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Business Review
01  Highlights and Key Achievements
02  Chairman’s Statement
04  Chief Executive’s Review
10  Q&A with the Chief Executive
1 4  Directors and Senior Management
1 6  Corporate Social Responsibility
Corporate Governance
18  Corporate Governance Report
20  Remuneration Report
24  Directors’ Report
Financial Statements
26  Independent Auditors’ Report to the Members of Ceres Power Holdings plc
27 Consolidated Statement of Comprehensive Income
28 Consolidated Balance Sheet
29 Consolidated Cash Flow Statement
30  Consolidated Statement of Changes in Equity
31  Notes to the Consolidated Financial Statements
46 Independent Auditors’ Report to the Members of Ceres Power Holdings plc
47 Company Balance Sheet
48  Notes to the Company Financial Statements
IBC Directors and Advisors 
Contents Annual Report 2010 
Powered by Ceres Business Review
01  Highlights and Key Achievements
02  Chairman’s Statement
04  Chief Executive’s Review
10  Q&A with the Chief Executive
14  Directors and Senior Management
16  Corporate Social Responsibility
Corporate Governance
18  Corporate Governance Report
20  Remuneration Report
24  Directors’ Report
Financial Statements
26  Independent Auditors’ Report to the Members of Ceres Power Holdings plc
27 Consolidated Statement of Comprehensive Income
28 Consolidated Balance Sheet
29 Consolidated Cash Flow Statement
30  Consolidated Statement of Changes in Equity
31  Notes to the Consolidated Financial Statements
46 Independent Auditors’ Report to the Members of Ceres Power Holdings plc
47 Company Balance Sheet
48  Notes to the Company Financial Statements
IBC Directors and Advisors 
Contents Ceres Power’s core Fuel Cell 
Module is a metal-supported solid 
state electro-chemical device 
which generates electricity and 
heat directly from fuel and air. 
Unlike the combustion process  
in an engine-driven generator,  
this solid state process is highly 
efficient, environmentally friendly 
and quiet. The Fuel Cell Module  
will form the core of a range of 
distributed generation products 
designed to become the new 
standard for energy provision in 
millions of homes around the world 
and to be at the heart of low-
carbon smart grids.
The Fuel Cell Module has been 
integrated within a compact 
wall-mounted residential 
Combined Heat and Power  
product (‘CHP’) that replaces the 
conventional residential boiler and 
also produces the majority of a 
typical home’s electricity needs.
Who we are
Ceres Power is a leading developer of clean, 
efficient, cost-effective decentralised energy 
products that can help address the key  
energy challenges:
> Increase energy efficiency
> Reduce CO
2
 emissions
> Increase energy security
> Reduce fuel poverty
What we do
Ceres Power has developed a mass manufacturable 
technology platform: the Fuel Cell Module, using 
the Group’s patented solid oxide fuel cell (‘SOFC’) 
technology and operating on mains natural gas or 
packaged fuels, such as LPG.
CHP in the home
The Company was founded in 2001 
to commercialise the unique core 
materials science technology 
developed at Imperial College 
during the 1990s.
In November 2004, the Company 
went public on the Alternative 
Investment Market of the London 
Stock Exchange. The Group’s 
shareholders include a variety of 
UK and international financial 
institutions and private individuals. 
The largest shareholders include 
Oppenheimer, Centrica trading as 
British Gas and Imperial College. 
Today, Ceres Power directly  
employs more than 110 people  
with its operations based in the  
UK, comprising a Technology  
Centre in Crawley and a fuel cell 
mass manufacturing facility in 
Horsham, Sussex. Power Station   Transmission & Distribution Efficiency ~ 35%
Efficiency ~ 80-90%
CHP Unit
Fuel
100%
Electricity
Electricity
Heat
Fuel
100%
s e s s o L s e s s o L
Centralised
Generation
Distributed 
Generation
Our technology 
The patented Ceres fuel cell design 
comprises thin electrochemical layers 
deposited onto a porous stainless steel 
supporting substrate. The cell operates 
in the temperature range of 500–600ºC 
which is substantially lower than the 
temperature at which conventional 
SOFC materials can operate, typically 
750–1000ºC. The inherently lower 
operating temperature of Ceres’ 
unique SOFC technology enables the 
use of proven cost-effective materials 
and processes and a fuel cell stack 
design that is robust and resistant to 
thermal shock.
Our products
The Group’s first product is an 
integrated wall-mounted residential 
fuel cell CHP product. The compact 
product is designed to replace a 
conventional household boiler, using  
the same natural gas, water and 
electrical connections and with  
similar installation and maintenance 
requirements. The product is capable  
of generating all of the heat and hot 
water and the majority of the electricity 
for a typical UK home, saving the 
customer around 25% of their annual 
total energy costs and reducing the 
home’s CO
2
 emissions.
The Group manufactures in-house the 
high value core fuel cell technology 
and is partnering with well-established 
gas appliance manufacturers for CHP 
boiler assembly in accordance with 
Ceres’ overall product design. Key 
balance of plant components and 
sub-assemblies are co-developed 
and/or sourced in partnership with  
a global supply chain. This strategy 
enables the Group to maintain control 
of key intellectual property, maximise 
operational efficiency and earn 
‘product-level’ revenues.
Ceres Power is a B2B company, 
partnering with major corporations 
such as British Gas, Calor Gas and 
Bord Gáis with well-established direct 
channels to millions of customers. 
Significant market opportunities  
exist for the Group’s residential CHP 
products globally including Europe, 
Asia and North America. New products 
and market opportunities also exist  
in the longer term beyond residential 
CHP, including tri-generation, remote 
industrial power and auxiliary power  
for transport applications.
Distributed generation
A typical UK home uses electricity 
generated by a central power station 
and transmitted through the electricity 
grid network and uses a gas boiler to 
meet its heating and hot water needs. 
Centralised generation wastes a 
significant proportion of the energy  
it uses, through heat losses in the 
power station and transmission and 
distribution losses. A CHP product 
installed in a home and generating 
electricity at the point of use (so called 
distributed generation), avoids these 
energy losses, capturing the heat for 
use in domestic hot water and heating 
in the home. By creating electricity at 
the point of use in the home, overall 
efficiency of fossil fuel use can be 
improved from around 35% for 
centralised generation to up to 90%  
for residential CHP. This increase in 
energy efficiency delivers significant 
reductions in carbon emissions.
Benefits of Ceres fuel cell technology
A Ceres Power residential fuel cell CHP 
product has a low heat to power ratio. 
This means that even during the 
summer when the home’s central 
heating system is turned off, the heat 
produced by the CHP product when 
generating electricity can be stored  
in a hot water cylinder and used for 
domestic hot water. Ceres’ CHP is 
therefore capable of operating all year 
round, thereby maximising the energy 
bill savings through the generation of 
electricity throughout the year.
Unlike other fuel cell CHP technologies, 
a Ceres Power product can modulate 
its power output rapidly and 
automatically and follow a varying 
operating load, turning up and down 
or even on and off as needed. This 
enables a Ceres CHP product to 
generate the majority of the electricity 
requirements of a typical home and 
provide the ability to deliver truly 
despatchable power to respond to  
the grid’s needs when it is under  
most strain and the electricity is  
most valuable. 01 Ceres Power Holdings plc Annual Report 2010
First international natural gas CHP contract secured with  >
Bord Gáis in Ireland, including £1.6m funding and volume 
call-off order for 16,000 products
Initial manufacturing operations commenced in Horsham  >
fuel cell mass production facility
CHP boiler assemblies being manufactured by Daalderop   >
in the Netherlands
CHP products being built for installation in homes for  >
commercial field trials
UK Government Feed-in Tariff incentive announced to  >
support mass deployment of fuel cell residential CHP 
Completed equity placing raising net £30m from new  >
investors and existing shareholders including British Gas
£40.9m in net cash and short-term investments at   >
30 June 2010
Completed sheltered field trials of CHP units in unoccupied  >
UK houses under Beta phase
CHP products being tested in Group’s dedicated test facilities >
Wall-mounted CHP products demonstrated to customers   >
and other key stakeholders
Secured £1.2m in new grant funding to support investment in  >
manufacturing capacity and expansion of test infrastructure  02 Ceres Power Holdings plc Annual Report 2010
Business 
Review
Business overview
The last twelve months have undoubtedly 
been challenging for the Group. There 
have been significant achievements 
during the year but we have also had 
to extend the timeline of the residential 
Combined Heat and Power (‘CHP’) 
commercialisation roadmap. We continue 
to believe that a Ceres Power fuel cell CHP 
product will be one of the lowest cost ways 
to reduce the carbon footprint of homes, 
offering consumers a very attractive 
proposition compared to grid supplied 
electricity and a condensing boiler and 
we remain confident of our ability to 
deliver the product in volume. 
Following the successful completion of 
the Alpha milestone in May last year, the 
Group commenced the Beta phase of 
the CHP programme with British Gas and 
set itself the following priorities for the 
ensuing period to September 2010:
Secure additional commercial  >
relationships with channel partners 
internationally;
Commence initial fuel cell  >
manufacturing operations in Horsham;
Design and build CHP products and  >
secure regulatory certification; and
Conduct testing of CHP products in  >
sheltered and commercial field trials.
The Group has achieved the first two of 
these priorities and made good progress 
towards the others.
In November 2009, the Group secured 
an important new supply and distribution 
In July 2010, the UK Government’s Department of 
Energy and Climate Change (‘DECC’) launched 
a consultation on the Microgeneration Strategy 
to examine how best to stimulate mass market 
deployment of microgeneration in the UK and bring 
energy self-production in reach of every household.
agreement with Bord Gáis Eireann for 
residential CHP products operating on 
natural gas for the Irish market (Republic 
of Ireland and Northern Ireland). This 
agreement includes milestone payments 
and a call-off order for products in volume 
and marks the Group’ s first international 
go-to-market commercial contract. 
The Group successfully completed 
the installation and commissioning of 
an initial fuel cell manufacturing line 
in its mass manufacturing facility in 
Horsham. In December 2009, the Group 
commenced operations in Horsham, 
manufacturing fuel cells off the initial 
production line and assembling fuel 
cells into fuel cell stacks and Fuel Cell 
Modules. The capacity of this initial 
manufacturing line is sufficient to supply 
the CHP products to be deployed in the 
Beta and Gamma phases and initial 
product sales ahead of volume ramp-up.
During the Beta phase, the Group has 
designed and built an initial batch of 
CHP products and tested these units  
in both unoccupied houses (sheltered 
field trials) and in Ceres’ facilities. As 
anticipated, the results from the testing 
identified a number of product reliability 
issues that have required both hardware 
and software modifications. However, 
these engineering changes have taken 
more time to resolve than was originally 
anticipated and this has necessitated  
a delay to the CE certification process 
with commercial field trials in occupied 
homes now expected to start in Q4 2010. 
The Group has also announced the 
extension of the Beta phase, to allow 
sufficient time to complete the required 
engineering iterations. As a result, we now 
expect that initial sales of the CHP 
product to British Gas will occur in mid 
2012 with an accelerated volume 
ramp-up six months thereafter. 
Notwithstanding this delay to the CHP 
programme, the Group has made 
significant progress during the year  
in developing the CHP product  
to meet the British Gas market 
requirements specification and 
building a manufacturing fuel cell 
capability to underpin the volume 
product launch. The Group also 
recently successfully conducted CHP 
product demonstrations for Directors 
of British Gas and Calor Gas at its new 
installer training area in Horsham.
In December 2009, we raised £30 million 
(after expenses) through a placing 
of 19 million new shares with existing 
shareholders and new investors. I would 
like to thank British Gas and our other 
major investors for their strong support 
during this fundraising. This has significantly 
strengthened the Group’ s balance sheet 
and has enabled the Group to continue 
to invest in the operational capabilities to 
deliver product in volume.
The Board is focused on installing 
CHP products in consumers’ homes 
and conducting the Beta field trials in 
partnership with British Gas. Successful  03 Ceres Power Holdings plc Annual Report 2010
completion of these commercial field 
trials in preparation for initial product 
sales in mid 2012 should help create 
substantial shareholder value and assist 
our customers in meeting their strategic 
commitments to a low-carbon world.
Increasing support for microgeneration 
technologies
In my report to shareholders last year, 
I referred to the increased support for 
cleaner technologies and the launch of 
a number of fiscal incentive programmes 
to stimulate the development and 
deployment of low-carbon technologies. 
I am pleased to report that this trend 
has continued.
In the UK there have been a number 
of very welcome developments 
designed to stimulate residential 
microgeneration technologies. 
In April 2010, the UK Government 
implemented a Feed-in Tariff enabling 
customers installing microgeneration 
devices like the Group’s residential 
fuel cell CHP product to receive a 
financial incentive for generating 
electricity in their homes. This is a 
welcome development and should 
accelerate early uptake of our product 
by increasing the financial benefits to 
households. There is also increasing 
support to develop different consumer 
finance packages including ‘Pay as 
you Save’ that help to finance the 
up-front purchase price of low-carbon 
products such as residential fuel  
cell CHP . 
In July 2010, the UK Government’s 
Department of Energy and Climate 
Change (‘DECC’) launched a 
consultation on the country’s 
Microgeneration Strategy. This 
consultation will examine how best  
to stimulate mass market deployment 
of microgeneration in the UK and 
bring energy self-production in reach 
of every household. We welcome 
this consultation and look forward to 
working with DECC to explore ways 
in which mass market deployment of 
microgeneration can help address the 
challenges of energy efficiency, fuel 
poverty and energy security.
Up to 40% of the UK’s electricity can 
be generated in peoples’ homes and 
many new jobs can be created through 
supporting industries established to 
commercialise low-carbon technologies. 
We look forward to working with the UK 
Government to design cost-effective 
programmes that will stimulate mass 
market uptake of microgeneration and 
encourage the development of high 
technology industries in the UK.
People
The Board was pleased to appoint 
Dr. Phil Whalen as an Executive Director 
in January 2010. Phil joined the Group 
in July 2009 as Technology Director 
having been Chief Technology Officer 
of Invensys plc and previously Director 
of Technology Strategy at Honeywell 
International Inc. Phil is responsible 
for technology development, systems 
engineering and controls & electronics 
at Ceres and has helped to build an 
experienced and committed team.
The Group has continued to strengthen 
its senior management team 
recruiting experienced personnel in 
manufacturing, product engineering 
and supply chain management.
During the year, the Group announced 
that it had transferred its corporate 
headquarters from Crawley to Horsham, 
reflecting the shift in the Group’s focus 
to volume manufacturing. The facility in 
Crawley is now the Group’s dedicated 
Technology Centre.
During the year, our employees have 
been presented with, and have risen to, a 
series of challenges and the Board would 
like to thank them for their outstanding 
commitment during the year and their 
contribution to the continued growth and 
development of the business.
Brian Count
Chairman
 
As at 30 June 2010, the Group held £40.9 million in net cash  
and short-term investments 04 Ceres Power Holdings plc Annual Report 2010
Business 
Review
In November 2009, 
the Group secured a 
£1.6 million funded 
supply and distribution 
agreement with 
Bord Gáis Eireann for 
residential CHP products 
operating on natural 
gas for the Irish market, 
marking the Group’s  
first international  
go-to-market commercial 
contract. 
(sheltered field trials) followed by CHP 
products being installed and operating 
in consumers’ homes (commercial 
field trials). In parallel, additional 
CHP products and sub-systems also 
undergo a rigorous programme of 
accelerated life testing in the Group’s 
Horsham and Crawley sites. In total, 
parts for up to 100 Beta units have 
been procured. 
In Q1 2010, the Group installed two initial 
CHP units in unoccupied houses as part 
of the sheltered field trials. The results 
from these trials, together with those 
from additional CHP products tested 
at the Group’s facilities, highlighted 
the product’s unique differentiators but 
also identified a number of product 
reliability issues. The systems engineering 
challenges associated with achieving 
the required product reliability and 
operating control strategy have required 
modifications to both hardware and 
software. The modifications involve 
working closely with the Group’s supply 
chain partners to design, procure, build 
and test replacement components and 
software code. This has taken longer 
than originally anticipated resulting in 
the announcement in July 2010 of a 
delay to CE certification and the start of 
commercial field trials from Q3 2010 into 
Q4 2010. 
The Group is continuing to build 
and test CHP products in its facilities 
Business review
I am pleased to report that Ceres 
Power has made significant progress in 
delivering some of the key priorities that 
I set out in last year’s Annual Report; 
however in some areas our progress 
has been slower than we had planned, 
reflecting the inherent challenges 
in developing and commercialising 
innovative breakthrough technology. 
We have continued to invest in the 
business to develop our operational 
capabilities in order to take the Group’s 
compact wall-mounted CHP product 
through to market in volume.
Residential CHP products
The Group commenced the Beta 
phase of the British Gas residential 
Combined Heat and Power (‘CHP’) 
programme following the sign-off of 
the Alpha phase in May 2009. The 
Beta phase involves a significant 
design iteration of the CHP product 
incorporating the refinements for 
product functionality and design for 
manufacture that were identified from 
the Alpha phase testing. 
The design, procure, build and test 
stages within the Beta phase are 
intended to validate in-field product 
performance and reliability including 
installation, service and maintenance. 
The testing phase includes operating 
CHP products in unoccupied houses  05 Ceres Power Holdings plc Annual Report 2010
and has successfully addressed the 
majority of the product reliability 
issues identified. In parallel, the Group 
is working to resolve the remaining 
issues and completing the rigorous 
safety case for the final phase of CE 
certification. The installation of the first 
wave of CHP products in consumers’ 
homes will begin during Q4 2010, 
following completion of the CE 
certification process.
In light of the need to improve product 
reliability and the associated delay 
to the CE certification process and 
commencement of the commercial 
field trials, the Group has reviewed the 
overall go-to-market CHP programme 
with British Gas that was originally 
published in June 2008. Based on 
this review, the Board has decided 
to extend the Beta phase of the 
programme and we now expect initial 
product sales to commence in mid 
2012. We are working closely with British 
Gas to prepare for these initial product 
sales and an accelerated volume 
ramp-up six months thereafter.
The Group has also recently 
successfully conducted demonstrations 
of its CHP product for Directors of 
British Gas and Calor Gas at its new 
installer training area in Horsham. 
Significant progress has been made in 
developing the CHP product to meet 
the requirements for a successful mass 
market product. The Group has worked 
closely with British Gas engineers to 
simplify the CHP installation, service 
and maintenance processes, to 
facilitate installation in the widest range 
of housing types and thereby maximise 
the addressable market opportunity. 
In readiness for commencing the 
commercial field trials, the Group is 
implementing a dedicated in-field 
product support capability along with 
supporting business systems to respond 
to in-field needs in association with its 
commercial partners.
Feed-in Tariff 
The introduction of the Feed-in Tariff 
(‘FIT’) on 1 April 2010 offers consumers 
installing small-scale low-carbon 
electricity generators, like the Group’s 
residential fuel cell CHP product, a 
financial incentive for all electricity 
generated on-site. The FIT is designed 
to stimulate a significant increase 
in the amount of locally produced 
green electricity as a contribution to 
the wider shift of the UK energy mix to 
low-carbon generation and lead to 
greater consumer awareness of energy 
related issues. 
A household installing a Ceres Power 
CHP product would receive, for the 
expected ten-year lifetime of the 
product, a generation payment of 
10p/kWh for all electricity generated 
plus an additional export payment 
of 3p/kWh for any electricity that is 
not consumed in the home and is 
fed back into the grid. Households will 
still retain the savings on their energy 
bills (by consuming the electricity 
generated on-site rather than buying 
electricity from the grid) in addition 
to receiving the annual FIT payments. 
Ceres estimates that for a typical UK 
household the impact of the FIT would 
be to add an annual cashback to  
the household of hundreds of pounds 
in addition to the annual energy  
bill savings from operating the  
CHP product.
An objective of the FIT is to provide  
long-term certainty for investors and 
consumers whilst recognising that it is 
important to review and adapt it as 
circumstances change (e.g. technology 
costs). A review of the FIT is expected to 
be undertaken every three years 
beginning in 2013, with an interim 
review to help establish the appropriate 
FIT level that will apply after the first 
30,000 residential CHP products have 
been installed.
Ceres Power’s business model 
is to address the annual boiler 
installation market, which in the UK 
is approximately 1.5 million units per 
annum. The Ceres CHP product will be 
priced at a premium to conventional 
condensing boilers so that the annual 
Completed equity placing raising £30 million 
(net) from new investors and existing shareholders 
including British Gas 06 Ceres Power Holdings plc Annual Report 2010
Business 
Review
Chief Executive’s Review
Continued
Feed-in Tariff
The introduction of the Feed-in Tariff (‘FIT’) on 1 April 2010 
enables consumers installing small-scale low-carbon 
electricity generators to receive a financial incentive for 
all electricity generated on-site. A household installing a 
Ceres Power CHP product would receive, for a period of ten 
years, a generation payment of 10p/kWh for all electricity 
generated plus an additional export payment of 3p/kWh 
for any electricity that is not consumed in the home and 
is fed back into the grid. Ceres estimates that for a typical 
UK household the impact of the FIT would be to deliver an 
annual cashback to the household of hundreds of pounds 
in addition to the ~25% annual energy bill savings from 
operating the CHP product.
The FIT is designed to stimulate a significant increase 
in the amount of locally produced green electricity as 
a contribution to the wider shift of the UK energy mix to 
low-carbon generation and lead to greater consumer 
awareness of energy related issues. 
electricity bill savings from the product 
provide an attractive payback on the 
initial investment. 
If the FIT payments over the ten year 
period are capitalised as a single 
up-front payment (for example by 
assignment to an energy supplier or 
a bank, as permitted under the FIT 
legislation), this would significantly 
reduce the price and potentially further 
accelerate market uptake. Alternative 
consumer financing schemes such 
as ‘Pay As You Save’ are being trialed 
by organisations including the Energy 
Saving Trust. British Gas is the only 
energy supplier chosen for the ‘Pay As 
You Save’ trial in the UK.
Technology
The Group has continued to make 
good progress towards achieving the 
British Gas market requirements in 
preparation for initial sales of its mains 
natural gas, integrated, wall-mounted 
CHP product. The CHP product has 
met the Beta performance targets, 
achieving net AC electrical efficiency 
of over 34% at rated power, with total 
CHP product efficiency of more than 
85%. The CHP boiler has achieved 
more than 96% net efficiency at 
25kW thermal. Electrical efficiencies 
measured on fuel cell stacks and 
Fuel Cell Modules were 58% and 44% 
respectively. CHP products and Fuel 
Cell Modules have been subjected to 
multiple rapid thermal cycles from cold 
to full operating temperature, as well as 
repeated rapid electrical load-following 
between <10% to 100% rated power 
without showing any measurable 
degradation in electrical efficiency or 
power output. These wall-mounted CHP 
products were built using fuel cells from 
the Group’s initial manufacturing line 
in Horsham and CHP boiler assemblies 
from Daalderop and the performance 
of the CHP product has been validated 
by independent third party testing 
companies. With efficiency and cycling 
ability demonstrated, the main focus 
will now be on improved reliability and 
durability of the product together with 
optimisation of product performance in 
real homes.
The Group has developed a rigorous, 
real-life computer model to predict  
the economic savings for Ceres  
CHP products in UK houses. The 
techno-economic modeling approach 
adopted includes realistic CHP product 
behaviour (e.g. starting up/s hutting 
down and different operating points  
in response to changing load/time 
factors) within a complete home 
energy system (e.g. central heating 
controls, electricity needs, hot water 
storage and actual tapping cycles) 
based on heat and power usage  
data over a complete annual cycle 
collected at five minute intervals from  
a range of actual UK houses. 
The model confirms that substantial 
annual energy bill savings are available 
to consumers installing a Ceres Power 
CHP product. For example, for an actual 
typical UK house with two occupants 
and an annual electricity demand of 
4,618kWh, the predicted annual energy 
bill savings delivered by a Ceres CHP 
product is £286 with a further £350 in 
annual FIT cashback payments, 
making a total annual consumer 
benefit of £636. This data, the model 
and methodology and the results have 
been validated by an independent 
third party expert in energy 
system modelling.
Manufacturing
During the year, the Group successfully 
completed the fit-out of its fuel cell 
mass manufacturing facility in Horsham 
and the installation and commissioning 
of an initial manufacturing line. 
In December 2009, the Group 
commenced operations in Horsham, 
manufacturing fuel cells on the initial 
production line and assembling fuel 
cells into stacks and Fuel Cell Modules. 
The Group has made significant 
process improvements to increase 
capacity and yield of key processes 
and this is expected to continue 
through the Beta and Gamma phases 
as well as thereafter as manufacturing 
volumes increase. The current initial line 
has sufficient capacity to manufacture 
fuel cells and assemble Fuel Cell  07 Ceres Power Holdings plc Annual Report 2010
In December 2009, the 
Group commenced 
operations in Horsham, 
manufacturing fuel cells 
on the initial production 
line and assembling fuel 
cells into fuel cell stacks 
and Fuel Cell Modules.
Modules to meet the requirements of 
the Beta and Gamma phases through 
to initial sales. A combination of  
on-going process improvements and 
manufacturing optimisation to improve 
quality, together with additional 
investment, will enable scale up 
beyond initial sales.
The Group has worked with its CHP 
assembly partner Daalderop to 
ensure that the CHP boiler assembly is 
designed for volume manufacture with 
components being pre-assembled into 
five key sub-assemblies. This has been 
successfully achieved and Daalderop 
is now manufacturing CHP boiler 
assemblies in its volume plant based  
in Tiel, in the Netherlands.
Operations
During the year the Group has 
continued to recruit experienced 
engineers and senior managers 
in controls & electronics, systems 
engineering, supply chain 
management and product testing. The 
average number of people employed 
by the Group during the year increased 
by 33% to 100. 
A significant investment has also 
been made in installing the initial fuel 
cell manufacturing line in Horsham 
as well as the construction and 
commissioning of newly expanded test 
facilities at the Horsham and Crawley 
sites. The Group has completed the 
first phase of the new test facilities 
with new performance and durability 
test stands now operational and has 
commenced the second phase that 
is due for completion in H1 2011. The 
UK Government’s Technology Strategy 
Board is providing financial support of 
£0.8 million to facilitate this important 
new test infrastructure.
During the year, Ceres has continued  
to develop its operational and business 
systems with the implementation of an 
Enterprise Resource Planning system 
and enhancements to its quality 
processes. The system provides the 
Group’s financial accounting and 
reporting information, and will support 
internal and external activities relating 
to manufacturing, supply chain 
management and procurement as 
part of the Group’s scale-up plans. Work 
is continuing on the development and 
roll-out of the Group’s wider Quality 
Management Systems. 
Commercial
In my review last year, I set securing 
additional commercial relationships 
with go-to-market channel partners 
internationally as a priority for the 
Group. I am pleased to report that in 
November 2009, the Group secured an 
important new supply and distribution 
agreement with Bord Gáis Eireann 
(‘BGE’) for residential CHP products 
Of the total emissions from human activity (at the 
point where electricity is consumed and fuel is 
used), 29% came from households
1
1 IEA (2008), Worldwide Trends in Energy Use  
and Efficiency 08 Ceres Power Holdings plc Annual Report 2010
Business 
Review
Bord Gáis Eireann
In November 2009, the Group secured an important 
new supply and distribution agreement with Bord Gáis 
Eireann (‘BGE’) for residential CHP products operating on 
natural gas for the Irish market. This marks the Group’s first 
international customer contract as part of its expansion 
plans beyond the UK. Under this agreement, BGE is paying 
£1.6 million in milestone payments to Ceres Power during the 
development and trialing phase, and has agreed to place a 
call-off order for 16,000 CHP products over a four-year period 
for the Irish market. 
Bord Gáis Energy, the retail arm of BGE, is Ireland’s leading 
dual fuel energy supplier selling natural gas and electricity 
to all market segments. BGE also provides domestic 
appliance servicing to customers, focusing on boiler service 
and repair. With more than 2.5 million homes in the island 
of Ireland with relatively poor overall efficiency levels, Ceres 
and BGE intend to maximise sales of the CHP product by 
addressing both the installed base as well as the annual 
boiler replacement market.
operating on natural gas for the 
Irish market (Republic of Ireland and 
Northern Ireland). This marks the 
Group’s first international customer 
contract as part of its expansion plans 
beyond the UK.
Bord Gáis Energy, the retail arm of 
BGE, is Ireland’s leading dual fuel 
energy supplier selling natural gas 
and electricity to all market segments. 
BGE also provides domestic appliance 
servicing to customers, focusing on 
boiler service and repair. BGE has 
recently announced a major energy 
efficiency Home Services Initiative 
offering homeowners a full-scale 
energy efficiency service. 
Under the agreement, BGE is paying 
£1.6 million in milestone payments to 
Ceres Power during the development 
and trialing phase, including an 
up-front payment of £1 million which 
was received in February 2010. In 
addition, BGE has agreed to place a 
call-off order for 16,000 CHP products 
over a four-year period for the Irish 
market, conditional upon successful 
completion of the development and 
trialing phase and agreement of 
standard commercial terms. With more 
than 2.5 million homes in the island 
of Ireland with relatively poor overall 
energy efficiency levels, Ceres and 
BGE intend to maximise sales of the 
CHP product by addressing both the 
The Group is continuing 
to explore longer term 
opportunities for CHP 
products in other 
international markets 
in conjunction with 
potential partners, in 
particular in those 
countries where the 
Group’s unique flexible 
generation technology 
can reduce strain on the 
electricity network and 
enable the development 
of a ‘smart grid’.
installed base as well as the annual 
boiler replacement market. 
The Group is continuing to explore 
longer term opportunities for CHP 
products in other international markets 
in conjunction with potential channel 
partners, and in particular in those 
countries where the Group’s unique 
flexible generation technology can 
reduce strain on the electricity network 
and enable the development of a 
‘smart grid’.
Financial
Commercial revenue for the year 
decreased to £0.8 million (2009: 
£1.0 million), reflecting the Group’s 
accounting policy of recognising 
up-front milestone payments from 
development contracts as revenue 
when earned, based on costs incurred 
over the Beta and Gamma phases. 
The difference between milestone 
payments received and revenue 
recognised in the Consolidated 
Statement of Comprehensive Income 
is recorded on the balance sheet 
as £3.2 million (2009: £3.0 million) of 
deferred income. Other operating 
income arising from government grants 
was £0.6 million (2009: £0.5 million). 
Operating costs for the year increased 
by 35% to £14.5 million (2009: £10.7 
million) as planned. This increase 
arose partly from the annualised effect 
Chief Executive’s Review
Continued 09 Ceres Power Holdings plc Annual Report 2010
of the investments that were made 
last year in people and the Horsham 
manufacturing facility together with 
the additional spend in the current 
year. The spend in the current year 
consists of additional recruitment 
of experienced senior managers 
and control systems and systems 
engineering staff together with the 
development, procurement and other 
costs of the Beta phase. 
Interest receivable fell by 42% to £0.5 
million (2009: £0.8 million) primarily 
as a result of lower average interest 
rates for the year. During the year the 
Group recorded a fair value loss of 
£0.1 million arising on the redemption 
of the holding of UK Government gilts 
in December 2009; this unwinds the 
cumulative net gain recorded in the 
previous year. The Group recorded an 
income tax credit of £1.1 million (2009: 
£0.3 million) representing the estimated 
R&D tax credit due in respect of 2010  
of £0.6 million plus an adjustment of 
£0.5 million received in respect of 2009. 
The loss for the financial year 
attributable to shareholders rose 
by 47% to £11.7 million (2009: £8.0 
million). This reflects the additional 
costs incurred in the Beta phase and 
the scaling-up of the Group’s fuel cell 
manufacturing operations. The average 
number of shares in issue during the 
year increased to 77.3 million primarily 
as a result of the effect of the placing 
(2009: 66.8 million), and the loss per 
ordinary share increased by 27% to 
15.16 pence (2009: 11.94 pence).
The net cash used in operating 
activities increased by £6.5 million 
to £10.0 million (2009: £3.5 million) 
primarily due to the £3.8 million 
increase in operating expenses and 
the absence of the favourable working 
capital movement of £3.9 million that 
was recorded in 2009. Cash outflow 
attributable to the purchase of property, 
plant and equipment (net of £0.3 
million grants received) was £2.6 million 
(2009: £2.1 million) largely relating to 
the purchase of fuel cell manufacturing 
and stack assembly equipment and 
test infrastructure, resulting in a total 
equity-free cash outflow for the year of 
£12.3 million. In December 2009, the 
Group issued 19 million new shares 
at 165 pence per share, raising £30.0 
million (net of expenses). As a result of 
this placing, cash inflow from financing 
activities increased by £30.1 million to 
£30.2 million (2009: £0.1 million). 
Following the placing, the Group’s 
balance sheet remains strong with 
£40.9 million (2009: £23.0 million) in  
net cash and cash equivalents and 
short-term investments at the year end. 
The Group’s treasury policy is to invest 
all surplus funds in short-term low-risk 
‘AAA’-rated money market funds and 
Cerium Gadolinium Oxide (‘CGO’) is the electrolyte material  
used in the Group’s unique low temperature metal-supported  
fuel cell design that enables the use of proven cost-effective 
materials and a robust fuel cell stack design
short-term deposits at banks with high 
credit ratings. The primary objective is 
capital preservation by investing in 
low-risk, high quality investments.
Outlook
The Board and senior management 
team are focused on the successful 
completion of the Beta phase of the 
residential CHP programme with British 
Gas and building the operational 
capabilities to enable us to deliver 
initial product sales in mid 2012, as 
a platform for a volume ramp-up. To 
achieve these goals, our priorities for 
the next twelve months are to achieve 
CE certification of the CHP product, 
install CHP products in occupied 
consumers’ homes and commence 
commercial field trial testing in 
preparation for initial sales.
I look forward to reporting on the 
successful delivery of these objectives.
Peter Bance
Chief Executive Officer 10 Ceres Power Holdings plc Annual Report 2010
Business 
Review
Q&A with the Chief Executive 
Power generation creates 24% of the world’s CO
2
 
emissions, the largest man-made source, according to 
the SMART 2020 report published by The Climate Group 
and McKinsey
24%
The transition to a low-carbon world will involve major changes to 
the way we supply and use energy. This will involve a shift from dirty, 
inefficient, centralised supply of electricity to clean, smart, flexible 
decentralised generation. 
Chief Executive Peter Bance discusses the contribution that 
residential fuel cell Combined Heat and Power (‘CHP’) can make  
to this transition. 11 Ceres Power Holdings plc Annual Report 2010
Just as the original 
electricity grid 
facilitated the 
industrial innovations 
of the 20th century, 
the smart grid should 
support the green 
advances of the  
21st century.
1 Home Truths: A low-carbon strategy to reduce UK 
housing emissions by 80% by 2050 – University of 
Oxford’s Environmental Change Institute
Q: 
What are the key challenges facing 
the energy sector over the next 10–15 
years. What needs to be done to meet 
these challenges?
A: 
Power generation creates 24% of the 
world’s CO
2
 emissions, the largest 
man-made source, according to a 
report published by The Climate Group 
and McKinsey. The challenge is for the 
energy sector to simultaneously reduce 
carbon emissions and ensure energy 
security whilst addressing fuel poverty 
and affordability. 
To meet these challenges will require 
substantial investment in new power  
generation and in upgrading an ageing  
grid infrastructure. The estimated total 
cost of new investment required in the 
UK by 2020 to deliver the environmental 
targets, while maintaining security of 
supply, is around £200 billion.
Residential microgeneration, including 
fuel cell Combined Heat and Power 
(‘CHP’), can make a significant 
contribution to addressing these 
challenges and will complement the 
investment in large-scale centralised 
generation including intermittent 
renewable generation and base 
load nuclear. 
Q: 
Why is it important to address the 
residential sector in terms of emissions 
reductions; aren’t the big wins 
transport and large upstream  
power generation?
A: 
Housing is the biggest single energy 
efficiency prize.
In the UK, housing accounts for 27% of 
the country’s total carbon emmissions
1
, 
the largest single element. Half of the 
UK’s 26 million existing homes are more 
than half a century old and have some 
of the lowest energy efficiency ratings 
across Europe. 
With more than 80% of the houses we 
will be living in by 2050 already built
1
, 
this will require cost-effective carbon 
reduction technologies that can be 
retrofitted to the existing housing stock 
increased gas use in people’s homes 
(as electricity is generated locally 
rather than centrally), fuel cell CHP has 
the ability to reduce overall gas usage 
by ‘UK plc’ as these products make 
much more efficient use overall of the 
gas input than centralised generation. 
The capability of fuel cell CHP products 
such as Ceres Power’s unit to operate 
on a range of fuels (e.g. natural gas, 
LPG, biogas and hydrogen) also adds 
to national and local energy security by 
exploiting a more diverse energy mix.
Q: 
How big a contribution to electricity 
generation could residential CHP 
make in the UK?
A: 
Ceres CHP offers one of the most 
cost-effective ways to reduce carbon 
in the retrofit housing sector, once 
conventional insulation measures (e.g. 
loft insulation, cavity wall insulation) 
have been adopted.
Independent research shows that 
mass deployment of residential 
CHP products by 2020 could be the 
equivalent of up to 7GW of electrical 
capacity. As residential CHP products 
prove themselves in the market, it is 
possible that they will become the new 
benchmark for high-efficiency heating 
and be mandated by governments, 
much as condensing boilers are today.
as well as installed in new build, if the 
Government’s emissions reductions 
targets are to be met.
Significant reductions in CO
2
 
emissions from the residential sector 
are increasingly difficult to achieve 
in the existing housing stock. With 
home insulation and other available 
measures reaching saturation, fuel  
cell CHP offers one of the most  
cost-effective ways to reduce carbon.
Q: 
Can residential CHP really offer a 
mass market solution to reducing 
energy bills and CO
2
 emissions in 
homes. Isn’t large centralised power 
generation more efficient?
A: 
Centralised generation wastes a 
significant proportion of the energy it 
uses, through heat losses at the power 
station itself and further losses in the 
transmission and distribution system. 
A fuel cell CHP product installed in 
a home avoids these losses, and 
captures the heat generated for use 
within the home.
By creating electricity at the point  
of use, overall efficiency of fuel usage 
can be improved from around 35%  
for centralised generation to up  
to 90% for residential CHP . This results  
in significant energy savings and 
reductions in CO
2
 emissions, compared 
to grid-supplied electricity and 
conventional central heating.
A Ceres Power fuel cell CHP product is 
designed to replace a central heating 
boiler and can be easily installed in the 
majority of UK homes. 
Q: 
I understand that using fossil fuel 
residential CHP can help reduce 
emissions, but doesn’t this increase 
the reliance on gas and reduce 
energy security?
A: 
From a national energy security 
perspective, the high-efficiency energy 
conversion of a residential fuel cell 
CHP product helps reduce the overall 
use of existing fossil fuel resources 
through efficiency gains. Despite some  12 Ceres Power Holdings plc Annual Report 2010
Business 
Review
Q&A with the Chief Executive  
Continued
maximising the annual energy savings. 
Unlike renewables that generate power 
on an intermittent basis, the Ceres CHP 
product is controllable and designed 
to meet daily and seasonal energy 
demands in the home by automatically 
varying its electrical and heat output. 
By reducing the electrical demand 
from homes, strain on the electricity 
grid can be reduced and, with smart 
meters, CHP products could be actively 
modulated (e.g. through price signals) 
to provide valuable generating 
capacity, increasing security of supply.
Q: 
How will installing Ceres Power CHP 
products help address fuel poverty 
and affordability?
A: 
Ceres Power’s unique patented fuel  
cell design operates at a lower 
temperature range enabling the  
CHP product to be manufactured  
using cost-effective materials and 
processes. The combination of high  
fuel efficiency, all year round operation 
and cost-effective manufacture can 
offer a typical consumer installing  
a CHP product an attractive payback 
compared to grid-supplied electricity 
and gas-fuelled conventional  
central heating.
The attractive payback for a Ceres  
CHP product means that finance 
solutions such as ‘Pay as you Save’ 
and the Green Deal (offered by banks, 
energy companies or local authorities) 
can reduce or even eliminate the  
up-front cost for households, offering  
affordable solutions to invest in  
low-carbon energy efficiency products. 
The annual energy bill savings 
delivered by the CHP product are used 
to repay the incremental investment, 
helping vulnerable households in 
particular and reducing the carbon 
footprint of the existing housing stock. 
Q: 
As the electricity grid decarbonises 
how can a Ceres CHP product  
deliver sustainable carbon savings 
beyond 2030?
A: 
Ceres CHP technology produces high 
value despatchable electricity that 
Q: 
How does a Ceres Power CHP product 
help reduce household energy bills 
and CO
2
 emissions?
A: 
Ceres has developed an integrated 
wall-mounted CHP product that is 
capable of generating all of the 
heating and hot water and the majority 
of the electricity for a typical UK 
home. Ceres Power’s unique fuel cell 
technology enables the CHP product 
to match daily and seasonal energy 
demands in the home all year round, 
substantially reducing the need to buy 
electricity from the mains power grid.
A home would typically use a boiler 
to meet its heating and hot water 
needs, and would use electricity 
generated by a central power station 
and transmitted through the mains 
grid. Centralised generation wastes 
a significant proportion of the energy 
it uses, through heat losses in the 
power station and in the electricity 
transmission and distribution network. 
A fuel cell CHP product installed in a 
home avoids these losses and captures 
the heat for use within the home. The 
resultant increase in efficiency can 
save the consumers around a quarter 
of their total annual energy costs, and 
reduce a home’s CO
2
 emissions.
In addition to benefiting from energy 
bill savings, a UK household would be 
eligible to receive an annual ‘clean 
energy cashback’ called a Feed-in  
Tariff, for every kWh generated by the 
CHP product.
Q: 
How does a Ceres Power CHP product 
operate in the home?
A: 
The Ceres CHP product is designed 
to replace a conventional boiler, 
using the same gas, water and 
electrical connections and with 
similar installation and maintenance 
requirements. The unit is wall-mounted 
and the home does not require a 
separate condensing boiler.
The low heat to power ratio of a Ceres 
fuel cell allows the CHP product 
to operate all year round thereby 
 
Ceres CHP 
technology 
produces high 
value, low-carbon, 
despatchable 
electricity that 
displaces 
conventional 
fossil-fuelled  
power and will 
complement  
large-scale 
intermittent 
renewable 
and baseload 
nuclear assets. 13 Ceres Power Holdings plc Annual Report 2010
% of UK 
carbon 
emissions
27%
displaces primarily conventional flexible 
fossil-fuelled power in the ‘merit order’. 
The carbon savings from our CHP 
product remain largely unchanged 
even as the electricity grid gradually 
decarbonises with mass deployment 
of baseload nuclear and intermittent 
renewables such as off-shore wind, 
because the grid will always need 
flexible, despatchable electricity  
that typically comes from the most 
carbon-intensive power plants.
Over the coming decades, studies show 
there is also significant potential for 
decarbonising the incoming gas used 
by fuel cell CHP through a transition 
from today’s natural gas to biogas and 
ultimately green hydrogen from Carbon 
Capture and Storage or renewables. 
In addition, as the electrification of 
residential heating (e.g. heat pumps), 
and transport (e.g. electric vehicles) 
becomes widespread, Ceres technology 
can provide valuable real-time local 
balancing capacity that will be needed 
in a system to relieve grid strain  
and enable more cost-effective 
renewable deployment.
Q: 
How will you sell the CHP product  
in the UK and how large is the  
market opportunity?
A: 
In the UK approximately 1.5 million gas 
boilers are installed every year, of which 
more than 85% are replacement boilers. 
The Ceres CHP product is an integrated 
wall-mounted unit that can be installed 
as a replacement for a conventional 
gas boiler. 
We have partnered with British Gas 
to sell our natural gas residential CHP 
products in the UK. As the largest 
operator in the installation and 
maintenance of domestic central 
heating and gas appliances in Britain, 
British Gas will be responsible for selling, 
installing and servicing Ceres Power 
CHP products in customers’ homes. The 
Group has already secured a volume 
forward order from British Gas over a 
four-year period.
This B2B business model enables Ceres 
to access millions of UK households 
and maximise sales in partnership with 
British Gas, Britain’s leading supplier of 
energy efficiency services in the home.
Q: 
If I live in a rural community and my 
house is not connected to the mains 
gas network, can I still install a Ceres 
CHP product in my house?
A: 
Yes you can. We are developing a version 
of our CHP product that can operate 
on packaged fuels such as liquefied 
petroleum gas (‘LPG’) that will enable UK 
households installing a Ceres LPG CHP 
product to enjoy energy bill savings and 
CO
2
 emissions reductions in the same 
way as homes connected to mains gas. 
We have partnered with Calor Gas (the 
country’s largest LPG supplier) to sell, 
install and service this product in the 
UK, where there are more than 2 million 
homes off the mains gas network. 
LPG is a very clean fuel compared to 
other off-gas grid alternatives such 
as heating oil, coal or electricity. For 
example, switching from an oil-fired 
boiler to an LPG CHP product would 
result in a double win – cleaner fuel 
and cleaner electricity.
Q: 
Where do you see the biggest 
opportunities for Ceres technology 
over the next five years?
A: 
Residential CHP is the main prize and 
we will look to sell market-specific 
variants of our residential CHP product 
platform globally including Europe, 
Asia and North America. 
The Group’s CHP technology will be 
able to operate on mains natural gas 
and LPG allowing the Group to address 
homes both on and off the mains gas 
grid. Across Europe there are more 
than 100 million properties without 
access to mains gas. In North America, 
the Group’s unique load-following 
fuel cell technology could provide 
significant opportunities to improve the 
resilience of the electricity grid, facilitate 
widespread dynamic demand-side 
management and provide valuable 
peak-shaving capacity. 
The Group is exploring opportunities 
in all these geographies and is in 
dialogue with a number of energy and 
product companies.
Carbon emissions in the UK
Housing in the UK accounts for 
27% of the country’s total carbon 
emissions
1
, the largest single 
element. Half of the UK’s 23 million 
existing homes are more than half 
a century old and have some 
of the lowest energy efficiency 
ratings across Europe. 
Housing is the biggest single 
energy efficiency prize
n Housing
n Other
1 Home Truths: A low-carbon strategy to 
reduce UK housing emissions by 80% by 
2050 – University of Oxford’s Environmental 
Change Institute
80%
With more than 80% of the houses 
we will be living in by 2050 already 
built, this will require cost-effective 
carbon reduction technologies 
that can be retrofitted to the 
existing housing stock as well 
as installed in new-build, if 
the Government’s emissions 
reductions targets are to be met. 14 Ceres Power Holdings plc Annual Report 2010
Business 
Review
1. Brian Count
1
Non-Executive Chairman
Brian received a PhD in Physics after 
graduating in Mathematics from 
Cambridge University. He joined the UK’s 
Central Electricity Generating Board 
and rose to become Director of Power 
Generation in National Power. He was 
appointed Chief Executive Officer of 
Innogy plc, and subsequently Chief 
Executive of RWE Trading in Germany. He 
has also been a Non-Executive Director 
of Eskom, the South African electricity 
company. Brian is Non-Executive  
Chairman of Ceres Power, having joined 
the Company as a Non-Executive 
Director in March 2007. Brian sits on 
the Audit, Remuneration and the 
Nomination & Governance Committees.
2. Peter Bance
1,2
Chief Executive Officer
Peter gained a PhD in Physics from 
Oxford University as a Rhodes Scholar. 
His experience at PA Consulting and 
Generics included building a successful 
corporate venturing practice across 
a range of international deals. Since 
joining Ceres Power as CEO in 2003, 
Peter has also been active in advising 
government on energy policy and taken 
a leading role in the creation of the 
microgeneration industry in the UK.
3. Rex Vevers
1,2
Finance Director
Rex received an Economics degree 
from Newcastle University before joining 
Arthur Andersen where he qualified as 
a Chartered Accountant and Treasurer. 
He then pursued an industrial career 
where he held financial director roles in 
sectors spanning technology, volume 
manufacturing and banking, gaining 
significant international experience in 
corporate finance. Following positions 
at an industrial group and a global 
consumer products group, Rex joined 
Ceres Power in 2006 as the Group’s 
Finance Director.
4. Phil Whalen
1,2
Technology Director
Phil received a PhD in Ceramic Science 
and Engineering from Rutgers University 
(USA) and has over 20 years experience 
leading global technology teams. Prior to 
joining Ceres Power, Phil was Corporate 
Director of Technology Strategy at 
Honeywell Inc and most recently was 
Chief Technology Officer of Invensys plc. 
Phil joined Ceres Power in July 2009 as 
Technology Director, was appointed 
onto the Ceres Power Holdings plc Board 
on 21 January 2010 and is responsible 
for technology development, systems 
engineering and control & electronics.
5. Bob Flint
2
Commercial Director
Bob has a degree in Engineering from 
Cambridge University and an MBA from 
Imperial College London. He has spent 
over 20 years in the commercialisation 
of innovative technology through new 
products and services, venture creation 
and intellectual property licensing. 
Following a senior role at BAE Systems, 
Bob became Commercial Director of 
Ceres Power in 2005.
6. Jonathan Watkins
2
Operations Director
Jonathan is a Chartered Engineer with 
an honours degree in Materials Science 
and Technology from Birmingham 
University and a post-graduate 
diploma in Manufacturing, Engineering 
and Management (‘ACDMM’) from 
Cambridge University. Jonathan 
has experience of running multi-site 
manufacturing businesses with T&N plc 
and more recently with the European 
automation and fastening arm of Textron 
Inc – a global tier-one automotive 
supplier. Jonathan joined Ceres Power 
in November 2008 and in January 2009 
became Operations Director.
Directors and Senior Management
3 2 1 4 5 6 15 Ceres Power Holdings plc Annual Report 2010
7. Sir David Brown
1
Non-Executive Director
David is a Fellow of the Royal Academy 
of Engineering and in 2001 was 
knighted for services to British industry. 
He followed a career first with Plessey, 
then with STC, ICL and Nortel, and then 
became Chairman of Motorola Limited 
from 1997 until mid-2008. David is a 
director of two other publicly quoted 
companies and joined Ceres Power 
in February 2008 as Non-Executive 
Director, becoming the Group’s Senior 
Independent Director in 2009. He sits on 
the Audit, Remuneration, Nomination 
& Governance and the Technical & 
Operational Risk Committees.
8. Alan Wood
1
Non-Executive Director
Alan holds an honours degree 
in Mechanical Engineering from 
Manchester University and an MBA from 
Harvard University. Following an early 
career in manufacturing industries 
spanning food products, construction 
and electrical engineering, Alan 
became Non-Executive Chairman 
of Siemens Holdings plc and is also 
a director of a number of other 
publicly listed companies. He joined 
Ceres Power in February 2008 as a 
Non-Executive Director and sits on 
the Remuneration, Nomination & 
Governance and the Technical & 
Operational Risk Committees.
9. John Nicholas
1
Non-Executive Director
John is a Fellow of the Association of 
Chartered Certified Accountants and 
holds an MBA from Kingston University. 
Much of his early career was spent 
in technology-focused, international 
manufacturing and service companies. 
John became Group Finance Director 
of Kidde plc on its demerger from 
Williams Holdings and was also Group 
Finance Director at Tate & Lyle plc. 
John is a director of a number of other 
publicly quoted companies and joined 
Ceres Power in February 2009 as a 
Non-Executive Director. He sits on the 
Audit, Remuneration and Nomination & 
Governance Committees.
1 Director of Ceres Power Holdings plc
2 Director of Ceres Power Limited
7 8 9 16 Ceres Power Holdings plc Annual Report 2010
Business 
Review
What corporate and social 
responsibility means to us 
At Ceres Power we are building a high 
growth business which understands 
and responds to the needs and 
requirements of a range of stakeholders. 
This includes shareholders, employees, 
customers, suppliers, the communities in 
which we work and the wider public. All 
these groups have a legitimate interest 
in how people experience working for 
the business or how we impact on the 
environment, whether locally at our sites 
or globally.
Our mission remains to make a major 
contribution towards the challenge 
of addressing climate change by 
providing cleaner, more efficient 
and decentralised energy products 
together with the associated ‘green 
collar’ jobs in making this happen.
Employment 
We continue to create high-skill 
employment, aiming to recruit 
the best talent and acting as an 
equal opportunities employer at all 
times, by valuing the diversity of our 
workforce and ensuring that people 
remain safe from discrimination and 
harassment in the workplace. The 
Group invests heavily in the training 
and development of our staff to build 
the required skills (both expert and 
managerial) to succeed as a business.
A second ‘save as you earn’ share 
scheme open to all employees 
was launched in 2010 to enable 
everyone to share in the success 
of the business, thereby aligning 
the interests of employees and 
shareholders more directly. During 
the last year we also extended bonus 
scheme arrangements to ensure that 
all staff could benefit financially from 
the successful delivery of their work 
goals. We continue to build a culture 
where all staff are valued for the unique 
contributions they bring to the business 
and active team working across 
functional areas is encouraged and 
successes celebrated. 
Safety first
Ceres Power remains committed to 
achieving the highest standards in 
health and safety practice. We invest 
in specialist roles and systems and 
work positively to ensure that an open 
culture towards HSE is maintained. 
The personal engagement of every 
employee is critical to maintaining 
our excellent safety record. This is 
promoted in a range of ways, including 
representation through the health 
and safety committee and company 
meetings. The Company is accredited 
with the British Safety Council as a 
training centre in health and safety. 
We continue to commission regular 
reviews of our health and safety 
arrangements by independent external 
practice experts to ensure that we 
benefit from industry developments in 
this specialism and secure continuous 
improvement in this vital area.
Environmental and community 
awareness
We aim to run our business operations 
while minimising our use of resources 
and environmental impact in terms 
of waste. We seek to re-cycle in all 
areas – from office supplies to water 
consumption. We actively support 
cycling and car sharing and prioritise 
public over personal transport. 
We want to be a valued member of the 
community and consult locally on the 
possible impact of our operations as 
well as informing the community on the 
type of employment opportunities we 
bring to the local area. 
Ethical standards
Ceres Power actively strives to achieve 
high ethical standards in all activities. 
We seek to ensure that all our business 
partners apply similarly high standards, 
including our supply chain partners 
and customers. During the year we 
reviewed and updated our policy in this 
area which changes our expectations 
of employees and business partners.  17 Ceres Power Holdings plc Annual Report 2010
Corporate Governance
18  Corporate Governance Report
20  Remuneration Report
24  Directors’ Report
Financial Statements
26   Independent Auditors’ Report to the Members of 
Ceres Power Holdings plc
27 Consolidated Statement of Comprehensive Income
28 Consolidated Balance Sheet
29 Consolidated Cash Flow Statement
30  Consolidated Statement of Changes in Equity
31  Notes to the Consolidated Financial Statements
46  Independent Auditors’ Report to the Members of 
Ceres Power Holdings plc
47 Company Balance Sheet
48  Notes to the Company Financial Statements
IBC Directors and Advisors  18 Ceres Power Holdings plc Annual Report 2010
Corporate 
Governance
Corporate Governance Report
Principles of corporate governance
The Board of Directors recognises the importance of good 
corporate governance to enhance and protect shareholder value. 
As the Company’s shares are registered on the Alternative 
Investment Market (‘AIM’) of the London Stock Exchange, the 
Company is not required to report against the UK Corporate 
Governance Code (formerly the Combined Code 2008). However, 
the Board supports the principles contained in the UK Corporate 
Governance Code and is committed to applying them, where they 
are appropriate, given the Company’s size. The following 
describes how these principles have been applied.
The Board of Directors
The Board currently comprises the Non-Executive Chairman, the 
Chief Executive Officer, the Finance Director, the Technology 
Director, the Senior Independent Non-Executive Director and two 
other Non-Executive Directors. The Board considers that the 
Non-Executive Directors are independent in character and 
judgement and meet the criteria for independence set out in the 
UK Corporate Governance Code.
The Company’s articles of association require that all Directors are 
subject to re-election by shareholders at the first Annual General 
Meeting following their initial appointment, and at each Annual 
General Meeting one-third of the Directors retire by rotation.
Dr. Phil Whalen offers himself for election at the AGM following his 
appointment on 21 January 2010. Dr. Brian Count and Alan Wood 
retire by rotation and offer themselves for re-election.
The Company maintains directors’ and officers’ liability insurance 
cover, the level of which is reviewed annually.
Board Committees
The terms of reference of the Board Committees are posted on the 
Company’s website and are available on request from the 
Company Secretary.
Audit Committee
The Audit Committee currently comprises Dr. Brian Count and Sir 
David Brown under the Chairmanship of John Nicholas. Meetings 
of the Committee are attended, at the invitation of the Committee, 
by the external auditors and the Finance Director. The Committee 
meets with the external auditors on a regular basis without the 
Executive Directors being present.
The Committee is authorised to seek any information it requires 
from any employee of the Group in order to perform its duties, and 
obtain any outside legal or other independent professional advice 
it requires at the Company’s expense.
The Audit Committee met three times during the year. During 
these meetings the Audit Committee considered, amongst other 
items, the following:
the integrity of the financial statements and other formal •	
announcements relating to the Group’s financial performance 
and, in particular, reviewed the judgements that are contained 
within the financial statements;
the Group’s internal control and risk management policies and •	
systems, and their effectiveness;
the Group’s whistle-blowing procedures to ensure that •	
employees are able to raise concerns, in confidence, about 
possible wrongdoing in financial reporting and other matters;
the requirements for an internal audit function. The Audit •	
Committee is satisfied that the Group does not currently require 
an internal audit function;
the relationship with the external auditor, in particular satisfying •	
itself as to the independence and effectiveness of the external 
auditor; and
the policy on the engagement of the external auditors to supply •	
non-audit services.
Remuneration Committee
The members of the Committee are Dr. Brian Count, Alan Wood 
and John Nicholas under the chairmanship of Sir David Brown. 
The Committee met four times during the year.
Further details on the roles and responsibilities of the 
Remuneration Committee and the Company’s policy on Directors’ 
remuneration are included within the Remuneration Report, set out 
on pages 20 to 23.
Nomination and Governance Committee
The members of this Committee are Sir David Brown, Alan Wood 
and John Nicholas, under the Chairmanship of Dr. Brian Count. 
The Committee considers the composition of the Board and is 
responsible for reviewing the composition and structure of the 
Board and for identifying and recommending candidates for 
Executive and Non-Executive Director positions.
Technical and Operational Risk Committee
The members of this Committee are Sir David Brown, Dr. Phil 
Whalen and Jonathan Watkins, under the Chairmanship of Alan 
Wood. The Committee is responsible for monitoring key technical 
and operational risks and the development and implementation of 
strategies to manage and mitigate these risks.
Communications with shareholders
The Board is accountable to the Company’s shareholders and as 
such it is important for the Board to maintain effective 
communications with shareholders. The Company maintains an 
active dialogue with institutional shareholders through regular 
briefing meetings and formal presentations by the Executive 
Directors following the interim and preliminary financial results. 
During the year, the views of major shareholders are 
communicated to the Board through briefings by the Company’s 
brokers and face-to-face meetings with the Chairman. Press 
releases are issued throughout the year and the Company 
maintains a website (www.cerespower.com) on which press 
releases, corporate presentations and the Annual Report are 
available to view.
The Annual General Meeting (‘AGM’) provides an opportunity for 
communication with all shareholders and the Board encourages 
the shareholders to attend and welcomes their participation. The 
Directors attend the AGM and are available to answer questions. 19 Ceres Power Holdings plc Annual Report 2010
Internal controls
The Directors acknowledge their responsibility for establishing and 
maintaining the Group’s systems of internal control. These are 
designed to safeguard the assets of the Group and to ensure the 
reliability of financial information for both internal and external use.
The Group prepares detailed budgets and cash flow projections, 
which are approved annually by the Board and updated regularly 
throughout the year. Detailed management accounts and working 
capital cash flow projections are prepared on a monthly basis and 
compared to budgets and projections to identify any significant 
variances. The Board reviews, identifies, evaluates and manages 
the significant risks that face the Group.
Any system of internal control can only provide reasonable, and 
not absolute, assurance that material financial irregularities will be 
detected or that risk of failure to achieve business objectives is 
eliminated. The Directors, having reviewed the effectiveness of the 
system of internal financial, operational and compliance controls 
and risk management, consider that the system of internal control 
operated effectively throughout the financial year and up to the 
date that the financial statements were signed.
Conflicts of interest
The Group has in place procedures for the disclosure and review 
of any conflicts or potential conflicts of interest which the Directors 
may have and for the authorisation of such conflicts by the Board. 
During the year there were no such conflicts of interest. 20 Ceres Power Holdings plc Annual Report 2010
Corporate 
Governance
Remuneration Report
The Board of Directors presents the Company’s Remuneration 
Report for the year ended 30 June 2010. As the Company’s 
shares are registered on the Alternative Investment Market (‘AIM’) 
of the London Stock Exchange, the Company is not required to 
report in accordance with the remuneration disclosure 
requirements of the Companies Act 2006 and relevant regulations. 
This report, while not complying fully with these requirements, has 
been presented to disclose the key aspects of Directors’ 
remuneration and the Board hopes that this report will provide 
shareholders with a better understanding of the rationale behind 
the current remuneration arrangements for senior management 
and the link between the performance of the Group and the 
rewards for executives.
All sections of the Remuneration Report, other than those 
specifically marked as audited, are unaudited.
Composition and role of the Remuneration Committee
The Remuneration Committee is comprised of the Non-Executive 
Directors and is chaired by Sir David Brown. The Committee met 
four times during the year. Dr. Peter Bance is invited to attend 
meetings to assist the Committee on matters concerning 
remuneration of other senior executives within the Group, however 
he was not present during the part of the meetings where his own 
remuneration was discussed.
The Committee is responsible for determining, on behalf of the 
Board, an appropriate remuneration policy for the Executive 
Directors and for designing a remuneration framework for them 
that is consistent with that policy. The Committee also monitors 
remuneration practice amongst other senior executives, 
determines the Chairman’s fee level and oversees the 
compensation philosophy of Ceres Power generally.
At its meetings during the year, the Committee considered, 
amongst other matters, the following:
the 2009 Remuneration Report; •	
the level of achievement of the Beta Phase of the CHP Project •	
Bonus Plan;
setting performance targets in respect of the 2010–2011 Phase •	
of the CHP Project Bonus Plan;
implementation of a second company-wide Sharesave scheme; •	
levels of base salary for executives; •	
terms of employment for all senior executives; •	
proposed terms of appointment of senior executives; and •	
review of rewards and benefits available to all employees  •	
in the Group.
During the year the Committee has been advised by independent 
remuneration consultants Hewitt New Bridge Street (‘HNBS’). 
Neither HNBS nor any other part of Hewitt Associates provided 
any other services to the Group during the year.
Remuneration policy for Executive Directors
The Committee’s policy is that Executive Directors’ remuneration 
packages should:
provide the Directors with the opportunity to receive a share in •	
the future growth and value of the Group that is regarded as fair 
by other employees and by shareholders;
provide appropriate alignment between the Group’s strategic •	
and operational goals for which the Directors have collective 
responsibility, shareholder returns and executive reward;
be, as far as possible, simple to understand and administer; •	
be determined taking into account external market benchmarks •	
so that the total value of remuneration packages (calculated  
on a ‘target’ basis) should be broadly competitive with mid-
market practice compared to listed companies of a similar  
size within similar sectors. This should allow the Group to 
attract and retain key individuals critical to the future success  
of the business;
include below market levels of fixed pay (salary and benefits)  •	
in return for above market levels of performance-related  
pay potential;
be appropriate given pay levels within the Group more •	
generally; and
be structured so as to comply with key corporate governance •	
best practice guidelines.
Remuneration structure for Executive Directors
Overview
The Committee continues to believe that at this stage of the 
Group’s development the remuneration structure for Executive 
Directors should be weighted more towards performance-related 
pay than would be the market ‘norm’ for an ‘established’ company.
Base salary
Executive Directors’ base salaries are reviewed annually. The 
Committee has decided to award no base salary increase for Dr. 
Peter Bance and Rex Vevers for a second year in succession. The 
Committee has decided to award an increase of 4.7% to Dr. Phil 
Whalen to recognise the increase in his scope of responsibility 
since his appointment to the Board in January 2010. The agreed 
salaries for 2010/11 are: Dr. Peter Bance £196,833 (2009/10: 
£196,833), Rex Vevers £162,225 (2009/10: £162,225) and Dr. Phil 
Whalen £162,225.
Benefits
In line with all other employees, Executive Directors receive a 
pension contribution from the Group worth 8% of salary (with 
Executive Directors contributing at least 3% of salary) plus 
employer’s National Insurance saved on employee pension 
contributions from the Group and life assurance of four  
times salary.
Sharesave scheme
During the year the Committee implemented a second HMRC-
approved Sharesave scheme. The Executive Directors are eligible 
to participate in this scheme, which is open to all eligible 
employees on the same basis, providing a long-term savings and 
investment opportunity.
Performance-related pay
As noted in last year’s Remuneration Report, the Committee, 
assisted by HNBS, implemented two medium-term incentive 
arrangements that provide executives with a clear ‘line-of-sight’ 
between performance and reward. The scheme rewards 
executives through a mixture of cash, deferred shares and share 
options and achieves an appropriate balance between incentive, 
reward and retention. Measurable and demanding performance 
conditions are directly linked to the successful delivery of the 
Group’s key strategic and operational goals and growth  
of the Group. 21 Ceres Power Holdings plc Annual Report 2010
Details of the two medium-term incentive arrangements and any awards made thereunder are outlined below:
One-off grant of share options
On 11 December 2008, Dr. Peter Bance, Rex Vevers and other senior executives were granted a one-off award of share options under 
the Company’s existing 2004 Employees’ Share Option Scheme.
The share options were granted with an exercise price of £2 per share, being the higher of the average market price over the 20 trading 
days ending on 9 December 2008 (being £0.92) and £2. This ‘out of the money’ exercise price was considered appropriate by the 
Committee in order to create an additional hurdle for executives. Exercise of the options is subject to the prior achievement of an absolute 
share price target and normally is dependent on continued employment until the initial exercise point. The Committee felt that this 
provided the clearest alignment between the interests of shareholders and executives given the absence of any obvious comparator 
group of companies against which a Total Shareholder Return measure could be constructed.
During the year, 212,500 new one-off share options were granted to Dr. Phil Whalen in September 2009 on his joining the Group. 
Dr. Peter Bance holds 850,000 one-off share options (2009/10: 850,000) and Rex Vevers holds 637,500 options (2009/10: 637,500). 
Other senior executives hold options of no more than 75% of the Chief Executive Officer’s award.
The options granted to the Executive Directors and other senior executives can only be exercised if the following share price targets are 
achieved over 20 consecutive trading days at some point in the period between the second and 10th anniversaries of the grant:
     Percentage Share  Exercise 
     of options price  period 
     exercisable target  (post grant)
Tranche 1     25% £4  2–10 years
Tranche 2     37.5% £5  3–10 years
Tranche 3     37.5% £6  4–10 years
CHP Project Bonus
The CHP Project Bonus plan replaced all previous bonus arrangements and is the only bonus scheme for Executive Directors that 
operates for the period up to December 2011.
Under this plan, Executive Directors and selected other senior executives, senior managers and staff are eligible to receive a bonus at the 
completion of relevant phases of the CHP Project. The maximum potential bonus award at the end of each phase is 100% of annual 
salary for Dr. Peter Bance and for all other eligible participants no more than 75% of their salary. All awards for the successful completion 
of each phase made under this plan are payable in two instalments; 50% of any award is payable immediately in cash and the remaining 
50% as a deferred award in the form of nominal value share options which vest to the individual no earlier than 30 June 2012 subject 
normally to continued employment within the Group.
The amount of any award granted under this plan is subject to the Committee’s assessment of the level and quality of delivery of each of 
the phases of the CHP Project at the completion of each phase of the project (known as ‘milestone targets’).
The Committee has reviewed and verified the successful delivery of the majority of the Beta phase milestone targets including technology, 
manufacturing, commercial and financial metrics. However, as noted in the Chairman’s Statement and Chief Executive’s Review on pages 
2 to 9, in July 2010 the Company announced a delay in completing the Beta phase and as a consequence, a delay in the expected CHP 
product launch from H2 2011 to mid 2012. Accordingly, the Committee has determined that no bonus award should be made to the 
Executive Directors. Notwithstanding the delay in the overall CHP timeline, the Group has achieved a number of the key Beta phase 
milestone targets that underpin the progress towards completing the Beta phase. The Committee has therefore approved bonus awards 
ranging between 10% and 24% of salary to participating senior managers and staff and the Committee would like to express its thanks 
for the substantial contribution and effort that these employees have made during a challenging year. This bonus was approved in July 
2010, at which time the options were granted.
The Committee has also agreed the milestone targets for the 2010–2011 period. These milestone targets are based on the delivery of key 
product, manufacturing, commercial and financial metrics and ensure that the CHP Project Bonus plan continues to align the interests of 
executives and shareholders by rewarding successful delivery of key strategic and commercial goals.
Share ownership guideline
Executive Directors are required to retain at least half of any shares arising from the exercise of any options under the one-off award and 
any future option grant (after selling sufficient shares to pay the exercise price and to fund any tax due on the options) until they have a 
holding of Company shares worth at least 100% of their base salary (200% for the Chief Executive Officer). 22 Ceres Power Holdings plc Annual Report 2010
Corporate 
Governance
Remuneration Report
Continued
Service contracts
Each Executive Director has a service contract with the Group which contains details regarding remuneration, restrictions and disciplinary 
matters. Executive Directors are appointed on contracts terminable by the Group on not more than 12 months’ notice.
Non-Executive Directors
The fees of the Chairman are determined by the Committee and the fees of the Non-Executive Directors are determined by the Board 
following a recommendation from the Chairman after consulting with the Chief Executive. The Chairman and the Non-Executive Directors 
are not involved in any discussions or decisions about their own remuneration.
The annual fee levels as at 30 June 2010 are as follows:
        2010 
        £
Chairman        100,000
Senior Non-Executive Director        45,000
Other Non-Executive Directors        40,000
Chairs of Board committees, other than the Chairman, earn an additional £5,000 per annum per committee, and each of Sir David 
Brown, Alan Wood and John Nicholas chaired one committee during the year.
Non-Executive Directors are not eligible to participate in any of the Group’s incentive schemes.
Directors’ emoluments for the year ended 30 June 2010 (audited)
      2009/10
      Salary/fee Pension
1
 Total 
      £ £ £
Executive
Dr. Peter Bance      196,833 17,284 214,117
Rex Vevers      162,225 14,861 177,086
Dr. Phil Whalen
2
      68,808 5,210 74,018
Non-Executive
Dr. Brian Count
3
      100,000 – 100,000
Sir David Brown      50,000 – 50,000
John Nicholas      45,000 – 45,000
Alan Wood      45,000 – 45,000
      667,866 37,355 705,221
Directors’ emoluments for the year ended 30 June 2009 (audited)
      2008/09
       CHP 
       project 
      Termination bonus 
    Salary/fee Pension
1
 payment (cash) Total 
    £ £ £ £ £
Executive
Dr. Peter Bance    196,833 16,515 – 73,812 287,160
Rex Vevers    162,225 13,611 – 45,626 221,462
Dr. Andrew Baker
4
    93,590 25,062 168,713 114,000 401,365
Non-Executive
Dr. Brian Count
3
    100,000 – – – 100,000
Sir David Brown    45,000 – – – 45,000
John Nicholas    16,741 – – – 16,741
Alan Wood    42,500 – – – 42,500
    656,889 55,188 168,713 233,438 1,114,228
1  Pension contribution is based on 8% of gross salary and employer’s National Insurance saved on employee pension contributions.
2 Dr. Phil Whalen was appointed to the Board of Directors on 21 January 2010.
3 Fees totalling £100,000 (2009: £100,000) were paid to Count on B Ltd, a company of which Dr. Brian Count is a director.
4  Dr. Andrew Baker resigned on 31 December 2008. 23 Ceres Power Holdings plc Annual Report 2010
Directors’ interests in share options (audited)
 At 1 July  At 30 June  
 2009 Granted 2010 Exercise  Exercise 
 number number number price  period
Dr. Peter Bance
Options (approved) 184,780 – 184,780 £0.30 April 2003–April 2013
Options (unapproved) 1,182,620 – 1,182,620 £0.30 April 2003–April 2013
Options (unapproved) 500,000 – 500,000 £0.30 August 2003–August 2013
Options (unapproved) 200,000 – 200,000 £0.60 April 2004–April 2014
Options (unapproved) 200,000 – 200,000 £2.815 March 2006–March 2016
Options (unapproved)
1
 212,500 – 212,500 £2.00 December 2010–December 2018
Options (unapproved)
2
 318,750 – 318,750 £2.00 December 2011–December 2018
Options (unapproved)
3
 318,750 – 318,750 £2.00 December 2012–December 2018
Sharesave options (approved) 5,648 – 5,648 £0.81 July 2012–December 2012
Options (unapproved)
4
 38,048 – 38,048 £0.05 July 2012–June 2019
Sharesave options (approved) – 4,051 4,051 £1.12 July 2013–December 2013
 3,161,096 4,051 3,165,147
Rex Vevers
Options (approved) 46,510 – 46,510 £2.15 September 2006–September 2016
Options (unapproved) 228,490 – 228,490 £2.15 September 2006–September 2016
Options (unapproved)
1
 159,375 – 159,375 £2.00 December 2010–December 2018
Options (unapproved)
2
 239,063 – 239,063 £2.00 December 2011–December 2018
Options (unapproved)
3
 239,062 – 239,062 £2.00 December 2012–December 2018
Sharesave options (approved) 5,648 – 5,648 £0.81 July 2012–December 2012
Options (unapproved)
4
 23,518 – 23,518 £0.05 July 2012–June 2019
Sharesave options (approved) – 4,051 4,051 £1.12  July 2013–December 2013
 941,666 4,051 945,717
Dr. Phil Whalen
Options (unapproved)
1
 – 53,125 53,125 £2.00 September 2011–August 2019
Options (unapproved)
2
 – 79,688 79,688 £2.00 September 2012–August 2019
Options (unapproved)
3
 – 79,687 79,687 £2.00 September 2013–August 2019
 – 212,500 212,500
1 One-off options, exercisable if the share price is greater than or equal to £4 over 20 consecutive trading days at some point in the exercise period.
2 One-off options, exercisable if the share price is greater than or equal to £5 over 20 consecutive trading days at some point in the exercise period.
3 One-off options, exercisable if the share price is greater than or equal to £6 over 20 consecutive trading days at some point in the exercise period.
4 CHP Project Bonus Plan deferred share options.
All options outlined above are fully exercisable at the Director’s discretion during the relevant exercise period. •	
During 2009/10, the Group’s share price varied between 75.25p and 240.75p and was 75.25p on 30 June 2010. •	
Directors’ interests in shares (unaudited)
The Directors held the following interests in the shares of the Company:
       At 1 July At 30 June 
Name      Type 2009 2010
Dr. Brian Count    Ordinary shares of £0.05 each 157,850 257,850
Rex Vevers    Ordinary shares of £0.05 each 60,000 60,000
Sir David Brown    Ordinary shares of £0.05 each 20,000 20,000
Alan Wood    Ordinary shares of £0.05 each 50,000 50,000
John Nicholas    Ordinary shares of £0.05 each 100,000 100,000
Since the year end, Dr. Brian Count purchased 50,000 shares, Dr. Peter Bance purchased 20,000 shares, Rex Vevers purchased 20,000 
shares and Dr. Phil Whalen purchased 15,841 shares in the Company.
Sir David Brown
Remuneration Committee Chairman
28 September 2010 24 Ceres Power Holdings plc Annual Report 2010
Corporate 
Governance
Directors’ Report
for the year ended 30 June 2010
The Directors present their report and the audited financial 
statements for the year ended 30 June 2010. 
Principal activity 
The principal activity of the Group throughout the year remained 
the development and commercial exploitation of microgeneration 
products based on the Group’s solid oxide fuel cell technology. 
Review of business and future developments
Significant developments and operating activities of the Group, as 
well as the future strategy, business environment and prospects 
for the Group are discussed in detail in the Chairman’s Statement 
and the Chief Executive’s Review on pages 2 to 9.
In addition to the Group’s priorities as set out in the Chief 
Executive’s Review, the Group considers its Key Performance 
Indicators (‘KPIs’) to be revenue and net cash and financial  
assets measured against predetermined targets. The Directors 
recognise the significant progress made in delivering the Group’s 
key priorities during the year, and the challenges faced in the 
achievement of the KPIs, when measured against their targets,  
as noted in the Chairman’s Statement and the Chief 
Executive’s Review.
Results and dividends 
The loss for the financial year was £11,723,000 (2009: £7,978,000). 
The cash used in operations during the year was £10,820,000 
(2009: £3,900,000). At 30 June 2010 the Group has net cash, 
short-term investments and financial assets at fair value through 
profit or loss of £40,900,000 (2009: £23,009,000). 
The Directors do not recommend the payment of a dividend  
(2009: £nil). 
Research and development
During the year, the Group incurred expenditure of £9,907,000 
(2009: £6,308,000) on research and development, all of which was 
written off to the Consolidated Statement of Comprehensive 
Income. The Chief Executive’s Review reports on progress during 
the year. 
Charitable and political contributions
The Group has made no charitable or political contributions during 
the year (2009: £nil).
Principal risks and uncertainties
In addition to financial risk management which is detailed in note 
15 to the financial statements, there are a number of risks and 
uncertainties which could have a material impact on the execution 
of the Group’s strategy. Risks are formally reviewed by the Board 
and appropriate processes and controls put in place to monitor 
and mitigate them. Key business risks are set out as follows:
Technology risk 
The Group continues to make progress in the development of its 
fuel cell residential Combined Heat and Power (‘CHP’) product. 
However, uncertainty exists regarding the successful development 
and application of the Company’s fuel cell technology to CHP and 
other potential products. 
Competitive and market risk
The Group continues to target both existing and new markets in 
which to sell its products. Future revenues are dependent on the 
development of such markets and the impact on these markets of 
alternative products from competitors. 
Global economic and credit market risk
The current credit market conditions provide an increased risk of a 
counterparty exposure should any counterparty default on its 
contractual obligations. Whilst there have been improvements in 
the global economy during 2010, the Group is at risk to increased 
cost and delays through exposure to the default of suppliers if 
economic conditions do not continue to improve. The Directors 
continue to closely monitor these risks. 
Intellectual property protection risk
The Group continues to invest in the expansion and protection of 
its portfolio of intellectual property. The Group’s competitive 
advantage is at risk to unauthorised parties using the Group’s 
technology in their own products. Internal procedures and controls 
are therefore in place to capture all intellectual property and then 
to prevent or control disclosure to third parties and partners. There 
is always a degree of uncertainty over the ability to register certain 
IP rights. Intellectual Property insurance provides additional 
protection for agreement, pursuit and defence of IP terms 
and rights.
Growth management risk
The Group has grown significantly in the past years and 
anticipates further growth over the coming years. Investment in 
operational, manufacturing, managerial resources and systems 
and controls continues in order to meet the expected growth. 
There is a risk that growth will be constrained by 
insufficient resources.
Key personnel dependence risk
As disclosed in the Remuneration Report section of this Annual 
Report and in the notes to the Group financial statements, the 
Directors have put in place incentive schemes for key personnel. 
These support the existing competitive remuneration packages 
and restrictive employment covenants already in place. These are 
aimed at reducing the risk of disruption to operations and damage 
to the business due to key personnel leaving the business. 
Directors
The Directors of the Company, who served during the year, are 
as follows:
Dr. Brian Count (Non-Executive Chairman) 
Dr. Peter Bance (Chief Executive Officer)
Rex Vevers (Finance Director)
Dr. Phil Whalen (Technology Director) – appointed 21 January 2010
Sir David Brown (Non-Executive Director) 
Alan Wood (Non-Executive Director) 
John Nicholas (Non-Executive Director)  25 Ceres Power Holdings plc Annual Report 2010
Substantial shareholders
The Company has been notified of the following holdings of 3% or 
more of the 86,177,614 ordinary shares of 5p each of the Company 
on 24 September 2010:
  Number of 
  ordinary 
Name  shares  %
Oppenheimer Funds Inc  11,291,902 13.10
GB Gas Holdings Limited  8,562,488 9.94
GLG Partners LP  4,080,214 4.73
I. G. Investment Management Ltd  3,466,730 4.02
Sarasin & Partners LLP  3,458,742 4.01
FIL (‘Fidelity Investments Limited’)  3,321,326 3.85
FMR Corp. (‘Fidelity Investments’)  2,766,362 3.21
Policy and practice on payment of creditors
It is the Group’s policy, in respect of all suppliers, to agree 
payment terms in advance of the supply of goods and services 
and to adhere to those payment terms. Trade creditors of the 
Group at the year end as a proportion of amounts invoiced by 
suppliers during the year represent 51 days (2009: 47 days). Trade 
creditors of the Company at the year end as a proportion of 
amounts invoiced by suppliers during the year represent 24 days 
(2009: nil days).
Statement of Directors’ responsibilities 
The Directors are responsible for preparing the Annual Report  
and the financial statements in accordance with applicable law 
and regulations.
Company law requires the Directors to prepare financial 
statements for each financial year. Under that law the Directors 
have prepared the Group financial statements in accordance with 
International Financial Reporting Standards (‘IFRSs’) as adopted 
by the European Union, and the parent Company financial 
statements in accordance with United Kingdom Generally 
Accepted Accounting Practice (United Kingdom Accounting 
Standards and applicable law).
Under Company law the Directors must not approve the financial 
statements unless they are satisfied that they give a true and fair 
view of the state of affairs of the Group and the Company and of 
the profit or loss of the Group for that period. In preparing these 
financial statements, the Directors are required to:
select suitable accounting policies and then apply  •	
them consistently;
make judgements and accounting estimates that are •	
reasonable and prudent;
state whether IFRSs as adopted by the European Union and •	
applicable UK Accounting Standards have been followed, 
subject to any material departures disclosed and explained in 
the Group and parent Company financial statements 
respectively; and
prepare the financial statements on the going concern basis •	
unless it is inappropriate to presume that the Company will 
continue in business.
The Directors are responsible for keeping adequate accounting 
records that are sufficient to show and explain the Company’s 
transactions and disclose with reasonable accuracy at any time 
the financial position of the Company and enable them to ensure 
that the financial statements comply with the Companies Act 
2006. They are also responsible for safeguarding the assets of the 
Company and the Group and hence for taking reasonable steps 
for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of 
the Company’s website. Legislation in the United Kingdom 
governing the preparation and dissemination of financial 
statements may differ from legislation in other jurisdictions.
Going concern
After having made appropriate enquires, the Directors have a 
reasonable expectation that the Group and Company have 
adequate resources to progress their established strategy for the 
foreseeable future. Accordingly, they continue to adopt the going 
concern basis in preparing these financial statements.
Directors’ statement on disclosure of information  
to auditors
So far as each Director is aware, there is no relevant audit 
information of which the Company’s auditors are unaware. Each 
Director has taken all the steps that he ought to have taken as a 
Director in order to make himself aware of any relevant audit 
information and to establish that the Company’s auditors are 
aware of that information.
Auditors
The auditors, PricewaterhouseCoopers LLP, have indicated their 
willingness to continue in office and a resolution concerning their 
reappointment will be proposed at the Annual General Meeting.
By order of the Board
 
Brian Count
Chairman 26 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Independent Auditors’ Report 
to the Members of Ceres Power Holdings plc
We have audited the Group financial statements of Ceres Power 
Holdings plc for the year ended 30 June 2010 which comprise the 
Consolidated Statement of Comprehensive Income, the 
Consolidated Balance Sheet, the Consolidated Cash Flow 
Statement, the Consolidated Statement of Changes in Equity and 
the related notes. The financial reporting framework that has been 
applied in their preparation is applicable law and International 
Financial Reporting Standards (‘IFRSs’) as adopted by the 
European Union. 
Respective responsibilities of directors and auditors 
As explained more fully in the Statement of Directors’ 
responsibilities set out on page 25, the Directors are responsible 
for the preparation of the Group financial statements and for being 
satisfied that they give a true and fair view. Our responsibility is to 
audit the Group financial statements in accordance with applicable 
law and International Standards on Auditing (UK and Ireland). 
Those standards require us to comply with the Auditing Practices 
Board’s Ethical Standards for Auditors. 
This report, including the opinions, has been prepared for and only 
for the Company’s members as a body in accordance with 
Chapter 3 of Part 16 of the Companies Act 2006 and for no other 
purpose. We do not, in giving these opinions, accept or assume 
responsibility for any other purpose or to any other person to 
whom this report is shown or into whose hands it may come save 
where expressly agreed by our prior consent in writing.
Scope of the audit of the financial statements 
An audit involves obtaining evidence about the amounts and 
disclosures in the financial statements sufficient to give reasonable 
assurance that the financial statements are free from material 
misstatement, whether caused by fraud or error. This includes an 
assessment of: whether the accounting policies are appropriate to 
the Group’s circumstances and have been consistently applied 
and adequately disclosed; the reasonableness of significant 
accounting estimates made by the Directors; and the overall 
presentation of the financial statements.
Opinion on financial statements 
In our opinion the Group financial statements: 
give a true and fair view of the state of the Group’s affairs as  •	
at 30 June 2010 and of its loss and cash flows for the year  
then ended; 
have been properly prepared in accordance with IFRSs as •	
adopted by the European Union; and 
have been prepared in accordance with the requirements of the •	
Companies Act 2006. 
Opinion on other matter prescribed by the Companies 
Act 2006 
In our opinion the information given in the Directors’ Report for the 
financial year for which the Group financial statements are 
prepared is consistent with the Group financial statements. 
Matters on which we are required to report by exception 
We have nothing to report in respect of the following matters 
where the Companies Act 2006 requires us to report to you if, in 
our opinion: 
certain disclosures of Directors’ remuneration specified by law •	
are not made; or 
we have not received all the information and explanations we •	
require for our audit. 
Other matter 
We have reported separately on the parent Company financial 
statements of Ceres Power Holdings plc for the year ended 30 
June 2010 and on the information in the Directors’ Remuneration 
Report that is described as having been audited. 
Rosemary Shapland 
(Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Gatwick
28 September 2010 27 Ceres Power Holdings plc Annual Report 2010
Consolidated Statement of Comprehensive Income 
for the year ended 30 June 2010
       2010 2009  
      Note £’000 £’000 
Revenue      2 786 952
Operating costs      3 (14,543) (10,734)
Other operating income      3 570 492
Operating loss       (13,187) (9,290)
Fair value (loss)/gain on gilts      4 (119) 119
Interest receivable      4 490 848
Loss before income tax      3 (12,816) (8,323)
Income tax credit      7 1,093 345
Loss for the financial year and total comprehensive loss      (11,723) (7,978)
Loss per £0.05 ordinary share expressed in pence per share:
– basic and diluted      8 (15.16)p (11.94)p
 
All amounts included in the Consolidated Statement of Comprehensive Income relate to continuing operations.
The notes on pages 31 to 45 are an integral part of these consolidated financial statements. 28 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Consolidated Balance Sheet
as at 30 June 2010
       2010 2009  
      Note £’000 £’000 
Assets 
Non-current assets 
Property, plant and equipment      9 4,381 3,243
Other receivables      12 81 81
Total non-current assets       4,462 3,324
 
Current assets
Trade and other receivables      12 1,045 428
Derivative financial instruments      15 27 –
Current tax receivable       620 320
Short-term investments      13 25,000 –
Financial assets at fair value through profit or loss      11 – 9,803
Cash and cash equivalents      13 15,900 13,206
Total current assets       42,592 23,757
Liabilities
Current liabilities
Trade and other payables      14 (4,172) (3,664)
Derivative financial instruments      15 – (28)
Total current liabilities       (4,172) (3,692)
Net current assets       38,420 20,065
 
Non-current liabilities
Other payables      14 (2,158) (1,966)
Provisions for other liabilities and charges      16 (107) (30) 
Total non-current liabilities       (2,265) (1,996)
Net assets       40,617 21,393
 
Equity
Share capital      17 4,309 3,344
Share premium account       64,821 35,551
Other reserve        7,463 7,463
Profit and loss account (deficit)       (35,976) (24,965)
Total equity       40,617 21,393
 
The notes on pages 31 to 45 are an integral part of these consolidated financial statements.
The financial statements on pages 27 to 45 were approved by the Board of Directors on 28 September 2010 and were signed on its 
behalf by:
Peter Bance Rex Vevers
Chief Executive Officer Finance Director
Ceres Power Holdings plc
Registered Number: 5174075 29 Ceres Power Holdings plc Annual Report 2010
Consolidated Cash Flow Statement
for the year ended 30 June 2010
       2010 2009  
      Note £’000 £’000 
Cash flows from operating activities 
Cash used in operations      19 (10,820) (3,900)
Income tax received       793 425
Net cash used in operating activities       (10,027) (3,475)
 
Cash flows from investing activities
Purchase of property, plant and equipment       (2,814) (2,088)
Capital grant contributions to property, plant and equipment      252 –
Redemption/(purchase) of financial assets at fair value through profit or loss     9,553 (10,000)
Movement in short-term investments       (25,000) –
Finance income received       454 1,216
Net cash used in investing activities       (17,555) (10,872)
Cash flows from financing activities
Proceeds from issuance of ordinary shares       31,556 93
Net expenses of shares issued       (1,321) –
Net cash generated from financing activities       30,235 93
Net increase/(decrease) in cash and cash equivalents      2,653 (14,254)
Exchange gains/(losses) on cash and cash equivalents       41 (16)
       2,694 (14,270)
Cash and cash equivalents at beginning of year       13,206 27,476
Cash and cash equivalents at end of year      13 15,900 13,206
  30 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Consolidated Statement of Changes in Equity
for the year ended 30 June 2010
       Profi t 
     Share  and loss 
    Share premium Other account 
    capital account reserve (deficit) Total 
    £’000 £’000 £’000 £’000 £’000
At 1 July 2008    3,337 35,465 7,463 (17,635) 28,630
Comprehensive income
Loss for the financial year    – – – (7,978) (7,978)
Total comprehensive income    – – – (7,978) (7,978)
Transactions with owners
Issue of shares, net of costs    7 86 – – 93
Share-based payments charge    – – – 648 648
Transactions with owners    7 86 – 648 741
At 30 June 2009    3,344 35,551 7,463 (24,965) 21,393
Comprehensive income
Loss for the financial year    – – – (11,723) (11,723)
Total comprehensive income    – – – (11,723) (11,723)
Transactions with owners
Issue of shares, net of costs    965 29,270 – – 30,235
Share-based payments charge    – – – 712 712
Transactions with owners    965 29,270 – 712 30,947
At 30 June 2010    4,309 64,821 7,463 (35,976) 40,617 31 Ceres Power Holdings plc Annual Report 2010
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010
1. Summary of significant accounting policies
The Company is incorporated and domiciled in the United 
Kingdom and is registered on the Alternative Investment Market 
(‘AIM’) of the London Stock Exchange. 
Basis of preparation
The consolidated financial statements of the Group have been 
prepared in accordance with International Financial Reporting 
Standards (‘IFRS’) as adopted by the European Union, 
International Financial Reporting Interpretations Committee 
(‘IFRIC’) interpretations and those parts of the Companies Act 
2006 applicable to companies reporting under IFRS. 
The Company has elected to prepare its entity accounts in 
accordance with United Kingdom Generally Accepted Accounting 
Principles (‘UK GAAP’) and these are presented on pages 47 to 51.
The consolidated financial statements have been prepared on a 
historical cost basis except for certain items that have been 
measured at fair value as detailed in the individual accounting 
policies below. 
Critical accounting estimates and judgements
The preparation of financial statements in conformity with IFRS 
requires management to make judgements, estimates and 
assumptions that affect the reported amounts of assets and 
liabilities at the date of the financial statements and the reported 
amounts of revenues and expenses during the reporting period. 
Although these estimates are based on management’s best 
knowledge of the amount, event or actions, actual results may 
ultimately differ from these estimates.
The estimates and underlying assumptions are reviewed on an 
ongoing basis. Revisions to accounting estimates are recognised 
in the period in which the estimate is revised. Material estimates 
and assumptions are made in particular with regard to: 
establishing uniform depreciation periods for the Group; 
recognising grant revenue where there are no technical milestones 
in the agreement; choosing the appropriate method with which to 
recognise development-related revenue (revenue is recognised 
over the development phase of each contract based on the costs 
incurred (‘percentage of completion’)); and recognising R&D 
tax credits. 
Basis of consolidation
The consolidated financial statements of Ceres Power Holdings 
plc include the results of the Company and its wholly 
owned subsidiaries.
The financial statements of Ceres Power Limited have been 
consolidated under merger accounting rules. The financial 
statements of Ceres Intellectual Property Company Limited have 
been consolidated under acquisition accounting rules. 
Intra-group transactions, profits, losses and balances are 
eliminated in full on consolidation. 
The Group has taken the exemption not to apply IFRS 3, ‘Business 
combinations’, retrospectively to business combinations that took 
place before 1 July 2006.
Capital risk management
The Group’s objectives when managing capital, as a primary 
source of funding, are to safeguard the Group’s ability to continue 
as a going concern and to maintain an optimal capital structure by 
protecting the Group’s equity capital base and eliminating/hedging 
treasury risks that could expose the Group to the risk of material 
loss of capital (refer to note 15). The Group had a gearing ratio of 
zero during the current and prior years.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less 
depreciation. Historical cost includes all expenditure that is directly 
attributable to the acquisition of the assets. Subsequent costs are 
included in the asset’s carrying amount or recognised as a 
separate asset, as appropriate, only when it is probable that future 
economic benefits associated with the asset will flow to the Group 
and the cost of the asset can be measured reliably. All other 
repairs and maintenance costs are charged to the Consolidated 
Statement of Comprehensive Income during the financial period in 
which they are incurred.
Depreciation is calculated using the straight-line method to 
allocate the cost over the estimated useful lives as follows:
 
Leasehold improvements Ten years or the lease term if shorter
Plant and machinery Three to five years
Computer equipment Three years
Fixtures and fittings Three to ten years
The assets’ residual values and useful lives are reviewed, and 
adjusted if appropriate, at each balance sheet date. 
Assets under construction represent the cost of purchasing, 
constructing and installing property, plant and equipment ahead of 
their productive use. The category is temporary, pending 
completion of the assets and their transfer to the appropriate and 
permanent category of property, plant and equipment. As such, 
no depreciation is charged on assets under construction.
Cash and cash equivalents
Cash and cash equivalents includes cash at bank and in hand, 
pooled money market funds and short-term deposits with an 
original maturity of less than or equal to three months, reduced by 
overdrafts to the extent that there is a right of offset against other 
cash balances. 
Short-term investments
These include short-term bank deposits with original maturity 
greater than three months and less than or equal to 12 months.
Financial assets at fair value through profit or loss
The Group classifies its financial assets at fair value through profit 
or loss. The classification depends on the purpose for which the 
financial assets were acquired. Management determines the 
classification of its financial assets at initial recognition. 
Financial assets at fair value through profit or loss are financial 
assets held for trading. A financial asset is classified in this 
category if acquired principally for the purpose of selling in the 
short-term. Assets in this category are classified as current assets. 32
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
1. Summary of significant accounting policies continued
Financial assets carried at fair value through profit or loss are 
initially recognised at fair value. Gains and losses arising from 
changes in the fair value are presented in the Consolidated 
Statement of Comprehensive Income in the period in which 
they arise.
Trade and other receivables
Trade receivables are recognised and carried at the original invoice 
amount less an allowance for any uncollectable amounts that are 
made when the full amount is no longer considered receivable. 
Actual bad debts are written off when identified. A provision for 
impairment of trade receivables is established when there is 
objective evidence that the Group will not be able to collect all 
amounts due according to the original terms of the receivables. 
Trade payables
Trade payables are recognised initially at fair value and 
subsequently measured at amortised cost using the effective 
interest method. 
Taxation
The tax credit represents the best estimate of tax due to the 
Group at the year end.
Deferred tax is provided in full, using the liability method, on 
temporary differences between the tax bases of assets and 
liabilities and their carrying amounts in the consolidated financial 
statements. Deferred tax assets are recognised to the extent that it 
is probable that future taxable profit will be available against which 
the temporary differences can be utilised. 
Share-based payments
The Group has a number of employee and executive share option 
and incentive schemes under which it makes equity-settled 
share-based payments. The fair value at the date of grant of 
equity-settled, share-based payments is expensed on a straight-
line basis over the vesting period, based on the Group’s estimate 
of shares that will eventually vest. The charge is then credited back 
to reserves. 
Fair value is measured by use of the Black-Scholes and binomial 
models. The expected lives used in the models have been adjusted, 
based on the Directors’ best estimates, for the effects of non-
transferability, exercise restrictions and behavioural considerations. 
Foreign currencies
The consolidated financial statements are presented in  
pounds sterling, which is the Company’s functional and 
presentational currency. Transactions denominated in foreign 
currencies are translated into sterling at the actual rate of 
exchange ruling at the date of the transaction. Monetary assets 
and liabilities denominated in foreign currencies are translated  
into sterling at rates ruling at the balance sheet date. Exchange 
differences are included in the Consolidated Statement of 
Comprehensive Income.
Pension scheme arrangements
The Group operates a defined contribution pension scheme for 
employees. The assets of the scheme are held separately from 
those of the Group. The pension costs charged represent 
contributions paid by the Group to individual pension plans and 
are charged to the Consolidated Statement of Comprehensive 
Income as they become payable.
In addition, a stakeholder pension scheme is also available  
to employees.
Revenue recognition
Revenue comprises the fair value of the consideration received or 
receivable for the sale of goods and services in the ordinary 
course of the Group’s activities. Revenue is shown net of value 
added tax, other sales taxes and after eliminating sales within the 
Group. Amounts received or receivable under development 
contracts are recognised as revenue when earned, as calculated 
on a percentage of completion basis, based on costs incurred to 
total estimated costs over the period that the related work is 
performed, subject to certainty of receipt of cash, or when any 
specific conditions in agreements have been met. All costs relating 
to these development contracts are recorded as research and 
development expenditure. As revenue represents contributions 
towards costs incurred, no amounts have been allocated to cost  
of sales.
Government grants
Grants are recognised on a case-by-case basis. Revenue grants 
are recognised in the Consolidated Statement of Comprehensive 
Income as other operating income. Capital grants are recognised 
in property, plant and equipment against the assets to which they 
relate (and are fully disclosed in note 9 to the financial statements) 
and are credited to the Consolidated Statement of Comprehensive 
Income on a straight-line basis over the expected lives of the 
related assets as a reduced depreciation expense. For grants with 
no technical milestones, and where recovery is assured, the grant 
is recognised on an accruals basis in order to match the 
associated expenditure with the grant. For grants with technical 
milestones, grants are recognised only when the relevant 
milestone has been achieved and the associated cash has  
been received. 
Research and development expenditure
Research costs are expensed as incurred. Development 
expenditure is capitalised when it can be separately measured and 
its future recoverability can be reasonably regarded as assured. 
Following initial recognition, the related asset is amortised over the 
period of expected future sales with impairment reviews being 
carried out at least annually. The asset is carried at cost less any 
accumulated amortisation and impairment losses. The Group has 
not yet capitalised any development costs as the criteria set out in 
IAS 38, ‘Intangible assets’, have not been met. 
Operating leases
Leases in which a significant portion of the risks and rewards of 
ownership are retained by the lessor are classified as operating 
leases. Payments made under operating leases (net of any 
incentives received from the lessor) are charged to the 
Consolidated Statement of Comprehensive Income on a straight-
line basis over the period of the lease. Benefits received and 
receivable as an incentive to sign an operating lease are amortised 
over the full lease term.  33 Ceres Power Holdings plc Annual Report 2010
1. Summary of significant accounting policies continued
Derivative financial instruments
The Group’s activities expose it primarily to the financial risks of 
changes in foreign currency exchange rates. The Group uses 
forward foreign exchange contracts to hedge against foreign 
currency denominated purchase commitments. The use of 
financial derivatives is governed by the Group’s treasury policy, as 
approved by the Board. The Group does not use derivative 
financial instruments for speculative purposes. Details of financial 
instruments are shown in note 15. 
Changes in the fair value of derivative financial instruments that do 
not qualify for hedge accounting are recognised in the 
Consolidated Statement of Comprehensive Income as they arise. 
Provisions
Provisions have been made for future dilapidations costs on leased 
property. These provisions are the Directors’ best estimates as the 
actual costs and timing of future cash flows are dependent on 
future events. Any difference between expectations and the actual 
future liability will be accounted for in the period when such 
determination is made. Details of the Group’s provisions are set 
out in note 16.
a) Standards, amendments and interpretations effective for the 
first time in the year ended 30 June 2010:
IAS 1 (Revised), ‘Presentation of financial statements’. 
The revised standard prohibits the presentation of items of income 
and expenses (that is ‘non-owner changes in equity’) in the 
statement of changes in equity, requiring ‘non-owner changes to 
equity’ to be presented separately from owner changes in equity. 
All ‘non-owner changes in equity’ are required to be shown in a 
performance statement. 
Entities can choose whether to present one performance 
statement (the statement of comprehensive income) or two 
statements (the income statement and the statement of 
comprehensive income).
The Group has elected to present one statement: the Consolidated 
Statement of Comprehensive Income. The financial statements 
have been prepared under the revised disclosure requirements. 
Comparative information has been re-presented so that it also 
conforms with the revised standard.
IFRS 8, ‘Operating segments’. 
IFRS 8 replaces IAS 14, ‘Segment reporting’. It requires a 
‘management approach’ under which segment information is 
presented on the same basis as that used for internal reporting 
purposes. See note 2 for further details.
IAS 23 (Revised), ‘Borrowing costs’. 
A result of the joint short-term convergence project with the FASB, 
this new standard requires an entity to capitalise borrowing costs 
directly attributable to the acquisition, construction or production 
of a qualifying asset as part of the cost of that asset. The option of 
immediately expensing those borrowing costs has been removed. 
This is currently not relevant to the Group.
IFRS 3 (Revised), ‘Business combinations’. 
The revision to this standard changes accounting for business 
combinations. While the acquisition method is still applied, there 
are significant changes to the treatment of contingent payments, 
transaction costs and the calculation of goodwill. This is currently 
not relevant to the Group.
IAS 27 (Revised), ‘Consolidated and separate financial 
statements’. 
This revises the accounting for transactions with non-controlling 
interests. This is not relevant to the Group as it does not have any 
non-controlling interests.
Amendment to IFRS 7, ‘Financial instruments: Disclosures’.
The amendment increases the disclosure requirements about fair 
value measurement and reinforces existing principles for 
disclosure about liquidity risk. The amendment introduces a 
three-level hierarchy for fair value measurement disclosure and 
requires some specific quantitative disclosures for financial 
instruments in the lowest level in the hierarchy. In addition, the 
amendment clarifies and enhances existing requirements for the 
disclosure of liquidity risk primarily requiring a separate liquidity 
risk analysis for derivative and non-derivative financial liabilities. 
See note 15 for further details. The Group has elected not to 
provide comparative information for these expanded disclosures in 
the current year in accordance with the transitional reliefs offered 
in these amendments.
Amendment to IFRS 2, ‘Share-based payment’. 
This clarifies what events constitute vesting conditions and also 
specifies that all cancellations, whether by the Group or by another 
party, should receive the same accounting treatment. This has not 
resulted in a material impact on the Group’s financial statements.
Amendment to IFRS 1, ‘First time adoption of IFRS’ and IAS 27 
‘Consolidated and separate financial statements’.
This allows first-time adopters to use a deemed cost of either fair 
value or the carrying amount under previous accounting practice 
to measure the initial cost of investment in subsidiaries, jointly 
controlled entities and associates in the separate financial 
statements. The amendment also removed the definition of the 
cost method from IAS 27 and replaced it with a requirement to 
present dividends as income in the separate financial statements 
of the investor. This is currently not relevant to the Group.
Amendment to IAS 32, ‘Financial instruments: Presentation’, 
and IAS 1, ‘Presentation of financial statements’. 
This amendment requires entities to classify the following types of 
financial instruments as equity, provided they have particular 
features and meet specific conditions:
Puttable financial instruments; •	
Instruments, or components of instruments, that impose on the •	
entity an obligation to deliver to another party a pro rata share 
of the net assets of the entity only on liquidation.
This is not relevant to the Group. 34
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
1. Summary of significant accounting policies continued
Amendment to IAS 39, ‘Financial Instruments; Recognition and measurement on eligible hedged items’. 
The Amendment makes two significant changes. It prohibits designating inflation as a hedgable component of a fixed rate debt. It also 
prohibits including time value in the one-sided hedged risk when designating options as hedges. This does not currently impact  
the Group. 
IFRIC 15, ‘Agreements for construction of real estates’. 
The interpretation clarifies which standard (IAS 18 or IAS 11) should be applied to particular transactions and is likely to mean that IAS 18 
will be applied to a wider range of transactions. This is currently not relevant to the Group.
IFRIC 16, ‘Hedges of a net investment in a foreign operation’.
This interpretation clarifies certain areas in respect of net investment hedging. This is currently not relevant to the Group.
IFRIC 17, ‘Distributions of non-cash assets to owners’.
This interpretation clarifies how an entity should measure distributions of assets, other than cash, when it pays dividends to its owners. 
The interpretation states that 1) a dividend payable should be recognised when appropriately authorised, 2) it should be measured at the 
fair value of the net assets to be distributed, and 3) the difference between the fair value of the dividend paid and the carrying amount of 
the net assets distributed should be recognised in profit or loss. This is currently not relevant to the Group.
b) Forthcoming accounting standards
Standards, amendments and interpretations that are not yet effective and have not been early adopted:
IFRS 9, ‘Financial instruments’ on classification and measurement
Amendment to IFRIC 14, ‘Prepayments of minimum funding requirement’
Amendment to IAS 24, ‘Related party disclosures’
Amendment to IAS 32 on classification of rights issues
Amendment to IFRS 1 on first time adoption of IFRS additional exemptions
Amendments to IFRS 2, Share-based payments group cash-settled transactions
Amendments to IFRIC 9 and IAS 39 regarding embedded derivatives
IFRIC 18, ‘Transfer of assets from customers’
IFRIC 19, ‘Extinguishing financial liabilities with equity instruments’
The Directors do not anticipate that the adoption of these Standards and Interpretations, where relevant, in future periods will have a 
material impact on the Group’s financial statements.
2. Revenue and segmental information
For the year ended 30 June 2010 the Group’s revenue and losses were derived from its principal activity, within the United Kingdom and 
Europe (2009: United Kingdom only). For management purposes, the Group is organised into one operating segment, which is the 
development of microgeneration products based on solid oxide fuel cell technology. 
The Group has adopted IFRS 8, ‘Operating Segments’. IFRS 8 defines operating segments as those activities of an entity about which 
separate financial information is available and which are evaluated by the Chief Operating Decision Maker to assess performance and 
determine the allocation of resources. The Chief Operating Decision Maker has been identified as the Executive Directors of Ceres Power 
Holdings plc. The Directors are of the opinion that under IFRS 8 the Group has only one operating segment, being the development of 
microgeneration products based on solid oxide fuel cell technology. The Executive Directors of Ceres Power Holdings plc assess the 
performance of the operating segment on financial information which is measured and presented in a manner consistent with that in the 
financial statements.
All of the Group’s revenue is derived from its three primary customers, £693,000 of which is from the United Kingdom and £93,000 from 
the Republic of Ireland. All of the Group’s non-current assets are located in the United Kingdom.  35 Ceres Power Holdings plc Annual Report 2010
3. Loss before income tax 
       2010 2009  
       £’000 £’000 
Operating costs are split as follows:
Research and development costs       9,907 6,308
Administrative expenses       4,636 4,426
       14,543 10,734
Loss before income tax is stated after charging/(crediting):
Staff costs, including share-based payments charges (note 5)      6,189 5,432
Depreciation on property, plant and equipment (net of amortised grant contributions)    1,115 879
Operating lease rentals payable:
– plant and machinery       10 5
– property       429 153
Other operating income – grant income       (570) (492)
Repairs expenditure on property, plant and equipment       99 35
Forward contract (gains)/losses       (55) 28
Net foreign exchange losses       41 15
Services provided by the Group’s auditors
During the year the Group obtained the following services from the Group’s auditors as detailed below:
– remuneration receivable by the Company’s auditors for the audit of 
  parent Company and consolidated financial statements      14 14
– auditing of accounts of subsidiaries of the Company pursuant to legislation     28 30
– other services pursuant to legislation       9 10
– other services relating to taxation       27 16
– other services       6 4
       84 74
4. Finance income
       2010 2009  
       £’000 £’000 
Fair value (loss)/gain on UK Government gilts       (119) 119
Interest receivable on net cash, short-term investments and financial assets     490 848
       371 967
 
5. Employees and Directors
The average monthly number of persons (including Executive Directors) employed by the Group during the year was:
 
       2010 2009 
       Number Number
By activity:
Research and development       70 50
Administration       30 25
       100 75
 
       2010 2009  
       £’000 £’000 
Staff costs (for the above persons) comprised:
Wages and salaries       4,671 4,110
Social security costs       478 407
Other pension costs (note 6)       328 267
Share-based payments (note 18)       712 648
       6,189 5,432
  36
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
5. Employees and Directors continued
       2010 2009  
       £’000 £’000 
Directors’ emoluments:
Aggregate emoluments       668 890
Company contributions to defined contribution pension schemes      37 55
Compensation for loss of office       – 169
       705 1,114
 
       2010 2009  
       £’000 £’000 
Highest paid Director:
Aggregate emoluments       197 270
Company contributions to defined contribution pension schemes      17 17
       214 287
 
Three Directors (2009: two Directors) have retirement benefits accruing under defined contribution pension schemes.
 
Detailed disclosures of Directors’ emoluments and interests in share options are shown in the Remuneration Report on pages 20 to 23. 
Key management compensation
The Directors are of the opinion that the key management of the Group are the Executive Directors of Ceres Power Holdings plc. The key 
management compensation is summarised in the following table:
       2010 2009 
       £’000 £’000
Salaries and other short-term employment benefits       428 686
Post-employment benefits       37 55
Termination benefits       – 169
Share-based payments       368 225 
       833 1,135
6. Pensions
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in 
independently administered funds. The pension charge represents contributions payable by the Group to the funds and amounted to 
£328,000 (2009: £267,000). A total of £41,000 was payable to the funds at the year end (2009: £36,000).
7. Income tax credit
       2010 2009 
       £’000 £’000
UK corporation tax – R&D tax credit       (620) (320)
Adjustment in respect of prior periods – R&D tax credit       (473) (25)
Income tax (credit)       (1,093) (345)
No corporation tax liability has arisen during the year (2009: £nil) due to the losses incurred.
A tax credit has arisen as a result of the tax losses being surrendered in respect of research and development expenditure in the current 
and prior years. 37 Ceres Power Holdings plc Annual Report 2010
7. Income tax credit continued
The tax result for the year is different from the standard rate of corporation tax in the United Kingdom of 21% (2009: 21%). The differences 
are explained below:
       2010 2009 
       £’000 £’000
Loss before income tax       (12,816) (8,323)
Loss before income tax multiplied by the UK tax rate of 21% (2009: 21%)     (2,692) (1,748) 
 
Effects of: 
Losses carried forward       1,732 1,097
Expenses not deductible for tax purposes       (204) 2
Accelerated capital allowances and other timing differences      234 188
Adjustment in respect of prior periods       (473) (25)
Utilisation of losses       – 43
Tax at marginal rate       310 98
Total income tax (credit)       (1,093) (345)
 
8. Loss per share 
Basic and diluted loss per £0.05 ordinary share are calculated by dividing the loss for the financial year attributable to ordinary 
shareholders by the weighted average number of ordinary shares in issue during the year. Given the losses during the year, there is no 
dilution of losses per share in the year ended 30 June 2010 or in the previous year.
The loss for the financial year ended 30 June 2010 was £11,723,000 (2009: £7,978,000) and the weighted average number of £0.05 
ordinary shares in issue during the year ended 30 June 2010 was 77,349,920 (2009: 66,813,275).
9. Property, plant and equipment
       Assets 
   Leasehold Plant and Computer Fixtures under 
   improvements machinery equipment and fittings construction Total 
   £’000 £’000 £’000 £’000 £’000 £’000
Cost
At 1 July 2008   1,302 2,771 376 75 49 4,573
Additions   32 612 98 18 1,328 2,088
Transfers   – 49 – – (49) –
 
At 30 June 2009   1,334 3,432 474 93 1,328 6,661
Additions   451 613 173 31 1,436 2,704
Grant contributions   (179) (141) – – (131) (451)
Transfers   710 618 – – (1,328) –
At 30 June 2010   2,316 4,522 647 124 1,305 8,914
 
Depreciation  
At 1 July 2008   482 1,720 279 58 – 2,539
Charge for the year   133 662 75 9 – 879
 
At 30 June 2009   615 2,382 354 67 – 3,418
Charge for the year   245 789 79 13  – 1,126
Amortisation of grant contributions   (5) (6) – – – (11)
At 30 June 2010   855 3,165 433 80 – 4,533
Net book value
At 30 June 2010   1,461 1,357 214 44 1,305 4,381
At 30 June 2009   719 1,050 120 26 1,328 3,243
At 30 June 2008   820 1,051 97 17 49 2,034
  38
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
10. Subsidiary undertakings 
Details of the Company’s subsidiaries at 30 June 2010 are as follows:
    Proportion of nominal  
  Country Description value of shares held  
Name of undertaking  of incorporation of shares held by the Company
Ceres Power Limited  England and Wales £0.001 ordinary shares 100%
Ceres Intellectual Property Company Limited  England and Wales £1.00 ordinary share 100%
The principal activity of Ceres Power Limited is the development and commercial exploitation of microgeneration products based on solid 
oxide fuel cell technology. The principal activity of Ceres Intellectual Property Company Limited is the administration of registered 
intellectual property developed within the Group. The results of Ceres Power Limited and Ceres Intellectual Property Company Limited 
are included within these consolidated financial statements.
11. Financial assets at fair value through profit or loss
       2010 2009 
       £’000 £’000
Amounts falling due within one year:
UK Government gilts       – 9,803
12. Trade and other receivables
       2010 2009 
       £’000 £’000
Amounts falling due within one year:
Other receivables       306 184
Prepayments and accrued income       739 244
       1,045 428
Amounts falling due after more than one year:
Prepayments and accrued income       81 81
       1,126 509
There is no difference between the fair value of trade and other receivables and their carrying values. There have been no provisions for 
impairment of receivables during the year (2009: £nil). The carrying amounts of the Group’s trade and other receivables are all 
denominated in pounds sterling.
13. Cash and cash equivalents and short-term investments
       2010 2009 
       £’000 £’000
Cash at bank and in hand       1,033 688
Money market funds       5,826 9,518
Short-term bank deposits < 3 months       9,041 3,000
Cash and cash equivalents       15,900 13,206
Short-term bank deposits > 3 months       25,000 –
       40,900 13,206
The Group holds surplus funds in accordance with the treasury policy, as set out in note 15. 
      Interest 2010 2009 
      rate type £’000 £’000
Interest rate risk profile of the Group’s financial assets:
Cash at bank and in hand      Floating 1,033 688
Money market funds      Floating 5,826 9,518
Short-term bank deposits < 3 months      Floating 9,041 –
Short-term bank deposits < 3 months      Fixed – 3,000
Short-term bank deposits > 3 months      Fixed 25,000 –
UK Government gilts      Fixed – 9,803
       40,900 23,009 39 Ceres Power Holdings plc Annual Report 2010
13. Cash and cash equivalents and short-term investments continued
The fixed rate short-term bank deposits in pounds sterling during the year were placed for fixed terms of between seven and 12 months 
and earned interest between 1.50% and 2.20% (2009: three month fixed term and earned interest of 1.36%). Floating rate cash deposits, 
money market funds and other bank deposits earned interest based on relevant UK LIBID-related equivalents. The Group had no 
investments in UK Government gilts at 30 June 2010 (2009: the Group held 2009 5.75% Treasury Stock which had an effective yield to 
maturity of 3.31% over the term from date of purchase to expiry date). 
Borrowing facilities
The Group had no undrawn committed borrowing facilities available during the year covered by the financial statements (2009: none). 
14. Trade and other payables
       2010 2009 
       £’000 £’000
Amounts falling due within one year:
Trade payables       1,189 891
Taxation and social security       193 132
Other payables       55 55
Accruals and deferred income       2,735 2,586
       4,172 3,664
Amounts falling due after more than one year, but not more than two years:
Accruals and deferred income       2,106 1,914
Amounts falling due after more than five years:
Accruals and deferred income       52 52
       2,158 1,966
15. Financial instruments
The Group only uses derivative financial instruments to hedge foreign currency exposures arising from an underlying current or 
anticipated business requirement and not for any speculative purpose. The Group does not currently use derivative instruments to 
manage its interest rate risk. The Group does not trade in financial instruments.
Fair values of financial assets and financial liabilities
There is no difference between the fair value and the carrying value of cash at bank and in hand, pooled money market funds and 
short-term investments. Carrying value approximates to fair value because of the short maturity periods of these financial instruments. UK 
Government gilts are fair value adjusted based on published prices available. 
Financial risk management 
The Group’s operations expose it to a variety of financial risks that include credit risk and market risk arising from changes to foreign 
currency exchange rates and interest rates. The Board reviews and agrees policies for managing each of these risks.
The principal risks addressed are as follows:
Credit risk
The Group’s exposure to credit risk arises from holdings of cash and cash equivalents, short-term investments and financial assets at fair 
value through profit or loss. The Group’s primary objective to manage credit risk is to minimise the risk of a loss of capital and eliminate 
loss of liquidity having a detrimental effect on the business. 
The Group typically places surplus funds into pooled money market funds, bank deposits with durations of up to 12 months and UK 
Government gilts with durations of up to 12 months. The Group’s treasury policy restricts investments in short-term sterling money market 
funds to those which carry short-term credit ratings of at least two of AAAm (Standard & Poor’s), Aaa/MR1+ (Moody’s) and AAA V1+ 
(Fitch) and deposits with banks with minimum long-term rating of AA-/AA-/Aa3 and short-term rating of F1+/A-1/P-1 for banks which the 
UK Government holds less than 25% ordinary equity. 
Interest rate risk
Interest rate risk on the Group’s liabilities is minimal. 
The Group’s finance income is sensitive to changes in interest rates. A change of 1% in interest rates would have impacted the finance 
income by £0.3 million in the year ended 30 June 2010 (2009: £0.2 million).  40
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
15. Financial instruments continued
Liquidity risk
Cash flow forecasting is performed by the Group. This includes forecasting of the Group’s liquidity requirements to ensure the Group has 
sufficient cash to meet its operational needs. 
Foreign currency exposures
The Group seeks to minimise its exposure to fluctuations in exchange rates by taking out forward currency contracts to hedge against 
foreign currency denominated commitments, when known. At 30 June 2010, 100% (2009: 100%) of foreign currency commitments were 
hedged by foreign currency contracts. Fair value is based on the market price of comparable instruments at the balance sheet date.
The Group’s gross forward currency contracts are all due in less than one year. The mark to market gains of the forward currency 
contracts in the consolidated statement of comprehensive income were £55,000 (2009: losses of £28,000). 
The following table presents the Group’s assets and liabilities that are measured at fair value at 30 June 2010.
        Level 2 
        2010  
Assets        £’000 
Financial assets at fair value through profit or loss:
Derivatives used for hedging        27
The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by 
using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little 
as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is 
included in level 2. 
The table below shows the extent to which the Group has monetary assets and liabilities in currencies other than their functional 
currency. Foreign exchange differences arising on the retranslation of these monetary assets and liabilities are taken to the Consolidated 
Statement of Comprehensive Income of the Group companies.
       2010 2009 
       £’000 £’000
Foreign currency monetary assets:
United States dollar       52 75
Euro       47 27
       99 102
 
The Group has net euro denominated trade creditors of £113,000 (2009: £67,000) and US dollar denominated trade creditors of £183,000 
(2009: £54,000).
The functional currency of the Company is pounds sterling. 
16. Provisions for other liabilities and charges
Property dilapidation provisions charged to the Consolidated Statement of Comprehensive Income are set out below:
       2010 2009 
       £’000 £’000
At 1 July       30 13
Charged to the Consolidated Statement of Comprehensive Income      77 17
At 30 June       107 30
 
The provision recognised is being built up to match the present value of costs to be incurred, which is materially the same as the 
expected costs to be incurred, in making good the various leasehold properties at the end of their respective leases, details of which are 
in note 20.  41 Ceres Power Holdings plc Annual Report 2010
16. Provisions for other liabilities and charges continued
Deferred taxation
Potential deferred tax assets have not been recognised but are set out below:
       2010 2009 
       £’000 £’000
Tax effect of temporary differences because of:
Difference between capital allowances and depreciation      (668) (527)
Deductions on exercise of share options       (275) (2,120)
Losses carried forward       (8,662) (6,601)
Pensions       (11) (10)
       (9,616) (9,258)
 
The deferred tax assets have not been recognised as the Directors consider that it is unlikely that the asset will be realised in the 
foreseeable future. 
A number of changes to the UK Corporation tax system were announced in the June 2010 Budget statement. The Finance (No. 2) Act 
2010 includes legislation to reduce the small profits tax rate from 21% to 20% from 1 April 2011. The changes had not been substantively 
enacted at the balance sheet date and, therefore, are not included in these financial statements. Since the deferred tax assets have not 
been recognised, there would be no impact on the Consolidated Statement of Comprehensive Income. 
17. Share capital
  2010  |
|
  2009 
    Number  £’000   Number  £’000
Authorised
Ordinary shares of £0.05 each   100,000,000 5,000 100,000,000 5,000
 
Allotted, called up and fully paid
At 1 July    66,874,075 3,344  66,740,675 3,337
Allotted under share option schemes    303,539 15  7,700 1
Allotted under warrant schemes    – –  125,700 6
Allotted on cash placing    19,000,000 950  – –
Ordinary shares of £0.05 each at 30 June    86,177,614 4,309  66,874,075 3,344
During the year the Company issued 19,000,000 ordinary shares of £0.05 each, in a placing approved by shareholders on 14 December 
2009, for a cash consideration of £31,350,000 (excluding issue costs of £1,321,580). Also 303,539 ordinary shares of £0.05 each were 
issued on the exercise of employee share options for cash consideration of £206,347.
18. Share options
The total charge recognised in the year ended 30 June 2010 relating to employee share-based payments was £712,000  
(2009: £648,000).
The Company has a number of share option schemes and savings-related share option plans for its employees and a separate scheme 
for Executive Directors. 
       2010 2009 
       £’000 £’000
(a) 2004 Employees’ share option scheme       166 438
(b) Executive Directors’ one-off award       421 175
(c) 2009 Sharesave scheme       34 3
(d) CHP Project Bonus plan       89 32
(c) 2010 Sharesave scheme       2 –
       712 648
 
a) Ceres Power Holdings Limited 2004 Employees’ Share Option scheme
The Company has issued share options under this scheme for Directors and employees, under which approved and unapproved share 
options were granted, prior to the flotation of the Company in November 2004. The Company adopted the ‘Ceres Power Holdings Limited 
2004 Employees’ Share Option Scheme’ at the time of flotation. 42
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
18. Share options continued
Under this scheme, Directors and employees hold options to subscribe for £0.05 ordinary shares in Ceres Power Holdings plc at prices 
ranging from £0.23 to the closing mid-market price on the day preceding the most recent share option grant. All options are equity-
settled. The vesting period for all options is generally three years. If the options remain unexercised after a period of 10 years from the 
date of the grant, the options expire. Options are forfeited if the employee leaves the Group before the options vest. 
Movements in the total number of share options outstanding and their relative weighted average exercise price are as follows:
   2010 |
|
 2009 
      Weighted  Weighted 
      average  average 
     Number exercise Number exercise 
     (’000) price (’000) price
Outstanding at 1 July     6,348 £0.96 5,907 £0.92
Granted     5 £1.07 506 £1.42
Exercised     (304) £0.68 (8) £0.66 
Lapsed     (92) £2.83 (57) £2.19
Outstanding at 30 June     5,957 £0.95 6,348 £0.96
Exercisable     5,651 £0.93 5,699 £0.89
The weighted average fair value of options granted in the year was £6,368 (2009: £413,509). The weighted average share price at the date 
of exercise during the year was £1.93 (2009: £1.89).
The range of exercise prices for options outstanding at the end of the year is as follows:
   2010 |
|
 2009  
     Weighted  Weighted 
     average  average 
     exercise Number exercise Number 
Expiry date – 30 June     price (’000) price (’000)
2012      £0.23 193 £0.23 193
2013     £0.29 1,557 £0.29 1,558
2014     £0.41 1,955 £0.41 2,057
2015      £0.77 252 £0.75 385
2016     £2.38 922 £2.31 979
2017     £2.24 445 £2.29 485
2018     £1.95 185 £1.91 210
2019     £1.34 443 £1.38 481
2020     £1.07 5 – –
The options outstanding at the end of the year have a weighted average contractual life of 4.37 years (2009: 5.28 years).
b) Executive Directors’ one-off award
During the year one Executive Director was granted 212,500 ‘one-off’ options under the Company’s 2004 Employees’ Share Option 
Scheme at an exercise price of £2.00, a premium of £0.05 to the then market price (2009: 2,006,250 granted at an exercise price of 
£2.00). The exercise of these share options is subject to continued employment and achievement of absolute share price targets. 
All ‘one-off’ options remain outstanding and unexercisable at 30 June 2010. The weighted average fair value of the options granted in the 
year was £242,411 (2009: £1,185,167). No options were exercised or lapsed in the year or in the previous year. 
The expiry dates of options outstanding at the end of the year are as follows:
   2010 |
|
 2009 
     Weighted  Weighted 
     average  average 
     exercise Number exercise Number 
Expiry date – 30 June     price (’000) price (’000)
2018     £2.00 2,006,250 £2.00 2,006,250
2019     £2.00 212,500 – –
The options outstanding at the end of the year have a weighted average contractual life of 8.56 years (2009: 9.45 years). The 
Remuneration Report highlights the performance criteria of these options.  43 Ceres Power Holdings plc Annual Report 2010
18. Share options continued
c) Ceres Power Holdings Sharesave scheme
During the year, a second HMRC-approved savings-related share option scheme was implemented, under which employees save on a 
monthly basis, over a three-year period, towards the purchase of shares at a fixed price determined when the option is granted. This price 
is set at a 20% discount to the market price. The options must be exercised within six months of maturity of the savings contract, 
otherwise they lapse. 
Movements in the total number of share options outstanding and their relative weighted average exercise price are as follows:
   2010 |
|
 2009 
      Weighted  Weighted 
      average  average 
     Number exercise Number exercise 
     (’000) price (’000) price
Outstanding at 1 July     227 £0.81 – –
Granted     88 £1.12 227 £0.81
Lapsed     (26) £0.81 – –
Outstanding at 30 June     289 £0.90 227 £0.81
Exercisable     – – – –
The weighted average fair value of options granted in the year was £67,828 (2009: £126,649). 
The expiry dates of options outstanding at the end of the year are as follows:
   2010 |
|
 2009 
     Actual &  Actual & 
     weighted  weighted 
     average  average 
     exercise Number exercise Number 
Expiry date – 30 June     price (’000) price (’000)
2013     £0.81 201 £0.81 227
2014     £1.12 88 – –
The options outstanding at the end of the year have a weighted average contractual life of 2.73 years (2009: 3.42 years).
d) CHP Project Bonus plan
The CHP Project Bonus plan is a medium-term incentive scheme under which a performance-related bonus of cash and nominal value 
share options is awarded to Executive Directors and senior managers. The exercise of these share options is subject to continued 
employment until 30 June 2012, when they vest, and they must be exercised within 10 years from the date of the grant. 
No options were granted in the year ended 30 June 2010. As set out in the Remuneration Report, options were granted in July 2010 
relating to the Beta phase of the CHP Project Bonus plan.
Movements in the total number of share options outstanding and their relative weighted average exercise price are as follows:
   2010 |
|
 2009 
      Actual &  Actual & 
      weighted  weighted 
      average  average 
     Number exercise Number exercise 
     (’000) price (’000) price
Outstanding at 1 July     182 £0.05 – –
Granted     – – 182 £0.05
Lapsed     (15) £0.05 – –
Outstanding at 30 June     167 £0.05 182 £0.05
Exercisable     – – – –
The weighted average fair value of options granted in the year was £nil (2009: £345,240). All options expire in the year ending 30 June 
2019 and the options outstanding at the end of the year have a weighted average contractual life of 8.7 years (2009: 9.7 years).  44
Notes to the Consolidated Financial Statements
for the year ended 30 June 2010 continued
Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
18. Share options continued
Assumptions
Fair values of all schemes, apart from the Executive Directors’ one-off award, which was measured using a binomial pricing model, were 
measured by use of the Black-Scholes pricing model. The inputs to the Black-Scholes model were as follows:
        CHP 
   2004   2004  Project 
   scheme Sharesave  scheme Sharesave Bonus  
   2010 2010  2009 2009 2009
Grant date      7 July   
      2008 to   
   8 Oct 1 June  12 Feb 1 June 30 June  
   2009 2010  2009 2009 2009
Share price at date of grant (£)   1.85 1.40  0.68–2.52 1.01 1.94
Exercise price (£)   1.07 1.12  0.68–2.52 0.81 0.05
Expected volatility (%)   65 65  60–65 65  65
Expected option life (years)   5 3.5  5–7 3.5 3.5
Average risk-free interest rate (%)   3.5 3.5  3.5–5.0 3.5 3.5
Expected dividend yield   Nil Nil  Nil Nil Nil
 
The inputs to the binomial pricing model were as follows:
       One One 
       off off 
       award award  
       2010 2009
Grant date 
       1 Sept 11 Dec  
       2009 2008
Share price at date of grant (£)       1.95 1.05
Exercise price (£)       2.00 2.00
Expected volatility (%)       70  70
Expected option life (years)       7 7
Average risk-free interest rate (%)       4.0 4.0
In addition a discount of 14% was applied to take account of the one-off options requiring the share price to achieve the target share 
price for a period of 20 consecutive days during the exercise period. 
The exercise prices of options are stated above. The expected life of the options is based on the best estimate of the average number of 
years expected from grant to exercise. The expected volatility is based on historical volatility of the Company’s shares since it was listed 
on AIM. The risk-free rate of return is management’s estimate of the yield on zero-coupon UK Government bonds of a term consistent 
with the expected option life.
19. Cash used in operations 
       2010 2009 
       £’000 £’000
Loss before income tax       (12,816) (8,323)
Adjustments for:
Fair value loss/(gain) on UK Government gilts       119 (119)
Other finance income       (490) (848)
Depreciation of property, plant and equipment       1,115 879
Share-based payments charge       712 648
Operating cash flows before movements in working capital       (11,360) (7,763)
(Increase)/decrease in trade and other receivables       (477) 28
Increase in trade and other payables       940 3,818
Increase in provisions       77 17
Decrease in working capital       540 3,863
Cash used in operations       (10,820) (3,900)
  45 Ceres Power Holdings plc Annual Report 2010
20. Operating lease commitments
The Group leases premises and office equipment under non-cancellable operating lease agreements. The future minimum lease 
payments under non-cancellable operating leases are as follows:
   2010 |
|
 2009 
     Land and  Land and 
     buildings Other buildings Other 
     £’000  £’000 £’000 £’000
No later than 1 year     456 12 236 5
Later than 1 year and no later than 5 years     1,115 38 1,511 6
Later than 5 years     131 – 167 – 
     1,702 50 1,914 11
 
The property leases have an average minimum term of 3.8 years (2009: 4.8 years). The rentals are fixed for the lease terms subject to 
periodic rent reviews. The office equipment leases have an average term of 4.4 years (2009: 2.4 years). 
21. Contingent liabilities
During the year, the Group recognised grant income in respect of research and development activities of £570,000 as other income (see 
note 3), £451,000 as a contribution to property, plant and equipment (see note 9) and £165,000 as a prepayment relating to property, 
plant and equipment (2009: £492,000 as other income) in accordance with the Group’s accounting policy. The Directors consider that 
there is a contingent liability only in respect of grants received in the 12 months prior to the balance sheet date. The repayment of grants 
received prior to this is considered of remote likelihood, as grants may be required to be repaid if the Group does not meet subsequent 
reporting requirements as specified in the grant offer letters. In addition £705,000 (2009: £651,000) of grants received, or an element 
thereof, may require repayment if the Group generates revenue (net of expenses and reasonable overheads) from the patent created from 
the grant. In such case, the Group may be liable to pay back the grant at a rate of 5% of the net revenue generated in any one year. The 
Directors of the Group believe it is unlikely that any of the grants received will need to be repaid in the foreseeable future. 
22. Capital commitments
Capital expenditure that has been contracted for but has not been provided for in the financial statements amounts to £260,000 as at 30 
June 2010 (2009: £536,000).
23. Related party transactions
There were no related parties at 30 June 2010 (2009: none). 
The Directors considered whether Centrica plc, with its significant commercial activity with the Group and 9.94% shareholding in the 
Company through GB Gas Holdings Ltd, is a related party. As Centrica plc does not take part in financial or operating policy decisions 
and has no right to appoint a Board member, the Directors considered it does not exert significant influence over the Company and 
therefore is not a related party.  46 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Independent Auditors’ Report 
to the Members of Ceres Power Holdings plc
We have audited the parent Company financial statements of 
Ceres Power Holdings plc for the year ended 30 June 2010  
which comprise the Company Balance Sheet and the related 
notes. The financial reporting framework that has been applied  
in their preparation is applicable law and United Kingdom 
Accounting Standards (‘United Kingdom Generally Accepted 
Accounting Practice’).
Respective responsibilities of directors and auditors
As explained more fully in the Statement of Directors’ 
responsibilities set out on page 25, the Directors are responsible 
for the preparation of the parent Company financial statements 
and for being satisfied that they give a true and fair view. Our 
responsibility is to audit the parent Company financial statements 
in accordance with applicable law and International Standards on 
Auditing (UK and Ireland). Those standards require us to comply 
with the Auditing Practices Board’s Ethical Standards for Auditors.
This report, including the opinions, has been prepared for and only 
for the Company’s members as a body in accordance with 
Chapter 3 of Part 16 of the Companies Act 2006 and for no other 
purpose. We do not, in giving these opinions, accept or assume 
responsibility for any other purpose or to any other person to 
whom this report is shown or into whose hands it may come save 
where expressly agreed by our prior consent in writing.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and 
disclosures in the financial statements sufficient to give reasonable 
assurance that the financial statements are free from material 
misstatement, whether caused by fraud or error. This includes an 
assessment of: whether the accounting policies are appropriate to 
the parent Company’s circumstances and have been consistently 
applied and adequately disclosed; the reasonableness of 
significant accounting estimates made by the Directors; and the 
overall presentation of the financial statements.
Opinion on financial statements 
In our opinion the parent Company financial statements: 
give a true and fair view of the state of the Company’s affairs as •	
at 30 June 2010;
have been properly prepared in accordance with United •	
Kingdom Generally Accepted Accounting Practice; and 
have been prepared in accordance with the requirements of the •	
Companies Act 2006. 
Opinion on other matters prescribed by the Companies  
Act 2006
In our opinion: 
the part of the Directors’ Remuneration Report to be audited •	
has been properly prepared in accordance with the Companies 
Act 2006; and 
the information given in the Directors’ Report for the financial •	
year for which the parent Company financial statements  
are prepared is consistent with the parent Company  
financial statements. 
Matters on which we are required to report by exception 
We have nothing to report in respect of the following matters 
where the Companies Act 2006 requires us to report to you if, in 
our opinion: 
adequate accounting records have not been kept by the parent •	
Company, or returns adequate for our audit have not been 
received from branches not visited by us; or 
the parent Company financial statements and the part of the •	
Directors’ Remuneration Report to be audited are not in 
agreement with the accounting records and returns; or 
certain disclosures of Directors’ remuneration specified by law •	
are not made; or 
we have not received all the information and explanations we •	
require for our audit.
Other matter
We have reported separately on the Group financial statements of 
Ceres Power Holdings plc for the year ended 30 June 2010.
Rosemary Shapland
(Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Gatwick
28 September 2010 47 Ceres Power Holdings plc Annual Report 2010
Company Balance Sheet
as at 30 June 2010
       2010 2009  
      Note  £’000  £’000
Fixed assets
Investments       4  4,912 4,373
Current assets
Debtors: amounts falling due after more than one year        5  25,936 13,582
Debtors: amounts falling due within one year       5  212 20
Short-term investments        34,041 12,803
Cash at bank and in hand        6,006 9,883 
        66,195 36,288
Creditors: amounts falling due within one year       6  (248)  (210)
Net current assets        65,947 36,078
Total assets less current liabilities        70,859 40,451
Net assets        70,859 40,451
Capital and reserves
Called up share capital       8  4,309 3,344
Share premium account       9  64,821 35,551
Profit and loss account       9  1,729 1,556
Total shareholders’ funds       10 70,859 40,451
 
The financial statements on pages 47 to 51 were approved by the Board of Directors on 28 September 2010 and were signed on its 
behalf by:
Peter Bance Rex Vevers
Chief Executive Officer Finance Director
 
Ceres Power Holdings plc
Registered Number: 5174075 48 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Notes to the Company Financial Statements
for the year ended 30 June 2010 
1. Accounting policies
These separate financial statements of the Company have been 
prepared on the going concern basis, under the historical cost 
convention and in accordance with the Companies Act 2006 and 
applicable accounting standards in the United Kingdom. A 
summary of the more important accounting policies, which have 
been reviewed by the Board of Directors in accordance with 
Financial Reporting Standard (‘FRS’) 18, ‘Accounting policies’, and 
which have been applied consistently except where noted, is set 
out below.
Cash flow statement
The Company has taken advantage of the exemption in FRS 1 
(revised 1996), ‘Cash Flow Statements’, which provides that where 
a company is a member of a group and a consolidated cash flow 
statement is published, the Company does not have to prepare a 
cash flow statement.
Fixed asset investments
The investment in Ceres Power Limited is accounted for under 
merger accounting principles and is shown at the nominal value  
of shares issued as consideration for the undertaking less any 
amount written off to reflect a permanent diminution in value.  
The investment in Ceres Intellectual Property Company Limited is 
stated at cost less any amount written off to reflect a permanent 
diminution in value. 
Short-term investments
Short-term investments comprise UK Government gilts, money 
market funds and bank deposits that are not repayable on 
demand. UK Government gilts are initially recognised at fair  
value. Gains and losses arising from changes in the fair value  
are included in the profit and loss account in the period in  
which they arise.
Deferred taxation
The Company applies FRS 19, ‘Deferred tax’, which requires 
provision to be made in respect of timing differences between  
the treatment of certain items for accounting and tax purposes. 
Deferred tax assets are recognised only to the extent that they  
are regarded as recoverable. Deferred tax assets and liabilities  
are not discounted.
Share-based payments
Share options
The Group has a number of employee and executive share option 
and award schemes under which it makes equity-settled share-
based payments. The fair value at the date of grant of equity-
settled, share-based payments is expensed on a straight-line  
basis over the vesting period, based on the Group’s estimate  
of shares that will eventually vest. The charge is then credited  
back to reserves. 
The fair value of employee share options is calculated using a 
Black-Scholes or binomial model. In accordance with FRS 20, 
‘Share-based payment’, the resulting cost is charged to the profit 
and loss account over the vesting periods of the plans. The value 
of the charge is adjusted to reflect the expected and actual levels 
of options vesting. FRS 20 has been applied to all grants of equity 
instruments after 7 November 2002 that were unvested as of 1 
January 2006 and to all later grants.
Options are granted both to employees of the Company and to 
employees of the Group. Following the adoption of UITF Abstract 
44, ‘FRS 20 – Group and treasury share transactions’, all share-
based compensation related to subsidiary employees has been 
recharged to the subsidiary undertaking by way of a capital 
contribution to the subsidiary. This capital contribution for the 
current year has increased investment value by £539,000 (2009: 
£545,000) with the corresponding credit posted to equity.
Pension scheme arrangements
The Company operates a defined contribution pension scheme  
for employees. The assets of the scheme are held separately  
from those of the Company. The pension costs charged represent 
contributions paid by the Company to individual pension plans  
and are charged to the profit and loss account as they  
become payable.
In addition, a stakeholder pension scheme is also available  
to employees.
Research and development expenditure
Expenditure on research and development is written off to the 
profit and loss account as incurred. 
Related party transactions
The Company has taken advantage of the exemption available to 
parent companies under FRS 8, ‘Related Party Disclosures’, not to 
disclose transactions and balances between Group entities which 
have been eliminated on consolidation. 
2. Loss for the year
The Company has taken advantage of the exemption available 
under section 408 of the Companies Act 2006 and has not 
presented its profit and loss account. The Company’s result for the 
year was a loss of £539,000 (2009: £22,000). 49 Ceres Power Holdings plc Annual Report 2010
3. Employees and Directors
The average monthly number of persons (including Executive Directors) employed by the Company during the year was:
       2010  2009 
       Number  Number
By activity:
Administration        1  1 
       1  1
The only employee of the Company is also a Director of the Company.
       2010 2009  
        £’000  £’000
Staff costs (for the above persons):
Wages and salaries        197 271
Social security costs        25 34
Other pension costs        17 17
Share-based payments        173 103 
        412 425
For further information on Directors’ emoluments, see the Remuneration Report on pages 20 to 23.
4. Fixed asset investments
In subsidiary companies:
       2010 2009  
        £’000  £’000
Cost and net book value:  
At 1 July        4,373  3,828
Capital contributions arising from FRS 20 share-based payment charge      539 545
At 30 June        4,912 4,373
The capital contributions arising from the FRS 20 share-based payment charge are due to the Company granting share options to the 
employees of Ceres Power Limited. Application of UITF Abstract 44 results in a corresponding increase in investment in the subsidiary. 
The Company’s investments comprise interests in Group undertakings, details of which are shown below:
   Proportion of nominal  
   value of shares held  
Name of undertaking  Country of incorporation  Description of shares held  by the Company
Ceres Power Limited  England and Wales  £0.001 ordinary shares  100%
Ceres Intellectual Property Company Limited  England and Wales  £1.00 ordinary share  100%
The principal activity of Ceres Power Limited is the development and commercial exploitation of microgeneration products based on solid 
oxide fuel cell technology. The principal activity of Ceres Intellectual Property Company Limited is the administration of registered 
intellectual property developed within the Group. The results of Ceres Power Limited and Ceres Intellectual Property Company Limited 
are included within the consolidated financial statements. 50 Ceres Power Holdings plc Annual Report 2010
Financial 
Statements
Notes to the Company Financial Statements
for the year ended 30 June 2010 continued
5. Debtors
       2010 2009  
        £’000  £’000
Amounts falling due within one year:
Other debtors       4 4
Prepayments and accrued income        208  16 
        212 20
Amounts falling due after more than one year:
Amounts owed by Group undertakings       25,936 13,582
        26,148 13,602
The amounts owed by Group undertakings comprise inter-company loans and recharges. No specific repayment or interest terms are 
associated with these amounts. 
A subordination agreement exists between the Company and Ceres Power Limited. Amounts owed by Ceres Power Limited to the 
Company (£25,051,000) are subordinated to all other creditors of Ceres Power Limited (2009: £13,055,307).
6. Creditors: amounts falling due within one year
       2010 2009  
        £’000  £’000
Trade creditors        19  –
Other taxation and social security       29  27
Accruals and deferred income       200  183
        248 210
 
7. Provisions for liabilities and charges
Deferred taxation
Potential deferred tax assets have not been recognised but are set out below:
       2010 2009  
        £’000  £’000
Tax effect of temporary differences because of: 
Deductions on exercise of share options        (559)  (1,324)
Losses carried forward        (430) (329)
       (989)  (1,653)
 
The deferred tax assets have not been recognised as the Directors consider that it is unlikely that the asset will be realised in the 
foreseeable future. 
A number of changes to the UK Corporation tax system were announced in the June 2010 Budget statement. The Finance (No. 2) Act 
2010 includes legislation to reduce the small profits tax rate from 21% to 20% from 1 April 2011. The changes had not been substantively 
enacted at the balance sheet date and, therefore, are not included in these financial statements. Since the deferred tax assets have not 
been recognised, there would be no impact on the profit and loss account. 
8. Called up share capital
  2010  |
|
  2009 
    Number  £’000   Number  £’000
Authorised 
Ordinary shares of £0.05 each     100,000,000  5,000   100,000,000  5,000
Allotted, called up and fully paid
Ordinary shares of £0.05 each     86,177,614 4,309  66,874,075,  3,344
 
Details of shares issued in the period are provided in note 17 to the Group financial statements. Details of share options are disclosed in 
note 18 to the Group financial statements. 51 Ceres Power Holdings plc Annual Report 2010
9. Reserves
       Share  Profi t 
       premium  and loss 
       account  account  
       £’000  £’000
At 1 July 2009        35,551  1,556
Premium on shares issued: 
– New shares issued on cash placing (net)       29,078 –
– Exercise of share options        192 –
Loss for the financial year        –  (539)
Share-based payments charge        –  712
At 30 June 2010        64,821  1,729
10. Reconciliation of movements in shareholders’ funds
       2010 2009  
        £’000  £’000
Loss for the financial year        (539) (22)
Proceeds of issue of ordinary share capital        31,556 93
Share issue costs       (1,321) –
Share-based payments charge       712 648
Net change in shareholders’ funds       30,408 719
Opening shareholders’ funds       40,451 39,732
Closing shareholders’ funds       70,859 40,451 52 Ceres Power Holdings plc Annual Report 2010
Notes
Notes Directors and Advisors 
for the year ended 30 June 2010
Directors
Dr. Brian Count (Non-Executive Chairman)
1
Dr. Peter Bance (Chief Executive Officer)
1,2
Rex Vevers (Finance Director)
1,2
Dr. Phil Whalen (Technology Director)
1,2
Bob Flint (Commercial Director)
2
Jonathan Watkins (Operations Director)
2
Sir David Brown (Non-Executive Senior 
 Independent Director)
1
Alan Wood (Non-Executive Director)
1
John Nicholas (Non-Executive Director)
1
1 Ceres Power Holdings plc
2 Ceres Power Limited
Company Secretary
Richard Preston
Registered Office
Viking House
Foundry Lane
Horsham
West Sussex
RH13 5PX
Solicitors
Macfarlanes LLP
20 Cursitor Street
London
EC4A 1LT
Statutory Auditors
PricewaterhouseCoopers LLP
First Point
Buckingham Gate
Gatwick
RH6 0PP
‘Ceres Power’ and ‘Powered by Ceres’ are registered trademarks 
belonging to the Group.
Bankers
National Westminster Bank plc
South Kensington Station Branch
PO Box No 592
18 Cromwell Place
London
SW7 2LB
Registered Number
5174075
Nominated Advisor (NOMAD)
Morgan Stanley & Co International plc
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Canary Wharf
London
E14 4QA
Brokers
Morgan Stanley Securities Limited
25 Cabot Square
Canary Wharf
London
E14 4QA
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EC4V 3BJ
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Ceres Power Holdings plc
Viking House
Foundry Lane
Horsham
West Sussex
RH13 5PX