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Registration number: 11629504

Gunvor UK Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2023

 

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 9

Profit and Loss Account

10

Statement of Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Notes to the Financial Statements

14 to 23

 

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 2023

The directors present their strategic report for the year ended 31 December 2023.

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

Throughout 2023 market conditions were broadly less favorable for commodities trading than the previous year. Pandemic related global supply chain disruptions subsided in 2023, while disruptions resulting from the war in Ukraine continued; however, commodities markets struggled with headwinds from heightened geopolitical tensions, a weaker than expected Chinese economy, monetary tightening, a stronger US dollar, and an oil supply cut by OPEC+. The very high price volatility across energy commodities in 2022 gradually decreased over 2023, and prices normalised, particularly in natural gas. By year end, they achieved a level consistent with long-term trends.

The Company’s revenue decreased to GBP 147 million reflective of the decline in commodities prices, down from GBP 219 million the previous year. While the trading revenues decreased significantly, the the Company remained profitable, posting a net result of GBP 81 million.

The Company's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2023

2022

Turnover

£

147,147,567

210,078,625

Profit before tax

£

105,416,756

173,295,431

Net profit margin

%

55

69

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 declared and paid a dividend of GBP 100 million.

Section 172(1) statement

The board of directors consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole in the decisions taken during the year ended 31 December 2023.

The Gunvor Group’s strength—which has enabled it to become one of the largest independent traders in the world—is in being agile and entrepreneurial in the face of new challenges, changing markets, and rapidly identifying and pursuing opportunities. Advanced analytics ensure quick decision-making. Sound governance and robust compliance limit risk. Gunvor further upholds a working environment that fosters openness, cooperation, and interaction. It seeks to stimulate innovation and improvement, and encourage employees to bring new ideas and speak their minds.

The following paragraphs summarise how the directors fulfil their duties:

 

Gunvor UK Limited

Strategic Report for the Year Ended 31 December 2023

Employees: Gunvor is committed to promoting fairness, dignity, trust and respect amongst all employees and to creating an environment where employees and Gunvor can grow and succeed. We strive to make Gunvor a place where all employees feel they belong and that their work matters.

Gunvor has now established various internships opportunities aimed at developing young talent to provide them with valuable experiences, including hands-on learning across various functions, IT, Operations, Trade Support, and Finance, in multiple locations. These are complemented by the creation of Gunvor’s new Graduate Program, which was launched in 2023. Aimed at students from some of the world’s top technical universities, including in Switzerland, Europe, the U.K., the U.S., and Singapore, our program generated more than 2,500 applications in the first two days after opening.

Business Relationships: The Group Code of Conduct and Ethics addresses what is expected from employees and people working on behalf of Gunvor including anti-bribery and corruption, sanctions, human rights, health and safety.

Environment and community: As of 2023, the Gunvor Group's greenhouse gas emissions have decreased by 47.3% compared with 2019, exceeding the target of 40%. The Group continues to strategise how to lower emissions further, also encompassing indirect emissions across our value chain.

Risk management and business conduct: To support the growth of commercial activities, while responding to ever-evolving international regulatory markets, the Group strengthened its Compliance and Sanctions teams to a total of 31 employees, including two dedicated specialists for international economic sanctions. The team has also enhanced compliance enforcement capabilities by developing and implementing a control framework for internal business developers and adding layers of review and approval for counterparty payments.

In addition, Gunvor enhanced the independent Compliance Committee with responsibility for reviewing high risk transactions, engaged resources to review the Group’s compliance program and test the effectiveness of the Group’s overall reporting process, and has undertaken testing of the compliance program. Gunvor will continuously work to ensure its Compliance and Sanctions teams remain among the most robust in the trading industry.

Board of Directors

The members of the Company's Board of Directors as at 31 December 2023 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.

Approved by the Board on 18 September 2024 and signed on its behalf by:

.........................................
P E Haythornthwaite
Director

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

 
     
 

Gunvor UK Limited

Directors' Report for the Year Ended 31 December 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors of the Company

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

A Della Valle

H G Mai

P E Haythornthwaite (appointed 1 January 2023)

F G Törnqvist (appointed 1 January 2023)

Environmental matters

The company has consumed less than 40,000kWh of energy in the year and has taken the exemption not to disclose information regarding greenhouse gas emissions in accordance with Part 7A of The Companies (Directors’ Report) Regulations 2018.

Reappointment of auditors

The auditors Bourner Bullock are deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 (as defined by section 418(3) of the Companies Act 2006) that they know of and of which they know the auditors are unaware.

Approved by the Board on 18 September 2024 and signed on its behalf by:

.........................................
P E Haythornthwaite
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.
 

 

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 2023, 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 2023 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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

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 enquiries 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.

The following laws and regulations were identified as being of significance to 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: enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries 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
 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

 

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

18 September 2024

 

Gunvor UK Limited

Profit and Loss Account for the Year Ended 31 December 2023

Note

2023
£

2022
£

Turnover

4

147,147,567

210,078,625

Gross profit

 

147,147,567

210,078,625

Administrative expenses

 

(41,959,837)

(36,769,289)

Other operating income

5

270,725

-

Operating profit

6

105,458,455

173,309,336

Other interest receivable and similar income

4,154

1,229

Interest payable and similar expenses

(45,851)

(15,134)

   

(41,697)

(13,905)

Profit before tax

 

105,416,758

173,295,431

Tax on profit

10

(24,343,728)

(28,790,977)

Profit for the financial year

 

81,073,030

144,504,454

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 2023

2023
£

2022
£

Profit for the year

81,073,030

144,504,454

Total comprehensive income for the year

81,073,030

144,504,454

 

Gunvor UK Limited

(Registration number: 11629504)
Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Tangible assets

11

965,094

160,965

Current assets

 

Debtors

12

167,540,592

217,224,955

Cash at bank and in hand

 

5,738,773

590,737

 

173,279,365

217,815,692

Creditors: Amounts falling due within one year

13

(20,529,663)

(52,684,029)

Net current assets

 

152,749,702

165,131,663

Net assets

 

153,714,796

165,292,628

Capital and reserves

 

Called up share capital

784

784

Other reserves

17

32,554,452

25,205,314

Retained earnings

17

121,159,560

140,086,530

Shareholders' funds

 

153,714,796

165,292,628

Approved and authorised by the Board on 18 September 2024 and signed on its behalf by:
 

.........................................
P E Haythornthwaite
Director

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

 
     
 

Gunvor UK Limited

Statement of Changes in Equity for the Year Ended 31 December 2023

Share capital
£

Other reserves
£

Retained earnings
£

Total
£

At 1 January 2023

784

25,205,314

140,086,530

165,292,628

Profit for the year

-

-

81,073,030

81,073,030

Dividends

-

-

(100,000,000)

(100,000,000)

Share based payment transactions

-

7,349,138

-

7,349,138

At 31 December 2023

784

32,554,452

121,159,560

153,714,796

Share capital
£

Other reserves
£

Retained earnings
£

Total
£

At 1 January 2022

784

16,332,224

(4,417,924)

11,915,084

Profit for the year

-

-

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

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

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 and other energy and oil products trading

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 United Kingdom and Republic of Ireland and the Companies Act 2006'.

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.

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).

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

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.

Revenue 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.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

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

Computer equipment

5 Year Straight Line

Leasehold improvements

5 Year Straight Line

Fixtures and fittings

5 Year Straight Line

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Financial instruments

Classification
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.

 

Trade 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.

Trade 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.

Dividends

Dividend distribution to the Company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

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.

3

Significant judgements and key sources of 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 likelihood 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:

2023
£

2022
£

Rendering of services

147,147,567

210,078,625

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

2023
£

2022
£

Europe

139,737,925

206,734,768

Rest of world

7,409,642

3,343,857

147,147,567

210,078,625

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

5

Other operating income

The analysis of the Company's other operating income for the year is as follows:

2023
£

2022
£

Landlord contributions

270,725

-

6

Operating profit

Arrived at after charging/(crediting)

2023
£

2022
£

Depreciation expense

179,586

64,008

Foreign exchange losses/(gains)

547,830

(768,789)

Loss on disposal of property, plant and equipment

83,404

-

7

Staff costs

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

2023
£

2022
£

Wages and salaries

29,248,552

30,207,097

Social security costs

4,053,724

4,661,999

Other short-term employee benefits

171,303

121,522

Pension costs, defined contribution scheme

256,824

181,375

Other employee expense

5,380

3,761

33,735,783

35,175,754

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:

2023
No.

2022
No.

Administration and support functions

30

17

Front office functions

17

14

47

31

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

8

Directors' remuneration

2023
£

2022
£

Remuneration

70,960

16,514

9

Auditors' remuneration

2023
£

2022
£

Audit of the financial statements

14,000

12,000


 

10

Taxation

Tax charged/(credited) in the profit and loss account

2023
£

2022
£

Current taxation

UK corporation tax

25,317,474

34,450,929

UK corporation tax adjustment to prior periods

(1,240,425)

2,040,943

24,077,049

36,491,872

Deferred taxation

Arising from origination and reversal of timing differences

266,679

(7,700,895)

Tax expense in the income statement

24,343,728

28,790,977

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2022 - lower than the standard rate of corporation tax in the UK) of 25% (2022 - 19%).

The differences are reconciled below:

2023
£

2022
£

Profit before tax

105,416,758

173,295,431

Corporation tax at standard rate

26,354,190

32,926,132

(Decrease)/increase in UK and foreign current tax from adjustment for prior periods

(1,240,425)

2,040,943

Tax increase from effect of capital allowances and depreciation

22,601

12,163

Tax increase/(decrease) from other short-term timing differences

266,679

(7,700,895)

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

1,543,350

3,137,443

Tax decrease from effect of exercise of employee share options

(986,658)

(1,236,610)

Tax decrease from changes in tax provisions due to legislation

(1,616,009)

-

Further item of tax decrease

-

(388,199)

Total tax charge

24,343,728

28,790,977

Deferred tax

Deferred tax assets and liabilities

2023

Asset
£

Capital allowances in excess of depreciation

(60,806)

Equity settled share-based payments

1,594,541

Other timing differences arising on deferred payments

4,155,916

Tax losses carried forward

1,744,566

7,434,217

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 2023

11

Tangible assets

Fixtures and fittings
£

Computer equipment
£

Leasehold improvements
£

Total
£

Cost or valuation

At 1 January 2023

95,544

17,691

217,779

331,014

Additions

162,458

-

904,660

1,067,118

Disposals

-

-

(217,779)

(217,779)

At 31 December 2023

258,002

17,691

904,660

1,180,353

Depreciation

At 1 January 2023

41,662

8,663

119,719

170,044

Charge for the year

40,775

3,538

135,273

179,586

Eliminated on disposal

-

-

(134,371)

(134,371)

At 31 December 2023

82,437

12,201

120,621

215,259

Carrying amount

At 31 December 2023

175,565

5,490

784,039

965,094

At 31 December 2022

53,877

9,028

98,060

160,965

12

Debtors

Note

2023
£

2022
£

Trade debtors

 

11,838

-

Amounts owed by related parties

155,509,088

209,295,125

Other debtors

 

122,198

40,104

Prepayments

 

486,011

188,831

Deferred tax assets

10

7,434,217

7,700,895

Income tax asset

10

3,977,240

-

 

167,540,592

217,224,955

 

Gunvor UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

13

Creditors

Note

2023
£

2022
£

Due within one year

 

Trade creditors

 

52,813

31,939

Outstanding defined contribution pension costs

 

25,549

18,307

Other payables

 

436,655

84,882

Accruals

 

20,014,646

21,619,854

Income tax liability

10

-

30,929,047

 

20,529,663

52,684,029

14

Dividends

Interim dividends paid

2023
£

2022
£

Interim dividend of £100,000.00 (2022 - £Nil) per each Ordinary shares

100,000,000

-

 

 

15

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 £256,824 (2022 - £181,375).

Contributions totalling £25,549 (2022 - £18,307) were payable to the scheme at the end of the year and are included in creditors.

16

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

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 2023

17

Other Reserves

Share-based payment transactions

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 £7,349,138 (2022: £8,873,090).

18

Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

987,300

164,550

Later than one year and not later than five years

3,098,079

-

4,085,379

164,550

The amount of non-cancellable operating lease payments recognised as an expense during the year was £882,689 (2022 - £350,173).

19

Parent and ultimate parent undertaking

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

 The ultimate controlling party is Torbjörn Törnqvist.