REGISTERED NUMBER: 03703063 (England and Wales)

OCEAN PASSAGES (CHARTER) LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

J A C Leach

Miss P A Leach

J R Hiley-Jones

J G M Dobie

SECRETARY:

J R Hiley-Jones

REGISTERED OFFICE:

Pennington House

Ridgeway Lane

Lymington

Hampshire

SO41 8AA

REGISTERED NUMBER:

03703063 (England and Wales)

SENIOR STATUTORY AUDITOR:

Gary Brown FCCA

AUDITORS:

Hopper Williams & Bell Limited

Statutory Auditor

Chartered Accountants

Highland House

Mayflower Close

Chandler's Ford

Eastleigh

Hampshire

SO53 4AR

FIXED ASSETS

Tangible assets

4

623,859

625,725

CURRENT ASSETS

Debtors

5

7,310

7,773

Cash at bank and in hand

851

1,178

8,161

8,951

CREDITORS

Amounts falling due within one year

6

(2,795,031

)

(2,654,934

)

NET CURRENT LIABILITIES

(2,786,870

)

(2,645,983

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(2,163,011

)

(2,020,258

)

CAPITAL AND RESERVES

Called up share capital

2

2

Retained earnings

(2,163,013

)

(2,020,260

)

SHAREHOLDERS' FUNDS

(2,163,011

)

(2,020,258

)

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

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 27 July 2026 and were signed on its behalf by:

J A C Leach - Director

1.	STATUTORY INFORMATION

Ocean Passages (Charter) 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 FRS 102 "The Financial Reporting Standards applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies' regime.

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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The accounts have been prepared on the going concern basis. The company is reliant upon the support of the holding company; the directors have obtained written confirmations that this support will continue for the foreseeable future.

Turnover

Turnover represents the value of yacht charter services provided, excluding value added tax. Turnover is recognisd evenly over the duration of the charter period.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Charter vessel accessories - 20% straight line

No depreciation is provided on the charter vessel as the charge would be immaterial because the useful economic life of the vessel is prolonged due to the company adopting a policy and practice of regular maintenance and repair (charges for which are recognised in the profit and loss account) such that the vessel is kept to its previously assessed standards of performance. The vessel is subject to an annual impairment review.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is recognised in the statement of income and retained earnings.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Financial assets

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Basic financial assets, which include trade and other receivables and cash and bank balances are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method, unless the arrangement constitutes a financial transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Financial liabilities

Basic financial liabilities, which include trade and other payables, are initially measured at transaction price and subsequently measured at amortised cost, unless the arrangement constitutes a financing transaction where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Equity instruments

Equity instruments issued by the company are recorded at the fair value of the proceeds received net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	TANGIBLE FIXED ASSETS

Charter

vessel

£

COST

At 1 November 2024

and 31 October 2025

672,971

DEPRECIATION

At 1 November 2024

47,246

Charge for year

1,866

At 31 October 2025

49,112

NET BOOK VALUE

At 31 October 2025

623,859

At 31 October 2024

625,725

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Other debtors

7,310

7,773

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

1,419

666

Amounts owed to group undertakings

2,781,589

2,651,828

Other creditors

12,023

2,440

2,795,031

2,654,934

7.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Gary Brown FCCA (Senior Statutory Auditor)

for and on behalf of Hopper Williams & Bell Limited

8.	CONTINGENT LIABILITIES

The company has a cross guarantee in place for a loan in Greenclose Holdings Limited, the ultimate parent company. The loan for Greenclose Holdings Limited is secured by fixed and floating charges over the group's property. At the balance sheet date, the total borrowing outstanding in respect of this loan was £6,560,265 (2024: £19,550,000).

9.	ULTIMATE CONTROLLING PARTY

The directors consider the ultimate parent undertaking to be Greenclose Holdings Limited, a company incorporated in England & Wales and is the smallest and largest company for which consolidated accounts including Ocean Passages (Charter) Limited are prepared. These accounts are available from its registered office, Pennington House, Ridgeway Lane, Lymington, Hampshire, SO41 8AA.