Annual Report 2008

The Africa-focused

gas independentGasol plc Annual Report and Accounts 2008

Gasol plc is an AIM-listed company foundedto identify and secure commercially attractiveopportunities in the newlygas sector. Through a carefully consideredprogramme of acquisitions, investments andstrategic alliances, Gasol aims to becomethe industry’s premier Africaindependent, delivering value by connectingAfrican gas to markets worldwide.African gas to markets worldwide.

Business Review

01 Highlights 2007/08

02 At a Glance

04 Our Strategy

06 Chairman’s Statement

08 Chief Executive Officer’s Statement

12 Financial Review

14 Board of Directors

16 Strategic Advisors

Corporate Governance17 Directors’ Report20 Corporate Governance Statement22 Report of the Remuneration Committee24 Statement of Directors’ Responsibilities25 Independent Auditors’ Report

listed company foundedto identify and secure commercially attractiveopportunities in the newly-emerging Africangas sector. Through a carefully consideredprogramme of acquisitions, investments andstrategic alliances, Gasol aims to becomethe industry’s premier Africa-focused gasindependent, delivering value by connectingAfrican gas to markets worldwide.African gas to markets worldwide.

Financial Statements

26 Consolidated Income Statement

27 Consolidated Statement of Changes in Equity

28 Company Statement of Changes in Equity

29 Consolidated Balance Sheet

30 Company Balance Sheet

31 Consolidated Cash Flow Statement

32 Company Cash Flow Statement

33 Notes to the Consolidated Financial Statements

53 Notes to the Company Financial Statements

Shareholder InformationIBC Officers and Professional Partners

Highlights 2007/08> Option

African LNG Holdings successfully exercisedsince year

>Co-operationAfrican LNG, E.ONAfrenaggregating andreserves for domestic and export purposes.

> Significant strengthening of the Board with theappointments of the Chief Executive Officerand two Nonyear under review, of Dryear under review, of DrAdvisor to the Board and, since the yearof a NonOfficer andAdvisor to the Board.

> Acquisition of 75% ofLimited, a project company established tosupport the gas infrastructurein the Gulf of Guinea region, and of 75% ofAfgas

Highlights 2007/08Option to acquire the remaining 80% ofAfrican LNG Holdings successfully exercised

year-end.

operation agreement signed betweenAfrican LNG, E.ON Ruhrgas AG and

plc to assess the feasibility of developing,aggregating and monetising Nigerian gasreserves for domestic and export purposes.

> Significant strengthening of the Board with theappointments of the Chief Executive Officerand two Non-Executive Directors during theyear under review, of Dr Lukman as Strategicyear under review, of Dr Lukman as StrategicAdvisor to the Board and, since the year-end,of a Non-Executive Chairman, a Chief FinancialOfficer and Mr Ethelbert Cooper as StrategicAdvisor to the Board.

> Acquisition of 75% of Afgas InfrastructureLimited, a project company established tosupport the gas infrastructure-related activitiesin the Gulf of Guinea region, and of 75% ofAfgas Nigeria Limited.

Annual Report and Accounts 2008 Gasol plc 01

At a Glance

Gasol’s goal is to identify and secure commercially attractiveopportunities arising in Africa following the end to the traditionaldomination of the gas chain by the oil and gas majors. Through itsstrategy of aggregating small-scale reserves, creating alliances in thegas chain, focusing on LNG, using technology innovatively andbuilding an experienced and well-connected team, Gasol is ideallyplaced to become the premier Africa

over

tcf

02 Gasol plc Annual Report and Accounts 2008

estimated proved and probable gasreserves in the Gulf of Guinea

tcfestimated proved and probable gasreserves in Nigeria

Untapped gas reserves (tcf)

Nigeria 180.0

Angola 12.2

Equatorial Guinea 8.0

Cameroon 3.4

Gabon 2.2

Côte d’Ivoire 1.5Congo 1.2

Gasol’s goal is to identify and secure commercially attractiveopportunities arising in Africa following the end to the traditionaldomination of the gas chain by the oil and gas majors. Through its

scale reserves, creating alliances in thegas chain, focusing on LNG, using technology innovatively and

connected team, Gasol is ideallyplaced to become the premier Africa-focused gas independent.

NigeriaCôted’Ivoire

Cameroon

EquatorialGuinea

CongoGabon

Gulf ofGuinea

Angola

Why gas? Gasol believes the global gas market will continue to providevalue-enhancing opportunities for the foreseeable future. Pricesare currently at record levels in many markets and global gas demandis forecast by the International Energy Agency to grow at over 2%per annum to 2030, driven by economic growth and the demandfor gas-fired power generation.

Why LNG?

Why Africa?

Why independent?

Given the depletion of US and European indigenous supplies,the challenge of building new pipeline infrastructure and thegeographical distances, LNG is becoming increasingly attractive.

Demand is set to rise by over 8% per annum to 2020. Moreover, asthe LNG market becomes increasingly global, there will be increasedopportunities to benefit from pricing arbitrage betweenthe regional markets.

As traditionalnations seekAfrican fields

The robust commercial environment, together with improvements intechnology, has allowed previously uneconomic gas finds to beaggregated and brought to market.

The Gulf of Guinea, with over 200 trillion cubic feet of reserves,nearly 90% of which are situated in Nigeria, is particularly wellsituated geographically between the large US and Europeancustomers and the rapidly

The competitive landscape has changed fundamentally; the producingcountries want greater rewards from their resources, while barriers toentry such as technology and finance, which previously gave the oilmajors almost insurmountable advantages, have been significantlylowered, allowing others to compete.

Why Gasol? Gasol is a gas independent, with the specialist skills and knowledge

to exploit the changing marketplace. Through its focus on gasin Africa; its strategic alliances and alignment with hostinnovative use of technology; and its experiencedteam, with their African expertise anddevelop a substantial gas business.

Gasol believes the global gas market will continue to provideenhancing opportunities for the foreseeable future. Prices

are currently at record levels in many markets and global gas demandis forecast by the International Energy Agency to grow at over 2%per annum to 2030, driven by economic growth and the demand

fired power generation.

Given the depletion of US and European indigenous supplies,the challenge of building new pipeline infrastructure and thegeographical distances, LNG is becoming increasingly attractive.

Demand is set to rise by over 8% per annum to 2020. Moreover, asthe LNG market becomes increasingly global, there will be increasedopportunities to benefit from pricing arbitrage betweenthe regional markets.

traditional reserves of natural gas decline and the large consumerseek new, secure sources of supply, relatively underdevelopedfields become increasingly valuable.

The robust commercial environment, together with improvements intechnology, has allowed previously uneconomic gas finds to beaggregated and brought to market.

The Gulf of Guinea, with over 200 trillion cubic feet of reserves,nearly 90% of which are situated in Nigeria, is particularly well-situated geographically between the large US and Europeancustomers and the rapidly-growing Far East markets.

The competitive landscape has changed fundamentally; the producingcountries want greater rewards from their resources, while barriers toentry such as technology and finance, which previously gave the oilmajors almost insurmountable advantages, have been significantlylowered, allowing others to compete.

is a gas independent, with the specialist skills and knowledge

to exploit the changing marketplace. Through its focus on gas aggregationin Africa; its strategic alliances and alignment with host governments; itsinnovative use of technology; and its experienced board and managementteam, with their African expertise and relationships, it is well-placed todevelop a substantial gas business.


Our Strategy

Gasol value chain

Gasol’s strategy is to identify and develop commercially attractiveopportunities in the gas sector, with initial focus on liquefied natural gas(LNG), sourced from Africa’s Gulf of Guinea region. our aim is to createa substantial value chain through a series of partnerships involving gasgathering, liquefaction and the shipment and regasification of LNG intohigh-value markets worldwide.

Upstream Securing access to lowGasol seeks preferential access to gas through partnerships withupstream players such asof first refusal to purchase and market its natural gas.


Regasification and marketing

Liquefaction

Pipeline

Ships

Pipelines –Gasol intends to develop gas gathering, transportation and processingfacilities to aggregate sufficient gas from numerous small sites tomake monetisation

LiquefactionGasol is assessing and developing opportunities for conventionalland-based plant, as well as smaller land and floating plants, incollaboration with strategic partners.

Ships – transporting LNG to world marketsGasol will explore opportunities to invest in LNG shipping, as partof the gas value chain.

Regasificationhigh-growth world markets, supporting local marketsGasol’s strategy is to develop longexport markets, accessopportunities. Gasol will also help develop local gas markets, sellingto local industry and power stations.

Gasol’s strategy is to identify and develop commercially attractiveopportunities in the gas sector, with initial focus on liquefied natural gas(LNG), sourced from Africa’s Gulf of Guinea region. our aim is to createa substantial value chain through a series of partnerships involving gasgathering, liquefaction and the shipment and regasification of LNG into

Securing access to low-cost small-scale reservesGasol seeks preferential access to gas through partnerships withupstream players such as Afren, with whom we have exclusive rightof first refusal to purchase and market its natural gas.

– building infrastructure to aggregate gasGasol intends to develop gas gathering, transportation and processingfacilities to aggregate sufficient gas from numerous small sites to

monetisation viable.

Liquefaction – building plants to export stranded gasGasol is assessing and developing opportunities for conventional

based plant, as well as smaller land and floating plants, incollaboration with strategic partners.

transporting LNG to world marketsGasol will explore opportunities to invest in LNG shipping, as partof the gas value chain.

Regasification and marketing – benefiting from high-value,growth world markets, supporting local markets

strategy is to develop long-term LNG sales contracts with keyexport markets, access regasification capacity, and seek arbitrageopportunities. Gasol will also help develop local gas markets, sellingto local industry and power stations.

Five strategic differentiators

Five factors give Gasol its unique strategic advantage in a competitiveworld: a focus on aggregating smaller-scale gas reserves; a strong teamsupported by eminent strategic advisors; African expertise and culturalaffinity; skilled use of the latest technology; and “value chain” partnerships.

Our gas aggregation policyto access and monetise

low-cost reserves

Historically, international oil companies have tended to neglectsmaller-scale gas finds in West Africa, although largeof associated and nontraditional landrecent disintermediation within the industry, Gasol is working withpartners such assmaller deposits by aggregating their reserves.

Our African focus,

expertise and cultural affinity

Our partnerships connecting

the gas value chain

Our innovative use

of technology

Our strong team

smaller deposits by aggregating their reserves.

Gasol has brought together a management team with substantialexperience of the gas sector and LNG in particular. Between themthey have worked for some of the industry’s most successful companies,such as Shell, BG Group, Nigeria LNG and Egyptian LNG. TheBoard is privileged to have access to the invaluable expertise andrelationships of its Strategic Advisers and their extensive experiencein developing gas opportunities in Africa.

Gasol takes particular pride in its understanding of and respect forthe culture of the countries in which it operates, and seeks to ensurethat its business is conducted with a view to sharing the commercialbenefits. We will be working closely with host governments andcommunities to align our business to local priorities; for example, gaswill be available to domestic power sectors as well as for supplyingLNG export markets.

Gasol is exploring innovative technologies designed to exploit smallergas fields. These include the new, smallertechnologies and floating liquefaction units, which can facilitatecommercial liquefaction at a lower threshold of proven gas reservesthan current solutions.

Gasol has already successfully developed relationships and allianceswith companies along the value chain, including utility majors,national oil and gas companies, and other independents. Theseinclude partnerships with E.ONCorporation, both leading companies in their own fields.

its unique strategic advantage in a competitivescale gas reserves; a strong team

supported by eminent strategic advisors; African expertise and culturalaffinity; skilled use of the latest technology; and “value chain” partnerships.

Historically, international oil companies have tended to neglectscale gas finds in West Africa, although large-scale resources

of associated and non-associated gas have been developed to supplytraditional land-based multi-train liquefaction plants. Following therecent disintermediation within the industry, Gasol is working withpartners such as Afren, E.ON and Sonagas to unlock the value insmaller deposits by aggregating their reserves.smaller deposits by aggregating their reserves.

Gasol has brought together a management team with substantialexperience of the gas sector and LNG in particular. Between themthey have worked for some of the industry’s most successful companies,such as Shell, BG Group, Nigeria LNG and Egyptian LNG. TheBoard is privileged to have access to the invaluable expertise andrelationships of its Strategic Advisers and their extensive experiencein developing gas opportunities in Africa.

Gasol takes particular pride in its understanding of and respect forthe culture of the countries in which it operates, and seeks to ensurethat its business is conducted with a view to sharing the commercialbenefits. We will be working closely with host governments andcommunities to align our business to local priorities; for example, gaswill be available to domestic power sectors as well as for supplyingLNG export markets.

Gasol is exploring innovative technologies designed to exploit smallergas fields. These include the new, smaller-scale liquefactiontechnologies and floating liquefaction units, which can facilitatecommercial liquefaction at a lower threshold of proven gas reservesthan current solutions.

Gasol has already successfully developed relationships and allianceswith companies along the value chain, including utility majors,national oil and gas companies, and other independents. Theseinclude partnerships with E.ON Ruhrgas AG and TeekayCorporation, both leading companies in their own fields.


Chairman’s Statementfor the year ended 29 February 2008

I was honouredembarks on its new trajectory following the acquisition of theremaining 80% shareholding in African LNG Holding. Thecombined resources of the enlarged Group represent an excellentspringboard from which to achieve our targets of becoming theleading Africa


“ The combined resources of the enlargedGroupfrom which to achieve our targets ofbecoming the leading Africagas independent.”

honoured to be invited to become Chairman of Gasol as itembarks on its new trajectory following the acquisition of theremaining 80% shareholding in African LNG Holding. Thecombined resources of the enlarged Group represent an excellentspringboard from which to achieve our targets of becoming theleading Africa-focused gas independent.

“ The combined resources of the enlargedroup represent an excellent springboard

from which to achieve our targets ofbecoming the leading Africa-focusedgas independent.”

Opportunities now exist forindependents in LNG

Gasol has an initial focus on Liquefied Natural Gas (LNG). This hastraditionally been a business for the “big boys”: the oil majors andnational oil companies. However, with the opening up of many newmarkets, deregulation and new technical developments, the LNGbusiness has become global and very dynamic. This has createdopportunities for smaller, nimble, independent players, not only inregasification, shipping and trading, but also in liquefaction.

Value Creation through co-operationand sharing of strengths

Gasol managementsignificantly enhanced

regasification, shipping and trading, but also in liquefaction.I personally have been involved in the LNG business for more than30 years, seeing it develop from an integrated, regional business, withvery few projects and customers, to the multidestination, fast

Of the various LNG projects with which I have been involved, theNigeria LNG project is a perfect example: who would have thought,after the slow and painful realisation of the first two trains, that itwould become a shining instance of what can be achieved withpositive cooperation between Government, local authorities andpeople, and the companies involved, contributing not only financiallybut also in the training and development of many local staff?I look forward to seeing Gasol build on this kind of cooperationthroughout West Africa, helping independents and local resourceowners to create value for their assets.

Finally, our future success depends on a strong Board. Theappointments of Soumo Bose, previously CFO at Egyptian LNG,as our Chief Executive Officer, followed by the arrival of RachelEnglish, formerly in senior management at BG Group and Shell,as Chief Financial Officer, offer us precisely the executive experienceand calibre required. I am also pleased to announce that Dr CharlesOsezua, Chairman of the Owelcompany in West Africa, and Mr Paul Biggs, a partner of TrinityInternational LLP, have been appointed as NonGasol is further strengthened by the appointment of two eminentStrategic Advisors to the Board: Dr Rilwanu Lukman and, in June,Mr Ethelbert Cooper.

Theo OerlemansChairman

Gasol has an initial focus on Liquefied Natural Gas (LNG). This hastraditionally been a business for the “big boys”: the oil majors andnational oil companies. However, with the opening up of many newmarkets, deregulation and new technical developments, the LNGbusiness has become global and very dynamic. This has createdopportunities for smaller, nimble, independent players, not only inregasification, shipping and trading, but also in liquefaction.regasification, shipping and trading, but also in liquefaction.I personally have been involved in the LNG business for more than30 years, seeing it develop from an integrated, regional business, withvery few projects and customers, to the multi-project, multi-destination, fast-growing industry it is today.

Of the various LNG projects with which I have been involved, theNigeria LNG project is a perfect example: who would have thought,after the slow and painful realisation of the first two trains, that itwould become a shining instance of what can be achieved withpositive cooperation between Government, local authorities andpeople, and the companies involved, contributing not only financiallybut also in the training and development of many local staff?I look forward to seeing Gasol build on this kind of cooperationthroughout West Africa, helping independents and local resourceowners to create value for their assets.

Finally, our future success depends on a strong Board. Theappointments of Soumo Bose, previously CFO at Egyptian LNG,as our Chief Executive Officer, followed by the arrival of RachelEnglish, formerly in senior management at BG Group and Shell,as Chief Financial Officer, offer us precisely the executive experienceand calibre required. I am also pleased to announce that Dr CharlesOsezua, Chairman of the Owel-Linkso Group, a leading gascompany in West Africa, and Mr Paul Biggs, a partner of TrinityInternational LLP, have been appointed as Non-Executive Directors.Gasol is further strengthened by the appointment of two eminentStrategic Advisors to the Board: Dr Rilwanu Lukman and, in June,Mr Ethelbert Cooper.

Theo Oerlemans


Chief Executive Officer’s Statementfor the year ended 29 February 2008

The financial year 2007/08, together with the period following theyear-end, represents a milestone in the evolution of Gasol. We haveconsiderably strengthened the Board and management team;completed the acquisition of 100% of African LNG and 75% of bothAfgas Infrastructure Limited andalliances with two major internationallargest integrated utility), and


largest integrated utility), andservices company); and have built upon our existing relationshipwith Afren

With these achievements in place, the Company is ideallypositioned to build a substantial business along the gas value chainand it is with pride that I present my first review asExecutive Officer.

“ With strong fundamentals in the gas andLNG business and key acquisitions, Gasolis now in a position to take its business tothe next level.”

Chief Executive Officer’s Statement

The financial year 2007/08, together with the period following theend, represents a milestone in the evolution of Gasol. We have

considerably strengthened the Board and management team;completed the acquisition of 100% of African LNG and 75% of both

Infrastructure Limited and Afgas Nigeria; established strategicalliances with two major international organisations, E.ON (Europe’slargest integrated utility), and Teekay Corporation (the marinelargest integrated utility), and Teekay Corporation (the marineservices company); and have built upon our existing relationship

Afren plc.

With these achievements in place, the Company is ideallypositioned to build a substantial business along the gas value chainand it is with pride that I present my first review as Gasol’s ChiefExecutive Officer.

“ With strong fundamentals in the gas andLNG business and key acquisitions, Gasolis now in a position to take its business tothe next level.”

“The past year has beena watershed for gasol;its acquisitions andpartnerships have ideallypositioned the Company tobuild a substantial businessalong the gas value chain.”

Gasol – an African gas play Our strategy is tohave been regarded as stranded; we have an initial focus on Nigeriaand Equatorial Guinea. Given the substantial reserves in this region,we see exciting growth opportunities. We intend to establish a seriesof partnerships involving gas gathering, liquefaction of natural gasand the shipment andworldwide. We are also exploring synergistic gas

The gas sector continuesto be attractive

We have completed someimportant acquisitions

worldwide. We are also exploring synergistic gasopportunities such as Liquefied Petroleum Gas (LPG) and Gas toLiquids (GTL).

The fundamentals of the gas markets and, within them, of LNG, arerobust. Global demand for gas and LNG is forecast to continue togrow and prices are expected to remain at their current high levelsfor the foreseeable future. Gasol is in prime position to take advantageof this market, due to our expertise and knowledge of the African gassector, where the aggregation of “stranded gas” discoveries nowrepresents a particularly attractive business opportunity.

During the period under review, Gasol acquired a 75% equity stakein Afgas Infrastructure Limited, which has development activities ingas aggregation and processing systems, and 75% ofLimited, whose activities are focused on gas infrastructure and othergas related activities in Nigeria. The combined cash consideration forthese acquisitions was £400,000.

Since the financial year end, Gasol has exercised its option to acquirethe remaining 80% of African LNG, a landmark development forGasol and its shareholders, providing the springboard from which wewill build a significant gas business in the Gulf of Guinea. AfricanLNG brings a combination of business opportunities at various stagesof development, relationships in the region, and a management teamwith significant experience in African oil and gas. The vendor, AfricanGas Development Corporation (“AFGAS”), and those acting inconcert with AFGAS, now hold approximately 63% ofshare capital.

Our strategy is to monetise gas reserves in Africa, which historicallyhave been regarded as stranded; we have an initial focus on Nigeriaand Equatorial Guinea. Given the substantial reserves in this region,we see exciting growth opportunities. We intend to establish a seriesof partnerships involving gas gathering, liquefaction of natural gasand the shipment and regasification of LNG into high-value marketsworldwide. We are also exploring synergistic gas monetisationworldwide. We are also exploring synergistic gas monetisationopportunities such as Liquefied Petroleum Gas (LPG) and Gas toLiquids (GTL).

The fundamentals of the gas markets and, within them, of LNG, arerobust. Global demand for gas and LNG is forecast to continue togrow and prices are expected to remain at their current high levelsfor the foreseeable future. Gasol is in prime position to take advantageof this market, due to our expertise and knowledge of the African gassector, where the aggregation of “stranded gas” discoveries nowrepresents a particularly attractive business opportunity.

During the period under review, Gasol acquired a 75% equity stakeInfrastructure Limited, which has development activities in

gas aggregation and processing systems, and 75% of Afgas NigeriaLimited, whose activities are focused on gas infrastructure and othergas related activities in Nigeria. The combined cash consideration forthese acquisitions was £400,000.

Since the financial year end, Gasol has exercised its option to acquirethe remaining 80% of African LNG, a landmark development forGasol and its shareholders, providing the springboard from which wewill build a significant gas business in the Gulf of Guinea. AfricanLNG brings a combination of business opportunities at various stagesof development, relationships in the region, and a management teamwith significant experience in African oil and gas. The vendor, AfricanGas Development Corporation (“AFGAS”), and those acting inconcert with AFGAS, now hold approximately 63% of Gasol’s issuedshare capital.


Chief Executive Officer’s Statementcontinued

We are actively developing key relationships and alliances withcompanies along the gas value chain in order to progress our businessdevelopment activities.

Gasol’s strategic relationship withright of first refusal to purchase gasnumber of small

We have made good progress in ourorganic business development

Upstream – Alliance with Afren plc


Gas aggregation and monetisation – Nigeria

Gas infrastructure and monetisation –Equatorial Guinea

Heads of Agreement for floating LNG– Teekay Corporation

We have strengthened our team

number of smallsigned Production Sharing Contracts for blocks OPL 907 and 917 inthe gas richAkukwa gas and condensate discovery while OPL 917 contains theIgbariam gas and oil discovery.

In Januarywith AfrenaccessibilitySouth Easternmonetise gas for domestic and export purposes, in line with the FederalGovernment of Nigeria’s Gas Master Plan and are working to evaluatethe opportunity, focusing upon, inter alia, upstream data, and the costof infrastructure development, the capacity of and technology to beused in any potential liquefaction facility, and the location of facilities.

Gasol’s strategic relationship withwork withGuinea, under a joint venture agreement tooffshore. During the year under review,under this Joint Venture (subject to consent fromnecessary approvals) to sell and market gas to African LNG.

In April, Gasol and African LNG signed important Heads ofAgreement withLNG carriers and other marine energy transportation and productionvessels, to develop LNG capacity using floating LNG technologies.

One of myin order toof skill and

In this respect,Non-Executive

Chief Executive Officer’s Statement

We are actively developing key relationships and alliances withcompanies along the gas value chain in order to progress our businessdevelopment activities.

strategic relationship with Afren plc – which includes ourright of first refusal to purchase gas – provides access to a significantnumber of small-scale gas reserves in Africa. In March 2008, Afrennumber of small-scale gas reserves in Africa. In March 2008, Afrensigned Production Sharing Contracts for blocks OPL 907 and 917 inthe gas rich Anambra basin area of Nigeria; OPL 907 contains the

gas and condensate discovery while OPL 917 contains thegas and oil discovery.

2008, African LNG entered into a cooperation agreementand E.ON Ruhrgas AG to investigate the availability and

accessibility of gas in Nigeria, with a focus on the Anambra Basin andEastern regions. The parties intend to develop, collect and

gas for domestic and export purposes, in line with the FederalGovernment of Nigeria’s Gas Master Plan and are working to evaluatethe opportunity, focusing upon, inter alia, upstream data, and the costof infrastructure development, the capacity of and technology to beused in any potential liquefaction facility, and the location of facilities.

strategic relationship with Afgas provides an opportunity towork with Sonagas, the state-owned gas company of EquatorialGuinea, under a joint venture agreement to monetise gas locatedoffshore. During the year under review, Afgas assigned its rightsunder this Joint Venture (subject to consent from Sonagas and othernecessary approvals) to sell and market gas to African LNG.

In April, Gasol and African LNG signed important Heads ofAgreement with Teekay Corporation, which owns and operatesLNG carriers and other marine energy transportation and productionvessels, to develop LNG capacity using floating LNG technologies.

my first tasks following my appointment was to ensure that,deliver our strategy, Gasol had access to the highest levels

and experience.

respect, we are delighted to welcome Theo Oerlemans asExecutive Chairman of Gasol. Theo spent almost 40 years

with Shell, developing and managing international gas projects,and has extensive West African experience. Theo himself hasalready reported on some of our other key appointments, includingthe appointment of Rachel English as Chief Financial Officer,which have significantly strengthened the quality and calibreof the Gasol Board.

Attracting and retaining high quality staff is vital to our businesssuccess. Our acquisition of African LNG has already endowed uswith a readyin the gas industry and in African LNG in particular, and we willcontinue to build our management team in line with our businessgrowth and strategy. Important additions to our senior team includeMiles Thomas, appointed Company Secretary in June 2008, andMike Burdon, who joined as Commercial Director of African LNG.Miles has experience advising on banking, corporate and projectfinance transactions at Latham & Watkins and White & Case. Mikewas formerly head of the London LNG practice at Poten & Partners.

Outlook and challenges The year aheadLNG businessto take its businessthe various projects

However, we are building a business with longcapital requirements, and dependencies on host government policies,which means we also have various challenges to overcome. Theseinclude the increasing capital cost of projects, which has delayedseveral projects worldwide and the intensified competition fromenergy majors and sovereign states in the race for gas assets andenergy security.

Gasol has an innovative business model and, with its strategicdifferentiators as a niche player, is wellchallenges, convert its opportunities into successes and delivervalue to shareholders.

Soumo BoseChief Executive Officer

with Shell, developing and managing international gas projects,and has extensive West African experience. Theo himself hasalready reported on some of our other key appointments, includingthe appointment of Rachel English as Chief Financial Officer,which have significantly strengthened the quality and calibreof the Gasol Board.

Attracting and retaining high quality staff is vital to our businesssuccess. Our acquisition of African LNG has already endowed uswith a ready-formed team of professionals, considerably experiencedin the gas industry and in African LNG in particular, and we willcontinue to build our management team in line with our businessgrowth and strategy. Important additions to our senior team includeMiles Thomas, appointed Company Secretary in June 2008, andMike Burdon, who joined as Commercial Director of African LNG.Miles has experience advising on banking, corporate and projectfinance transactions at Latham & Watkins and White & Case. Mikewas formerly head of the London LNG practice at Poten & Partners.

ahead is promising; with strong fundamentals in the gas andbusiness and key acquisitions in place, Gasol is now in a position

business to the next level. We expect to see good progress inprojects and opportunities being pursued by the Company.

However, we are building a business with long-term horizons, largecapital requirements, and dependencies on host government policies,which means we also have various challenges to overcome. Theseinclude the increasing capital cost of projects, which has delayedseveral projects worldwide and the intensified competition fromenergy majors and sovereign states in the race for gas assets andenergy security.

Gasol has an innovative business model and, with its strategicdifferentiators as a niche player, is well-placed to meet thesechallenges, convert its opportunities into successes and delivervalue to shareholders.

Soumo BoseChief Executive Officer


Financial Reviewfor the year ended 29 February 2008

I am pleased to have joined Gasol at this exciting period in itsdevelopment and I very much look forward to the journey ahead.

Financial resultsThe Group recorded a loss for the year of £2.73m (2007: £1.13m),equating to a loss per share of 1.75p (2007: 0.89p). This comprised


equating to a loss per share of 1.75p (2007: 0.89p). This comprisedmainly business development costs and conservatively managedadministrative expenses and represents the strengthening of themanagement team and the implementation ofdevelopment plan. The movements in goodwill and intangible assetsrelate to the acquisitions during the year ofLimited andbalance sheet with net assets of £8.03m at 29 February 2008(28 February 2007: £10.58m).

We are selecting and structuring our opportunitiesAs Soumo articulates in his statement, our aim is toopportunities in the gas sector as they arise from a now moredisintermediatedbe to select those with the greatest potential and structure them tomitigate the risks andan investments framework to evaluate and select the mostcommercially attractive opportunities has been implemented

“We have reviewed our internal financialcontrols, established a financial reportingframework and enhanced our managementprocesses to prepare us for growth.”

I am pleased to have joined Gasol at this exciting period in itsdevelopment and I very much look forward to the journey ahead.

Financial resultsThe Group recorded a loss for the year of £2.73m (2007: £1.13m),equating to a loss per share of 1.75p (2007: 0.89p). This comprisedequating to a loss per share of 1.75p (2007: 0.89p). This comprisedmainly business development costs and conservatively managedadministrative expenses and represents the strengthening of themanagement team and the implementation of Gasol’s businessdevelopment plan. The movements in goodwill and intangible assetsrelate to the acquisitions during the year of Afgas InfrastructureLimited and Afgas Nigeria Limited. Gasol maintains a strongbalance sheet with net assets of £8.03m at 29 February 2008(28 February 2007: £10.58m).

We are selecting and structuring our opportunitiesAs Soumo articulates in his statement, our aim is to capitalise onopportunities in the gas sector as they arise from a now moredisintermediated, or fragmented, value chain. The challenge willbe to select those with the greatest potential and structure them tomitigate the risks and maximise the rewards. A process to establishan investments framework to evaluate and select the mostcommercially attractive opportunities has been implemented.

“We have reviewed our internal financialcontrols, established a financial reportingframework and enhanced our managementprocesses to prepare us for growth.”

We have raised capital Cash expenditure during the year amounted to £3.5m, of which£0.7m related to nonannounced the successful placing of 50,000,000 ordinary shares,which raised £4m from new investors and existing shareholders; theproceeds are financing our current business development activities.Further funding will be sought as new opportunities crystallise and/or existing projects mature into the next phase of development.

We are spending our capital wisely...

...and managing our risks

We have a transparent investorrelations programme

We are committed to the higheststandard of corporate governance

or existing projects mature into the next phase of development.

Since my arrival, we have reviewed our internal financial controls,established a financial reporting framework and enhanced ourmanagement processes to prepare us for growth. We are alsoexercising cost control procedures to manage our costs whilesupporting business growth.

The gas sector offers tremendous opportunity to create value.However, it is a sector with inherent risks that a business likeours, with longdependencies on host government policies, must guard against. Gasolhas put in place a system for risk management that identifies, assessesand manages the risks, a system that will be kept under constantreview as our business matures.

Gasol is committed to communicating our strategy and plans toshareholders, with regular updates on progress.

Gasol is committed to maintaining high standards of corporategovernance, as detailed on pages 20 to 21. Although AIMcompanies are not obliged to comply with the Combined Code onCorporate Governance, we have adopted the principles appropriatefor a company of our size.

Rachel EnglishChief Financial Officer

Cash expenditure during the year amounted to £3.5m, of which£0.7m related to non-recurring expenditure. In April 2008, Gasolannounced the successful placing of 50,000,000 ordinary shares,which raised £4m from new investors and existing shareholders; theproceeds are financing our current business development activities.Further funding will be sought as new opportunities crystallise and/or existing projects mature into the next phase of development.or existing projects mature into the next phase of development.

Since my arrival, we have reviewed our internal financial controls,established a financial reporting framework and enhanced ourmanagement processes to prepare us for growth. We are alsoexercising cost control procedures to manage our costs whilesupporting business growth.

The gas sector offers tremendous opportunity to create value.However, it is a sector with inherent risks that a business likeours, with long-term horizons, large capital requirements, anddependencies on host government policies, must guard against. Gasolhas put in place a system for risk management that identifies, assessesand manages the risks, a system that will be kept under constantreview as our business matures.

Gasol is committed to communicating our strategy and plans toshareholders, with regular updates on progress.

Gasol is committed to maintaining high standards of corporategovernance, as detailed on pages 20 to 21. Although AIM-listedcompanies are not obliged to comply with the Combined Code onCorporate Governance, we have adopted the principles appropriatefor a company of our size.

Rachel EnglishChief Financial Officer


Board of Directors

Mr Theo Oerlemans (70)Chairman

Theo Oerlemans has over 40 years’ experience in gas and LNG.

He had a long and distinguished career at Shell, mostly in thedevelopment and management of Shell’s international gas andLNG business. As a Director of Shell International Gas Ltd hewas involved in the development of Shell LNG Projects such as


Soumo Bose (45)Chief Executive Officer

Rachel English (46)Chief Financial Officer

was involved in the development of Shell LNG Projects such asSakhalin, Oman, Brunei and Malaysia. From 1993 to 1997 he wasManaging Director and Chief Executive of Nigeria LNG Limited.

Mr Oerlemans holds anof Delft.

Soumo Bose has had an extensive international career. He bringssubstantial global experience of the gas sector, having lived and workedin Egypt, China, India, UK, France and Netherlands. At BG Group,he was Chief Financial Officer and BG’s senior representative atEgyptian LNG. At SHV Gas, he held a variety of senior managementpositions, including reporting directly to the Global CEO.

Mr Bose is a member of the Institute of Chartered Accountants ofIndia and a graduate of the University of Calcutta.

Rachel English has 23 years’ international experience in the energysector, working along the energy chain in exploration & production,LNG and power. She has held senior positions in leading energycompanies, most recently at BG Group and Shell, withresponsibilities spanning corporate strategy, mergers and acquisitions,business planning, project finance and business development.

Ms English is a Fellow of the Institute of Chartered Accountants inEngland and Wales and a graduate of the University of Oxford.

Theo Oerlemans has over 40 years’ experience in gas and LNG.

He had a long and distinguished career at Shell, mostly in thedevelopment and management of Shell’s international gas andLNG business. As a Director of Shell International Gas Ltd hewas involved in the development of Shell LNG Projects such aswas involved in the development of Shell LNG Projects such asSakhalin, Oman, Brunei and Malaysia. From 1993 to 1997 he wasManaging Director and Chief Executive of Nigeria LNG Limited.

Oerlemans holds an MSc in Engineering from the University

Soumo Bose has had an extensive international career. He bringssubstantial global experience of the gas sector, having lived and workedin Egypt, China, India, UK, France and Netherlands. At BG Group,he was Chief Financial Officer and BG’s senior representative atEgyptian LNG. At SHV Gas, he held a variety of senior managementpositions, including reporting directly to the Global CEO.

Bose is a member of the Institute of Chartered Accountants ofIndia and a graduate of the University of Calcutta.

Rachel English has 23 years’ international experience in the energysector, working along the energy chain in exploration & production,LNG and power. She has held senior positions in leading energycompanies, most recently at BG Group and Shell, withresponsibilities spanning corporate strategy, mergers and acquisitions,business planning, project finance and business development.

Ms English is a Fellow of the Institute of Chartered Accountants inEngland and Wales and a graduate of the University of Oxford.

Osman Shahenshah (46)Non-Executive Director

Osman ShahenshahdevelopingMajor and

He is the Chief Executive Officer ofoil independent. His career has included senior positions at the

Charles Osezua (55)Non-Executive Director

Paul Biggs (42)Non-Executive Director

Haresh Kanabar (50)Non-Executive Director

oil independent. His career has included senior positions at theInternational Finance Corporation, Dresdner Kleinwort Wassersteinand Medicredito

Dr. Charles Osezua is an authority on the emerging West African gasmarket, with oil and gas industry experience spanning 20 years.

Dr. Osezua is Chairman of theservices company providing solutions to the oil and gas sector.Formerly, he was Special Assistant on Petroleum Matters to the Headof State, Federal Republic of Nigeria and a member of the TechnicalAdvisory Committee of Nigeria LNG Limited.

Paul Biggs, a project finance specialist with a focus on emergingmarkets, is a Senior Partner of theInternational LLP.

Prior to joiningGroup at Cadwaladerpartner at CMSat the Commonwealth

Haresh Kanabar has 20 years’ experience in senior management ofvarious companies and industries, including many AIMcompanies. He is currently a director of Aurum Mining plc, Blue StarCapital plc, Indian Restaurants Group plc,Silentpoint

Prior to this Mr. Kanabar held a number of management and seniorfinance positions in five companies since 1997.

Shahenshah has 20 years’ experience in oil and gas finance,developing and implementing projects worldwide, working with the

National Oil Companies.

He is the Chief Executive Officer of Afren plc, the Africa-focusedoil independent. His career has included senior positions at theoil independent. His career has included senior positions at theInternational Finance Corporation, Dresdner Kleinwort Wasserstein

Medicredito Centrale.

Dr. Charles Osezua is an authority on the emerging West African gasmarket, with oil and gas industry experience spanning 20 years.

Dr. Osezua is Chairman of the Owel-Linkso Group in Nigeria, aservices company providing solutions to the oil and gas sector.Formerly, he was Special Assistant on Petroleum Matters to the Headof State, Federal Republic of Nigeria and a member of the TechnicalAdvisory Committee of Nigeria LNG Limited.

Paul Biggs, a project finance specialist with a focus on emergingmarkets, is a Senior Partner of the specialised law firm TrinityInternational LLP.

joining Trinity, Mr Biggs was head of the Project FinanceCadwalader, Wickersham & Taft LLP, and before that aCMS Cameron McKenna. Mr Biggs also spent five years

Commonwealth Development Corporation.

Haresh Kanabar has 20 years’ experience in senior management ofvarious companies and industries, including many AIM –listedcompanies. He is currently a director of Aurum Mining plc, Blue StarCapital plc, Indian Restaurants Group plc, Silentpoint plc,Silentpoint Property Limited, India Star Energy plc and Venteco plc.

Prior to this Mr. Kanabar held a number of management and seniorfinance positions in five companies since 1997.


Strategic Advisors

Dr Rilwanu Lukman (69)Strategic Advisor to the Board

Dr Lukman is an internationally known and respected figure in theoil and gas industry.

He is currently the Honorary Advisor on Energy and StrategicMatters to the President of Nigeria and is also NonChairman of Afren plc. Previously key appointments have included:Secretary General of OPEC (six years), President of OPEC (nine


Ethelbert J L Cooper (54)Strategic Advisor to the Board

Secretary General of OPEC (six years), President of OPEC (ninesessions), Nigerian Minister of Petroleum Resources, Special Advisorto the Nigerian President for Oil and Gas, Nigerian Minister ofForeign Affairs, Nigerian Minister of Mines, and Founder andChairman of the African Petroleum Producers Association.

Dr Lukman holds a Bachelor of Science degree from the RoyalCollege of Mines, Imperial College (London), and followdiplomas, including doctorates, from prestigious institutionsincluding the University of Leoben (Austria), McGill University(Montreal), University of Bologna (Italy) and Ahmadu BelloUniversity and the University of Maiduguri in Nigeria. He was madea Knight of the British Empire (KBE) in 1989 and Officer of theLegion d’Honneur of France in 1990.

Mr Cooper has been active in the African natural resources sectorfor over 25 years.

During the 1980s he devised and led an initiative to restructurewhat, at the time, was Liberia’s biggest industrial projectore mining company with capital investment of over $600m.Mr Coopermanagement,contracted to

Mr Cooper is a founding member and Chairman of the LiberianInternational Development Foundation and a Founder and Directorof the African’s African American Foundation. Mr Cooper is also amember of the National Advisory Board of WEB Du Bois Instituteof African Studies at Harvard University.

Dr Lukman is an internationally known and respected figure in theoil and gas industry.

He is currently the Honorary Advisor on Energy and StrategicMatters to the President of Nigeria and is also Non-ExecutiveChairman of Afren plc. Previously key appointments have included:Secretary General of OPEC (six years), President of OPEC (nineSecretary General of OPEC (six years), President of OPEC (ninesessions), Nigerian Minister of Petroleum Resources, Special Advisorto the Nigerian President for Oil and Gas, Nigerian Minister ofForeign Affairs, Nigerian Minister of Mines, and Founder andChairman of the African Petroleum Producers Association.

Dr Lukman holds a Bachelor of Science degree from the RoyalCollege of Mines, Imperial College (London), and follow-ondiplomas, including doctorates, from prestigious institutionsincluding the University of Leoben (Austria), McGill University(Montreal), University of Bologna (Italy) and Ahmadu BelloUniversity and the University of Maiduguri in Nigeria. He was madea Knight of the British Empire (KBE) in 1989 and Officer of theLegion d’Honneur of France in 1990.

Mr Cooper has been active in the African natural resources sectorfor over 25 years.

During the 1980s he devised and led an initiative to restructurewhat, at the time, was Liberia’s biggest industrial project – an ironore mining company with capital investment of over $600m.

Cooper also formed Liberia’s mining parastatal, whosemanagement, marketing and financing requirements were

to Mr Cooper’s companies.

Mr Cooper is a founding member and Chairman of the LiberianInternational Development Foundation and a Founder and Directorof the African’s African American Foundation. Mr Cooper is also amember of the National Advisory Board of WEB Du Bois Instituteof African Studies at Harvard University.

Annual Report 2008

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