpretations and with those
parts of the Companies Act 2006 applicable to reporting groups under IFRS.

 

The financial statements have been prepared under the historical cost
convention.

 

2.3        Significant accounting judgements, estimates and assumptions

 

The preparation of the financial statements requires management to make
judgements, estimates and assumptions that affect the amounts reported for
revenues and expenses during the year and the amounts reported for assets and
liabilities at the statement of financial position date. However, the nature
of estimation means that the actual outcomes could differ from those
estimates.

 

The key sources of estimation uncertainty that have a significant risk of
causing material adjustment to the carrying amounts of assets and liabilities
within the next financial year are the measurement of any impairment on
intangible assets and the estimation of share based payment costs.

 

The principal risk and uncertainty in respect of the intangible assets
(exploration assets) is that the Group may not reach financial close. The
Board has tested the intangible assets for impairment. For this test, the
Board considered market values of the assets (where applicable); results from
technical and feasibility studies and reports; and the possibility of future
project options available. Based on this, the Board have concluded that no
impairment provision is required.

The Group determines whether there is any impairment of intangible assets on
an annual basis.

 

At the balance sheet date, the intangible assets are carried forward at their
cost of £5,795,108 (2023: £5,357,888) less impairment of £598,833 (2023:
£598,833).

 

2.4        Basis of consolidation

 

The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries) made up
to 31 December each year. Control is achieved where the Company has the power
to govern the financial and operating policies of an investee entity so as to
obtain benefits from its activities.

 

Business acquisitions have been accounted for in accordance with IFRS 3,
'Business Combinations'. Fair values are attributed to the Group's share of
net assets. Where the cost of acquisition exceeds the fair values attributed
to such assets, the difference is treated as purchased goodwill and is
capitalised.

 

2.5        Intangible assets

 

(i) Intangible fixed assets - Australia exploration costs

 

Expenditure on the acquisition costs, exploration and evaluation of interests
in licences, including related finance and administration costs, are
capitalised.  Such costs are carried forward in the statement of financial
position under intangible assets and amortised over the minimum period of the
expected future commercial production of gold in respect of each area of
interest where:

 

a)   such costs are expected to be recouped through successful development
and exploration of the area of interest or alternatively by its sale;

 

b)   exploration activities have not yet reached a stage that permits a
reasonable assessment of the existence or otherwise of economically
recoverable reserves and active operations in relation to the areas are
continuing.

 

An annual impairment review is carried out by the Directors when specific
facts and circumstances indicate that an impairment test is required, such as:

 

(1)  the period for which the entity has the right to explore in the specific
area has expired during the period or will expire in the near future and is
not expected to be renewed.

 

(2)  substantive expenditure on further exploration for and evaluation of
mineral resources in the specific area is neither budgeted nor planned.

 

(3)  exploration for and evaluation of mineral resources in the specific area
have not led to the discovery of commercially viable quantities of mineral
resources and the entity has decided to discontinue such activities in the
specific area.

 

(4)  sufficient data exists to indicate that, although a development in the
specific area is likely to proceed, the carrying amount of the exploration and
evaluation asset is unlikely to be recovered in full from successful future
development or by sale.

 

In any such case, or similar cases, the entity shall perform an impairment
test in accordance with IAS 36. Any impairment loss is recognised as an
expense in accordance with IAS 36

 

Australia exploration costs are carried at cost less any provision for
impairment.

 

ii) Intangible fixed assets - Pakistan project costs

 

Expenditure on the Pakistan project to achieve final project approval prior to
the start of mining operations including related finance and administration
costs are capitalised.  Such costs are carried forward in the statement of
financial position under intangible assets and amortised over the minimum
period of the expected future commercial production of coal in respect of each
area of interest

 

The Pakistan project costs are tested annually for impairment by comparing the
carrying amount to the recoverable amount. Pakistan project costs are carried
at cost less any provision for impairment.

 

2.6        Property, plant and equipment

 

Property, plant and equipment is stated at historical cost less accumulated
depreciation. Depreciation is provided at the following annual rates in order
to write off each asset over its estimated useful life.

 

            Fixtures and fittings       -
15% on reducing balance

            Motor vehicles
-           20% on reducing balance

            Computer equipment     -           30% on
reducing balance

 

2.7        Investments in subsidiaries

 

A subsidiary is an entity over which the Group has control. Investments in
subsidiaries are stated at cost. The investments are reviewed annually and any
impairment is taken directly to the statement of profit or loss. Investments
in subsidiaries are fully consolidated within the Group financial statements
from the date on which control is transferred to the Group and deconsolidated
on the date when control ceases.

 

2.8        Investments in associates

 

An associate is an entity over which the Group has significant influence.
Significant influence is the power to participate in the financial and
operating policy decisions of the investee but is not control or joint control
over those policies.

 

The results and assets and liabilities of associates are incorporated in these
consolidated financial statements using the equity method of accounting,
except when the investment, or a portion thereof, is classified as held for
sale, in which case it is accounted for in accordance with IFRS 5. Under the
equity method, an investment in an associate or a joint venture is initially
recognised in the consolidated statement of financial position at cost and
adjusted thereafter to recognise the Group's share of the profit or loss and
other comprehensive income of the associate or joint venture. When the Group's
share of losses of an associate exceeds the Group's interest in that associate
or joint venture (which includes any long-term interests that, in substance,
form part of the Group's net investment in the associate, the Group
discontinues recognising its share of further losses. Additional losses are
recognised only to the extent that the Group has incurred legal or
constructive obligations or made payments on behalf of the associate.

 

An investment in an associate is accounted for using the equity method from
the date on which the investee becomes an associate or a joint venture. On
acquisition of the investment in an associate, any excess of the cost of the
investment over the Group's share of the net fair value of the identifiable
assets and liabilities of the investee is recognised as goodwill, which is
included within the carrying amount of the investment. Any excess of the
Group's share of the net fair value of the identifiable assets and liabilities
over the cost of the investment, after reassessment, is recognised immediately
in profit or loss in the period in which the investment is acquired.

 

The requirements of IAS 36 are applied to determine whether it is necessary to
recognise any impairment loss with respect to the Group's investment in an
associate or joint venture. When necessary, the entire carrying amount of the
investment (including goodwill) is tested for impairment in accordance with
IAS 36 Impairment of Assets as a single asset by comparing its recoverable
amount (higher of value in use and fair value less costs of disposal) with its
carrying amount. Any impairment loss recognised forms part of the carrying
amount of the investment. Any reversal of that impairment loss is recognised
in accordance with IAS 36 to the extent that the recoverable amount of the
investment subsequently increases.

 

The Group discontinues the use of the equity method from the date when the
investment ceases to be an associate or joint venture, or when the investment
is classified as held for sale. When the Group retains an interest in the
former associate or joint venture and the retained interest is a financial
asset, the Group measures the retained interest at fair value at that date and
the fair value is regarded as its fair value on initial recognition in
accordance with IFRS 9. The difference between the carrying amount of the
associate or joint venture at the date the equity method was discontinued, and
the fair value of any retained interest and any proceeds from disposing of a
part interest in the associate or joint venture is included in the
determination of the gain or loss on disposal of the associate or joint
venture. In addition, the Group accounts for all amounts previously recognised
in other comprehensive income in relation to that associate or joint venture
on the same basis as would be required if that associate or joint venture had
directly disposed of the related assets or liabilities. Therefore, if a gain
or loss previously recognised in other comprehensive income by that associate
or joint venture would be reclassified to profit or loss on the disposal of
the related assets or liabilities, the Group reclassified the gain or loss
from equity to profit or loss (as a reclassification adjustment) when the
equity method is discontinued. The Group continues to use the equity method
when an investment in an associate becomes an investment in a joint venture or
an investment in a joint venture becomes an associate. There is no
remeasurement to fair value upon such changes in ownership interests.

 

When the Group reduces its ownership interest in an associate or a joint
venture but the Group continues to use the equity method, the Group
reclassifies to profit or loss the proportion of the gain or loss that had
previously been recognised in the other comprehensive income relating to that
reduction in ownership interest if that gain or loss would be reclassified to
profit or loss on the disposal of the related assets or liabilities.

 

When a Group entity transacts with an associate or a joint venture of the
Group, profits and losses resulting from the transactions with the associate
or joint ventures are recognised in the Group's consolidated financial
statements only to the extent of interests in the associate or joint venture
that are not related to the Group.

 

2.9        Leasing

 

All leases held are either short term leases or are for low value assets. The
rentals paid are charged to the statement of profit or loss on a straight-line
basis over the period of the lease.

 

2.10      Foreign currency

 

In preparing the financial statements of each individual Group entity,
transactions in currencies other than the entity's functional currency
(foreign currencies) are recognised at the rates of exchange prevailing at the
dates of the transactions. At the end of each reporting period, monetary items
denominated in foreign currencies are retranslated at the rates prevailing at
that date. Non-monetary items carried at fair value that are denominated in
foreign currencies are retranslated at the rates prevailing at the date when
the fair value was determined. Non-monetary items that are measured in terms
of historical cost in a foreign currency are not retranslated.

 

Exchange differences on monetary items are recognised in profit or loss in the
period in which they arise except for exchange differences on foreign currency
borrowings relating to assets under construction for

future productive use, which are included in the cost of those assets when
they are regarded as an adjustment to interest costs on those foreign currency
borrowings;

 

For the purposes of presenting these consolidated financial statements, the
assets and liabilities of the Group's foreign operations are translated into
pounds using exchange rates prevailing at the end of each reporting period.
Income and expense items are translated at the average exchange rates for the
period, unless exchange rates fluctuate significantly during that period, in
which case the exchange rates at the dates of the transactions are used.
Exchange differences arising, if any, are recognised in other comprehensive
income and accumulated in equity (and attributed to non-controlling interests
as appropriate).

 

On the disposal of a foreign operation (i.e. a disposal of the Group's entire
interest in a foreign operation, a disposal involving loss of control over a
subsidiary that includes a foreign operation, or a partial disposal of an
interest in a joint arrangement or an associate that includes a foreign
operation of which the retained interest becomes a financial asset), all of
the exchange differences accumulated in equity in respect of that operation
attributable to the owners of the Company are reclassified to profit or loss.

 

In addition, in relation to a partial disposal of a subsidiary that includes a
foreign operation that does not result in the Group losing control over the
subsidiary, the proportionate share of accumulated exchange differences are re
attributed to non-controlling interests and are not recognised in profit or
loss. For all other partial disposals (i.e. partial disposals of associates or
joint arrangements that do not result in the Group losing significant
influence or joint control), the proportionate share of the accumulated
exchange differences is reclassified to profit or loss.

 

Goodwill and fair value adjustments to identifiable assets acquired and
liabilities assumed through acquisition of a foreign operation are treated as
assets and liabilities of the foreign operation and translated at the rate of
exchange prevailing at the end of each reporting period. Exchange differences
arising are recognised in other comprehensive income.

 

2.11      Employee benefits

 

Retirement benefit costs and termination benefits

The group operates a defined contribution pension scheme. Contributions
payable to the group's pension scheme are charged to the income statement in
the period to which they relate.

 

2.12      Share-based payments

 

Share based payment transactions of the Company

Where equity settled share warrants are awarded to employees, the fair value
of the warrants at the date of grant is charged to the statement of profit or
loss over the vesting period. Non market vesting conditions are taken into
account by adjusting the number of equity instruments expected to vest at each
statement of financial position date so that, ultimately, the cumulative
amount recognised over the vesting period is based on the number of warrants
that eventually vest. Market vesting conditions are factored into the fair
value of all warrants granted. As long as all other vesting conditions are
satisfied, a charge is made irrespective of whether market vesting conditions
are satisfied. The cumulative expense is not adjusted for failure to achieve a
market vesting condition.

 

Where terms and conditions of warrants are modified before they vest, the
increase in the fair value of the warrants, measured immediately before and
after the modification, is also charged to the statement of profit or loss
over the remaining vesting period. Where equity instruments are granted to
persons other than employees, the statement of profit or loss is charged with
the fair value of goods and services received.

 

2.13      Financial instruments

 

Financial assets and financial liabilities are recognised in the Group's
statement of financial position when the Group becomes a party to the
contractual provisions of the instrument.

 

Financial assets and financial liabilities are initially measured at fair
value, except for trade receivables that do not have a significant financing
component which are measured at transaction price. Transaction costs that are
directly attributable to the acquisition or issue of financial assets and
financial liabilities (other than financial assets and financial liabilities
at fair value through profit or loss) are added to or deducted from the fair
value of the financial assets or financial liabilities, as appropriate, on
initial recognition. Transaction costs directly attributable to the
acquisition of financial assets or financial liabilities at fair value through
profit or loss are recognised immediately in profit or loss.

 

Financial Assets:

 

The Group classifies its financial assets other than investments in
subsidiaries and associates as financial assets at amortised cost, at fair
value through other comprehensive income (FVOCI) or at fair value through
profit or loss (FVTPL). The classification depends on the purpose for which
the financial assets were acquired. Management determines the classification
of its financial assets at initial recognition.

 

A financial asset is measured at amortised cost if it is held within a
business model whose objective is to collect contractual cash flows and its
contractual terms give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.

 

A financial asset is measured at FVOCI if it is held within a business model
whose objective is achieved by collecting contractual cash flows and selling
financial assets and its contractual terms give rise on specified dates to
cash flows that are solely payments of principal and interest on the principal
amount outstanding.

 

A financial asset is measured at FVTPL if it is not measured at amortised cost
or at FVOCI.

 

All of the Group financial assets are currently classified at amortised cost.

 

Financial assets at amortised cost are subsequently measured at amortised cost
using the effective interest method. The amortised cost is reduced by
impairment losses. They are included in current assets, except for maturities
greater than 12 months after the balance sheet date. These are classified as
non current assets.

 

Trade receivables, with standard payment terms of between 30 to 65 days, are
recognised and carried at the lower of their original invoiced and recoverable
amount.

 

A loss allowance is recognised on initial recognition of financial assets held
at amortised cost, based on expected credit losses, and is re measured
annually with changes appearing in profit or loss. Where there has been a
significant increase in credit risk of the financial instrument since initial
recognition, the loss allowance is measured based on lifetime expected losses.
In all other cases, the loss allowance is measured based on 12 month expected
losses. For assets with a maturity of 12 months or less, including trade
receivables, the 12 month expected loss allowance is equal to the lifetime
expected loss allowance.

 

The Group's financial assets are disclosed in notes 14 and 15.

 

Financial Liabilities:

 

The Group classifies its financial liabilities at amortised cost or at FVTPL.
A financial liability is measured at FVTPL if it is classified as held for
trading, it is a derivative or it is designated as such on initial
recognition, otherwise it is classified at amortised cost.

 

All of the Group's financial liabilities are currently classified at amortised
cost.

 

Financial liabilities at amortised cost are subsequently measured at amortised
cost using the effective interest method. They are classified as non current
when the payment falls due more than 12 months after the year end date.

 

2.14      Cash and cash equivalents

 

Cash and cash equivalents for the purpose of the cash flow statement comprise
cash and bank balances.

 

2.15 New Standards and Interpretations applied

 

There are no IFRSs or IFRIC interpretations that are effective for the first
time for the financial year

beginning 1 January 2024 that would be expected to have a material impact on
the Group.

 

New and revised standards not yet effective

Certain new accounting standards and interpretations have been issued but have
not been applied by the Group in preparing these financial statements as they
are not as yet effective. These standards are not expected to have a material
impact on the Group in the current or future periods and on foreseeable future
transactions with the exception of IFRS 18 Presentation and Disclosure in
Financial Statements.  IFRS 18 when implemented from year ended 31 December
2027 will require additional analysis and disclosure for the Income Statement.

 

3.         SEGMENT INFORMATION

 

Based on risks and returns, the Directors consider that the primary business
reporting format is by business segment which are currently:

 

1)   the principal activity of the Group which is an energy project
developer, based on the exploration and proposed development of a coal mine
and construction of a mine mouth power plant in Pakistan (the "Pakistan Energy
Project");

2)   an investment in certain tenements in Western Australia for the
exploration and future extraction of gold (the "Australia Gold Project"); and

3)   a green hydrogen project in Pakistan (the "Pakistan Green Hydrogen
Project").

 

These segments are not yet revenue generating and the primary financial
reporting metrics are the value of intangible assets relating to the projects
and total spend to date.  The Pakistan Green Hydrogen Project is carried out
through the Company's investment in associates which is not included in the
analysis below.

 

To date the Group has raised a total of £22.74m and spent £18.0m on Thar
Block VI and £0.9m on the Australia Gold Project net of impairment of £0.6m.

 

The following is an analysis of the Group's results by reportable segment in
the year under review:

 

 Segment Profit and Loss Statement                    2024           2023
                                                      £              £

 Pakistan Energy Project                              (5,113)        (31,727)
 Australia Gold Project                               (90,860)       (88,831)
 Sindh Carbon Energy Project                          -              (69,829)
 Total reportable segment - loss before tax           (95,973)       (190,387)
 Administrative expenses                              (634,146)      (657,671)
 Finance income                                        21,679         36,688
 Other gains and losses                                -              26,697
 Share of the loss of associates using equity method  (3,435)        (5,122)

 Loss before tax                                      (711,875)      (789,795)

 

The accounting policies of the reportable segments are the same as the Group's
accounting policies described in note 2. Segment profit represents the profit
earned by each segment without allocation of the share of profits of
associates and joint ventures, central administration costs including
directors' salaries, finance income, non operating gains and losses in respect
of financial instruments and finance costs, and income tax expense. This is
the measure reported to the Group's Chief Executive for the purpose of
resource allocation and assessment of segment performance

 

Segment assets

 

For the purposes of monitoring segment performance and allocating resources
between segments the Group's Chief Executive monitors the tangible, intangible
and financial assets attributable to each segment. All non-current assets are
allocated to reportable segments as shown below:

 

                                                                                                                                                                                                                               2024                                                                           2023
                                                                                                                                                                                                                               £                                                                              £

 Pakistan Energy                                                                                                                                                                                                                     4,663,961                                                                      4,255,005
 Project
 Australia Gold and Copper                                                                                                                                                                                                              532,314                                                                        504,050
 Project
 Pakistan Green Hydrogen Project                                                                                                                                                                                               1,116,274                                                                      1,451,130
 Total segment                                                                                                                                                                                                                       6,312,549                                                                      6,210,185
 assets
 Unallocated                                                                                                                                                                                                                               3,435                                                                          2,202
 assets

 Consolidated total                                                                                                                                                                                                                  6,315,984                                                                      6,212,387
 assets

 

Other Disclosures for the Reportable Segments

 

                                                                                                                           Depreciation &                                    Amortisation                                Additions to                                                                   non‑current*
                                                                                                                                                                                                                                                                                                                 assets*
                                                                                                                           2024                                            2023                                          2024                                                                           2023
                                                                                                                           £                                               £                                             £                                                                              £
 Pakistan Energy Project                                                                                                                 1,263                                             637                                    64,324                                                                         61,806
 Australia Gold and Copper Project                                                                                                           -                                              -                                   276,394                                                                          37,754

                                                                                                                                         1,263                                             637                                  340,718                                                                          99,560

 

*These amounts exclude additions to financial instruments.

 

In addition to the depreciation and amortisation reported above, impairment
losses of £nil (2023: £18,516) were recognised in respect of non‑current
assets. These impairment losses were all attributable to the Australia Gold
and Copper Project.

 

 

4.            EMPLOYEE BENEFITS EXPENSES

 

Group

                                                                       2024                                                                           2023

   EMPLOYEE BENEFIT EXPENSES (INCLUDING DIRECTORS) COMPRISE:
                                                                                286,695                                                                        265,000

   Wages and salaries
                                                                                   5,345                                                                          2,494

   National insurance
                                                                                   4,027                                                                          3,750

   Defined contribution pension cost

                                                                                296,067                                                                        271,244

 

   All employee benefit expenses relate to key management personnel. Key
   management personnel are those persons having authority and responsibility for
   planning, directing and controlling the activities of the Group, including the
   directors of the Company listed on page 21, and the Financial Controller of
   the Company.

   The monthly average number of persons, including the directors, employed by
   the Group during the year was as follows:

                                                                   2024                                  2023
                                                                   No.                                   No.
                                                                                     4                                     3

   Directors
                                                                                     1                                     1

   Administration and production

 

                       5                                         4

 

   Company

                                                                       2024                                                                           2023
                                                                       £                                                                              £

   EMPLOYEE BENEFIT EXPENSES (INCLUDING DIRECTORS) COMPRISE:
                                                                                286,695                                                                        265,000

   Wages and salaries
                                                                                   5,345                                                                          2,494

   National insurance
                                                                                   4,027                                                                          3,750

   Defined contribution pension cost

                                                                                296,067                                                                       271,244

 

 

All employee benefit expenses relate to key management personnel. Key
management personnel are  those persons having authority and responsibility
for planning, directing and controlling the activities of the Group, including
the directors of the Company listed on page 21, and the financial Controller
of the Company.

   The monthly average number of persons, including the directors, employed by
   the Company during the year was as follows:

                                                               2024                                                                           2023
                                                               No.                                                                            No.
                                                                                 4                                                                              3

   Directors
                                                                                 1                                                                              1

   Administration and production

                                                                     5                                                                            4

 

5.   DIRECTORS'S REMUNERATION

                                                   2024                                                                           2023
                                                   £                                                                              £

                                                            226,300                                                                        210,000

   Directors' emoluments
                                                               2,622                                                                          2,100

   Group contributions to pension schemes

                                                            228,922                                                                        212,100

 

During the year, no directors (2023 ‑ no directors) exercised share options.

 

No directors (2023 - 0 directors) had retirement benefits accruing under money
purchase schemes.

 

   The highest paid director's emoluments were as follows:

                                                                                           2024                                                                           2023
                                                                                           £                                                                              £
                                                                                                    150,000                                                                        150,000

   Total emoluments and amounts receivable under long‑term incentive schemes
   (excluding shares)

                                                                                                    150,000                                                                        150,000

 

The highest paid director exercised no share options during the year (2023:
none) and has no retirement benefits accruing under money purchase schemes
(2023: none).

 

6.   FINANCE INCOME AND EXPENSE

 

 

     Recognised in profit or loss

                                                                                     2024        2023
                                                                                     £           £
     Finance income

     Interest on:
     ‑ Bank deposits                                                                 1,772       17,186

     TOTAL INTEREST INCOME ARISING FROM FINANCIAL ASSETS MEASURED AT AMORTISED COST  1,772       17,186

     Share of associates' interest receivable                                        19,907      19,502

     TOTAL FINANCE INCOME                                                            21,679      36,688

     NET FINANCE INCOME RECOGNISED IN PROFIT OR LOSS                                 21,679      36,688

 

7.   LOSS BEFORE INCOME TAX

 

The loss before income tax is stated after charging / (crediting):

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Depreciation ‑ owned                                                                                                                                                                                                         68                                       205
 assets
 Impairment of debtors                                                                                                                                                                                       14,011                                     46,931
 Auditors'                                                                                                                                                                                                             40,769                                     37,203
 remuneration
 Foreign exchange                                                                                                                                                                                                      59,246                                     63,734
 differences

 

In addition to the depreciation charges shown above, the Group incurred
charges of £1,263 (2023: £637) which have been capitalised as exploration
costs by the subsidiary company in accordance with the Group's accounting
policy.

 

8.   INCOME TAX

 

Analysis of tax expense

No liability to UK corporation tax arose for the year ended 31 December 2024
nor for the year ended 31 December 2023.

 

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation
tax in the UK. The difference is explained below:

 

                                                                                                                                                                                                             2024                                                                           2023
                                                                                                                                                                                                             £                                                                              £

 Loss before income                                                                                                                                                                                                 (711,875)                                                                      (789,795)
 tax
 Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023                                                                                                                                     (177,969)                                                                      (197,449)
 ‑ 25%)

 Effects
 of:
 Foreign losses of                                                                                                                                                                                                     18,235                                                                         31,101
 subsidiaries
 Inter‑company items                                                                                                                                                                                                   19,732                                                                            (573)
 eliminated
 Disallowed                                                                                                                                                                                                              2,675                                                                          8,956
 expenses
 Potential deferred taxation on losses for                                                                                                                                                                            137,327                                                                        157,965
 year

                                                                                                                                                                                                                             -                                                                              -

 

The Group and Company has estimated UK excess management charges of
£11,580,629 (2023: £11,597,714) to carry forward against future income. The
overseas subsidiaries have losses of £792,125 (2023: £722,849) which will be
carried forward to offset future profits. There is no charge for foreign
taxation for the year (2023: nil).

 

The Group does not account for deferred taxation on losses as it considers the
timing of achieving recurring profitability is uncertain.  There are no
undistributed subsidiary or associate profits that would require the Group to
recognise a deferred tax liability.

 

 

9.   EARNINGS PER SHARE

 

     (i) Basic earnings per share
                                                                                     2024                               2023
                                                                                     Pence                              Pence

     From continuing operations attributable to the ordinary equity holders of the   (0.01)                             (0.02)
     Company

     TOTAL BASIC EARNINGS PER SHARE ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF   (0.01)                             (0.02)
     THE COMPANY

     (ii) Diluted earnings per share

     From continuing operations attributable to the ordinary equity holders of the   (0.01)                             (0.02)
     Company

     TOTAL DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS    (0.01)                             (0.02)
     OF THE COMPANY

     (iii) Reconciliation of earnings used in calculating earnings per share

                                                                                     2024                               2023

                                                                                     £                                  £
     LOSS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF
     THE COMPANY USED IN CALCULATING BASIC EARNINGS PER SHARE:
                                                                                     (711,875)                          (789,795)
     From continuing operations
                                                                                     (711,785)                          (789,795)

     LOSS FROM CONTINUING OPERATIONS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF
     THE COMPANY:

     Used in calculating basic earnings per share                                    (711,875)                          (789,795)

     USED IN CALCULATING DILUTED EARNINGS PER SHARE                                  (711,875)                          (789,795)

     LOSS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF THE COMPANY USED IN         (711,875)                          (789,795)
     CALCULATING DILUTED EARNINGS PER SHARE

 

 

   (iv) Weighted average number of shares used as the denominator

                                                                                                              2024               2023
                                                                                                              Number             Number

                                                                                               6,555,666,212                                               3,696,910,701

   Weighted average number of ordinary shares used as the denominator in
   calculating basic earnings per share

   WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES AND POTENTIAL ORDINARY SHARES USED

   AS THE DENOMINATOR IN CALCULATING DILUTED EARNINGS PER GROUP                                6,555,666,212                                              3,696,910,701

 

At the year end, there were 613,544,706 warrants outstanding (2023:
113,544,706) that could potentially dilute basic earnings per share in the
future but were not included in the calculation of diluted earnings per share
because they are antidilutive for the period(s) presented.

 

Post the reporting period end, the Company entered into transactions to issue
1,803,652,968 ordinary shares with associated options, which if exercised
would involve the issue of a further 913,442,009 ordinary shares which will be
assessed in the earnings per share calculation in the next accounting year.

 

10.      PROPERTY, PLANT AND EQUIPMENT

 

                             Motor vehicles                                             Computer equipment                                               Total
                             £                                                          £                                                                £
 Group

 Cost or valuation

 At 1 January 2023           12,953                                                     4,120                                                            17,073

 Foreign exchange movements             (3,067)                                                       (614)                                                         (3,681)

 At 31 December 2023         9,886                                                      3,506                                                            13,392

 Additions                   -                                                                     1,839                                                            1,839

 Foreign exchange movements             284                                                           95                                                            379

 At 31 December 2024         10,170                                                     5,440                                                            15,610

                                                    Motor vehicles                                         Computer equipment                            Total
                                                    £                                                      £                                             £

 ACCUMULATED DEPRECIATION AND IMPAIRMENT
                                                               10,282                                                   2,906                                       13,188

 At 1 January 2023
                                                                    421                                                    421                                           842

 Charge for the year
                                                               (2,448)                                                   (394)                                      (2,842)

 Foreign exchange movements

                                                                 8,255

                                                                                                                      2,933                                       11,188
 At 31 December 2023
                                                                    739                                                    591                                        1,330

 Charge for the year
                                                                  (165)                                                  (178)                                         (343)

 Foreign exchange movements

                                                                 8,829

                                                                                                                      3,346                                       12,175
 At 31 December 2024

 Net book value
                                                                 1,631                                                     571                                        2,202

 At 31 December 2023
                                                                 1,341                                                  2,094                                         3,435

 At 31 December 2024

 

 

     Company

                                 Computer equipment
                                 £
     Cost or valuation
                                              1,524

     At 1 January 2023
     At 31 December 2023

                                              1,524
     At 31 December 2024

                                              1,524

 

 

                                           Computer equipment
                                           £

 ACCUMULATED DEPRECIATION AND IMPAIRMENT
                                                        1,250

 At 1 January 2023
                                                           205

 Charge for the year

 At 31 December 2023

                                                        1,455
                                                            69

 Charge for the year

 At 31 December 2024

                                                        1,524

 Net book value
                                                            69

 At 31 December 2023
                                                              0

 At 31 December 2024

 

 

11.      INTANGIBLE ASSETS

 

         Group

                   Australia Exploration Costs  Australia Exploration Costs - Copper  Pakistan Project Costs  Total
                    £                            £                                     £                       £
     COST

   At 1 January 2023                1,074,240                    -                                     4,529,390               5,603,630

   Additions ‑ external             37,754                       -                                     61,806                  99,560

   Foreign exchange movement        (9,111)                      -                                     (336,191)               (345,302)

   At 31 December 2023              1,102,883                    -                                     4,255,005               5,357,888

   Additions ‑ external             19,814                       256,580                               64,324                  340,718

   Foreign exchange movement        (18,129)                                                           114,631                 96,502

   At 31 December 2024              1,104,568                    256,580                               4,433,960               5,795,108

 

                                               Australia Exploration Costs                     Australia Exploration Costs - Copper                  Pakistan Project Costs                        Total
                                               £                                               £                                                     £                                             £

     ACCUMULATED AMORTISATION AND IMPAIRMENT
     At 1 January 2023                         580,334                                         -                                                     -                                             580,334
     Impairment charge                         18,516                                          -                                                     -                                             18,516
     Foreign exchange movement                 (17)                                            -                                                     -                                             (17)

     At 31 December 2023                                 598,833                                                -                                                     -                                      598,833

     Impairment charge                         -                                               -                                                                                                   -
                                                                    -                                           -                                                     -                                                 -

     Foreign exchange movement

     At 31 December 2024                                 598,833                                                    -                                                 -                                                                598,833

     Net book value
                                                         493,906                                                    -                                       4,529,390                                     5,023,296

     At 1 January 2023
                                                         504,050                                                    -                                       4,255,005                                     4,759,055

     At 31 December 2023
                                                         505,735                                         256,580                                            4,433,960                                     5,196,275

     At 31 December 2024

 

The Group's Australia Exploration costs of £505,735 (2023: £504,050),
Australia Exploration - Copper costs of £256,580 and Pakistan Project Costs
of £4,433,960 (2023: £4,255,005) are currently being carried forward at net
book value in the financial statements. The Group will need to raise funds to
reach financial close on all three projects. Financial close involves the
raising of finance, potentially both debt and equity for the construction and
start-up of a future mine and the proposed construction of a power plant. If
the Group is ultimately unable to raise such finance, some of the assets may
require impairment.

 

Company

 

                      Australia Exploration Costs  Australia Exploration Costs - Copper  Pakistan Project Costs  Total
                      £                            £                                     £                       £

 COST

 At 1 January 2023    626,458                      -                                     3,352,393               3,978,851

 At 31 December 2023  626,458                      -                                     3,352,393               3,978,851

 Additions            -                            230,000                               -                       230,000

 At 31 December 2024  626,458                      230,000                               3,352,393               4,208,851

 

 

                                           Australia Exploration Costs                     Australia Exploration Costs - Copper             Pakistan Project Costs                     Total
                                           £                                               £                                                £                                          £

 ACCUMULATED AMORTISATION AND IMPAIRMENT
 At 1 January 2023

 31 December 2023 and 2024                           313,229                                                    -

                                                                                                                                                             -                                   313,229

 Net book value
                                                     313,229                                                    -                                  3,352,393                                  3,665,662

 At 1 January 2023
                                                     313,229                                                    -                                  3,352,393                                  3,665,662

 At 31 December 2023
                                                     313,299                                         230,000                                       3,352,393                                  3,895,622

 At 31 December 2024

 

 

 

An impairment charge of £nil (2023: £nil) was recognised in the year by the
Company. During the 2023 financial year, the Directors reviewed the Australia
Exploration costs asset and following the receipt of geology reports
commissioned by the Company which indicated insufficient potential gold levels
in the Jundee East tenement, the Company determined the recoverable amount of
the exploration costs on this project to be zero based on the expectation of
no cash inflows.

 

The Company's remaining Australia Exploration costs of £313,299 (2023:
£313,229), Australia Exploration - Copper costs of £230,000 (2023: £nil)
and Pakistan Project Costs of £3,352,393 (2023: £3,352,393) are currently
being carried forward at net book value in the financial statements. The Group
will need to raise funds to reach financial close on both projects. Financial
close involves the raising of finance, potentially both debt and equity for
the construction and start-up of a future mine and the proposed construction
of a power plant. If the Group is ultimately unable to raise such finance,
some of the assets may require impairment.

 

12.      INVESTMENTS

 

 Company
                                                                              Shares in     group       undertakings £
 Cost and Net Book Value
 At 1 January
 2024

                                                                              2,898,531
 Disposals                                                                    -
 At 31 December 2024                                                          2,898,531

 

The Company's investments at the Statement of Financial Position date in the
share capital of companies include the following:

 

Subsidiaries

Sindh Carbon Energy Limited

Registered office: 44/2, Street B‑6, Phase V, Off Khyaban e Shaheen, Defense
Housing Authority, Karachi, Pakistan.

Nature of business: Coal exploration and mining.

 

 Class of shares                    % holding
 Ordinary shares of Rs 10 each

                                    100 (2023:100

 

                                                                                                                                                                                                             2024                     2023
                                                                                                                                                                                                             £                        £

 Aggregate capital and                                                                                                                                                                                                547,450                  547,450
 reserves
 Loss for the year                                                                                                                                                                                           nil                      69,829

 

 

The subsidiary company was incorporated in Pakistan on 23 January 2007 for the
exploration and future extraction of coal in Pakistan.  Oracle Power PLC
agreed to acquire 80% of the ordinary share capital of the company at par,
fully paid in cash.

 

On 14 March 2016 Oracle Power PLC took up a rights issue to acquire a further
9,000,000 ordinary shares of the company at par for consideration of
£603,141. The acquisition was settled through a reduction of the inter
company loan and increased the holding in the subsidiary to 98%.

 

On 12 March 2018 Oracle Power PLC acquired the remaining 2% of Sindh Carbon
Energy Limited. This was acquired via a share for share exchange whereby
Oracle Power PLC issued 95,652,174 shares in exchange for the remaining
199,999 ordinary shares of Sindh Carbon Energy Limited.

 

The investment in share capital for the 100% holding amounts to £2,867,256
(2023: £2,867,256).

 

Thar Electricity (Private) Limited

Registered office: PIA Building, 3rd Floor, 49, Blue Area, Fazlul Haq Road,
Islamabad, Pakistan

Nature of business: Energy production

 

 Class of shares                    % holding
 Ordinary shares of Rs 10 each      100 (2023: 100)

 

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                              (244,099)                                  (248,292)
 reserves
 Loss for the                                                                                                                                                                                                          (5,113)                                  (31,727)
 year

 

The subsidiary company was incorporated in Pakistan on 17 June 2015 for the
future generation of electricity in Pakistan.  Oracle agreed to acquire 100%
of the ordinary share capital of the company at par, fully paid in cash.

The investment in share capital for the 100% holding amounted to £31,075
(2023: £31,075).

 

Oracle Gold Limited

Registered office: Tennyson House, Cambridge Business Park, Cambridge,
England, CB4 0WZ

Nature of business: Administration and financial support

 

 Class of shares                            % holding
 Ordinary shares of £1 each                 100 (2023: 100)

 

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                                      100                                        100
 reserves

 

The subsidiary company was incorporated on 29 October 2020 but has not yet
commenced trading and had no profit or loss for the year (2023: Nil).

The investment in share capital for the 100% holding amounted to £100 (2023
£100).

The Company has guaranteed all outstanding liabilities of the subsidiary
company as at 31 December 2024.  The subsidiary company has taken an
exemption from preparing and filing accounts as per the provisions of Section
394A, 394C and Section 448A, and 448C of the Companies Act 2006.

 

Oracle Gold Resources Limited

Registered office: Tennyson House, Cambridge Business Park, Cambridge,
England, CB4 0WZ

Nature of business: Administration and financial support

 

 Class of shares                            % holding
 Ordinary shares of £1 each                 100 (2023: 100)

 

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                                      100                                        100
 reserves

 

The subsidiary company was incorporated on 29 October 2020 but has not yet
commenced trading and had no profit or loss for the year (2023:
Nil).

The investment in share capital for the 100% holding amounted to £100 (2023
£100).

The Company has guaranteed all outstanding liabilities of the subsidiary
company as at 31 December 2024.The subsidiary company has taken an exemption
from preparing and filling accounts as per the provision of Section 394A, 394C
and Section 448A, and 448C of the Companies Act 2006.

 

Oracle Gold Pty Limited

Registered office: Suite 23, 513 Hay Street, Subiaco, WA 6008

Nature of business: Gold exploration and mining

 

 Class of shares                                       % holding
 Ordinary shares of AUD $1 each                        100 (2023: 100)

 

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                              (503,988)                                  (476,843)
 reserves
 Loss for the                                                                                                                                                                                                        (90,860)                                   (88,831)
 year

 

The subsidiary company was incorporated in Australia on 16 November 2020 for
the exploration and potential future extraction of gold. On the same date,
Oracle acquired licences to operate two gold projects in Western Australia.
These projects are managed and operated by the company. The acquisition of the
projects was satisfied by way of a cash payment of £90,000 by the parent
company, Oracle, and the issue of 42,857,143 new ordinary shares of 0.1 pence
and warrants to potentially subscribe for a further 42,857,143 Ordinary Shares
in Oracle exercisable at a price of 1.1p each.

The investment in share capital for the 100% holding amounted to £0.56 (2023:
£0.56).

 

13.  INVESTMENTS IN ASSOCIATES

 

 Company
                                                                              Shares in associate undertakings
 Cost                                                                                             £
 At 1 January                                                                 668,782
 2023
 Additions                                                                                68,446
 Share of loss of associates using equity method                              (5,122)
 At 31 December 2023                                                                    732,106
 Share of loss of associates using equity method                              (3,435)
 At 31 December 2024                                                          728,671

 

The Company's investments at the Statement of Financial Position date in the
share capital of associate companies include the following:

 

Associates

Oracle Energy Limited

Registered office: House No 91, Shahrah‑E‑Iran, Block 5 Clifton, Karachi,
Saddar Town, Karachi South, Sindh

Nature of business: Energy production

 

 

 

 Class of shares                    % holding
 Ordinary shares of Rs 10 each      30 (2023:30)

 

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                             2,624,537                                  1,819,876
 reserves
 Loss for                                                                                                                                                                                                              (6,763)                                    (7,820)
 year

 

The associate company was incorporated in Pakistan on 19 November 2023 for the
future generation of power.

The investment in share capital for the 30% holding amounted to £724,861
(2023: 30% £726,848).

 

Oracle Energy FZCO Limited

Registered office: FD‑172.0, Floor No. 18, Sheikh Rashid Tower, Dubai World
Trade Centre, Dubai, United Arab Emirates

Nature of business: Energy production

 

 Class of shares                                  % holding
 Ordinary shares of AED 1,000 each                30 (2023: 30)

 

                                                                                                                                                                                                             2024                                       2023
                                                                                                                                                                                                             £                                          £

 Aggregate capital and                                                                                                                                                                                                 16,491                                  16,491
 reserves
 Loss for                                                                                                                                                                                                              (5,057)                                 (5,057)
 year

 

The associate company was incorporated on 5 October 2023.

The investment in share capital for the 30% holding amounted to £6,788 (2023:
£6,788).

 

Summarised financial information in respect of each of the Group's material
associates is set out below. The summarised financial information below
represents amounts in associates' financial statements prepared in accordance
with IFRS Accounting Standards.

                                                        Oracle Energy Ltd      Oracle Energy Ltd      Oracle Energy FZCO Ltd      Oracle Energy FZCO Ltd
                                                        2024                   2023                   2024                        2023
                                                        £                      £                      £                           £

 Current assets                                         306,067                301,488                2,724                       3,377
 Non‑current assets                                     2,356,064              2,097,536              776,403                     655,171
 Current liabilities                                    (37,595)               (18,897)               (757,508)                   (642,057)
  Non-current liabilities                               (693,876)              (560,252)
                                                        1,930,660              1,819,875              21,619                      16,491
 Equity attributable to owners of the associate         1,351,462              1,273,913              15,133                      11,544
 Non‑controlling interest                               579,198                545,962                6,486                       4,947

                                                        1,930,660              1,819,875              21,619                      16,491
 (Loss)/profit for the year from continuing operations  (6,624)                (8,071)                4,917                       5,057

 

The associates have no revenue, discontinued operations, or other
comprehensive income to disclose.  (loss) / profit from continuing operations
is equivalent to total comprehensive income.

 

The non‑controlling interest shown in the table above comprises the Group's
interest in the associated undertaking.

 

There is no significant restriction on the ability of associates to transfer
funds to the Group in form of cash dividends, or to repay loans or advances
made by the Group.

 

14.  LOANS AND OTHER FINANCIAL ASSETS

 

 

 Group                                                                                                                                                                                                                         2024                                       2023
                                                                                                                                                                                                                               £                                          £

 Financial                                                                                                                                                                                                                                        -                                407,291
 assets
 Loans to associate                                                                                                                                                                                                                     387,603                                   311,733
 undertakings
                                                                                                                                                                                                                                        387,603                                    719,024

 

The financial asset of £nil (2023: £407,291) represents the cash used to
collateralise a performance guarantee for US$500,000 issued in favour of the
Director General, Coal Mines Development Department to cover company
obligations under its mining lease. The guarantee was originally valid up to
the earliest of the date commercial operations begin, three years from the
date of issue, or 2 February 2018. This was last extended to 31 January 2024.
During the year, the Company decided not to renew the bank guarantee and this
cash balance was returned to the Company.

 Group                Loans to associate undertakings
                      2024                        2023
                      £                           £

 At 1 January 2024      311,733                     155,009
 New in year            144,081                     210,924
 Impairment              (68,211)                    (54,200)

 At 31 December 2024  387,603                     311,733

 

 

 

 Company                                                                                                                                                                                                                       2024                                                                           2023
                                                                                                                                                                                                                               £                                                                              £

 Loans to group                                                                                                                                                                                                                      2,475,571                                                                      2,238,299
 undertakings
 Loans to associate                                                                                                                                                                                                                     336,300                                                                     281,196
 undertakings
 Financial                                                                                                                                                                                                                                        -                                                                    407,291
 assets

                                                                                                                                                                                                                                     2,811,871                                                                      2,926,786

 

 Company                                                                                                                                                                                                         Loans to Group undertakings                      Loans to associate undertakings
                                                                                                                                                                                                                 £                                                £
 At 1 January 2023                                                                                                                                                                                               2,035,196                                        144,952
 New in year                                                                                                                                                                                                     630,840                                          190,444
 Impairment                                                                                                                                                                                                      (396,726)                                        (54,200)
 Exchange differences                                                                                                                                                                                            (31,011)

 31 December                                                                                                                                                                                                             2,238,299                                           281,196
 2023
 New in                                                                                                                                                                                                                     726,943                                           123,315
 year
 Impairment                                                                                                                                                                                                               (439,402)                                          (68,211)
 Exchange                                                                                                                                                                                                                   (50,269)                                                  -
 differences

 31 December                                                                                                                                                                                                             2,475,571                                            336,300
 2024

 

 Company                                                                                                                                                                                                                       2024                                       2023
                                                                                                                                                                                                                               £                                          £

 Financial                                                                                                                                                                                                                                        -                                407,291
 assets

 

 

Included in the loans to Group undertakings shown above, during the period
Oracle Power PLC made loans to its subsidiaries totalling £nil (2023: £nil)
to Sindh Carbon Energy Limited, £61,559 (2023: £67,736) to Thar Electricity
(Private) Limited and £59,376 (2023: £14,907) to Oracle Gold Pty Limited.

 

The amounts outstanding at the statement of financial position date were
£1,078,588 (2023: £1,078,588) due from Sindh Carbon Energy Limited,
£647,192 (2023: £585,633) due from Thar Electricity (Private) Limited, of
which £31,753 is denoted in USD of $42,980 and £644,638 (2023: £585,262)
due from Oracle Gold Pty Limited. Interest accrues on a daily basis at a rate
of 1% over the Bank of England base rate. The loans are unsecured and although
they are repayable on demand, they are unlikely to be repaid until the project
becomes successful and the subsidiaries start to generate revenues. The loans
were reviewed for impairment and an impairment charge of £439,402 (2023:
£396,792) was recognised in the year.

 

The subsidiaries and associate loans are considered recoverable.

 

15.    TRADE AND OTHER RECEIVABLES

                                                                                                                                           Group                                                                      Group                                                                      Company                                                                    Company
                                                                                                                                           2024                                                                       2023                                                                       2024                                                                       2023
                                                                                                                                           £                                                                          £                                                                          £                                                                          £
 Current:
 Other                                                                                                                                                7,751                                                                      7,751                                                           7,751                                                                      7,751
 receivables
 VAT                                                                                                                                                19,435                                                                     20,707                                                                     16,475                                                                     19,415
 Prepayments and accrued income                                                                                                                     16,587                                                                     18,451                                                                     14,616                                                                     16,683

                                                                                                                                                    43,773                                                                     46,909                                                                     38,842                                                                     43,849

 

 

16.       CALLED UP SHARE CAPITAL

 

                                                                                                                                                                                                             2024                                        2023
                                                                                                                                                                                                             £                                           £

 Allotted, issued and fully paid Ordinary shares of
 0.001p
 10,272,823,185 (2023:                                                                                                                                                                                            3,800,789                                   3,745,415
 4,735,415,387)

 

The shares issued during the year were as follows:

 Date issued       Class of shares allotted  Number of shares allotted  Nominal value of each share  Amount paid (including share premium) on each share
 12April 2024      Ordinary                  136,986,301                0.001p                       0.0219p
 17 May 2024       Ordinary                  1,666,666,667              0.001p                       0.018p
 12 June 2024      Ordinary                  913,242,009                0.001p                       0.0219p
 20 November 2024  Ordinary                  1,153,846,154              0.001p                       0.013p
 18 December 2024  Ordinary                  1,666,666,667              0.001p                       0.025p

 

On 4 October 2023, the Company completed a share reorganisation and each
ordinary share of 0.1p was replaced with a new ordinary share of 0.001p and a
deferred share of 0.099 pence.

 

The number of shares in issue is summarised as follows:

                                                                                                                                                                                               2024                                               2023
                                                                                                                                                                                               No.                                                No.

 At 1                                                                                                                                                                                             4,735,415,387                                     3,078,297,740
 January
 Issued during the                                                                                                                                                                                5,537,407,798                                     1,657,117,647
 year

 At 31                                                                                                                                                                                           10,272,823,185                                     4,735,415,387
 December

 

At 31 December 2024, the total warrants in issue were 613,544,706 (2023:
113,544,706) comprising warrants issued to investors and brokers (see note
23).

 

17.  RESERVES

 

The following is a description of each of the reserve accounts that comprise
equity shareholders' funds:

 

Share premium

 

The share premium comprises the excess value recognised from the issue of
ordinary shares at par.

 

Share scheme reserve

 

Cumulative fair value of warrants charged to the statement of comprehensive
income net of transfers to the profit and loss reserve on exercised and
cancelled/lapsed warrants.

 

Foreign exchange reserve

 

Cumulative gains and losses on translating the net assets of overseas
operations to the presentation currency.

 

Retained earnings

 

Retained earnings comprise the Group's cumulative accounting profits and
losses since inception.

 

 

18.  TRADE AND OTHER PAYABLES

 

                                                                                                                       GROUP                                                                          GROUP                                                                          COMPANY                                                                        COMPANY
                                                                                                                       2024                                                                           2023                                                                           2024                                                                           2023
                                                                                                                       £                                                                              £                                                                              £                                                                              £
 Current

 Trade                                                                                                                           98,609                                                                         71,282                                                                         78,258                                                                         56,732
 payables
 Other                                                                                                                           20,515                                                                           9,015                                                                        20,348                                                                           8,855
 payables
 Accruals and deferred income                                                                                                    73,064                                                                         66,268                                                                         61,386                                                                         57,411

                                                                                                                                192,188                                                                        146,565                                                                        159,992                                                                        122,998

 

19.  LEASING AGREEMENTS

 

Expense and net cash outflow incurred under leasing agreements

 

 Group                                                                                                                                                                                                       2024                                                                           2023
                                                                                                                                                                                                             £                                                                              £

 Short term                                                                                                                                                                                                                     -                                                                       9,008
 leases

                                                                                                                                                                                                                                -                                                                       9,008

 Company
 Short term                                                                                                                                                                                                                     -                                                                       8,663
 leases

                                                                                                                                                                                                                                -                                                                       8,663

 

 

20.  FINANCIAL RISK MANAGEMENT

 

The carrying value of the Group's financial assets and liabilities at the
balance sheet date of the year under review are categorised as follows:

 

                                                                                                                                                                                                             2024                                        2023
                                                                                                                                                                                                             £                                           £

 Financial assets ‑ at amortised
 cost
 Cash and bank                                                                                                                                                                                                        619,197                                     203,526
 balances
 Receivables denominated in foreign                                                                                                                                                                                             -                                 407,291
 currency

 Financial liabilities ‑ at amortised
 cost
 Trade and other                                                                                                                                                                                                      119,124                                      80,297
 payables

 

The main purpose of these financial instruments is to finance the Group's
operations. The Board regularly reviews and agrees policies for managing the
level of risk arising from the Group's financial instruments as summarised
below.

a) Market Risk

Market risk is the risk that changes in market prices, such as commodity
prices, foreign exchange rates, interest rates and equity prices will affect
the Group's income or value of its holdings in financial instruments.

i) Foreign Exchange Risk

The Group operates internationally and is exposed to foreign exchange risk
arising from currency exposures. The Group is exposed to currency risk on cash
and cash equivalents, loans, receivables and payables that are denominated in
currencies other than sterling which is the functional currency of the
Group.

The Group's net exposure to foreign currency risk at the reporting date is as
follows:

 

                                                                                                                                                                                                             2024                                                                           2023
                                                                                                                                                                                                             £                                                                              £

 Pakistan                                                                                                                                                                                                            (15,690)                                                                         (4,489)
 Rupees
 US                                                                                                                                                                                                                   128,695                                                                        392,696
 Dollars
 Australian                                                                                                                                                                                                                 197                                                                       (1,952)
 Dollars

                                                                                                                                                                                                                      113,202                                                                        386,255

 

 

The Directors have reviewed historical exchange rates and consider that a 10
percent weakening of sterling against the US Dollar or Australian Dollar would
be a reasonable basis for sensitivity analysis.  By the same method the
Directors consider that a 50% weakening of sterling against the Pakistan Rupee
would be a reasonable basis for sensitivity analysis.  The Directors reviewed
the foreign currency balances and modelled the effect of the % change in
foreign exchange rates.  A 10% weakening of sterling against the US Dollar or
Australian Dollar at 31 December 2024 and a 50% weakening against the Pakistan
Rupee would reduce net profit before tax by approximately £6,000 (2023:
£35,000 increase).

 

Differences that arise from the translation of these foreign currency cash
equivalents and loans to sterling at the year end rates are recognised in
other comprehensive income in the year and the cumulative effect as a separate
component in equity. The Group does not hedge this translation exposure in
profits and equity.

 

ii) Interest Rate Risk

The Group has interest bearing accounts and has earned interest income of
£1,772 (2023: £17,186) in the year. Given the level of interest income
earned in the year, interest rate risk is not considered to be material to the
Group.

 

b) Liquidity Risk

Liquidity risk is the risk that the Group will not be able to meet its
financial obligations as they fall due. The Group's policy throughout the year
has been to ensure that it has adequate liquidity to meet its liabilities when
due by careful management of its working capital.

 

The following tables illustrate the contractual maturity profiles of its
financial liabilities, all of which are repayable within one year, as at 31
December:

 

                                                                                                                                                                                                             2024                                        2023
                                                                                                                                                                                                             £                                           £

 Maturity up to one
 year:
 Trade and other                                                                                                                                                                                                      119,121                                      80,297
 payables

 

c) Fair Values of Financial Assets and Liabilities

The carrying value of all financial assets and liabilities in the financial
statements approximate their fair values.

 

Loss allowance

d) Credit Risk

Credit risk refers to the risk that a counterparty will default on its
contractual obligations resulting in financial loss to the Group. The maximum
exposure to credit risk at the reporting date to recognised financial assets
is the carrying amount, net of any provisions for impairment of those assets,
as disclosed in the statement of financial position and notes to the financial
statements. The Group does not hold any collateral. Credit risk in relation to
cash held with financial institutions is considered low, given the credit
rating of these institutions.

 

The Group's principal financial assets are the cash and cash equivalents and
taxation receivable as recognised in the statement of financial position, and
which represent the Group's maximum exposure to credit risk in relation to
financial assets.  At the year end the Group held £619,197 (2023: £203,526)
cash and cash equivalents; £nil (2023: £407,291) other financial assets held
with financial institutions; and £19,356 (2023: £20,805) taxation
receivable.  The Group's financial assets are considered to be of a high
credit rating.

 

At the year end, the Company held £604,851 (2023: £192,574) cash and cash
equivalents; £nil (2023: £407,291) other financial assets held with
financial institutions; and £16,475 (2023: £19,415) taxation receivable.
These financial assets are considered to be of a high credit rating.

 

The Company has made unsecured loans to its subsidiaries of £1,078,588 (2023:
£1,078,588) to Sindh Carbon Energy Limited, £647,192 (2023: £585,633) to
Thar Electricity (Private) Limited and £644,638 (2023: £585,262) to Oracle
Gold Pty Limited. During the 2023 financial year, interest previously reported
in current assets was reclassified against the loans and shown in the balances
above, total £nil (2023: £240,225).  Although they are repayable on demand,
they are unlikely to be repaid until the projects are successful and the
subsidiaries start to generate revenue. The Company considers the loans are of
a lower credit rating.  The loans were assessed for impairment and an
impairment charge of £439,402 (2023: £396,792) was recognised in the year.

 

The Company has made unsecured loans to its associates of £404,511 (2023:
£335,396) to Oracle Energy FZCO Limited.  Although the loan is repayable on
demand, it is unlikely to be repaid until the projects are successful and the
associate starts to generate revenue. The Company considers that the loan is
of a lower credit rating.  The loan was assessed for impairment and an
impairment charge of £68,211 (2023: £54,200) was recognised in the year.

 

The Company assessed impairment by considering a range of future interest
rates between 1% and 5.25%, and potential periods until the loans are able to
be repaid between 1 and 10 years.  The Directors considered the most likely
scenario was an interest rate of 3.38% and a 5 year repayment period (2023:
3.38% and 5 years).  The movement in the loss allowance in the year was an
increase of £56,687 from £450,926 in 2023 to £507,613 in 2024.  The reason
for the increase in the provision was due to the increase in the size of the
loans and an increase in the Bank of England Base Rate.

                                                                                                                                                                                                                               2024                                                                           2023
                                                                                                                                                                                                                               £                                                                              £

 Gross carrying                                                                                                                                                                                                                      3,319,175                                                                      2,970,321
 value
 Opening loss                                                                                                                                                                                                                           450,926                                                                        393,184
 allowance
 Movement in allowance for                                                                                                                                                                                                              507,613                                                                         57,742
 period

 Closing loss                                                                                                                                                                                                                           958,539                                                                        450,926
 allowance
 Assessed interest rate                                                                                                                                                                                                                   3.38%                                                                          3.38%
 risk
 Years until cash                                                                                                                                                                                                                                5                                                                              5
 realised

 

Capital Management

The Company's capital consists wholly of ordinary shares, together with their
associated share premium. The Board's policy is to preserve a strong capital
base in order to maintain investor, creditor and market confidence and to
safeguard the future development of the business, whilst balancing these
objectives with the efficient use of capital.

 

21.        CONTINGENT LIABILITIES

 

On 3 February 2015, a performance guarantee for US$500,000, secured by a
deposit from the Company, was issued by a third-party bank in favour of the
Director General of the Coal Mines Development Department to cover potential
obligations under the mining lease. This bank guarantee has been extended
annually and, during 2024, the Company decided not to renew the bank
guarantee. The Directors do not believe that any potential obligations under
the mining lease will arise.

 

22.        RELATED PARTY DISCLOSURES

 

During the year, Oracle Power PLC accrued interest of £66,060 (2023:
£61,258) in respect of loans totalling £1,078,588 (2023: £1,078,588) made
to its wholly owned subsidiary Sindh Carbon Energy Limited, £37,783 (2023:
£31,740) in respect of loans totalling £647,192 (2023: £585,633) made to
its wholly owned subsidiary Thar Electricity (Private) Limited and £35,263
(2023: £35,263) in respect of loans totalling £644,638 (2023: £585,262)
made to its wholly owned subsidiary Oracle Gold Pty Limited, and £8,866
(2023: £19,502) in respect of loans totalling £404,511 (2023: £335,396) to
its associated undertaking Oracle Energy FZCO Limited.

 

At the Statement of Financial Position date, the total interest outstanding
amounted to £330,995 (2023: £264,935) for Sindh Carbon Energy Limited,
£91,771 (2023: £53,988) for Thar Electricity (Private) Limited and £84,825
(2023: £49,562) for Oracle Gold Pty Limited, and £41,534 (2023: £21,627)
for Oracle Energy FZCO Limited. The loans due from Sindh Carbon Energy
Limited, Thar Electricity (Private) Limited, Oracle Gold Pty Limited, and
Oracle Energy FZCO Limited were reviewed for impairment and an impairment
charge of £72,003 (2023: £29,327) was recognised in the year. Total
impairment charge to date amounts to £439,402 (2023: £396,792).

 

All intercompany loans accrue interest at the Bank of England Base rate + 1%,
all intercompany loans are to be settled in cash.

 

The Company has guaranteed the liabilities of two dormant, wholly owned
subsidiaries: Oracle Gold Limited and Oracle Gold Resources Limited.

 

Key management personnel compensation

 

The Directors and key management personnel of the Group during the year were
follows:

 

Mr M W Steed (Non Executive Director and Chairman)

Ms N Memon (Chief Executive Officer)

Mr D Hutchins (Non Executive Director)

Mr N Lee (Company Secretary)

 

Details of directors' compensation are disclosed in the Remuneration Report
included in the Directors Report.  In addition, the Company Secretary,
Nicholas Lee, received a salary of £55,000 (2023: £55,000).

 

Key management personnel equity holdings

Details of key management personnel beneficial interests in the fully paid
ordinary shares of the Company are disclosed in the Directors Report.

 

23.  SHARE BASED PAYMENT TRANSACTIONS

 

The Company has a share warrant programme that entitles the holders to
purchase shares in the Company with the warrants exercisable at the price
determined at the date of granting the warrant. The terms and conditions of
the grants active in the year are that there are no vesting conditions to be
met and all warrants are to be settled by the issue of shares.

 

The number and weighted average exercise prices of share warrants are as
follows:

 

                              Weighted average exercise price 2024  Number of warrants 2024  Weighted average exercise price 2023  Number of warrants 2023

 Outstanding at 1 January     0.09p                                 113,544,706              -                                     -
 Expired during the period    -                                     -                        -                                     -
 Forfeited during the period                                        -                                                              -
 Granted during the period    0.032p                                1,666,666,667             0.09p                                113,544,706
 Exercised during the period  0.025p                                (1,666,666,667)
 Outstanding at 31 December   0.07p                                 113,544,706              0.09p                                 113,544,706
 Exercisable at 31 December   0.07p                                 113,544,706              0.09p                                 113,544,706

 

The weighted average contractual life remaining at the year end was 0.5 years
(2023: 1.5 years).

 

There is no expense for the year (2023: nil) for services received in respect
of equity settled share based payment transactions as the warrants granted
during the year were also exercised in the year.

 

24.  EVENTS AFTER THE REPORTING PERIOD

 

Since the reporting date, the Company has entered into the following
reportable transactions.

 

On 18 February 2025 the Company announced that its joint venture partner -
Riversgold Limited ("Riversgold") - on the Northern Zone Gold Project ("NZ
Gold Project") had exercised its option to acquire 80% of the NZ Gold
Project.  The threshold of spending of at least A$600,000 on the project had
been met.  The Company will retain a 20% interest in the project.

 

On 22 April the Company announced that it had raised gross proceeds of
£318,600 by way of a placing of 1,770,000,000 new ordinary shares in the
capital of the Company at a price of 0.018 pence per share.

 

25. NOTES SUPPORTING STATEMENT OF CASH FLOW

 

   Group

                                                                               2024                                                                           2023
                                                                               £                                                                              £

                                                                                        152,835                                                                         28,431

   Cash at bank available on demand
                                                                                        466,362                                                                        175,095

   Short‑term deposits

   CASH AND CASH EQUIVALENTS IN THE STATEMENT OF FINANCIAL POSITION                     619,197                                                                        203,526

   CASH AND CASH EQUIVALENTS IN THE STATEMENT OF CASH FLOWS                             619,197                                                                        203,526

 

   Company

                                                                               2024                                                                           2023
                                                                               £                                                                              £

                                                                                        138,489                                                                         17,479

   Cash at bank available on demand
                                                                                        466,362                                                                        175,095

   Short‑term deposits

   CASH AND CASH EQUIVALENTS IN THE STATEMENT OF FINANCIAL POSITION                     604,851                                                                        192,574

   CASH AND CASH EQUIVALENTS IN THE STATEMENT OF CASH FLOWS                             604,851                                                                       192,574

 

 

**ENDS**

 

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