Directors Report 1

DIRECTORS' REPORT FOR THE YEAR ENDED 31 MARCH 2019

The directors present their annual report and audited financial statements for the year ended 31 March 2019.
Principal activities The principal activity of Redruth Holdings 2 Limited ("the Company") is to act as a holding company. On 31 March 2017 it acquired a minority stake (2.28%) in Quadgas HoldingsTopco Limited, a company registered in the United Kingdom. This investment was funded by the issue of Eurobonds to the Company's parent entity, Dalmore Infrastructure Investments 3 LP.
Directors The directors who held office during the year and up to the date of signature of the financial 'statements were as follows:
M Ryan (Resigned 31 August 2018) J McDonagh A Ray ?
Results and dividends The results for the year are set out on page 8.
The loss for the financial year will be transferred to reserves.
The directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.
Qualifying third party indemnity provisions The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.
Independent auditors The auditors, PricewaterhouseCoopers LLP, were appointed during the year and are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditors So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the Company auditors are unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors-in order to make themselves aware of all relevant audit information and to establish that the Company's auditors are aware of that information.

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REDRUTH HOLDINGS 2 LIMITED
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2019

Going concern The board has prepared detailed financial forecasts and cash flows looking over 12 months ahead from the date the financial statements are signed. In drawing up these forecasts, the board has made 'assumptions based upon its view of the current and future economic condition that will prevail over the forecast period.
The Company's forecasts and projections, _taking account of reasonably possible changes in trading performance, indicate that the Company should be able to operate within the level of its current resources. The Company's going concern is dependent On the performance of the investments held by its investment, Quadgas. Holdings Topco Limited. After reviewing.the performance of these investments, which is done on a regular basis, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future, despite any economic uncertainties. In forming this conclusion, it has been taken into consideration that all committed investments of the company and its subsidiary holding companies are covered by commitments from the partners of the Da!more Infrastructure Investments 3 LP ("the Fund").
In light of this, the directors continue to adopt the going concern basis of accounting in preparing the year end financial statements.
Key performance indicators In its role as a holding company there are no key performance indicators for the directors to monitor. However, from a group point of view the performance of the underlying investments are assessed regularly (at least every six months) by testing the cash resources against the bank lending covenants. The. key indicator being the debt service cover ratio. The investments are performing well and have been compliant with the covenants laid out in their respective loan agreements.
Small company provisions This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption contained within Part 15 of the Companies Act 2006.
On behalf of the board

J McDonagh Director Date: 2-0 2-72-4)19

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REDRUTH HOLDINGS 2 LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 MARCH 2019

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kin?dom Accounting Standards, comprising FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland", 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 Company and of the profit or loss of the Company for that period. In preparing the financial statements, the directors are required to:
?select suitable accounting policies and then apply theM consistently;
?state whether applicable United Kingdom Accounting Standards, ? comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements;
?Make judgements and accounting estimates that are reasonable and prudent; 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 also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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.

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REDRUTH HOLDINGS 2 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBER OF REDRUTH HOLDINGS 2 LIMITED

Report on the audit of the financial statements
Opinion
In our opinion, Redruth Holdings 2 Limited's financial statements: ?give a true and fair view of the state of the company's affairs as at 31 March 2019 and of its loss for the year then ended; ?have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", and applicable law); and ?have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise: the statement of financial position as at 31 March 2019; the statement of comprehensive income, the statement of changes in equity for the year then ended; and the notes to the financial statements, which include a description of the significant accounting policies.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis' for our opinion. Independence We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC's Ethical Standard, as applicable to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Our audit approach Overview

Overall materiality: ?863,237 (2018: ?888,059), based on.1% of total assets.