Company registration number: 02694261
COMPANY INFORMATION
CONTENTS
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
The principal activity of the Company is that of owning and operating vessels.
Results on vessels trading showed a decrease in gross profit from £17,401,173 in 2024 (as restated) to £15,469,773 in 2025, and a reduction in the gross profit ratio from 43.6% (as restated) to 38.2% in 2025. This was primarily due to an increase of £ 2,566,593 in the depreciation charged on the vessels and additional drydocking costs. The higher depreciation charge on the vessels arose from the prior year revaluation, which reflected the continued strength of the tanker market. Excluding depreciation in both years, the gross profit margin would have remained consistent.
Profit for the year was £1,705,308 compared to £6,052,988 in 2024. This decline was driven by the factors noted above and an increase in general overheads across the board.
Total capital and reserves increased from £92,867,428 in 2024 to £100,064,127 in 2025. This was mainly due to an upward revaluation of the vessels and higher cash held at bank resulting from profits generated during the year.
Profit for the year was £1,705,308 compared to £6,052,988 in 2024. This decline was driven by the factors noted above and an increase in general overheads across the board.
Total capital and reserves increased from £92,867,428 in 2024 to £100,064,127 in 2025. This was mainly due to an upward revaluation of the vessels and higher cash held at bank resulting from profits generated during the year.
The following disclosures describes how the directors have had regards to the matters set out in the section 172 (1) (a) to (f) and forms the Directors statement required under section 414CZA of the Companies Act 2006. This new reporting requirement is made in accordance with the new corporate governance requirements identified in the Companies (Miscellaneous Reporting) Regulation 2018, which apply to Company reporting on financial years starting on or after 1 January 2019.
The matters set out in section 172(1) (a) to (f) are that a Director must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
(a) the likely consequences of any decision in the long term;
(b) the interests of the Company's employees;
(c) the need to foster the Company's business relationships with suppliers, customers and others;
(d) the impact of the Company's operations on the community and the environment;
(e) the desirability of the Company maintaining a reputation for high standards of business conduct; and
(f) the need to act fairly between members of the Company.
The Company continuously interacts with a variety of stakeholders important to its success, such as the customers, suppliers, personnel, and government bodies.
The Company strives to strike the right balance between engagement and communication. Furthermore, the Company works within the limitations of what can be disclosed to the various stakeholders with regards to maintaining confidentiality of market and/or commercially sensitive information.
The Key Stakeholder groups and how the Company has interacted with them are as follows:
Customers - New charterers who wish to conduct business with the Company are screened for evidence of anti bribery and anti corruption offences in accordance with the Bribery Act 2010 in the UK. They are also screened for inclusion on the US, EU and UK Sanction Lists. The Company does not trade with any entity known to be in breach of any anti bribery or anti corruption regulations, nor does it trade with any businesses that are on the US, EU or the UK Sanction Lists.
The Company is dedicated to delivering focused and comprehensive coverage to our clients, providing solutions and ensuring rapid response to their needs is our obligation as a service provider.
Suppliers - We have developed long standing relationships with our key suppliers, ensuring that our suppliers meet the high standards of service and operation that we set ourselves.
The matters set out in section 172(1) (a) to (f) are that a Director must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
(a) the likely consequences of any decision in the long term;
(b) the interests of the Company's employees;
(c) the need to foster the Company's business relationships with suppliers, customers and others;
(d) the impact of the Company's operations on the community and the environment;
(e) the desirability of the Company maintaining a reputation for high standards of business conduct; and
(f) the need to act fairly between members of the Company.
The Company continuously interacts with a variety of stakeholders important to its success, such as the customers, suppliers, personnel, and government bodies.
The Company strives to strike the right balance between engagement and communication. Furthermore, the Company works within the limitations of what can be disclosed to the various stakeholders with regards to maintaining confidentiality of market and/or commercially sensitive information.
The Key Stakeholder groups and how the Company has interacted with them are as follows:
Customers - New charterers who wish to conduct business with the Company are screened for evidence of anti bribery and anti corruption offences in accordance with the Bribery Act 2010 in the UK. They are also screened for inclusion on the US, EU and UK Sanction Lists. The Company does not trade with any entity known to be in breach of any anti bribery or anti corruption regulations, nor does it trade with any businesses that are on the US, EU or the UK Sanction Lists.
The Company is dedicated to delivering focused and comprehensive coverage to our clients, providing solutions and ensuring rapid response to their needs is our obligation as a service provider.
Suppliers - We have developed long standing relationships with our key suppliers, ensuring that our suppliers meet the high standards of service and operation that we set ourselves.
Page 1
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
Personnel - The Company considers its employees its most important asset and strives to ensure that our offices, and vessels are safe, rewarding and enjoyable workplaces. We will continue to invest in human capital as we believe that maintaining low turnover across the entire workforce is the source of our efficiency and productivity rates.
Governmental bodies - The Company is impacted by local governmental organisations in the UK, and to a limited extent by worldwide trading of its fleet. Enquiries are dealt with both on an ad hoc basis and through regular reporting.
We define principal decisions as both those that have long term strategic impact and are material to the Company, but also those that are significant to our key stakeholder groups. In making the following principal decisions, the Board considered the outcome from its stakeholder engagement, the need to maintain a reputation for high standards of business conduct and the need to act fairly between the members of the Company.
During the previous year, the Board of Pritchard-Gordon Tankers Limited contracted the build of two new vessels which were delivered in 2025 and in the current year, the board had contracted one further build for a new vessel which is due to be delivered in 2026.
The principal risks faced by the Company are as follows:
Charter rate risk
Charter rate risk is the risk that the Company could be adversely affected by falling market charter rates. In order to mitigate this risk, the directors seek to employ the Company's vessels on both long and medium term time charters and short term spot charter arrangements.
Credit risk
Credit risk is the risk that a counterparty could default on its contractual obligations resulting in a financial loss to the Company. The Company is exposed to credit risk to the extent of its receivables and cash at bank, and seeks to reduce this risk by trading with large, reputable multinational companies.
Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulties meeting its obligations. The directors seek to reduce this risk by maintaining sufficient cash reserves, adopting prudent liquidity risk management policies and following strict cash flow budgets.
Foreign exchange risk
The Company is subject to foreign exchange risk as certain transactions, assets and liabilities denominated are in currencies other than sterling. The Company's directors seek to monitor and control risk as part of this their on going financial forecasting and liability management.
War in Ukraine
The Company has assessed its potential exposure to the conflict in Ukraine and the imposed economic sanctions. Due to the location, structure and nature of operations, the Company is not considered to be materially exposed to the ongoing Russia and Ukraine conflict.
Charter rate risk
Charter rate risk is the risk that the Company could be adversely affected by falling market charter rates. In order to mitigate this risk, the directors seek to employ the Company's vessels on both long and medium term time charters and short term spot charter arrangements.
Credit risk
Credit risk is the risk that a counterparty could default on its contractual obligations resulting in a financial loss to the Company. The Company is exposed to credit risk to the extent of its receivables and cash at bank, and seeks to reduce this risk by trading with large, reputable multinational companies.
Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulties meeting its obligations. The directors seek to reduce this risk by maintaining sufficient cash reserves, adopting prudent liquidity risk management policies and following strict cash flow budgets.
Foreign exchange risk
The Company is subject to foreign exchange risk as certain transactions, assets and liabilities denominated are in currencies other than sterling. The Company's directors seek to monitor and control risk as part of this their on going financial forecasting and liability management.
War in Ukraine
The Company has assessed its potential exposure to the conflict in Ukraine and the imposed economic sanctions. Due to the location, structure and nature of operations, the Company is not considered to be materially exposed to the ongoing Russia and Ukraine conflict.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
This report was approved by the board and signed on its behalf.
Page 3
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
The directors present their report and the financial statements for the year ended 30 June 2025.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙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 to 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.
The profit for the year, after taxation, amounted to £1,705,308 (2024 - £6,052,988).
The directors who served during the year were:
The Company consumed less than 40,000KWH of energy during the year. Since all the company's vessels were on time charters throughout the year, responsibility for the vessel consumption of bunkers rests with the charterers.
The company has zero tolerance approach to Slavery and Human Trafficking and is committed to preventing acts of Slavery from occurring within its business, its supply chain or any agents employed by the business, and impose the same high standards on its contractors, suppliers and other business partners.
The company confirms it would terminate its relationships with individuals or organisations working on their behalf if they are found to be in breach of this policy.
The company confirms it would terminate its relationships with individuals or organisations working on their behalf if they are found to be in breach of this policy.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
The Company has chosen in accordance with Section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out within the company's Strategic Report the Company's Strategic Report Information required by schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Report) Regulations 2008.This includes information that would have been included in the business review, future developments and details of the principal risks and uncertainties.
There have been no significant events affecting the Company since the year end.
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PRITCHARD-GORDON TANKERS LIMITED
We have audited the financial statements of Pritchard-Gordon Tankers Limited (the 'Company') for the year ended 30 June 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, 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 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PRITCHARD-GORDON TANKERS LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
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 Directors' Report.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PRITCHARD-GORDON TANKERS LIMITED (CONTINUED)
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:
∙The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including UK Companies Act, Corporate and VAT legislation, Employments taxes, Health Safety and the Bribery Act 2010, as well as those related to the shipping activities. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
∙We understood how the Company is complying with those legal and regulatory frameworks by, making inquiries to management, those responsible for legal and compliance procedures.
∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations.The assessment did not identify any issues in this area.
∙We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
°Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
∙As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
°Posting of unusual journals and complex transactions;
°Risk of fictitious employees;
°Risk of manipulation of the fair value of the company's assets.
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 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. 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 Auditor's Report.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PRITCHARD-GORDON TANKERS LIMITED (CONTINUED)
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.
for and on behalf of
Chartered Accountants
Statutory Auditor
Magna House
18-32 London Road
Surrey
TW18 4BP
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
Page 10
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 24 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Pritchard-Gordon Tankers Limited is a company limited by shares incorporated in England and Wales. The registered office is North Lodge, Slaugham Park, Handcross, Haywards Heath, West Sussex, RH17 6BG.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Giles W. Pritchard-Gordon & Co. Limited as at 30 June 2025 and these financial statements may be obtained from Companies House.
Functional and presentation currency
Transactions and balances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
2.Accounting policies (continued)
When a sale and leaseback transaction results in an operating lease, and it is clear that the transition is established at fair value any profit or loss is recognised immediately. If the sale price is below fair value, any profit or loss is recognised immediately unless the loss is compensated for by the future lease payments at below market price. In that case any such loss is amortised in proportion to the lease payments over the period for which the asset is expected to be used. If the sale price is above fair value, the excess over fair value is amortised over the period for which the asset is expected to be used.
Vessels owned by the Company or leased under finance leases which include purchase options, are stated at valuation. For owned vessels and vessels held under finance leases, the Company uses valuations from independent brokers in its assessment.
Depreciation is provided so as to write off the valuation of the owned fleet over the estimated useful life of each vessel, being twenty-five years from the date of completion of the build. The depreciation of the vessels held under finance leases, which are stated at valuation, have been depreciated over twenty five years in the same way as the owned vessels.
Amounts capitalised in respect of vessels held on operating lease, are capitalised and amortised over the period to the end of the lease term.
Depreciation is provided so as to write off the valuation of the owned fleet over the estimated useful life of each vessel, being twenty-five years from the date of completion of the build. The depreciation of the vessels held under finance leases, which are stated at valuation, have been depreciated over twenty five years in the same way as the owned vessels.
Amounts capitalised in respect of vessels held on operating lease, are capitalised and amortised over the period to the end of the lease term.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.
Depreciation is provided on the following basis:
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.
No provision has been made for inventory of lubricants, deck, engine and cabin stores and provisions remaining on board the vessel at the reporting date.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The surplus/deficit arising on the revaluation at the reporting date of owned vessels or vessels held under finance leases which include purchase options, is taken to other comprehensive income. Any revaluation surplus in relation to a vessel disposed of is released to retained eamings. Differences between the depreciation calculated based on the historical cost and the revalued amount is also released to retained earnings.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
2.Accounting policies (continued)
Significant accounting judgments
In the process of applying the Company's accounting policies, the directors have been made the following accounting judgments which have the most significant effect on the amounts recognised in the financial statements.
Asset impairment testing
The Company reviews its non-current assets for impairment at each reporting date. If events or circumstances indicate that the carrying value may not be recoverable, the value is adjusted to the recoverable amount, determined by independent broker valuations.
Allowances for trade and other receivables
The company reviews its individual significant receivables at each reporting date to assess whether an allowance should be made for recoverability. In determining the allowance, judgment by management is required in the estimation of the amount and timings of future cash flows. Such significant accounting estimates are based on assumptions of a number of factors and actual results may differ, resulting in future changes to the allowance.
The key assumptions concerining the future and other sources of estimation uncertainty at the end of the reporting period are:
Residual values and estimated remaining lives
The carrying value of owned vessels is depreciated over their expected useful life of 25 years from the date of completion of the build to an estimated residual value. Changes in the remaining useful life of the vessels or the residual value, would result in an adjustment to the current value or future rate of depreciation through profit or loss.
Classification of leases
The Company reviews each lease individually to assess whether lease is classified as finance or operating lease. The assessment is based on the substance of the transaction and considers whether substantially all risks and rewards of ownership transfer to the company. Where this is the case, the lease is treated as a finance lease and the asset and liability are recognised on the balance sheet. Otherwise, leases are accounted for as operating leases with payments expensed on a straight-line basis over the lease term.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Page 17
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Page 18
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Page 19
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
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Page 20
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Page 21
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
Page 22
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
There has been a prior year restatement to reallocate costs of £619,787 from cost of sales to operating expenses in order to present their true nature. This adjustment has not resulted in a change to the profit for the year or net assets as at 30 June 2024.
Page 23
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
The immediate parent company is Giles W. Pritchard-Gordon (Shipowning) Limited and the ultimate holding company is Giles W. Pritchard-Gordon Limited, both companies are incorporated in the United Kingdom.
The smallest group for which consolidated accounts are drawn up of which the company is a member is Giles W. Pritchard-Gordon & Co. Limited. Their registered office is North Lodge, Slaugham Park, Handcross, Haywards Heath, RH17 6BG.
No individual shareholder owns a controlling interest in the ultimate holding company.
The smallest group for which consolidated accounts are drawn up of which the company is a member is Giles W. Pritchard-Gordon & Co. Limited. Their registered office is North Lodge, Slaugham Park, Handcross, Haywards Heath, RH17 6BG.
No individual shareholder owns a controlling interest in the ultimate holding company.
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