Period from 29 August 2024 to
Registration number:
Ambrey Response Services Ltd
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Balance Sheet |
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Statement of Changes in Equity |
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Notes to the Financial Statements |
Ambrey Response Services Ltd
Company Information
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Directors |
C J Charnley J A Thompson |
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Registered office |
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Auditors |
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Ambrey Response Services Ltd
Strategic Report for the Period from 29 August 2024 to 30 June 2025
The directors present their strategic report for the period from 29 August 2024 to 30 June 2025.
Principal activity
The principal activity of the company is the recovery, protection, and salvage of vessels and marine property.
Review of the business
The company was incorporated during the financial period and commenced trading activities shortly thereafter. During the period, the company successfully secured and completed two significant projects involving responses to vessels in distress. These assignments required the provision of specialist maritime support services and represented important milestones in establishing the company's operational capabilities and reputation within the sector.
The nature of the company's activities means that projects are typically undertaken on an ad-hoc basis in response to specific incidents and client requirements. As a result, the timing, scale and complexity of individual assignments can vary considerably from one period to another. Revenue generation is therefore inherently unpredictable and may fluctuate significantly depending on the number of projects undertaken and the resources required to deliver each engagement.
The directors recognise that financial performance may vary between accounting periods due to the irregular nature of emergency response work. Nevertheless, the successful completion of the projects undertaken during the year has provided a strong foundation for future operations and demonstrates the company's ability to deliver specialised services in demanding circumstances.
Due to the nature of projects taken on by the group, multiple group companies are involved in the execution of these. In the year Ambrey Response Services entered into contracts for some major projects, however incurred significant costs in relation to vessel maintenance to facilitate future projects.
From an overall balance sheet perspective, the retained loss translates to net liabilities of £2.4m. The debtors and creditors balances predominantly arise from intercompany transactions within the group.
Financial Key Performance Indicators
The company uses a number of key financial indicators in assessing and driving performance. The key financial indicators used by the company are as follows:
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Period ended 30 June 2025 |
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Turnover £m |
69.3 |
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Gross Profit £m |
2.8 |
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Loss before tax £m |
(3.1) |
Principal risks and uncertainties
Due to the nature of projects taken on by the company, the company must be agile to react quickly as response projects arise. The economic conditions and geo-political uncertainty continue to be a risk for Ambrey. US foreign and trade policy, partner relations and commodity prices may impact revenue and profitability. Operational risks include disruption to the supply chain that could affect the Company’s ability to generate income. The sanctions and regulatory framework have become ever more complex and demanding, leaving no room for error. Enhanced digital and management frameworks have been put in place to mitigate this risk.
Ambrey Response Services Ltd
Strategic Report for the Period from 29 August 2024 to 30 June 2025
In a competitive market supplier quality management is always a concern. These risks are ever present, but mitigated by good management delivered by quality people in management and on the water. We must, therefore, continue to invest in our people, equipment and fleet.
Approved and authorised by the
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Ambrey Response Services Ltd
Directors' Report for the Period from 29 August 2024 to 30 June 2025
The directors present their report and the financial statements for the period from 29 August 2024 to 30 June 2025.
Incorporation
The company was incorporated on
Directors of the company
The directors who held office during the period were as follows:
Results and dividends
The loss for the financial period after taxation amounted to £2,446,211. The directors have not recommended the payment of a dividend in respect of the period ended 30 June 2025.
Financial instruments
Objectives and policies
The company's activities expose it to a number of financial risks, including credit risk, cash flow risk and liquidity risk. The use and nature of financial instruments are determined by the director in the context of trading terms made available to the company and wider group by customers and suppliers, with the objective of securing the liquidity and profitability of the company.
Price risk, credit risk, liquidity risk and cash flow risk
The company's principal financial instruments comprise bank balances, short term trade and other debtors and creditors, and long term loans.
Due to the nature of the financial instruments used by the company, there is limited exposure to price risk. The company is exposed to foreign exchange risk arising from transactions and cash balances denominated in currencies other than its functional currency.
The company's policy in respect of credit risk is to obtain appropriate credit checks on potential customers before sales are made and to monitor payments against contractual agreements for existing customers.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Approved and authorised by the
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Ambrey Response Services Ltd
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:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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.
Ambrey Response Services Ltd
Independent Auditor's Report to the Members of Ambrey Response Services Ltd
Opinion
We have audited the financial statements of Ambrey Response Services Ltd (the 'company') for the period from 29 August 2024 to 30 June 2025, which comprise the Profit and Loss Account, 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 30 June 2025 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 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.
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.
Ambrey Response Services Ltd
Independent Auditor's Report to the Members of Ambrey Response Services Ltd
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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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.
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Ambrey Response Services Ltd
Independent Auditor's Report to the Members of Ambrey Response Services Ltd
As part of our audit planning we obtained an understanding of the legal and regulatory framework that is applicable to the company. We gained an understanding of the industry in which the company operates as part of this assessment to identify the key laws and regulations affecting the company. As part of this, we reviewed the group’s website for indication of any regulations and certification in place and discussed these with the relevant individuals responsible for compliance. The key regulations we identified were International Maritime Law and UN Conventions, International Codes of Conduct and UK licensing laws, as well as health and safety regulations, tax legislation, and employment law. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006.
• Enquiries of management regarding their knowledge of any non-compliance with laws and regulations that could affect the financial statements.
• Reviewed legal and professional costs to identify any possible non-compliance or legal costs in respect of non-compliance.
Given that the company trades in high-risk territories we have also carried out procedures to address the risk of non-compliance under the Bribery Act 2010. These procedures involved the following:
• Searches have been carried out on a sample of suppliers and customers in these high-risk territories to look for any sanctions or evidence of criminal activities.
We assessed the susceptibility of the financial statements to material misstatement through management override or fraud, and obtained an understanding of the controls in place to mitigate the risk of fraud. One significant fraud risk is the manipulation of revenue cut-off to purposely understate results. This involves recognising revenue in incorrect periods to misrepresent the financial
performance of the company. We also discussed with management whether there had been any instances of known or alleged fraud, of which there were none, and evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements. Based upon our understanding we designed and conducted audit procedures including:
• Audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
• Reviewed estimates and judgements made in the accounts for any indication of bias and challenged assumptions used by management in making the estimates.
• We reviewed revenue recognised against the underlying contract terms and verified expenditure incurred, including the mark-up applied to costs, to assess the appropriateness of revenue recognised.
• We also reviewed a sample of revenue transactions around the year end and confirmed that they were recognised in the correct accounting period.
Because of 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. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate omissions, collusion, forgery, misrepresentations, or the override of internal controls. We are also less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements.
Ambrey Response Services Ltd
Independent Auditor's Report to the Members of Ambrey Response Services Ltd
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.
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.
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Blackbrook Gate 1
Blackbrook Business Park
Somerset
TA1 2PX
Ambrey Response Services Ltd
Profit and Loss Account
Period from 29 August 2024 to 30 June 2025
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Note |
2025 |
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Turnover |
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Cost of sales |
( |
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Gross profit |
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Administrative expenses |
( |
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Operating loss |
(3,236,803) |
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Other interest receivable and similar income |
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Loss before tax |
( |
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Tax on loss |
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Loss for the financial period |
( |
Ambrey Response Services Ltd
Balance Sheet
30 June 2025
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Note |
2025 |
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Current assets |
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Stocks |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
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Net liabilities |
( |
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Capital and reserves |
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Called up share capital |
100 |
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Profit and loss account |
(2,446,211) |
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Shareholders' deficit |
(2,446,111) |
Approved and authorised by the
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Company Registration Number: 15924463
Ambrey Response Services Ltd
Statement of Changes in Equity
Period from 29 August 2024 to 30 June 2025
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Share capital |
Profit and loss account |
Total |
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Loss for the period |
- |
( |
( |
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New share capital subscribed |
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- |
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At 30 June 2025 |
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( |
( |
Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
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General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
United Kingdom
These financial statements were authorised for issue by the
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. There are no material departures from FRS 102.
Basis of preparation
These financial statements have been prepared using the historical cost convention.
Summary of disclosure exemptions
Ambrey Response Services Ltd meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its individual financial statements. Exceptions have been taken in relation to financial instruments, presentation of a cash flow statement, and remuneration of key management.
Going concern
Notwithstanding the company having net liabilities of £2,446,111 as at 30 June 2025 and a loss for the period of £2,446,211, the directors, having made all necessary enquiries and taken all steps that they ought to have taken, have concluded that the going concern basis of preparation remains appropriate. The company was in a start up phase during the period and therefore the results were as expected. This assessment is therefore based on the financial performance and continued support of the wider Ambrey Limited group for the foreseeable future.
In making their going concern assessment, the directors have given consideration to the operations and financial performance and position of both the company and the wider group. While recognising that there can be no certainty, having considered these factors and made all necessary enquiries, the directors are satisfied that the company will continue to meet its liabilities as they fall due, and is satisfied that the company will continue to operate with sufficient cash headroom for a period of at least 12 months (from the date of approval of these financial statements).
Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
Key accounting judgements and sources of estimation uncertainty
In the application of the company's accounting policies management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The key accounting judgements that have a significant impact on the financial statements are described below.
In preparing these financial statements, the directors undertook a review, with the assistance of independent advisers, to determine the appropriate allocation of costs to the project from other group companies in accordance with the group's transfer pricing arrangements. As a result of this review, costs and the related profit have been recognised accordingly. Disclosure of the amounts relating to these transfer pricing adjustments has not been made on the grounds that such disclosure would be seriously prejudicial to the commercial interests of the company.
The other key judgement relates to going concern, as described above.
The key estimates that have a significant effect on the amounts recognised in the financial statements are described below.
Amounts due from group undertakings are recognised net of provisions for doubtful debts, which requires an estimation of the amounts recoverable from other group companies. A review of intercompany debtors confirmed that no provision is required in the current year. The carrying amount is £11,392,555.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods
and provision of services in the ordinary course of the company’s activities. Turnover is shown net of
value added tax, returns, rebates and discounts.
Revenue in respect of maritime salvage activities is recognised with respect to the stage of completion of the project, based on the costs incurred with a cost plus mark up in line with the contract term.
Foreign currency transactions and balances
of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated
into the respective functional currency of the entity at the rates prevailing on the reporting period date.
Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
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 corporation 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.
Stocks
Stock is valued at the lower of cost and net realisable value.
Financial instruments
Classification
• Short term trade and other debtors and creditors;
• Intercompany debtors and creditors; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Except for derivative financial instruments measured as fair value, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
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Turnover |
The analysis of the company's Turnover for the period from continuing operations is as follows:
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2025 |
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Marine salvage |
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The analysis of the company's Turnover for the period by market is as follows:
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2025 |
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Rest of world |
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Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
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Operating loss |
Arrived at after charging/(crediting)
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2025 |
|
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Foreign exchange losses |
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Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
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2025 |
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Wages and salaries |
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The wages and salaries shown above are recharged from group companies.
The average number of persons employed by the company (including directors) during the period, was
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Other interest receivable and similar income |
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2025 |
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Other finance income |
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Taxation |
Tax charged/(credited) in the profit and loss account
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2025 |
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Current taxation |
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UK corporation tax - group relief |
( |
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Foreign tax |
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Tax receipt in the income statement |
( |
Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
The tax on profit before tax for the period is higher than the standard rate of corporation tax in the UK of
The differences are reconciled below:
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2025 |
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Loss before tax |
( |
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Corporation tax at standard rate |
( |
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Effect of expense not deductible in determining taxable profit |
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Tax increase arising from overseas tax suffered/expensed |
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Total tax credit |
( |
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Stocks |
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2025 |
|
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Consumables |
|
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Debtors |
|
Note |
2025 |
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Amounts due from group undertakings |
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|
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Other debtors |
|
|
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Prepayments |
|
|
|
|
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Cash and cash equivalents |
|
2025 |
|
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Cash at bank |
|
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Creditors |
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Note |
2025 |
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|
Due within one year |
||
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Trade creditors |
|
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Amounts due to group undertakings |
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Accruals |
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Ambrey Response Services Ltd
Notes to the Financial Statements
Period from 29 August 2024 to 30 June 2025
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Share capital |
Allotted, called up and fully paid shares
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2025 |
||
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No. |
£ |
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|
|
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100 |
On incorporation, the Company issued 100 ordinary shares of £1 each, resulting in issued share capital of £100.
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Related party transactions |
The company has taken advantage of the exemption provided by FRS 102, Section 33.1A to not disclose transactions entered in to between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.
Summary of transactions with all entities with joint control or significant interest
During the year £340,624 was advanced to group undertakings, at year end £340,624 remained due from these companies.
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Parent and ultimate parent undertaking |
The company's immediate and ultimate parent undertaking is Ambrey Limited, a company incorporated in England and Wales.
There is no ultimate controlling party.
The parent of the smallest group in which these financial statements are consolidated is
The address of Ambrey Limited is: