ACCOUNTS - Final Accounts

Registered number: 02461275

PANTAENIUS UK LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2025

PANTAENIUS UK LIMITED

REGISTERED NUMBER:02461275

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Intangible assets			1		1
Tangible assets	5		171,535		144,329
			171,536		144,330
Current assets
Stocks		24,151		24,878
Debtors: amounts falling due within one year	7	2,126,057		1,855,452
Cash at bank and in hand	8	1,688,448		1,891,356
		3,838,656		3,771,686
Creditors: amounts falling due within one year	9	(1,277,669)		(1,311,359)
Net current assets			2,560,987		2,460,327
Total assets less current liabilities			2,732,523		2,604,657
Provisions for liabilities
Deferred taxation	10	(37,964)		(30,848)
Provisions	11	(31,033)		(27,674)
			(68,997)		(58,522)
Net assets			2,663,526		2,546,135

Capital and reserves
Called up share capital	50,000	50,000
Profit and loss account	2,613,526	2,496,135
Equity attributable to owners of the parent Company	2,663,526	2,546,135

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PANTAENIUS UK LIMITED

REGISTERED NUMBER:02461275

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2025

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the consolidated statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

Michael David Wimbridge

Director

Date: 23 March 2026

The notes on pages 5 to 16 form part of these financial statements.

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PANTAENIUS UK LIMITED

REGISTERED NUMBER:02461275

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025


	2025	2024
Note	£	£

Fixed assets
Tangible assets	5		157,460		127,474
Investments	6		1		1
			157,461		127,475
Current assets
Debtors: amounts falling due within one year	7	2,557,154		2,289,469
Cash at bank and in hand	8	1,542,096		1,781,232
		4,099,250		4,070,701
Creditors: amounts falling due within one year	9	(1,261,436)		(1,277,184)
Net current assets			2,837,814		2,793,517
Total assets less current liabilities			2,995,275		2,920,992

Provisions for liabilities
Deferred taxation	10	(34,445)		(26,634)
Provisions	11	(31,033)		(27,674)
			(65,478)		(54,308)
Net assets			2,929,797		2,866,684

Capital and reserves
Called up share capital		50,000		50,000
Profit and loss account brought forward	2,816,684		2,156,631
Profit for the year	563,113		660,053
Dividends paid	(500,000)		-
Profit and loss account carried forward		2,879,797		2,816,684
		2,929,797		2,866,684

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PANTAENIUS UK LIMITED

REGISTERED NUMBER:02461275

COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2025

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the consolidated statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

Michael David Wimbridge

Director

Date: 23 March 2026

The notes on pages 5 to 16 form part of these financial statements.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

Pantaenius UK Limited is a private company limited by shares registered in England and Wales, registered number 02461275. The registered office address C/o Pantaenius UK Limited, Marine Building, 1 Queen Anne Place, Plymouth, Devon, PL4 0FB .

2.Accounting policies

2.1

Basis of preparation of financial statements

The consolidated financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of income and retained earnings in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of income and retained earnings from the date on which control is obtained. They are deconsolidated from the date control ceases.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

Commission

Turnover is primarily commission received in respect of insurance broking work.
Turnover is deferred where amounts have been invoiced, but where these relate to services to be provided in future periods.
A provision is included in the accounts for an estimate of commission that may need to be refunded in respect of policies that are subsequently cancelled.
Profit Share
Addtional revenue is earned through profit-sharing agreements with insurance carriers in respect of services provided in previous periods. This is recognised when the receivable can be reliably estimated.
Claims Handling
Turnover also includes net invoiced sales regarding marine claims services. Claims handling costs are measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Fees are recognised when the right to consideration has arisen through the performance of each assignment undertaken. Consideration accrues as the assignment progresses by reference to the value of the work performed.

2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.7

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

2.8

Current and deferred taxation

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

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 and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Page 7

PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery	-	between 10% and 20% straight line
Motor vehicles	-	13% straight line
Fixtures and fittings	-	8% straight line
Office equipment	-	between 13% and 20% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.11

Work in progress

Work in progress represents the value of costs incurred in respect of claims work that has not been invoiced, or claims that have not been settled, at the balance sheet date.

2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment.

2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

2.16

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.17

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgments and estimates. These items in the financial statements where these judgmental and estimates have been made include:
Tangible fixed assets and depreciation
Tangible fixed assets are capitalised, classified as assets on the statement of financial position and depreciated over their useful lives in accordance with the policies above.
The Group establishes a reliable estimate of the useful life of tangible fixed assets based on a variety of factors such as the expected use of the acquired assets, and the expected date that replacement will be required.
Management charges
Recharges in respect of services provided by the Group's ultimate parent company are estimated based on budgeted costs and turnover for the financial year.

Employees

The average monthly number of employees, including directors, during the year was 27 (2024: 28).

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.	Tangible fixed assets
	Group

	Plant and machinery	Motor vehicles	Fixtures and fittings	Office equipment	Total
	£	£	£	£	£
COST OR VALUATION
At 1 January 2025	94,659	20,905	82,778	71,922	270,264
Additions	106,396	-	77	10,086	116,559
Disposals	(81,500)	(183)	-	-	(81,683)
At 31 December 2025	119,555	20,722	82,855	82,008	305,140
DEPRECIATION
At 1 January 2025	30,891	5,347	45,838	43,859	125,935
Charge for the year on owned assets	13,026	2,694	5,451	12,344	33,515
Disposals	(25,662)	(183)	-	-	(25,845)
At 31 December 2025	18,255	7,858	51,289	56,203	133,605
NET BOOK VALUE
At 31 December 2025	101,300	12,864	31,566	25,805	171,535
At 31 December 2024	63,768	15,558	36,940	28,063	144,329

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.Tangible fixed assets (continued)

	Company

	Plant and machinery	Motor vehicles	Fixtures and fittings	Office equipment	Total
	£	£	£	£	£
COST OR VALUATION
At 1 January 2025	90,051	20,722	65,178	71,922	247,873
Additions	106,396	-	77	10,086	116,559
Disposals	(81,500)	-	-	-	(81,500)
At 31 December 2025	114,947	20,722	65,255	82,008	282,932
DEPRECIATION
At 1 January 2025	29,022	5,164	42,354	43,859	120,399
Charge for the year on owned assets	13,011	2,694	2,686	12,344	30,735
Disposals	(25,662)	-	-	-	(25,662)
At 31 December 2025	16,371	7,858	45,040	56,203	125,472
NET BOOK VALUE
At 31 December 2025	98,576	12,864	20,215	25,805	157,460
At 31 December 2024	61,029	15,558	22,824	28,063	127,474

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

6.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	COST OR VALUATION
	At 1 January 2025	1
	At 31 December 2025	1

Subsidiary undertaking
The following was a subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Marine Claims Service Limited

Marine Building, 1 Queen Anne place, Plymouth, Devon, PL4 0FB

Ordinary

100%

Debtors

Group	Group	Company	Company
2025	2024	2025	2024
£	£	£	£


Trade debtors	323,326	148,416	323,326	148,416
Amounts owed by group undertakings	1,149,174	1,136,054	1,580,274	1,570,071
Other debtors	103,514	66,270	103,511	66,270
Prepayments and accrued income	550,043	504,712	550,043	504,712
	2,126,057	1,855,452	2,557,154	2,289,469

The amounts shown in debtors relating to amounts owed by group undertakings represent balances owed by entities in the wider international group. These entities are not included in these consolidated accounts.

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

8.	Cash and cash equivalents
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Cash at bank and in hand	1,688,448	1,891,356	1,542,096	1,781,232
	1,688,448	1,891,356	1,542,096	1,781,232

9.	Creditors: AMOUNTS FALLING DUE WITHIN ONE YEAR
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Trade creditors	779,184	618,286	779,184	618,286
Amounts owed to group undertakings	1	1	1	1
Corporation tax	-	241,619	-	225,450
Other taxation and social security	38,877	42,859	32,869	39,100
Other creditors	27,125	20,407	27,125	18,697
Accruals and deferred income	432,482	388,187	422,257	375,650
	1,277,669	1,311,359	1,261,436	1,277,184

The amounts shown in creditors relating to amounts owed to group undertaking represent balances owed to entities in the wider international group. These entities are not included in these consolidated accounts.

Page 14

PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

10.	Deferred taxation
	Group

		2025
		£

	At beginning of year	(30,848)
	Charged to profit or loss	(7,116)
	AT END OF YEAR	(37,964)

Company

		2025
		£

	At beginning of year	(26,634)
	Charged to profit or loss	(7,811)
	AT END OF YEAR	(34,445)

Group	Group	Company	Company
2025	2024	2025	2024
£	£	£	£

	Accelerated capital allowances	(37,964)	(30,848)	(34,445)	(26,634)
		(37,964)	(30,848)	(34,445)	(26,634)

11.	Provisions
	Group and Company

		Cancellations provision
		£

	At 1 January 2025	27,674
	Charged to profit or loss	31,033
	Released in year	(27,674)
	AT 31 DECEMBER 2025	31,033

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PANTAENIUS UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.	Contingent liabilities

The Company is currently involved in an ongoing legal proceeding related to an unfair dismissal claim filed by a former employee. While the outcome of this litigation is uncertain, based on legal advice, the Company may be liable for potential compensation payments and legal costs if the claim is successful. The potential financial impact of this claim cannot be reliably estimated at this time.

13.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £48,412 (2024: £43,817). There were no contributions payable to the fund at the reporting date (2024: £Nil).

14.	Related party transactions
	The Company has taken advantage of the exemption under paragraph 33.1A of FRS 102 not to disclose transactions with fellow subsidiaries under common ownership and transactions between group companies.

15.	Controlling party

The ultimate parent undertaking is Pantaenius Holding GmbH, a company registered in Germany.
Consolidated accounts are prepared by the ultimate parent company, incorporating Pantaenius UK Limited and Marine Claims Service Limited, however these are not publicly available.

16.	Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

The audit report was signed on 23 March 2026 by Nathan Coughlin BSc FCA (Senior statutory auditor) on behalf of Bishop Fleming Audit Limited.

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