Gunvor UK Limited 11629504 false 2022-01-01 2022-12-31 2022-12-31 The principal activity of the company is providing agency services for natural gas and other energy and oil products trading Digita Accounts Production Advanced 6.30.9574.0 true true true false true 11629504 2022-01-01 2022-12-31 11629504 2022-12-31 11629504 bus:Director5 2022-12-31 11629504 bus:Director6 2022-12-31 11629504 2 2022-12-31 11629504 core:AcceleratedTaxDepreciationDeferredTax 2022-12-31 11629504 core:AccruedLiabilitiesDeferredTax 2022-12-31 11629504 core:Share-basedPaymentsEquity-settledDeferredTax 2022-12-31 11629504 core:TaxLossesCarry-forwardsDeferredTax 2022-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity 2022-12-31 11629504 core:RetainedEarningsAccumulatedLosses 2022-12-31 11629504 core:ShareCapital 2022-12-31 11629504 core:CurrentFinancialInstruments 2022-12-31 11629504 core:CurrentFinancialInstruments core:WithinOneYear 2022-12-31 11629504 core:FurnitureFittingsToolsEquipment 2022-12-31 11629504 bus:FRS102 2022-01-01 2022-12-31 11629504 bus:Audited 2022-01-01 2022-12-31 11629504 bus:FullAccounts 2022-01-01 2022-12-31 11629504 bus:RegisteredOffice 2022-01-01 2022-12-31 11629504 bus:Director3 2022-01-01 2022-12-31 11629504 bus:Director4 2022-01-01 2022-12-31 11629504 bus:Director5 2022-01-01 2022-12-31 11629504 bus:Director6 2022-01-01 2022-12-31 11629504 bus:HighestPaidDirector 2022-01-01 2022-12-31 11629504 bus:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity 2022-01-01 2022-12-31 11629504 core:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 11629504 core:Share-basedPaymentsReserve 2022-01-01 2022-12-31 11629504 core:ShareCapital 2022-01-01 2022-12-31 11629504 countries:Europe 2022-01-01 2022-12-31 11629504 countries:RestWorldOutsideEurope 2022-01-01 2022-12-31 11629504 core:ComputerEquipment 2022-01-01 2022-12-31 11629504 core:FurnitureFittingsToolsEquipment 2022-01-01 2022-12-31 11629504 core:OfficeEquipment 2022-01-01 2022-12-31 11629504 core:UKTax 2022-01-01 2022-12-31 11629504 1 2022-01-01 2022-12-31 11629504 countries:EnglandWales 2022-01-01 2022-12-31 11629504 2021-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity 2021-12-31 11629504 core:RetainedEarningsAccumulatedLosses 2021-12-31 11629504 core:ShareCapital 2021-12-31 11629504 core:FurnitureFittingsToolsEquipment 2021-12-31 11629504 2021-01-01 2021-12-31 11629504 2021-12-31 11629504 2 2021-12-31 11629504 core:CurrentFinancialInstruments 2021-12-31 11629504 core:CurrentFinancialInstruments core:WithinOneYear core:RestatedAmount 2021-12-31 11629504 core:FurnitureFittingsToolsEquipment 2021-12-31 11629504 core:RestatedAmount 2021-12-31 11629504 bus:HighestPaidDirector 2021-01-01 2021-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity 2021-01-01 2021-12-31 11629504 core:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 11629504 core:ShareCapital 2021-01-01 2021-12-31 11629504 countries:Europe 2021-01-01 2021-12-31 11629504 countries:RestWorldOutsideEurope 2021-01-01 2021-12-31 11629504 core:UKTax 2021-01-01 2021-12-31 11629504 2020-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity 2020-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity core:PriorPeriodIncreaseDecrease 2020-12-31 11629504 core:FurtherSpecificReserve1ComponentTotalEquity core:RestatedAmount 2020-12-31 11629504 core:RetainedEarningsAccumulatedLosses 2020-12-31 11629504 core:RetainedEarningsAccumulatedLosses core:PriorPeriodIncreaseDecrease 2020-12-31 11629504 core:RetainedEarningsAccumulatedLosses core:RestatedAmount 2020-12-31 11629504 core:ShareCapital 2020-12-31 11629504 core:ShareCapital core:PriorPeriodIncreaseDecrease 2020-12-31 11629504 core:ShareCapital core:RestatedAmount 2020-12-31 11629504 core:PriorPeriodIncreaseDecrease 2020-12-31 11629504 core:RestatedAmount 2020-12-31 iso4217:GBP xbrli:pure

Registration number: 11629504

Gunvor UK Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2022

 

Gunvor UK Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 10

Profit and Loss Account

11

Statement of Comprehensive Income

12

Balance Sheet

13

Statement of Changes in Equity

14

Notes to the Financial Statements

15 to 26

 

Gunvor UK Limited

Company Information

Directors

A Della Valle

H G Mai

P E Haythornthwaite

F G Törnqvist

Registered office

3 Burlington Gardens
5TH Floor
London
W1S 3EP
United Kingdom

Auditors

Bourner Bullock
Chartered Accountants
114 St Martin's Lane
Covent Garden
London
WC2N 4BE

 

Gunvor UK Limited

Strategic Report for the Year Ended 31 December 2022

The directors present their strategic report for the year ended 31 December 2022.

Principal activity

The principal activity of the Company is providing agency services for natural gas and other energy and oil products trading.

Fair review of the business

Following a year in which the global economy began its recovery from the Covid-19 pandemic, 2022 commenced with commodities' markets in tight supply and inflation rising throughout the world. With the invasion of Ukraine by Russia at the end of February, commodities prices spiked to new levels in response to unprecedented market uncertainty and a series of economic sanctions put in place by Western governments. These served to radically transform global trade patterns. Commodities traders, including Gunvor, played a key role in managing the resulting volatility, while addressing market dislocations throughout the world. During the course of the year, progressively restrictive sanctions on the Russian energy sector kept market participants on edge.

This unique economic and market situation benefited commodities traders. Gunvor’s focus on financial discipline, risk management, and market analysis - reinforced from recent years’ extreme price volatility - ensured the Company was well prepared for these unforeseen events. Several strategic decisions also worked in the Company’s favour, such as the decision during the year to proactively reduce spot trading activities temporarily in a number of markets. A normalization of trading conditions is anticipated and should lead to a higher level of spot trading activity going forward.

While the trading strategy saw a decrease in volumes traded compared to the year 2021, the approach ensured that Gunvor’s trading performance was broad-based across all products. As a result, the Company generated an historic turnover of GBP 210,078,625, compared with GBP 11,588,935 the year prior, an operating profit of GBP 173,309,336 for the year and correspondingly posted an historic record net profit of GBP 144,504,454.

Principal risks and uncertainties

The Company is exposed to external factors which may impact its profitability. The Directors believe that they have mitigated risks, as far as reasonably practicable, by implementing internal controls and continually reviewing and seeking to improve such controls as well as business processes and procedures.

Dividends

During the year the Company did not declare any dividends.

Share capital

The changes in the issued share capital of the Company during the year under review are stated in note 13 and 14 of the financial statements.

 

Gunvor UK Limited

Strategic Report for the Year Ended 31 December 2022

Board of Directors

The members of the Company's Board of Directors as at 31 December 2022 and at the date of this report are presented on page 1.

In accordance with the Company's Articles of Association all the Directors remain in office.

There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors.

Events after the reporting period

There were no material events after the reporting period, which have a bearing on the understanding of the financial statements.

Independent auditors

The Independent Auditors, Bourner Bullock, have expressed their willingness to continue in office and a resolution giving authority to the Board of Directors to fix their remuneration will be proposed at the Annual General Meeting.

Approved by the Board on 23 October 2023 and signed on its behalf by:

.........................................
A Della Valle
Director

.........................................
F G Törnqvist
Director

 
     
 

Gunvor UK Limited

Directors' Report for the Year Ended 31 December 2022

The directors present their report and the financial statements for the year ended 31 December 2022.

Directors of the Company

The directors who held office during the year were as follows:

A Della Valle

H G Mai

The following directors were appointed after the year end:

P E Haythornthwaite (appointed 1 January 2023)

F G Törnqvist (appointed 1 January 2023)

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Approved by the Board on 23 October 2023 and signed on its behalf by:

.........................................
A Della Valle
Director

.........................................
F G Törnqvist
Director

 
     
 

Gunvor UK Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities 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 elected to prepare the 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 Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
 

The directors confirm that so far as they are aware, there is no relevant audit information (as defined by section 418(3) of the Companies Act 2006) of which the Company’s auditors are unaware. They have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

 

Gunvor UK Limited

Independent Auditor's Report to the Members of Gunvor UK Limited

Opinion

We have audited the financial statements of Gunvor UK Limited (the 'Company') for the year ended 31 December 2022, which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the Company's affairs as at 31 December 2022 and of its profit for the year then ended;

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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

 

Gunvor UK Limited

Independent Auditor's Report to the Members of Gunvor UK Limited

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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, or returns adequate for our audit have not been received from branches not visited by us; or

the financial statements 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.

 

Gunvor UK Limited

Independent Auditor's Report to the Members of Gunvor UK Limited

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

 

Gunvor UK Limited

Independent Auditor's Report to the Members of Gunvor UK Limited

Auditor Responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Discussions with and inquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting regulations, Company Law, Tax and Pensions legislation, and distributable profits legislation.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; inquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

 

Gunvor UK Limited

Independent Auditor's Report to the Members of Gunvor UK Limited

Use of our report

This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

......................................
Russell Joseph (Senior Statutory Auditor)
For and on behalf of Bourner Bullock, Statutory Auditor

Chartered Accountants
114 St Martin's Lane
Covent Garden
London
WC2N 4BE

23 October 2023

 

Gunvor UK Limited

Profit and Loss Account for the Year Ended 31 December 2022

Note

2022
£

2021
£

Turnover

4

210,078,625

11,588,935

Administrative expenses

 

(36,769,289)

(24,049,744)

Operating profit/(loss)

173,309,336

(12,460,809)

Other interest receivable and similar income

1,229

3,969

Interest payable and similar expenses

(15,134)

(67,030)

 

(13,905)

(63,061)

Profit/(loss) before tax

 

173,295,431

(12,523,870)

Taxation

8

(28,790,977)

(1,235,216)

Profit/(loss) for the financial year

 

144,504,454

(13,759,086)

The above results were derived from continuing operations.

The Company has no recognised gains or losses for the year other than the results above.

 

Gunvor UK Limited

Statement of Comprehensive Income for the Year Ended 31 December 2022

2022
£

2021
£

Profit/(loss) for the year

144,504,454

(13,759,086)

Total comprehensive income for the year

144,504,454

(13,759,086)

 

Gunvor UK Limited

(Registration number: 11629504)
Balance Sheet as at 31 December 2022

Note

2022
£

2021
£

Fixed assets

 

Tangible assets

9

160,965

209,313

Current assets

 

Debtors

10

217,224,955

17,999,114

Cash at bank and in hand

 

590,737

6,653,967

 

217,815,692

24,653,081

Creditors: Amounts falling due within one year

11

(52,684,029)

(12,947,310)

Net current assets

 

165,131,663

11,705,771

Net assets

 

165,292,628

11,915,084

Capital and reserves

 

Called up share capital

784

784

Other reserves

14

25,205,314

16,332,224

Retained earnings

14

140,086,530

(4,417,924)

Shareholders' funds

 

165,292,628

11,915,084

Approved and authorised by the Board on 23 October 2023 and signed on its behalf by:
 

.........................................
A Della Valle
Director

.........................................
F G Törnqvist
Director

 
     
 

Gunvor UK Limited

Statement of Changes in Equity for the Year Ended 31 December 2022

Share capital
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 January 2022

784

16,332,224

(4,417,924)

11,915,084

Total comprehensive loss

-

-

144,504,454

144,504,454

Share based payment transactions

-

8,873,090

-

8,873,090

At 31 December 2022

784

25,205,314

140,086,530

165,292,628

Share capital
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 January 2021

784

8,608,177

11,040,471

19,649,432

Prior period adjustment

-

1,195,410

(1,699,309)

(503,899)

At 1 January 2021 (As restated)

784

9,803,587

9,341,162

19,145,533

Total comprehensive income

-

-

(13,759,086)

(13,759,086)

Share based payment transactions

-

6,528,637

-

6,528,637

At 31 December 2021

784

16,332,224

(4,417,924)

11,915,084

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

1

General information

The Company is a private Company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
3 Burlington Gardens
5TH Floor
London
W1S 3EP
England

Principal activity

The principal activity of the Company is providing agency services for natural gas, power and other energy products trading.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

Summary of disclosure exemptions

FRS 102 allows a qualifying entity certain disclosure exemptions if certain conditions have been complied with, including notification of and no objection to, the use of exemptions by the Company's shareholders. A qualifying entity is defined as a member of a group that prepares publicly available financial statements, which give a true and fair view, in which that member is consolidated. Gunvor UK Limited is a qualifying entity as its results are consolidated into financial statements of Gunvor Group Ltd which are publicly available.

As a qualifying entity, the Company has taken advantage of the following exemptions:
(i) from the requirement to present a statement of cash flows as required by paragraph 3.17 (d) of FRS 102;
(ii) from the requirement to present financial instrument disclosures, as required by FRS 102 paragraphs 11.39 to 11.48A, 12.26 and 12.29; and
(iii) from the requirement to present a reconciliation of the number of shares outstanding at the beginning and end of the period as required by paragraph 4.12 (a)(iv).

Going concern

The Company is dependent on the support of the Group as a going concern. The directors consider it appropriate to prepare the accounts on a going concern basis as that assumes further support will be obtained when and if needed.

Turnover recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the Company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The Company recognises revenue when:
The amount of revenue can be reliably measured;
It is probable that future economic benefits will flow to the entity;
And specific criteria have been met for each of the Company's activities.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates taxable income.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the Company. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Office equipment

5 Year Straight Line

Computer equipment

5 Year Straight Line

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and loans to related parties.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

Debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Share-based payments

The Group operates an equity-settled, share-based compensation plan, under which the Company receives services from employees as consideration for equity instruments of the Group. The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted and is recognised as an expense over the vesting period. The equity element is recognised over the vesting period and included in other reserves.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

3

Significant judgements and estimation uncertainty

Judgements

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

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below:

The group operates an equity-settled long term incentive plan. Both the fair value of the shares granted and the likilihood of employees meeting the vesting criteria require judgement and can vary.

4

Turnover

The analysis of the Company's Turnover for the year from continuing operations is as follows:

2022
£

2021
£

Rendering of services

210,078,625

11,588,935

The analysis of the Company's Turnover for the year by market is as follows:

2022
£

2021
£

Europe

206,734,768

10,593,659

Rest of world

3,343,857

995,276

210,078,625

11,588,935

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

5

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2022
£

2021
£

Wages and salaries

30,207,098

19,318,393

Social security costs

4,661,999

3,021,846

Other short-term employee benefits

121,522

70,764

Pension costs, defined contribution scheme

181,375

121,629

Other employee expense

3,761

-

35,175,755

22,532,632

Included in wages, and in addition to the amounts disclosed in directors remuneration are fees paid to the directors relating to their role as an employee carrying out trading activity but not related to performance of their statutory duties.

During the period, one director was receiving benefits and share incentives under a long term incentive scheme.

The average number of persons employed by the Company (including directors) during the year, analysed by category was as follows:

2022
No.

2021
No.

Administration and support

3

2

Sales

28

18

31

20

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

6

Directors' remuneration

2022
£

2021
£

Remuneration

16,514

14,400

7

Auditors' remuneration

2022
£

2021
£

Audit of the financial statements

12,000

5,750


 

8

Taxation

Tax charged in the income statement

2022
£

2021
£

Current taxation

UK corporation tax

34,450,929

-

UK corporation tax adjustment to prior periods

2,040,943

1,235,216

36,491,872

1,235,216

Deferred taxation

Arising from origination and reversal of timing differences

(7,700,895)

-

Tax expense in the income statement

28,790,977

1,235,216

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2021 - lower than the standard rate of corporation tax in the UK) of 19% (2021 - 19%).

The differences are reconciled below:

2022
£

2021
£

Profit/(loss) before tax

173,295,431

(12,523,870)

Corporation tax at standard rate

32,926,132

(2,379,535)

Effect of expense not deductible in determining taxable profit (tax loss)

3,137,443

1,269,089

Effect of tax losses

-

661,005

Deferred tax credit from temporary timing differences

(7,700,895)

-

Increase in UK and foreign current tax from adjustment for prior periods

2,040,943

1,235,216

Tax increase from effect of capital allowances and depreciation

12,163

5,445

Tax decrease from effect of exercise of employee share options

(1,236,610)

-

Other tax effects for reconciliation between accounting profit and tax expense (income)

(388,199)

443,996

Total tax charge

28,790,977

1,235,216

Deferred tax

Deferred tax assets and liabilities

2022

Asset
£

Capital allowances in excess of depreciation

(40,242)

Equity settled share-based payments

3,360,969

Other timing differences arising on deferred payments

1,909,943

Tax losses carried forward

2,470,225

7,700,895

The rate of tax is expected to follow the standard rate of UK Corporation tax in future periods. A change to the main UK coporation tax rate became efective from 1 April 2023, increasing the corporation tax rate from 19 to 25 percent. Deferred taxes at the balance sheet date have been measured using enacted tax rates and reflected in these financial statements, being 25%.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

9

Tangible assets

Office and computer equipment
£

Cost or valuation

At 1 January 2022

315,356

Additions

15,658

At 31 December 2022

331,014

Depreciation

At 1 January 2022

106,043

Charge for the year

64,006

At 31 December 2022

170,049

Carrying amount

At 31 December 2022

160,965

At 31 December 2021

209,313

10

Debtors

Note

2022
£

2021
£

Amounts owed by related parties

209,295,125

15,862,571

Other debtors

 

40,104

49,021

Prepayments

 

188,831

199,322

Deferred tax assets

8

7,700,895

-

Income tax asset

8

-

1,888,200

 

217,224,955

17,999,114

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

11

Creditors

Note

2022
£

2021
£

Due within one year

 

Trade creditors

 

31,939

102,560

Outstanding defined contribution pension costs

 

18,307

13,932

Other payables

 

84,882

-

Accruals

 

21,619,854

11,138,555

Income tax liability

8

30,929,047

1,692,263

 

52,684,029

12,947,310

12

Pension and other schemes

Defined contribution pension scheme

The Company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the Company to the scheme and amounted to £181,375 (2021 - £121,629).

Contributions totalling £18,307 (2021 - £13,932) were payable to the scheme at the end of the year and are included in creditors.

13

Share capital

Allotted, called up and fully paid shares

 

2022

2021

 

No.

£

No.

£

Ordinary $1 shares of £0.78 each

1,000

784

1,000

784

         
 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2022

14

Other Reserves

The Company operates a share incentive plan for the granting of non-transferable shares to certain members of staff based on performance and subject to certain service related vesting criteria. The equity element is recognised over the vesting period, is included as a share based payment transaction and included in other reserves. The total cost recognised in profit and loss during the period was £8,873,090 (2021: £6,528,637).

15

Parent and ultimate parent undertaking

The Company's immediate parent is Gunvor Group Ltd, incorporated in Cyprus.

 The ultimate controlling party is Torbjörn Törnqvist.