REGISTERED NUMBER: 15347387 (England and Wales)

Cantii Aestuarium Holdings Limited

Strategic Report, Report of the Directors and

Financial Statements for the Period 13th December 2023 to 31st December 2024

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

J J Hills

D Morrison

REGISTERED OFFICE:

Crown Dry Dock

Tower Street

Hull

HU9 1TY

REGISTERED NUMBER:

15347387 (England and Wales)

AUDITORS:

Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

East Yorkshire

HU2 8BA

The directors present their strategic report for the period 13th December 2023 to 31st December 2024.

REVIEW OF BUSINESS

The principal activity of the Group remained that of owning and operating coastal tankers transporting oil products for 3rd party customers. We also continue to manage and operate on behalf of a third party, a COMAH compliant oil storage terminal in Plymouth and storage in Portsmouth.

The main income of the group is generated from the shipping activities by John H. Whitaker (Tankers) Limited supported by the administration of John H. Whitaker (Management) Limited.

The Group relies heavily on the expertise and commitment of its staff both afloat and ashore to strive for a zero-incident safety record. The Group makes every endeavour to operate in a clean and environmentally friendly manner with a continual aim to reduce waste and emissions which are harmful to the environment.

2024 has continued from the prior year in respect of the challenges faced, but again we have managed to safely operate through these difficult times and produce a satisfactory result. This has only been achieved because of the professionalism of our staff both ashore and afloat and the loyalty and enthusiasm of our customers.

The next generation of senior managers and directors have continued to grow in confidence to create a seamless transition from those who have retired.

PRINCIPAL RISKS AND UNCERTAINTIES

High maintenance costs continue to increase but it is the Groups policy to ensure that the fleet remains in top class condition, so it remains attractive to our customers for charter. This policy has been reflected in an improvement in third party inspection and audit findings.

At the year end the Group operated or managed nine vessels.

The Directors believe that the company is well equipped with its highly versatile fleet and dedicated staff to face the challenges which lie ahead.

FINANCIAL INSTRUMENTS

Objectives and policies

The financial risk management objectives of the Directors are to ensure that the Group has adequate cash flow to meet trading requirements.

In order to meet these objectives the Group uses financial instruments, other then derivatives, comprising cash, liquid resources and other items that arise directly from its operations such as trade debtors and trade creditors.

Price risk, credit risk, liquidity risk and cashflow risk

The business' principal financial instrument comprises of bank balances. The Group operates bank accounts in US Dollar, Euro and British Pounds in order to mitigate any currency risks identified.

In respect of bank balances, the liquidity risk is mitigated by maintaining a balance between continuity of funding and flexibility of intercompany lending.

Trade debtors are offered credit terms based on risk profile of the customers. The timings of the receipts are managed along with the trade creditor payments

FUTURE DEVELOPMENTS

The Group is keeping a close eye on all future possibilities as the world strives for decarbonization.

Despite all this, recent events have proven that there is still going to be strong demand for traditional fuels and traditional fuels blended with biofuels for some considerable time to come.

Whilst the sad events in Ukraine have created oil market turmoil it has in actual fact increased demand for our services as suppliers strive to find alternative supplies of fuel to keep their customers happy.

Future challenges are most certainly going to be ensuring that inflation does not erode our earnings and renewing the fleet which is a fine balance of making sure that our customers have the correctly sized vessels at a competitive price.

ON BEHALF OF THE BOARD:

J J Hills - Director

10th September 2025

The directors present their report with the financial statements of the company for the period 13th December 2023 to 31st December 2024.

INCORPORATION

The company was incorporated on 13th December 2023 .

DIVIDENDS

No dividends will be distributed for the period ended 31st December 2024.

DIRECTORS

The directors who have held office during the period from 13th December 2023 to the date of this report are as follows:

J J Hills - appointed 13th December 2023

D Morrison - appointed 13th December 2023

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Smailes Goldie, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

J J Hills - Director

10th September 2025

Opinion

We have audited the financial statements of Cantii Aestuarium Holdings Limited (the 'company') for the period ended 31st December 2024 which comprise the Income Statement, Other 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 31st December 2024 and of its loss for the period 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 Auditors' 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 directors' 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 financial statements are 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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.

Opinions on other matters 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 the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

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

Matters on which we are required to report by exception

In the light of the 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 or the Report of the Directors.

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 four, 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 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.

Auditors' 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 a Report of the Auditors 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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and tax legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed

procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with the company's legal advisors.

Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.

This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Stephen Bramall BSc, FCA (Senior Statutory Auditor)

for and on behalf of Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

East Yorkshire

HU2 8BA

11th September 2025

TURNOVER

-

Administrative expenses

14,213

OPERATING LOSS

(14,213

)

Interest payable and similar expenses

4

510,183

LOSS BEFORE TAXATION

(524,396

)

Tax on loss

5

-

LOSS FOR THE FINANCIAL PERIOD

(524,396

)

FIXED ASSETS

Investments

6

13,465,376

CURRENT ASSETS

Debtors

7

4,488,882

CREDITORS

Amounts falling due within one year

8

18,477,654

NET CURRENT LIABILITIES

(13,988,772

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(523,396

)

CAPITAL AND RESERVES

Called up share capital

9

1,000

Retained earnings

10

(524,396

)

SHAREHOLDERS' FUNDS

(523,396

)

The financial statements were approved by the Board of Directors and authorised for issue on 10th September 2025 and were signed on its behalf by:

J J Hills - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

1,000

-

1,000

Total comprehensive income

-

(524,396

)

(524,396

)

Balance at 31st December 2024

1,000

(524,396

)

(523,396

)

1.	STATUTORY INFORMATION

Cantii Aestuarium Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirement of paragraph 33.7.

Preparation of consolidated financial statements

The financial statements contain information about Cantii Aestuarium Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent, Lindsay Blee Limited, 45 Chiltern House, Station Road, Henley-On-Thames, Oxfordshire, RG9 1AT.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

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

3.	EMPLOYEES AND DIRECTORS

There were no staff costs for the period ended 31st December 2024.

The average number of employees during the period was NIL.

£

Directors' remuneration

-

4.

INTEREST PAYABLE AND SIMILAR EXPENSES

£

Loan

510,183

5.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the period.

6.	FIXED ASSET INVESTMENTS

The undertakings in which the Company's interest at the year-end is more than 20% are as follows:

Registered office

Holding

Proportion of voting rights and shares held

2024

Subsidiary undertakings

John H Whitaker (Tankers) Limited

England

Ordinary

100%

John H Whitaker (Management) Limited

England

Ordinary

100%

John H Whitaker (Malta) Limited

Malta

Ordinary

100%

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Amounts owed by group undertakings

4,408,344

Prepayments and accrued income

80,538

4,488,882

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Trade creditors

1

Amounts owed to group undertakings

13,477,653

Other creditors

5,000,000

18,477,654

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

value:

£

1,000

Ordinary

£1

1,000

10.

RESERVES

Retained

earnings

£

Deficit for the period

(524,396

)

At 31st December 2024

(524,396

)

11.	CONTINGENT LIABILITIES

The company has entered into a guarantee arrangement with Clydesdale Bank plc, guaranteeing the bank borrowings of its parent company Lindsay Blee Limited. As part of the arrangement Clydesdale Bank plc holds fixed and floating charges over all of the the company's assets and a separate floating charge covering all property and undertakings of the company. At 31 December 2024 the guaranteed borrowings totalled £8,035,713. This figure represents the maximum potential liability under this arrangement.

12.	ULTIMATE PARENT UNDERTAKING

The company's parent company is Lindsay Blee Limited. Lindsay Blee Limited heads the smallest and largest group in which the company's accounts are consolidated. The consolidated financial statements of the group are available to the public and may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.