ACM Shipping Group plc
Annual report and accounts 2013 ACM is one of the world’s 
leading shipbrokers, 
providing fully integrated 
solutions for worldwide 
industrial transportation.
The comprehensive portfolio includes spot/period 
chartering, derivatives brokerage, sale and purchase, 
new buildings and demolition.
We have produced a strong fundamental business with 
a solid platform for future growth and we continue to 
look for opportunities to expand the Group’s offerings.
in this report
Y ear in review
 IFC Corporate statement
 01 The year in review
 02 Our business at a glance
 04 Chairman’s statement
 06 Chief Executive’s review
 08 Financial review
Corporate governance
 10 Board of Directors and advisers
 12 Directors’ report
 15 Corporate governance
 16 Directors’ remuneration report
Financial statements
 18 Independent auditor’s report
 20 Consolidated income statement
 20 Consolidated statement of 
comprehensive income
 21 Balance sheets
 22 Statements of changes in equity
 24 Cash flow statements
 25 Notes to the financial statements
n otice of A gM
 48 Notice of Annual General Meeting
 52 Financial calendar
 IBC Group trading offices ACM Shipping Group plc Annual report and accounts 2013
01
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
The year in review
Highlights
•	 Overall number of fixtures up by 6.9% and showing continued growth despite 
challenging shipping markets 
•	 Revenue of US$38.1 million, in line with market expectations (2012: US$42.4 million); 
in sterling £24.1 million (2012: £26.6 million)
•	 Profit before tax and amortisation and impairment of intangibles was £3.1 million 
for the year (2012: £4.3 million) 
•	 Adjusted EPS of 12.5 pence (2012: 17.7 pence) (adjusted for non-cash impacts 
of amortisation and impairment of intangible assets)
•	 Final dividend held at 7 pence per share, which will provide a total dividend 
of 10.15 pence for the full year (2012: 10.15 pence per share)
•	 Strong year-end cash position of £4.3 million (2012: £3.1 million) and no debt 
•	 Strategy to strengthen global footprint firmly on track 
Dividends per share (p)
10.15p
13 10.15
12 10.15
11 10.0
10 9.5
09 8.5
Adjusted EPS (p)
12.5p
13 12.5
12 17.7
11 24.8
10 26.3
09 35.9
Revenue (US$)
US$38.1m
13 38.1
12 42.4
11 45.7
10 41.1
09 50.9

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Tankers
(no. of xtures)
Time charter
(no. of xtures)
Dry cargo 
(no. of xtures)
Average value per
tanker xture 
Small tankers
(no. of xtures) Annual report and accounts 2013 www.acmshippinggroup.com
02
Our business at a glance
A fully integrated shipbroker
We operate a fully comprehensive range of services 
providing a fully integrated shipbroking solution to 
our customers.
A strong team of over 160 brokers and support staff based around 
the world providing clients with global experience and intimate 
local knowledge of world shipping markets.
Our services
Spot brokerage
•	 Hire of a ship for single voyage
•	 ACM’s spot desks are highly 
ranked in the world 
•	 Our services cover crude 
oil, clean petroleum and 
dirty petroleum
Time charter 
brokerage
•	 Longer-term charters based 
on daily hire
•	 ACM is a market leader in 
project business
•	 Expertise in developing 
creative solutions
Sale and 
purchase
•	 The service covers all types of 
vessel as well as specific projects
•	 A team of specialist brokers is 
responsible for all aspects of 
sale and purchase including 
new buildings, second hand 
tonnage and demolition
Gas
•	 ACM recognises that 
gas represents a growing 
market opportunity
•	 Spot and longer-term 
time charters
•	 LPG and LNG ACM Shipping Group plc Annual report and accounts 2013
03
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
Derivatives 
brokerage
•	 A 50% joint venture with GFI
•	 Hedging volatility in the 
tanker freight market
Singapore (2007)
Tanker broking 
Dry cargo 
Sale and purchase/
projects 
Derivatives brokerage
Beijing (2009)
Tanker broking
Shanghai (2009)
Dry cargo 
Sale and purchase
Sydney (2009)
Dry cargo broking
Melbourne (2009)
Dry cargo broking
Mumbai (2007)
Tanker broking
Dubai (2011)
Tanker broking
New Y ork (2002)
Derivatives brokerage
London (1982)
Tanker broking 
Derivatives brokerage 
Dry cargo 
Sale and purchase/
projects
New Delhi (2007)
Tanker broking
Dry cargo
•	 ACM’s dry bulk team works 
with owners, operators and 
charters in all sizes of the dry 
sector for spot, period, heavy 
lift, project and contract business
•	 In July 2010 we acquired 
Endeavour Shipbrokers Pty, 
a dry cargo shipbroker based 
in Australia
Research
•	 To keep clients up to date with 
market trends and opportunities, 
ACM’s research team provides 
investment analysis on oil and 
gas physical freight and freight 
derivative markets as well as 
dry bulk physical freight
•	 This service creates added 
value for clients Annual report and accounts 2013 www.acmshippinggroup.com
04
whilst any sustained improvement in the 
shipping market is likely to take some time, 
the Board is pleased to observe that there 
are some early indicators of improvement 
in overall sentiment in the market. t his will 
have a positive impact on the Group in the 
medium and long term, given that ACM’s 
various divisions have worked hard to maintain 
and grow their market share during the 
downturn in freight rates.
ACM’s focus during the period has been on 
strengthening the Group’s global footprint, 
increasing volumes, ensuring the sustainability 
of its core business and that its teams are fully 
aligned to maximise value for clients. The Board 
is confident that this has been successfully 
achieved and that the Group is well placed 
to capitalise on any improvement in the market 
as and when it occurs.
Results
Despite the challenging markets, profit before tax 
and amortisation and impairment of intangibles 
was £3.1 million for the year (2012: £4.3 million) 
on revenue of £24.1 million (2012: £26.6 million). 
The key performance indicator of the business 
is the total number of fixtures and the Board is 
pleased that this increased by 6.9% during the 
period. Although weak freight rates impacted 
both revenue and profit, it was the results from 
the Group’s sale and purchase division which 
had the most significant impact. This impact 
related to the Group’s rebuilding of the division 
following personnel departures in 2011. During 
this rebuilding phase, the division generated a 
net loss of £0.2 million in the year, whereas the 
previous year showed a profit of £1 million as 
the forward order book was settled. The success 
of this division’s re-establishment is evidenced 
by the deals concluded and the rebuilding of 
the forward book after the year end. It is worth 
noting that the £1.2 million variance between 
the profitability of the two years is the same as 
the Group’s overall fall in profit, which highlights 
the robustness of the rest of the business during 
the year under review.
Earnings Per Share (EPS), adjusted for the 
non-cash impacts of amortisation and 
impairment of intangible assets, was down 
from 17.7 pence in 2012 to 12.5 pence.
Dividend
The Board’s ongoing confidence in the 
medium and longer-term growth prospects 
for ACM remains strong and this is reflected 
in the Group’s final dividend being maintained 
at 7 pence per share (2012: 7 pence per share). 
This makes the dividend for the full year 10.15 
pence per share (2012: 10.15 pence per share). 
The final dividend is payable on 4 October 2013 
to shareholders on the register as at close of 
business on 6 September 2013.
Chairman’s statement
Johnny Plumbe, Executive Chairman
In brief
•	 Group’s global footprint continues 
to strengthen
•	 International expansion continues
•	 Dividends of 10.15 pence for the year
•	 Sale and purchase division rebuilt
•	 Global teams developing strength
•	 Medium and longer-term prospects 
remain strong
“ ACM’s global offices are performing well together 
across the various shipbroking divisions and there 
are indications that market sentiment is starting 
to improve. ACM is particularly well placed to 
capitalise on this. ” ACM Shipping Group plc Annual report and accounts 2013
05
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
Strategy
The Group’s strategy is to be a globally 
integrated shipbroking service provider and 
the Board is pleased with the progress that has 
been made against this stated strategy during 
the period, developing the teams in each of 
the global offices and refining the infrastructure 
to enable them to work together effectively. 
The Group has rebuilt its sale and purchase 
division and has continued to increase the 
number of brokers while relocating several 
brokers to different offices so as to better 
serve its clients.
Employees
ACM’ s teams are working well together globally 
and the Board will look to continue to expand 
the teams organically as markets allow . The Board 
would like to thank all of the Group’s employees 
for their ongoing commitment to ACM.
Prospects
As has been widely reported during the period, 
the shipping market is currently at a particularly 
low point in its cycle; however, the Board 
believes that we are seeing the start of the 
cyclical change in the market for the medium 
term. Although any upturn in the market may 
take some time, sentiment is starting to improve 
amongst ship owners and this will positively 
impact freight rates in due course.
The current year has started well with volumes 
continuing to rise. Even more encouragingly, 
the Group has seen some significant growth 
in both the sale and purchase and time 
charter forward order books.
The Board is pleased with the strong position 
that ACM has established in the market in 
terms of its diversified offering and its team 
and remains confident of the Group’s 
growth prospects.
Johnny Plumbe
Executive Chairman
9 July 2013
ACM is one of the world’s leading shipbrokers 
providing a single point of contact for the seaborne 
transportation of oil, refined products, liquid 
petroleum gas and dry bulk commodities, and we 
pride ourselves on a truly comprehensive portfolio.
integrated
solutions for industries worldwide
We have produced a strong fundamental business 
with a solid platform for future growth and we 
continue to look for opportunities to expand 
the Group’s offering.
focused
on the global shipping market
A team of more than 160 brokers and support staff 
based in London, Mumbai, New Delhi, Singapore, 
Shanghai, Beijing, Melbourne, Sydney, New York and 
Dubai provides clients with global experience and 
intimate local knowledge of world shipping centres.
strong
team with a range of disciplines
“ The Group has performed well during the period, 
although financial results were constrained by weak 
freight rates. The Board’s confidence is reflected in 
the dividend, which has been maintained at 10.15 
pence per share for the full year and is indicative 
of our optimism for the medium and longer-term 
growth of the business. ” Annual report and accounts 2013 www.acmshippinggroup.com
06
Chief Executive’s review
James Gundy, Chief Executive Officer
ACM has continued to successfully execute its 
global strategy and has made good operational 
progress during the year. 
In brief
•	 Overall number of fixtures continues to grow
•	 Sale and purchase business being rebuilt with 
some key appointments
•	 Building a strong global team of highly 
motivated people
•	 New sale and purchase team now working 
productively with the projects team
•	 Well positioned for any upturn in the markets
t he Group has continued to execute against its 
stated strategy during the period, building its 
global teams and the infrastructure for those 
teams to work together effectively. t he Board 
is pleased to report that the overall number 
of fixtures that the Group has secured continues 
to grow. t he overall year on year growth was 
6.9%, demonstrating that ACM has successfully 
grown its volume of fixtures every year since 
joining AiM in 2006, having grown volumes 
from just over 1,000 fixtures in 2006 to over 
3,200 in the period under review.
Profit before tax and amortisation and 
impairment of intangibles was £3.1 million 
(2012: £4.3 million). The Group continues to 
have a strong cash position with cash balances 
at the year end of £4.3 million (2012: £3.1 million).
Spot brokerage
The Group’s core business is its spot brokerage 
desk, involving the hire of a ship for a single 
voyage. This desk continued to perform well in 
terms of volume of fixtures and although rates 
remain weak they are now showing more signs 
of activity driven volatility. The number of fixtures 
achieved by the Group’s main tanker desks 
increased by 5.0%. The Group has strengthened 
the team in the Far East in particular and the 
global spot brokerage desks are interacting 
well together.
Time charter
ACM’s time charter business, which involves 
the long-term hire of tankers, continued to 
maintain a steady stream of deals. However, 
revenue from this desk decreased in the year 
as new deals being completed were at lower 
hire rates than those fixed when the market 
was higher. The Board’s belief that this team is 
well positioned to capitalise on any improvement 
in the market has been validated in the first 
quarter of the current year where the amount 
fixed has exceeded the booking for any quarter 
for several years.
Sale and purchase
The year to 31 March 2013 saw ACM establish 
a new sale and purchase team following 
personnel departures in the summer of 2011. 
During this rebuilding process revenue 
opportunities were low and revenue fell from 
£2.2 million to £0.6 million, which resulted in 
the desk showing a loss of £0.2 million in the 
year to 31 March 2013 whereas in the previous 
year it contributed a profit of £1.0 million. The 
previous year had benefitted from a forward 
book which had already been built. The Board 
is pleased that the new global team is now in 
place and is working productively with the 
projects team. The Board believes that there 
are indications that the number of ship sale 
transactions in the market will start to increase.  ACM Shipping Group plc Annual report and accounts 2013
07
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
Since the year end, more deals have been 
concluded by ACM and a forward book 
is successfully being built which gives 
the Board confidence about the future 
growth of this division.
Dry cargo
ACM’s global dry cargo desks successfully 
increased volumes during the period, but 
they have also been hampered by low market 
freight rates. As previously announced, certain 
productivity improvements have been 
implemented, with more planned, so as 
to ensure that this division should become 
profitable even while freight rates remain low. 
ACM is well positioned to capitalise on any 
upturn in freight rates, as it continues to grow 
its market share. The Group’s expansion into 
Dubai and Singapore has proved successful 
to date, with these teams working well with 
the rest of the desk globally.
As previously reported, the ongoing lower 
market rates are resulting in reduced revenues 
for ACM Endeavour, which was acquired in 2010. 
Although the Board is satisfied that this business 
is performing well in a challenging market, the 
Board announced in the latest Interim Results 
that an impairment was to be made to the 
goodwill acquired on acquisition. This impairment 
amounts to £3.7 million. The last few months 
have seen this business broaden its focus which 
has resulted in the successful completion of 
some long-term period business which will 
support its future performance. The Board 
remains confident that this business will 
prove to be a valuable part of the Group.
Gas/LPG
The Group established a small, London-based 
broking team for Gas/LPG shipbroking in 2008, 
having identified this as an area with considerable 
growth potential, and this continues to develop 
in accordance with the Board’s strategy. 
Although still on a small scale, the year to 
31 March 2013 was successful as the desk moved 
into profit. This market is now expanding and 
ACM expects to grow its team as the market 
demand increases.
Financial derivatives
The Group’s joint venture with GFI Group, Inc. 
(GFI) to conduct derivative brokerage is 
continuing to maintain robust volumes of 
business within the industry. However, revenue 
from this division has also been affected by 
weakened freight rates. The Board is pleased 
with the performance of this division in terms 
of market share and believes that financial 
derivatives continue to be a valuable part 
of the Group’s offering.
The market
Recent times have proved very difficult for 
crude carriers across the board. Heavy refinery 
maintenance programmes in Asia can explain 
at least some of the slowdown in tanker activity. 
As refinery activity returns and new crude 
supplies emerge from Sudan and West Africa, 
ACM expects to see a slight improvement 
in rates for the second half of this year. The 
pace of newbuilding deliveries has slowed 
considerably and with some assistance from 
the demolition of vessels as well as the floating 
production storage offshore market, fleet growth 
is coming under control. This will accommodate 
an unwinding of slow-steaming at least until 
the second half of 2015, which is also the 
earliest delivery date for future newbuilding 
orders. While an overcapacity buffer still exists, 
the Board believes that this will shortly 
become manageable.
Product carrier markets have fared better in 
the current year, with the larger Long-Range 
vessels beating five-year averages in the second 
quarter. Strong demand for transportation fuel 
in Africa and Latin America is supporting trade 
growth, while refinery closures in Europe, 
Australia and Hawaii are lengthening supply 
chains. Although heavy ordering in the 
Medium-Range 2 and, more recently, the 
Long-Range 2 sectors puts freight gains at risk 
in the second half of 2014, the Group expects 
rates to hold or improve over the next six to 
twelve months as new Asian refining capacity 
forces further closures among OECD refiners.
Although deliveries of new vessels have 
slowed considerably from the previous year, 
dry bulk carrier freight rates in the first half 
of the year have been low. The oversupply of 
tonnage has yet to be absorbed by increasing 
demand, although utilisation is slowly edging 
up. This could lead to some volatility in the 
coming months. Looking further out to mid-2014 
and beyond, a significant number of greenfield 
or mine-expansion projects should provide 
the necessary impetus to support healthier 
returns for owners, supported by the ever 
increasing demand for iron ore in China.
The outlook for Very Large Gas Carriers (VLGC) 
owners looks relatively positive. Additional US 
exports from Targa and Soyo (starting in 
October 2013) is expected to add to the 
already considerable volume of LPG exports 
in the Atlantic basin. West to East arbitrage has 
recently become a feature of the LPG market 
and, together with a busy Indian programme, 
this seems to be the main driver of the current 
spike in VLGC freights. Next year some increase in 
Middle East LPG exports and fleet consolidation 
through the proposed sale of Maersk vessels 
to BW Gas should maintain momentum, 
despite ten VLGC new building deliveries 
expected in 2014.
Outlook
Whilst the overall market remains challenging, 
the Board is pleased with the operational progress 
that has been made during the year and is 
satisfied with the ongoing growth in volumes 
across the business. The Group has successfully 
focused on building its global teams and 
supporting their ongoing interaction and the 
Board is confident that despite the immediate 
challenges in terms of freight rates holding back 
revenue growth, the medium and longer-term 
prospects for ACM remain strong.
James Gundy
Chief Executive
9 July 2013 Annual report and accounts 2013 www.acmshippinggroup.com
08
Financial review
Ian Hartley, Finance Director
Profit and earnings
Revenue fell by 9.5% primarily due to lower 
revenue from the Group’s sale and purchase 
desk which has been rebuilt. Administrative 
expenses fell by 7.0%, not withstanding 
continued expansion and an increase in 
the number of brokers employed.
Profit before tax and amortisation and 
impairment of intangibles was £3.1 million 
for the year (2012: £4.3 million). Contribution 
from tanker broking was affected by the low 
sale and purchase revenue which masked the 
robust performance of the rest of the division. 
The loss from dry cargo broking was reduced.
Lower market freight rates have also resulted 
in lower revenues from ACM Endeavour, a 
business acquired in 2010. As a result the Board 
has made an impairment of £3.7 million to the 
goodwill acquired on acquisition. The Board is 
satisfied that the business is performing well 
and remains confident that it should contribute 
good results in the future.
The effective taxation rate, having adjusted 
for the effects of intangible assets, was 27.9% 
(2012: 29.7%), reflecting the reduced rate of 
corporation tax. It remains above the level 
of UK corporation tax due to expenses not 
being deductible for tax purposes.
As a result of the non-cash impairment, the 
loss attributable to equity shareholders was 
£1.5 million (2012: loss £4.5 million).
Basic loss per share was 7.8 pence  
(2012: loss 23.8 pence) with EPS adjusted for 
non-cash items of amortisation and impairment 
of intangible assets down to 12.5 pence from 
17.7 pence.
Foreign exchange
The Group derives most of its revenue in US 
dollars. The average effective exchange rate for 
the 2012/2013 year was US$1.58 compared with 
US$1.60 for the previous year, while the rate at 
31 March 2013 was US$1.52 (31 March 2012: US$1.60). 
The overall effect of the change in exchange 
rates was to increase revenue by £0.2 million 
and reduce loss before taxation by £0.1 million. 
At the year end, the Group had forward currency 
contracts to sell of US$8.0 million at an average 
exchange rate of US$1.58 to £1.
Dividends
The Directors are recommending an unchanged 
final dividend of 7.0 pence per share in respect 
of the year ended 31 March 2013. Together with 
an interim dividend of 3.15 pence paid during 
the year, the total dividend in respect of the 
year will be an unchanged 10.15 pence. The 
total cost of the dividends will be £1,946,000. 
The Board is confident in the future profitability 
In brief
•	 Revenue down primarily due to lower revenue 
from the sale and purchase desk
•	 Dividends steady at 10.15 pence
•	 Dividend covered 1.2 times by adjusted EPS
•	 Strong cash position
Dividends
The Directors are recommending a final 
dividend of 7.0 pence per share in respect 
of the year ended 31 March 2013. Together 
with an interim dividend of 3.15 pence paid 
during the year, the total dividend in 
respect of the year will be 10.15 pence.
The Group continues to be  
in sound financial shape. ACM Shipping Group plc Annual report and accounts 2013
09
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
and cash-generating capabilities of the Group 
and is therefore comfortable with the dividend 
cover of 1.2 times based on the adjusted Earnings 
Per Share.
Cash flow
The Group continues to be cash generative 
and the cash balance at the year end 
increased to £4.3 million (2012: £3.1 million). 
Cash generated from operating activities was 
£4.1 million (2012: £1.6 million). This inflow excludes 
a further £0.6 million (2012: £0.9 million) received 
from the Group’s joint ventures. The cash 
performance was boosted by a permanent 
change in the Group policy to pay a higher 
proportion of the bonus pool after the year 
end which benefitted the year by £1.1 million.
Balance sheet
The value of net assets at the balance sheet date 
decreased to £8.3 million (2012: £12.0 million); 
the reduction due to the impairment of 
intangible assets.
In accordance with IFRS, the Board has 
reviewed the carrying value of its intangible 
assets. Following this review the Board has made 
an impairment and the value for intangible 
assets, which resulted from acquisitions, fell 
to £3.9 million (2012: £7.7 million).
The pension deficit for the defined benefit 
scheme fell slightly to £1.6 million from 
£1.7 million. The market value of the assets 
increased, however this was offset by an 
increase in liabilities, caused by a change 
in the assumptions relating to the discount 
rate. A deferred tax asset of £0.3 million 
(2012: £0.4 million) exists as a result of the 
net pension liability. This scheme is closed to 
new members. On the back of a full actuarial 
valuation as at 31 March 2011 the Group has 
agreed to continue to make additional 
contributions of £320,000 per annum to 
the pension scheme.
Trade and other payables have increased by 
approximately £1.1 million. This includes the 
effect of the change in the Group policy with 
a higher proportion of bonus payments being 
made post-year end.
During the year the Group acquired 245,000 
of its own shares through its Employee Share 
Option Plan. The cost of shares acquired is 
shown on the balance sheet within the ESOP 
reserve which is shown as a deduction from 
equity. The plan owned 305,791 shares of the 
Group as at 31 March 2013.
Pension accounting
As a result of changes to IAS 19, future pension 
costs in accounts will be calculated by applying 
the discount rate to the net liability in the defined 
benefit scheme. This change will be effective 
in the Group’s year to 31 March 2014. Had the 
amendments been effective for the year to 
31 March 2013, a charge of £0.2 million would 
have resulted rather than a credit of 
£0.1 million accounted for under the existing 
IAS. These changes do not affect the amount 
of cash required to fund the scheme.
Risk management
The Board seeks to identify and monitor risks 
facing the business.
Foreign exchange risk: The majority of the 
Group’s income is denominated in US dollars 
and the rate of exchange relative to sterling 
has an effect on the performance of the Group. 
The Group uses foreign exchange instruments 
to manage this risk. At 31 March 2013, the Group 
had forward foreign exchange contracts in place 
to sell US$8.0 million (2012: US$7.5 million) at an 
average rate of US$1.58 (2012: US$1.57) into sterling. 
The Board has a policy to have some forward 
cover continually in place to help manage this risk.
Liquidity risk: At 31 March 2013 the Group did 
not hold any net debt and has adequate cash 
resources to meet its ongoing requirements.
Interest rate risk: The Group has exposure to 
movements in interest rates in respect of its 
deposits. All deposits are made with 
reputable banks.
Ian Hartley
Finance Director
9 July 2013
The Group continues to be  
in sound financial shape.
Profit before amortisation, 
impairment and tax (£m)
£3.1m
13 3.1
12 4.3
11 6.1
10 6.6
09 8.7
Dividends per share (p)
10.15p
13 10.15
12 10.15
11 10.0
10 9.5
09 8.5
Adjusted EPS (p)
12.5p
13 12.5
12 17.7
11 24.8
10 26.3
09 35.9 Annual report and accounts 2013 www.acmshippinggroup.com
10
Board of Directors and advisers
and Company information
John (“Johnny”) Plumbe
Executive Chairman
Johnny co-founded ACM in 1982 
and has 43 years’ experience in the 
shipbroking market. He primarily 
specialised in large tanker broking 
and has a wide range of important 
contacts within the industry. When 
ACM joined AIM in December 2006 
he became CEO, a position he held 
until becoming Executive Chairman 
in November 2012.
James Gundy
Chief Executive Officer
James joined ACM in 1991, having 
previously been at Clarkson for 
ten years. He headed the very 
successful VLCC desk until moving 
to the projects desk in January 2011. 
James held the position of Chief 
Operating Officer until being 
appointed CEO in November 2012.
Ian Hartley
Finance director
Ian joined the Board in March 2007. 
He was previously finance director 
with Mayborn Group plc, a consumer 
products group. Mayborn was a listed 
company from 1986 to 2006, which 
transferred from the Official List to 
AIM in 2003. Ian spent over 20 years 
with Mayborn and was appointed 
company secretary in 1996 and 
finance director in 1998. Ian qualified 
as a chartered accountant in 1976, 
following which he gained experience 
in a variety of companies before 
moving to Mayborn.
Michael (“Mike”) Rudd
Chief Operating Officer
Mike began his career in shipbroking 
in 1981 with Somarco Tankers prior 
to working as a broker with Harris 
and Dixon and then Intank Chartering. 
Mike co-founded and was Chairman 
of Portland Maritime Ltd, a leading 
products broking firm, which he 
remained for eleven years. He 
joined ACM as a partner and 
Head of Products in 1988. Mike 
was instrumental in building ACM’s 
clean tanker desk into one of the 
leading teams in the industry and 
it has become an integral part of 
ACM’s portfolio. In January 2005, 
Mike was made a Director of 
ACM Shipping Limited and in 
January 2012 he moved across 
to join and strengthen the projects 
desk. He joined the PLC Board as 
COO in November 2012.
ACM Shipping Executive Management T eam ACM Shipping Group plc Annual report and accounts 2013
11
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review
David Cobb
Director (non-executive)
David joined the Board in March 
2007. He initially trained as a naval 
architect and was then involved in 
shipbuilding in the UK and Canada. 
David then spent 17 years with 
Ingram Corporation, firstly as vice 
president and then as president. 
Ingram was a privately owned US 
company specialising in oil and 
shipping. Following this, in 1994, 
he joined James Fisher & Sons plc, 
a quoted shipping company, serving 
as executive Chairman until 2002. 
David was awarded a CBE in 1999 
for his services to the shipping 
industry. He is a past president 
of the Chamber of Shipping and 
a past president of the Institute 
of Marine Engineers Science and 
T echnologists. He was elected sheriff 
in the City of London in 2004.
Timothy Jaques
Director (non-executive)
Timothy joined the Board in 
November 2010 and has 46 years 
of experience of shipbroking in dry 
cargo, tanker chartering and sale 
and purchase. For 30 years he was 
commercial director for Greek 
shipowners Embiricos; prior to that 
he was a partner with J.C. O’Keefe Ltd, 
specialist sale and purchase brokers 
in London. He was commercial 
manager of shipping for a major 
American trader and refiner, 
Koch Industries. Timothy 
is a Liveryman of the Worshipful 
Company of Shipwrights.
Jürgen Breuer
Director (non-executive)
Jürgen joined the Board in February 
2011 and has over 19 years of front 
line and managerial experience 
of brokering in financial markets, 
commodities and shipbroking. 
Following dealer appointments at 
Société Générale, Citibank and Sal 
Oppenheim, he followed a career 
building interest rate products and 
freight swap brokering businesses for 
GFI Group Inc (GFI). In October 2003, 
Jürgen commenced the successful 
build up of GFI Asia cash and 
derivatives broking desks, managing 
offices in Hong Kong, Singapore, 
Seoul, Sydney, Tokyo and Shanghai. 
In late 2007, Jürgen ran global 
e-commerce at GFI until his retirement 
in October 2008. GFI is a leading 
provider of wholesale brokerage 
which serves the global financial 
markets and is listed on the NYSE.
Mark T racey
Director (non-executive)
Mark joined the Board in 
November 2012. He has over 25 years 
of healthcare industry experience 
gained at Paribas Limited (1987–1991) 
and at Goldman Sachs (1992–2008) 
where he was Co-Head of Global 
Healthcare Equity Research. In 
December 2006 he became an 
Advisory Director in Healthcare 
Investment Banking at Goldman 
Sachs before leaving to found 
Arkle Associates, a corporate 
advisory firm, in December 2008.
Board of Directors and advisers
Company secretary
Ian Hartley
Registered office
Grand Buildings, 1–3 Strand 
London WC2N 5HR
Email: investors@acmshipping.co.uk 
Web: www.acmshippinggroup.com
Registered number
5990315
Nominated adviser and broker
Execution Noble & 
Company Limited
10 Paternoster Square
London EC4M 7AL
Statutory auditor
RSM T enon Audit Limited
66 Chiltern Street 
London W1U 4JT
Bankers
Royal Bank of Scotland plc
Shipping Business Centre  
1 Princes Street  
London EC2R 8BP
Financial PR
Abchurch Communications
125 Old Broad Street 
London EC2N 1AR
Telephone: +44 (0)20 7398 7700 
Email: joanne.shears@abchurch-group.com
Registrar
Capita Registrars Ltd
The Registry 
34 Beckenham Road, Beckenham 
Kent BR3 4TU
Telephone: 0871 664 0300* 
Fax: +44 (0)20 8639 2220 
Telephone: +44 (0)20 8639 3399 (overseas) 
Email: ssd@capitaregistrars.com
* Calls cost 10 pence per minute plus network extras, 
lines are open 9:00am–5:30pm Mon–Fri. Directors’ report
The Directors present their report and the financial statements of the Company for the year ended 31 March 2013.
Principal activities and business review
The principal activities of the Group during the year were shipbroking and related activities in the shipping business.
A review of the business, further details and key performance indicators are discussed in the Chairman’s statement, Chief Executive’s review 
of the business and financial review.
Results and dividends
The trading results for the year and the Group’s financial position at the end of the year are shown in the attached financial statements.
An interim dividend of 3.15 pence per share was paid on 22 February 2013. The Directors are recommending a final dividend of 7.0 pence 
per share payable on 4 October 2013 to shareholders on the register as at 6 September 2013.
Directors and their interests in the shares
The Directors who served during the year together with their interests in the shares of the Group were as follows:
At
31 March
2013
At
31 March
2012
JL Plumbe 1,040,409 938,172
DB Cobb 4,000 4,000
TW Jaques 6,450 —
JH Breuer — —
MJ Tracey (appointed 27 November 2012) 20,425 —
JCD Gundy 1,225,000 1,225,000
MAC Rudd (appointed 27 November 2012) 1,225,000 1,225,000
IM Hartley 41,000 6,000
PG Sechiari (resigned 27 November 2012) 153,000 153,000
None of the Directors have any non-beneficial interests.
John Plumbe and Ian Hartley had an interest in 75,000 and 15,000 LTIP shares respectively. John Plumbe, James Gundy and Ian Hartley 
had an interest in 5,084, 10,500 and 53,745 share options respectively, details of which are given in the Directors’ remuneration report.
Further information on the Directors is given on pages 10 and 11.
Between 31 March 2013 and 9 July 2013 there have been no changes in the interests of the Directors in the shares of the Company. 
No Director had a material interest in any contract of significance to the Company.
Annual report and accounts 2013 www.acmshippinggroup.com
12 Substantial shareholdings
At 1 July 2013 the Company had received notification of the non-Director shareholdings over 3% of the Company’s share capital as follows:
Number of 
ordinary
shares 
% of issued 
share
capital
Employees
WS Middleton 1,225,000 6.3%
BAL Peck 995,000 5.1%
APG Wakely 616,000 3.2%
L Maze 613,000 3.1%
Others
GFI Holdings Ltd 1,419,600 7.3%
Axa Investment Managers SA 1,092,503 5.6%
Employees
The Group has high regard for its employees. The Group seeks to enhance their careers with training and career development as well 
as continuing to motivate them. Share option schemes have been set up to add to the annual bonus structure. The Group seeks to have 
equal opportunity policies in place at each location.
Payment policy
The Group pays in accordance with agreed payment terms. The Company does not have any trade creditors.
Directors’ responsibilities
The Directors are responsible for preparing the Annual Report and Accounts and the Group and parent company financial statements 
in accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and parent company financial statements for each financial year. As required by the 
AIM Rules of the London Stock Exchange they are required to prepare the Group financial statements in accordance with IFRS as adopted 
by the European Union. The Directors have chosen to prepare financial statements for the parent company in accordance with IFRS as 
adopted by the European Union.
IAS 1 requires that financial statements present fairly for each financial year the Company’s financial position, financial performance and cash 
flows. This requires the faithful representation of the effects of transactions, other events and conditions in accordance with the definitions 
and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards Board’s “Framework for 
the preparation and presentation of financial statements”. In virtually all circumstances, a fair presentation will be achieved by compliance with 
all applicable IFRS. Under company law the Directors must not approve the financial statements unless they give a true and fair view of the 
state of affairs of the Company and the Group and of the profit or loss of the Group for that year. A fair presentation also requires the 
Directors to:
 • consistently select and apply appropriate accounting policies;
 • present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; 
 • make judgements and accounting estimates that are reasonable and prudent;
ACM Shipping Group plc Annual report and accounts 2013
13
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review Directors’ responsibilities continued
 • provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the 
impact of particular transactions, other events and conditions on the entity’s financial position and financial performance; and
 • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the parent 
company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent company’s and the 
Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and parent company and enable 
them to ensure that its 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 Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. 
Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Insofar as the Directors, individually, are aware:
 • there is no relevant audit information of which the Company’s auditor is unaware; and
 • the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant information and to establish 
that the auditor is aware of that information.
Donations 
During the year the Group made charitable donations of £15,166 (2012: £41,472).
Financial risk
The Group’s financial risk and its management policies are set out in note 25 to the financial statements.
Annual General Meeting
At the Annual General Meeting (AGM) a number of resolutions will be proposed. Details of these resolutions together with explanatory 
notes can be found in the enclosed notice of meeting.
Auditor
RSM Tenon Audit Limited has expressed its willingness to continue in office and a resolution to re-appoint it will be proposed at the AGM.
Signed by order of the Board
Ian Hartley
Company secretary
9 July 2013
Directors’ report continued
Annual report and accounts 2013 www.acmshippinggroup.com
14 Introduction
The Board is committed to achieving good standards of corporate governance. Although under the rules of AIM the Group is not required 
to comply with the Combined Code, the Directors intend to comply so far as reasonably practicable for a company of ACM’s size and nature. 
Where full compliance is not appropriate due to the Company’s size and/or nature, the Directors will refer to guidance for AIM listed companies 
issued by the Quoted Companies Alliance.
Board of Directors
The Board consists of four executive and four non-executive Directors, a composition which the Board believes is best suited to the continued 
success of the Group. 
The Board is responsible for establishing the strategic direction of the Group and monitoring the Group’s performance against its business 
plan. It is also responsible for leading and controlling the Group and, in particular, for formulating, reviewing and approving the Group’s 
strategy, budget, major items of capital expenditure and acquisitions and disposals. Regular meetings are held and all necessary information 
is supplied on a timely basis to enable the Board to discharge its duties effectively. Additionally, special meetings take place, or other 
arrangements are made, when Board decisions are required in advance of the regular meetings. 
It is the Company’s policy that Directors are re-elected by shareholders and the Company’s Articles of Association require one third to retire 
by rotation. 
Board committees
The Board has a remuneration committee, an audit committee and a nomination committee. Each of these committees consists of the 
four non-executive Directors. The Board also has a compliance committee consisting of John Plumbe and Ian Hartley.
The remuneration committee is discussed within the Directors’ remuneration report on page 16.
The audit committee meets whenever there is business to discuss and meets at least twice each year. The audit committee is responsible 
for ensuring that the financial performance of the Group is properly monitored, controlled and reported on. It also meets with the auditor 
without executive Directors being present and reviews reports from the auditor relating to accounts and internal control systems. Mark Tracey 
is the current chairman of the audit committee.
The nomination committee has responsibility for making recommendations on the appointment of additional Directors to the Board 
and the appointment of members of the Company’s senior management team. It meets at least twice a year. 
Internal control
The Board is responsible for the system of internal control. Although no system can provide absolute assurance against misstatement or 
loss, the Group’s systems are designed to provide the Directors with reasonable assurance. The Board is also responsible for reviewing the 
effectiveness of the system.
Going concern
The Directors confirm that they are satisfied that the Group has adequate resources to continue its business for the foreseeable future. 
For this reason they continue to adopt the going concern basis in preparing the accounts.
Shareholder relations
The Board places significant importance on maintaining good communications with its shareholders. This includes meetings with shareholders 
and analysts as appropriate. Shareholders are also invited to the Company’s AGM, where questions are taken. The Company also uses its 
Annual Report and Accounts, interim statement and website (www.acmshippinggroup.com) to provide further information to shareholders.
Corporate governance
ACM Shipping Group plc Annual report and accounts 2013
15
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review Directors’ remuneration report
Remuneration committee 
The remuneration committee consists of the non-executive Directors: currently Jürgen Breuer (as Chairman), David Cobb, Timothy Jaques 
and Mark Tracey. The committee meets formally at least twice a year and otherwise as required. The remuneration committee considers all 
material elements of remuneration policy, including remuneration and incentives of executive Directors and senior management (including 
pension rights and compensation payments) with reference to independent remuneration research and professional advice. The Board is 
responsible for implementing the recommendations and agreeing the remuneration packages for individual Directors. The remuneration 
committee is also responsible for making recommendations for grants of options under share option and incentivisation schemes. No 
Director is able to participate in discussions relating to his own terms and conditions of remuneration. Non-executive Directors’ and the 
Chairman’s fees are determined by the full Board on the advice of the remuneration committee.
Directors’ remuneration (audited)
Salary
and fees
£000
Benefits-
in-kind
£000
Annual 
bonus
£000
Pension 
contributions
£000
Total
2013
£000
Total
2012
£000
Executive Directors
JL Plumbe 170 15 155 — 340 421
JCD Gundy 161 12 222 — 395 496
MAC Rudd 47 4 115 8 174 —
IM Hartley 120 4 60 17 201 201
Non-executive Directors
PG Sechiari* 52 — — — 52 70
DB Cobb 30 — — — 30 30
TW Jaques 30 — — — 30 30
JH Breuer 30 — — — 30 30
MJ Tracey 10 — — — 10 —
Total 650 35 552 25 1,262 1,278
* The fees payable to Peter Sechiari include £26,000 for his fees as a non-executive Director and £26,000 payable to PGS Associates for his services as a consultant.
Annual bonus
In order to attract and retain the highest calibre of employees, a significant proportion of the remuneration packages of executive Directors 
and senior management is geared towards an annual bonus. The Group adopts an industry standard bonus model whereby proportions of profit 
are distributed to employees as bonuses. The individual allocation of this bonus between the Directors and employees is discretionary. 
This discretion is exercised by the remuneration committee upon the recommendation of senior executives.
Pension contributions
The Company makes pension contributions on behalf of its executive Directors. Mike Rudd is a member of the Group’s defined benefit scheme. 
James Gundy is also a member of the Group’s defined benefit scheme, but as no further contributions are to made in respect of him he is 
counted as a deferred member. Ian Hartley is a member of the Group’s stakeholder scheme. John Plumbe and the non-executive Directors 
do not participate in the Group’s pension schemes.
Annual report and accounts 2013 www.acmshippinggroup.com
16 Share incentives
The following Director was granted options under the EMI scheme in July 2007:
 • Ian Hartley  –  awarded 48,661 options at an option price of 205.5 pence vesting between July 2010 and July 2017.  
The option price was the mid-market price at the date of the award.
The following Director was granted options at an option price of 160 pence under the Sharesave scheme in January 2008:
 • James Gundy – granted 10,500 options maturing in 2013.
The mid-market price at the date of grant of the options under the Sharesave scheme was 199 pence.
The following Directors were granted options at an option price of 177 pence under the Sharesave scheme in January 2011:
 • John Plumbe  – granted 5,084 options maturing in 2014.
 • Ian Hartley  – granted 5,084 options maturing in 2014.
The mid-market price at the date of grant of the options under the Sharesave scheme was 221 pence.
John Plumbe was granted options under the LTIP scheme in December 2011:
 • an award of up to 250,000 at a price payable of 1 penny per share. The award was as follows:
Number of shares Date of acquisition Vesting date 
100,000 2 December 2011 7 January 2014
75,000 7 January 2013 7 January 2014
75,000 7 January 2014 January 2015
Ian Hartley was granted options under the LTIP scheme in July 2012:
 • an award of up to 50,000 at a price payable of 1 penny per share. The award was as follows:
Number of shares Date of acquisition Vesting date 
20,000 13 July 2012 7 January 2014
15,000 7 January 2013 7 January 2014
15,000 7 January 2014 7 January 2015
John Plumbe, James Gundy and Ian Hartley are to be awarded EMI share options in lieu of waiving 20% of their cash bonus due in May 2013. 
The cash bonuses waived are £12,000, £18,000 and £7 ,000 respectively and represent part of the bonus due for the year ended 31 March 2013. 
These options will be granted shortly after the Company’s annual results for the year are finalised.
The number of options granted will be based on the Company’s share price immediately before the date of the grant and therefore the 
number to be granted will not be known until that date. These options will vest three years from the date of grant, subject to continued 
employment, and have an exercise price of 1 pence per ordinary share.
Service contracts
The service agreements of executive Directors have a notice period of six months. The non-executive Directors have service contracts 
with a notice period of six months after an initial one-year term.
ACM Shipping Group plc Annual report and accounts 2013
17
FinAnCiAl St AteMent S notiCe oF AGM Corpor Ate GovernAnCe YeAr in review We have audited the Group and parent company financial statements (“the financial statements”) of ACM Shipping Group plc for the year 
ended 31 March 2013 which comprise the consolidated income statement, the consolidated statement of comprehensive income, the balance 
sheets, the statements of changes in equity, the cash flow statements and the related notes 1 to 27. We have also audited the information 
in the Directors’ remuneration report that is described as having been audited. The financial reporting framework that has been applied in 
their preparation is applicable law and International Financial Reporting Standards (IFRS) as adopted by the European Union.
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.
Respective responsibilities of Directors and auditor
As explained more fully in the Directors’ responsibilities statement set out on page 13, the Directors are responsible for the preparation 
of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion 
on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards 
require us to comply with the Auditing Practices Board’s (APB’s) Ethical Standards for Auditors.
Scope of the audit
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance 
that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of:
 • whether the accounting policies are appropriate to the Group’s and the parent company’s circumstances and have been consistently 
applied and adequately disclosed; 
 • the reasonableness of significant accounting estimates made by the Directors; and 
 • the overall presentation of the financial statements.
In addition, we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited 
financial statements. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.
Opinion on financial statements
In our opinion:
 • the financial statements give a true and fair view of the state of the Group’s and the parent company’s affairs as at 31 March 2013 and of 
the Group’s loss for the year then ended;
 • the financial statements have been properly prepared in accordance with IFRS as adopted by the European Union; and
 • the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion:
 • the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006; and
 • the information given in the Directors’ report for the financial year for which the financial statements are prepared is consistent with the 
financial statements.
Independent auditor’s report
to the members of ACM Shipping Group plc
Annual report and accounts 2013 www.acmshippinggroup.com
18 Matters on which we are required to report by exception
We have nothing to report in respect of the following:
Under the Companies Act 2006 we are required 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; 
 • the parent company financial statements and the part of the Directors’ remuneration report to be audited are not in agreement with the 
accounting records and returns; 
 • 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. 
Ian Hughes
Senior Statutory Auditor
For and on behalf of RSM Tenon Audit Limited, Statutory Auditor
66 Chiltern Street
London W1U 4JT
9 July 2013
ACM Shipping Group plc Annual report and accounts 2013
19
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Note
2013
£000
2012
£000
Revenue 2 24,051 26,576
Administrative expenses (21,857) (23,511)
Amortisation of intangible assets 11 (280) (347)
Impairment of intangible assets 11 (3,697) (7,772)
(1,783) (5,054)
Share of operating profit in joint ventures 5 605 973
Operating (loss) (1,178) (4,081)
Net interest 6 308 280
(Loss) before taxation (870) (3,801)
Taxation 7 (769) (1,078)
(Loss) for the year (1,639) (4,879)
Non-controlling interest 8 146 333
(Loss) attributable to equity shareholders (1,493) (4,546)
(Loss) per share 9 (7.8)p (23.8)p
All of the activities are classed as continuing.
The notes on pages 25 to 47 form part of the financial statements.
2013
£000
2012
£000
(Loss) for the year (1,493) (4,546)
Actuarial (loss) in respect of defined benefit pension scheme (488) (1,976)
Deferred tax in respect of defined benefit pension scheme 51 514
Exchange differences on translation of foreign operations 196 (5)
Currency reserve (80) 66
Deferred tax on currency reserve 20 (16)
Total comprehensive income for the year attributable to equity shareholders (1,794) (5,963)
The notes on pages 25 to 47 form part of the financial statements.
The Company had no income other than its profit for the year.
Consolidated income statement
year ended 31 March 2013
Consolidated statement of comprehensive income
year ended 31 March 2013
Annual report and accounts 2013 www.acmshippinggroup.com
20 Balance sheets
as at 31 March 2013
Registered number 5990315
Note
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Non-current assets
Property, plant and equipment 10 915 1,246 — —
Intangible assets 11 3,884 7,717 — —
Investments 12 1,119 1,050 10,681 10,144
Deferred tax asset 13 919 1,001 —
6,837 11,014 10,681 10,144
Current assets
Trade and other receivables 14 5,733 5,987 11 11
Cash and cash equivalents 4,325 3,092 1 1
10,058 9,079 12 12
Total assets 16,895 20,093 10,693 10,156
Current liabilities
Trade and other payables 15 (6,074) (5,020) (769) (520)
Current tax payable (408) (804) — —
(6,482) (5,824) (769) (520)
Non-current liabilities
Deferred tax liabilities 13 (513) (570) — —
Pension liability 16 (1,645) (1,734) — —
(2,158) (2,304) — —
Total liabilities (8,640) (8,128) (769) (520)
Net assets 8,255 11,965 9,924 9,636
Equity
Share capital 17 196 196 196 196
Share premium account 6,823 6,823 6,823 6,823
ESOP reserve 18 (1,624) (1,394) — —
Retained earnings 2,406 5,548 1,773 1,353
Other reserves 997 1,189 1,132 1,264
8,798 12,362 9,924 9,636
Non-controlling interest (543) (397) — —
Total equity 8,255 11,965 9,924 9,636
These financial statements were approved by the Board on 9 July 2013 and are signed on its behalf by:
John Plumbe Ian Hartley
Director Director
The notes on pages 25 to 47 form part of the financial statements. 
ACM Shipping Group plc Annual report and accounts 2013
21
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Group
Share
capital
£000
Share
premium
£000
ESOP
reserve
£000
Retained
earnings 
£000
Other
reserves
£000
Non-
controlling
 interest
£000
Total
£000
Balance at 1 April 2011 196 6,823 (1,289) 13,720 722 (287) 19,885
Loss for the year — — — (4,546) — — (4,546)
Dividends to equity shareholders — — — (1,936) — — (1,936)
Actuarial loss in respect of defined benefit pension scheme — — — (1,976) — — (1,976)
Deferred tax in respect of defined benefit pension scheme — — — 514 — — 514
ESOP shares acquired — — (105) — — — (105)
Currency translation differences — — — (5) — — (5)
Currency reserve — — — — 66 — 66
Deferred tax on currency reserve — — — — (16) — (16)
Non-controlling interest — — — — — (333) (333)
Reduction in non-controlling interest — — — (223) — 223 —
Fair value of share-based payments —  —  — — 417 — 417
Balance at 31 March 2012 196 6,823 (1,394) 5,548 1,189 (397) 11,965
Loss for the year — — — (1,493) — — (1,493)
Dividends to equity shareholders — — — (1,945) — — (1,945)
Actuarial loss in respect of defined benefit pension scheme — — — (488) — — (488)
Deferred tax in respect of defined benefit pension scheme — — — 51 — — 51
ESOP shares acquired — — (362) — — — (362)
Currency translation differences — — — 196 — — 196
Currency reserve — — — — (80) — (80)
Deferred tax on currency reserve — — — — 20 — 20
Non-controlling interest — — — — — (146) (146)
Fair value of share-based payments — — — 537 — 537
Transfer for share options fully vested — — 132 537 (669) — —
Balance at 31 March 2013 196 6,823 (1,624) 2,406 997 (543) 8,255
Statements of changes in equity
as at 31 March 2013
Annual report and accounts 2013 www.acmshippinggroup.com
22 Company
Share
capital 
£000
Share
premium
£000
Retained
earnings 
£000
Other
reserves
£000
Total
£000
Balance at 1 April 2011 196 6,823 1,404 847 9,270
Profit for the year — — 1,885 — 1,885
Dividends to equity shareholders — — (1,936) — (1,936)
Fair value of share-based payments — — — 417 417
Balance at 31 March 2012 196 6,823 1,353 1,264 9,636
Profit for the year — — 1,696 — 1,696
Dividends to equity shareholders — — (1,945) — (1,945)
Fair value of share-based payments — — — 537 537
Transfer for share options fully vested — — 669 (669) —
Balance at 31 March 2013 196 6,823 1,773 1,132 9,924
Other reserves are made up of:
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Merger reserve (135) (135) — —
Currency reserve — 60 — —
Treasury shares (1) (1) (1) (1)
Share-based payment reserve 1,133 1,265 1,133 1,265
997 1,189 1,132 1,264
The currency reserve arises from exchange gains and losses arising on consolidation.
The share-based payment reserve represents the fair value of share options which have been granted.
The merger reserve arose when the shares of ACM Shipping Limited were exchanged for shares in ACM Shipping Group plc. Since the members 
and their rights were unchanged the transfer of ownership was accounted for in accordance with the principles of merger accounting.
The treasury reserve arises from where the Company acquired shares in itself.
The notes on pages 25 to 47 form part of the financial statements. 
ACM Shipping Group plc Annual report and accounts 2013
23
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Note
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
(Loss)/profit before taxation (870) (3,801) 1,639 1,800
Depreciation 387 363 — —
Net interest (308) (280) — —
Share of operating profit in joint ventures (605) (973) — —
Amortisation and impairment of intangibles 3,977 8,119 — —
Share-based payments 537 417 — —
Operating cash flow before changes in working capital and provisions 3,118 3,845 1,639 1,800
Decrease/(increase) in trade and other receivables 252 (800) — 1
Increase/(decrease) in trade and other payables 1,013 (1,150) 306 131
Provision for pension scheme costs 162 158 — —
Pension scheme contributions paid (463) (483) — —
Cash generated from operating activities 4,082 1,570 1,945 1,932
Taxation paid (1,069) (1,176) — —
Net cash from operating activities 3,013 394 1,945 1,932
Cash flows from investing activities
Purchase of property and equipment (56) (1,159) — —
Amounts received from joint ventures 551 899 — —
Interest received 32 44 — —
Net cash used in investing activities 527 (216) — —
Cash flows from financing activities
Dividends paid 21 (1,945) (1,936) (1,945) (1,936)
Shares acquired for ESOP (362) (105) — —
Net cash used in financing activities (2,307) (2,041) (1,945) (1,936)
Net increase/(decrease) in cash and cash equivalents 24 1,233 (1,863) — (4)
Cash and cash equivalents at the beginning of the year 24 3,092 4,955 1 5
Cash and cash equivalents at the end of the year 24 4,325 3,092 1 1
The notes on pages 25 to 47 form part of the financial statements.
Cash flow statements
year ended 31 March 2013
Annual report and accounts 2013 www.acmshippinggroup.com
24 1. Accounting policies 
(a) Basis of accounting
These financial statements have been prepared in accordance with the Companies Act 2006 and those European Union endorsed 
IFRS and IFRIC interpretations issued and effective or issued and early adopted as at the time of preparing these statements (July 2013). 
The policies set out below have been consistently applied to all the years presented.
These consolidated financial statements have been prepared under the historical cost convention except as noted below.
No separate profit and loss account is presented for the parent company as provided by Section 408 of the Companies Act 2006. 
(b) Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and enterprises controlled by the Company 
(and its subsidiaries) made up to 31 March each year. Control is achieved where the Company has the power to govern the financial and 
operating policies of an investee enterprise so as to obtain benefits from its activities.
On acquisition, the identifiable assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date 
of acquisition. The interest of minority shareholders is stated at the minority’s proportion of the fair values of the identifiable assets, 
liabilities and contingent liabilities recognised.
The results of subsidiaries acquired during the year are included in the consolidated income statement from the effective date of acquisition. 
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with 
those used by other members of the Group. All significant intercompany transactions and balances between group enterprises are 
eliminated on consolidation.
(c) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow and can be reliably measured. Revenue is recognised 
when the Group has a contractual entitlement to commission. This is generally the point at which there is completion of contractual terms 
between the principals of a transaction. Time charter revenue is recognised on a monthly basis.
(d) Property, plant and equipment
Property, plant and equipment are recorded at cost less accumulated depreciation and any impairment in value. Depreciation is provided 
on a straight line basis over the expected economic life of that asset as follows:
Leasehold improvements  – over the life of the lease
Fixtures, fittings and office equipment – two to five years
(e) Operating lease agreements
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against 
profits on a straight line basis over the period of the lease.
(f) Pension costs and other post-retirement benefits
The Group operates a defined benefit scheme and recognises the pension liability in the Group balance sheet. The liability is the present 
value of the accrued defined benefit obligation at the balance sheet date less the fair value of the scheme’s assets. The present value of the 
defined benefit obligation is measured using the projected unit method and discounted at an AA corporate bond rate. Assets are valued at 
market value. The Group recognises actuarial gains and losses via the statement of comprehensive income in the year in which they occur. 
The Company also contributes to defined contribution schemes. Contributions to these schemes have been charged against profit as they 
fall due. 
Notes to the financial statements
year ended 31 March 2013
ACM Shipping Group plc Annual report and accounts 2013
25
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
1. Accounting policies continued
(g) Deferred tax
Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities 
and their carrying amounts in the consolidated financial statements. The deferred tax is not accounted for if it arises from initial recognition 
of an asset or liability in a transaction, other than a business combination, that at the time of the transaction affects neither accounting nor 
taxable profit or loss. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance 
sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. 
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary 
differences can be utilised. 
(h) Foreign currencies
Transactions denominated in foreign currencies are converted into sterling at the rate of exchange at the time of the transaction. At each 
balance sheet, monetary assets and liabilities are converted at the rate of exchange at the balance sheet date with any gain or loss being 
included in the income statement.
On consolidation, assets and liabilities of overseas operations are converted at the balance sheet rate while the income statement is translated 
at the average rate for the year. Any exchange gain or loss arising on consolidation is charged to reserves.
(i) Joint ventures
A joint venture is a contractual arrangement whereby the Group and other parties undertake an economic activity which is subject 
to joint control.
The financial statements incorporate the share of the results, assets and liabilities of jointly controlled entities (joint ventures) using the equity 
method of accounting. The investment is carried at cost plus post-acquisition changes in the share of net assets of the joint venture less 
any provision for impairment. Where necessary, adjustments are made to bring the accounting policies used by the joint ventures into line 
with those used by the Group in its financial statements. Intercompany transactions are eliminated. Losses in excess of the consolidated 
interest in joint ventures are not recognised, except where the Group has made a commitment to make good those losses.
(j) Investments
All investments are stated at cost less provisions for diminution in value.
(k) Goodwill
On the acquisition of a business, fair values are attributed to the net assets (including any identifiable intangible assets) acquired. Goodwill arises 
where the fair value of the consideration exceeds the fair value of the net assets acquired. Goodwill is recognised as an asset and is reviewed 
for impairment at least annually. Impairments are recognised immediately in the income statement. Goodwill is allocated to cash-generating 
units for the purposes of impairment testing. On the disposal of a business, goodwill relating to that business remaining on the balance sheet 
is included in the determination of the profit or loss on disposal. 
(l) Other intangible assets
Intangible assets acquired as part of a business combination are stated in the balance sheet at their fair value at the date of acquisition less 
accumulated amortisation and any provisions for impairment. The amortisation of the carrying value of the capitalised forward order book 
and customer relationships is charged to the income statement over an estimated useful life determined by either the expected due dates 
for future income in the case of forward order books or the expected duration of customer relationships. The carrying values of intangible 
assets are reviewed for impairment at least annually or when there is an indication that they may be impaired. The estimated useful life of 
the items in the forward order book is generally up to four years and the customer relationships is ten years.
Annual report and accounts 2013 www.acmshippinggroup.com
26 1. Accounting policies continued
(m) Impairment 
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets with finite lives to determine 
whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount 
of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable 
amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Goodwill arising on acquisition is allocated to cash-generating units. The recoverable amount of the cash-generating unit to which goodwill 
has been allocated is tested for impairment annually, or on such other occasions that events or changes in circumstances indicate that it 
might be impaired. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the 
carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. Impairment losses are recognised as an expense 
immediately, unless the relevant asset is land or buildings at a revalued amount, in which case the impairment loss is treated as a revaluation 
decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the 
revised estimate of its recoverable amount but so that the increased carrying amount does not exceed the carrying amount that would 
have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment 
loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the 
impairment loss is treated as a revaluation increase. However, impairment losses relating to goodwill may not be reversed.
(n) Share-based payments
The Group awards employees equity settled bonuses in the form of share options and long-term incentive plan share awards, on a 
discretionary basis from time to time. These are accounted for as equity settled transactions. The options and awards are normally subject 
to vesting conditions and, where it is considered likely that the conditions will be met, their fair value is recognised as an employee benefits 
expense with a corresponding increase in other reserves over the vesting period. When shares on options and awards have been issued 
and are fully vested a transfer is made from other reserves to retained earnings. The fair value is assessed at the time of the grant. Awards made 
under the LTIP scheme are inherently valued at the share price at the date of the grant. EMI and Sharesave scheme options are valued 
using the Binomial option pricing model and the Black Scholes model. The cash proceeds received, when the options are exercised, net 
of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when new shares are issued. 
If shares are issued from the ESOP proceeds are accounted for within the ESOP . 
(o) Financial instruments
Classification
Following the adoption of IAS 32, financial instruments issued by the Company are treated as equity (i.e. forming part of shareholders’ 
funds) only to the extent that they meet the following definition:
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity 
instruments issued by the Group are recognised at the proceeds received, net of direct issue costs. To the extent that this definition is not 
met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company’s own 
shares, the amounts presented in these financial statements for called up share capital and share premium account exclude amounts in 
relation to those shares.
The Company’s share capital is treated as equity.
Finance payments associated with financial liabilities are dealt with as part of finance expenses. Finance payments associated with financial 
instruments that are classified in equity are dividends and are recorded directly in equity.
Trade receivables
Trade receivables are stated at their nominal value as reduced by appropriate allowances for estimated irrecoverable amounts.
ACM Shipping Group plc Annual report and accounts 2013
27
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
1. Accounting policies continued
(o) Financial instruments continued
Trade payables
Trade payables are not interest bearing and are stated at nominal value.
Forward contracts
The Company uses forward contracts for foreign currency and accounts for these at fair value.
(p) Own shares held by ESOP
Transactions of the Group-sponsored ESOP are treated as being those of the Group and are therefore reflected in the Group’s financial statements. 
In particular, the plan’s purchases of shares in the Company are debited directly to equity.
(q) Adopted IFRS applied and not yet applied 
The following standards and interpretations were effective in the year ended 31 March 2013:
 • IFRS 1 Amendments to IFRS 1: Severe hyperinflation and Removal of Fixed Dates for First-time Adopters (revised December 2010);
 • IFRS 3 Business Combinations (revised May 2010);
 • IFRS 7 Financial Instruments: Enhancing disclosures about transfers of financial assets (revised October 2010);
 • IFRS 7 Amendments to IFRS 7: (revised May 2010); and
 • IAS 12 Deferred Tax: Recovery of Underlying Assets (revised December 2010).
The following standards and interpretations were in issue at the date of approval of these financial statements but not yet effective:
 • IAS 1  Presentation of items of other comprehensive income (revised June 2011);
 • IFRS 10 Consolidated financial statements (revised May 2011);
 • IFRS 11 Joint arrangements (revised May 2011);
 • IFRS 12 Disclosure of interests in other entities (revised May 2011);
 • IFRS 13 Fair value measurement (revised May 2011);
 • IAS 27 Separate financial statements (revised May 2011);
 • IAS 28 Investments in associates and joint ventures (revised May 2011);
 • IFRIC 20 Stripping costs in the production phase of a surface mine (issued October 2011);
 • IFRS 7 Financial instruments: Offsetting of assets and liabilities (revised December 2011);
 • IAS 19 Employee benefits (revised June 2011);
 • IFRS 1 First time adoption of International Financial Reporting Standards (revised December 2010);
 • IAS 1 Presentation of financial statements (revised May 2012);
 • IAS 16 Property, plant and equipment (revised May 2012);
 • IAS 32 Financial instruments (revised May 2012);
 • IAS 34 Interim financial reporting (revised May 2012);
 • IFRS 1 First time adoption of International Financial Reporting Standards: Accounting for Government Loans (revised March 201 2); and
 • IAS 32 Financial instruments: Offsetting of assets and liabilities (revised December 2011).
The impact on the Group regarding changes to IAS 19 relate to accounting for pension charges and commitments. The impact of this 
change is set out in note 16.
Annual report and accounts 2013 www.acmshippinggroup.com
28 1. Accounting policies continued
(r) Critical accounting estimates and judgements
In preparing the Group’s financial statements management make certain estimates and judgements. In evaluating these estimates and 
judgements management uses historical knowledge and available current information. They assume a reasonable expectation of future 
events and are based on market and economic data, obtained both externally and within the Group. The main areas that could be affected 
by these judgements are:
(i) Impairment of intangible assets
Intangible assets are assessed for impairment at least annually. Management estimate future cash flows and use a suitable discount rate 
to assess the present value of those cash flows. Further details of the assumptions used are set out in note 11.
(ii) Trade receivables
The provision for impairment of trade receivables represents management’s estimate at each balance sheet date.
(iii) Share-based payments
The cost of share-based payments is calculated by reference to the fair value of the equity instrument at the date of grant. Estimating 
fair value requires determining the most appropriate valuation model which is dependent on the terms and conditions of the grant. 
Key variables include the life of the option, volatility, yield and interest rates. Further details of the assumptions used are set out in note 20.
(iv) Pensions
The net liability and cost of the defined benefit pension scheme is calculated by a qualified independent actuary. The valuation is based 
on making assumptions including those for discount rate, price inflation, expected return on assets and mortality rates. Further details 
of the assumptions used are set out in note 16.
(v) Deferred tax 
The deferred tax asset in respect of unrelieved tax losses relates to losses in ACM Shipping Dry Cargo Limited. Its recovery is on the basis 
that future profits will be generated to utilise those losses.
2. Segmental reporting
The Group operates in one business sector. Internally, revenue streams are reported by function along with profit analysis between tanker 
broking and dry cargo broking. Geographical information is not produced and is not readily available. In the view of management, the cost 
of developing this information would be excessive.
Analysis of Group revenue:
2013
£000
2012
£000
Tanker broking:
– spot brokerage 13,949 13,941
– time charter 4,230 5,060
– demurrage 1,502 1,781
– sale and purchase 737 2,173
20,418 22,955
Dry cargo broking 3,633 3,621
24,051 26,576
ACM Shipping Group plc Annual report and accounts 2013
29
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
2. Segmental reporting continued
Analysis of Group (loss)/profit before taxation and non-controlling interest:
2013
£000
2012
£000
Tanker broking 3,257 (3,146)
Dry cargo broking (4,435) (935)
(1,178) (4,081)
Interest 308 280
(870) (3,801)
Analysis of Group (loss)/profit before taxation adjusted for amortisation and impairment of intangible assets:
2013
£000
2012
£000
(Loss) before taxation (870) (3,801)
Add back: amortisation and impairment of intangible assets 3,977 8,119
3,107 4,318
2013
£000
2012
£000
Tanker broking 3,379 4,814
Dry cargo broking (580) (776)
2,799 4,038
Interest 308 280
3,107 4,318
3. Operating (loss)/profit
Operating (loss)/profit is stated after charging:
2013
£000
2012
£000
Depreciation of property, plant and equipment 387 363
Amortisation of intangible assets (see note 11) 280 347
Operating lease costs 749 687
Remuneration of the auditor:
– audit of the Company 11 11
– audit of subsidiaries 24 22
– audit of subsidiaries by the Group auditor’s affiliates 14 14
– audit of pension schemes 4 4
– other services 2 6
Operating (loss)/profit represents the results from operations before interest.
Annual report and accounts 2013 www.acmshippinggroup.com
30 4. Staff costs
The average number of persons employed by the Group during the year was as follows:
2013
Number
2012
Number
Office and administration 143 138
The aggregate payroll costs of the above were:
Note
2013
£000
2012
£000
Salaries 13,852 15,244
Social security costs 1,557 1,608
Pension costs 16 754 873
Share-based payments 20 537 417
16,700 18,142
The remuneration of the key management, which were the Directors, was as follows:
2013
£000
2012
£000
Salaries and short-term benefits 1,262 1,278
Share-based payments 185 53
1,447 1,331
Further analysis of Directors’ remuneration, pension contributions and share options is shown within the Directors’ remuneration report.
5. Joint ventures 
2013
£000
2012
£000
Share of operating profit of joint ventures 605 973
The Group has a 50% interest with GFI Brokers Limited in an unincorporated joint venture, which provides a market for derivative products 
within the oil freight business. The Group also has a 35% interest with GFI Brokers Limited in an unincorporated joint venture, which provides 
a market for derivative products within the container freight business. During the year the Group invested in a 50% interest in ACM Icon 
Shipping Limited, a company registered in the British Virgin Islands. ACM Icon Shipping Limited operates through a wholly owned 
subsidiary, ACM ICON Shipping DMCC, which is registered in Dubai, United Arab Emirates.
6. Net interest 
Note
2013
£000
2012
£000
Bank interest 32 44
Pension: expected return on plan assets less interest on obligation 16 276 236
308 280
ACM Shipping Group plc Annual report and accounts 2013
31
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
7. Taxation 
(a) Analysis of charge in the year
Note
2013
£000
2012
£000
UK corporation tax 769 1,392
Over provision for previous years (14) (105)
Current taxation 755 1,287
Deferred taxation 7(c) 14 (209)
7(b) 769 1,078
(b) Factors affecting tax charge
Note
2013
£000
2012
£000
(Loss) before taxation (870) (3,801)
(Loss) at current tax rate in UK of 24% (2012: 26%) (209) (988)
Effects of:
– impairment of intangible assets 887 1,922
– expenses not deductible for tax purposes 141 252
– different tax rates and utilisation of losses in overseas subsidiaries 7 (26)
– adjustment in respect of prior years (55) (50)
– other (2) (32)
7(a) 769 1,078
(c) Deferred taxation
Note
2013
£000
2012
£000
Depreciation in excess of capital allowances (29) (20)
Other timing differences (57) (39)
Timing differences in respect of share-based payments (99) 39
Timing difference in respect of amortisation of intangibles (36) (127)
Timing differences in respect of payments to pension scheme 139 162
Non-controlling interest 96 (224)
7(a)/13(c) 14 (209)
Annual report and accounts 2013 www.acmshippinggroup.com
32 8. Non-controlling interest
Analysis of non-controlling interest before and after taxation:
2013
£000
2012
£000
Before taxation 170 430
Taxation (24) (97)
After taxation 146 333
The Group has a 75% investment in ACM Shipping Dry Cargo Limited, a company set up to act as shipbrokers in the dry cargo market. 
The investment increased from 60% to 75% on 20 February 2012. The non-controlling interest represents the share of the income 
statement allocated to the non-controlling interest equity.
9. (Loss)/earnings per share 
EPS is calculated by dividing the profit or loss attributable to equity shareholders by the weighted average number of shares in issue in the year.
2013
£000
2012
£000
Earnings
(Loss) for the year (1,493) (4,546)
Adjustment for amortisation and impairment of intangibles 3,977 8,119
Adjustment for taxation impact of amortisation and impairment of intangibles (97) (203)
Earnings for adjusted EPS 2,387 3,370
2013
Number
2012
Number
Number of shares
Weighted average number of shares 19,120,644 19,061,341
Dilutive effect of share plans 174,217 37,525
Diluted weighted average number of shares 19,294,861 19,098,866
The weighted average number of shares excludes those held by the Employee Share Ownership Plan and those held in treasury. 
When calculating diluted EPS no adjustment was made to the average number of shares as the impact was not dilutive.
2013
Pence
2012
Pence
EPS
Basic (7.8) (23.8)
Diluted (7.8) (23.8)
Adjusted 12.5 17.7
Adjusted diluted 12.4 17.6
ACM Shipping Group plc Annual report and accounts 2013
33
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
10. Property, plant and equipment
(a) Group
Leasehold
improvements
£000 
Office and
computer
equipment
£000 
Total
£000 
Cost
At 1 April 2012 948 824 1,772
Additions 7 77 84
Disposals — (28) (28)
At 31 March 2013 955 873 1,828
Depreciation
At 1 April 2012 149 377 526
Charge for the year 215 172 387
At 31 March 2013 364 549 913
Net book value
At 31 March 2013 591 324 915
Leasehold
improvements
£000 
Office and
computer
equipment
£000 
Total
£000 
Cost
At 1 April 2011 558 999 1,557
Additions 901 296 1,197
Disposals (511) (471) (982)
At 31 March 2012 948 824 1,772
Depreciation
At 1 April 2011 483 624 1,107
Charge for the year 175 188 363
Disposals (509) (435) (944)
At 31 March 2012 149 377 526
Net book value
At 31 March 2012 799 447 1,246
(b) Company
The Company did not own any property and equipment at any time during the year.
Annual report and accounts 2013 www.acmshippinggroup.com
34 11. Intangible assets 
Other
£000
Goodwill
£000
Total
£000
Cost
At 1 April 2012 2,971 6,034 9,005
Exchange difference 117 267 384
At 31 March 2013 3,088 6,301 9,389
Amortisation
At 1 April 2012 1,288 — 1,288
Amortisation during the year 280 — 280
Impairment during the year — 3,697 3,697
Exchange difference 49 191 240
At 31 March 2013 1,617 3,888 5,505
Net book value
At 31 March 2013 1,471 2,413 3,884
Other
£000
Goodwill
£000
Total
£000
Cost
At 1 April 2011 4,919 13,419 18,338
Write off of fully amortised impaired amounts (1,958) (7,407) (9,365)
Exchange difference 10 22 32
At 31 March 2012 2,971 6,034 9,005
Amortisation
At 1 April 2011 2,533 — 2,533
Amortisation during the year 347 — 347
Impairment during the year 365 7,407 7,772
Write off of fully amortised impaired amounts (1,958) (7,407) (9,365)
Exchange difference 1 — 1
At 31 March 2012 1,288 — 1,288
Net book value
At 31 March 2012 1,683 6,034 7,717
Other intangible assets consist of forward order book and customer relationships.
All amortisation and impairment charges in the year have been charged through administrative expenses. 
ACM Shipping Group plc Annual report and accounts 2013
35
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
11. Intangible assets continued
Goodwill is allocated to cash-generating units which are tested for impairment at least annually. The recoverable amount has been determined 
based on a value in use calculation using risk-adjusted cash flow projections based on financial budgets prepared by the Group. The key 
assumptions used in the value in use calculation are:
 • the pre-tax discount rate applied to the cash flow projections is 16%. This is the Group’s weighted average cost of capital adjusted 
to reflect market assessment of specific risks associated with the segment cash flows;
 • the period over which cash flows are projected based on financial budgets approved by the Board is one year; and
 • the growth rate used to extrapolate cash flow projections beyond the budget period is between 0% and 5% for the first three years 
and between 0% and 3% thereafter. These growth rates are based on a modest recovery in shipping freight rates.
Management believes that it is unlikely that any reasonable possible change in the key assumptions would cause the carrying value of any 
of the cash-generating units to exceed its recoverable amount.
12. Investments
(a) Group
The Group’s investments were as follows:
2013
£000
2012
£000
At 1 April 1,050 1,050
Additions; investment in a joint venture (see note 5) 69 —
At 31 March 1,119 1,050
The Group has an investment of £1,006,000 as a member and owner of 16.7% of the ordinary shares of the London Tanker Brokers’ Panel Limited 
and is also a member guarantor of Worldscale Association (London) Limited, a company limited by guarantee. These two organisations, which 
are both incorporated in Great Britain, prepare and distribute data on freight rates to subscribers throughout the shipping industry globally.
(b) Company
The Company’s investments represent investments in subsidiaries as follows:
2013
£000
2012
£000
At 1 April 10,144 9,727
Additions 537 417
At 31 March 10,681 10,144
The addition during the year represents a capital contribution in respect of share-based payment charges for shares in the parent company 
with regards to employees of subsidiaries.
The Company has a wholly owned subsidiary, ACM Shipping Limited, a company incorporated in the UK. ACM Shipping Limited has four 
wholly owned subsidiaries: ACM Shipping Asia Pte Limited, ACM Shipping India Limited, ACM Shipping Endeavour Holdings Pty Limited 
and ACM Shipping Middle East JLT. These companies are incorporated in Singapore, India, Australia and United Arab Emirates respectively. 
It also owns 75% of ACM Shipping Dry Cargo Limited, a company incorporated in the UK. ACM Shipping Dry Cargo Limited has a wholly 
owned subsidiary, ACM Shipping Dry Cargo Asia Pte Limited, a company incorporated in Singapore.
In the case of each subsidiary company, the investment represents investment in ordinary shares of the Company.
Annual report and accounts 2013 www.acmshippinggroup.com
36 12. Investments continued
(b) Company continued
All subsidiary companies’ principal activity is shipbroking. Each has a year end of 31 March and the consolidated results include their results 
to 31 March 2013.
The Group also has investments in non-trading subsidiaries. In compliance with Section 410 of Companies Act a full list of subsidiaries will 
be appended to the next annual return.
13. Deferred tax 
The deferred tax asset consists of the tax effect of timing differences in respect of:
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Pension liability 345 434 — —
Unrelieved Group losses 367 463 — —
Other timing differences 207 104 — —
At 31 March 919 1,001 — —
The deferred tax asset in respect of unrelieved tax losses relates to losses in ACM Shipping Dry Cargo Limited. Its recovery is on the basis 
that future profits will be generated to utilise those losses even though this company has been loss making during its start up period.
The deferred tax liabilities consist of the tax effect of temporary differences in respect of:
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Excess of capital allowances over depreciation — (15) — —
Intangible assets 472 487 — —
Share-based payments — 102 — —
Currency reserve — 20 — —
Other timing differences 41 (24) — —
513 570 — —
(a) The movement in the deferred tax asset during the year was:
Note
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
At 1 April 1,001 373 — —
Transfer current tax (62) — — —
(Charge)/credit to income statement 13(c) (75) 114 — —
Credit to statement of comprehensive income 51 514 — —
Exchange difference 4 — — —
At 31 March 919 1,001 — —
ACM Shipping Group plc Annual report and accounts 2013
37
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
13. Deferred tax continued
(b) The movement in the deferred tax liabilities during the year was:
Note
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
At 1 April 570 649 — 63
(Credit) to income statement 13(c) (61) (95) — (63)
(Credit)/charge to statement of comprehensive income (20) 16 — —
Exchange difference 24 — — —
At 31 March 513 570 — —
(c) Total (charge)/credit to income statement:
Note
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Movement in deferred tax liability 13(b) 61 95 — 63
Movement in deferred tax asset 13(a) (75) 114 — —
(Charge)/credit to income statement 7(c) (14) 209 — 63
14. Trade and other receivables
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Trade receivables 4,758 5,004 — —
Other receivables 975 983 11 11
5,733 5,987 11 11
The ageing profile of Group trade receivables, net of impairment provision, was as follows: 
2013
£000
2012
£000
Up to three months 3,213 3,740
Three to six months 745 503
Six to twelve months 442 483
Over twelve months 358 278
4,758 5,004
Annual report and accounts 2013 www.acmshippinggroup.com
38 14. Trade and other receivables continued
The movements on provisions for impairment of Group trade receivables were as follows:
2013
£000
2012
£000
At 1 April 601 533
Charge for the year 182 68
At 31 March 783 601
15. Trade and other payables
Group Company
2013
£000
2012
£000
2013
£000
2012
£000
Trade payables 740 534 — —
Other taxation and social security 208 1,638 — —
Accruals and deferred income 5,126 2,848 25 38
Amounts owed to Group undertakings — — 744 482
6,074 5,020 769 520
The amounts included in trade and other payables are due to be paid within twelve months.
16. Pension commitments
The Group operates a defined benefit scheme in the UK which is closed to new members. The Group also operates defined contribution 
schemes and contributes to independent funds on behalf of certain of the Group’s employees.
The operating charge for pension costs in the year is:
2013
£000
2012
£000
UK defined benefit scheme 162 158
Defined contribution schemes 592 715
754 873
The last full funding valuation on the defined benefit scheme was carried out as at 31 March 201 1. A qualified independent actuary has carried 
out a valuation for IAS 19 purposes as at 31 March 2013 to obtain the figures in this disclosure note. The figures for the year ended 31 March 2012 
have also been included for comparison.
The projected unit valuation method has been used. 
ACM Shipping Group plc Annual report and accounts 2013
39
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
16. Pension commitments continued
The principal actuarial assumptions at the balance sheet date were:
2013 2012
Economic assumptions
Discount rate 4.5% pa 5.0% pa
Price inflation (RPI) 3.4% pa 3.4% pa
Price inflation (CPI) 2.4% pa 2.4% pa
Rate of salary growth 4.4% pa 5.4% pa
Pension increase:
– RPI increases subject to a maximum of 2.5% pa 1.8% pa 1.8% pa
– RPI increases subject to a maximum of 3.0% pa 2.1% pa 2.1% pa
– RPI increases subject to a maximum of 5.0% pa 2.4% pa 2.4% pa
Discretionary pension increases 0.0% pa 0.0% pa
Expected return on assets
Diversified Growth Fund (DGF) 7.9% pa 7.9% pa
Cash 2.8% pa 3.1% pa
Demographic assumptions
Average expected remaining life of:
– 60 year old non-retired male 28.6 yrs 28.2 yrs
– 60 year old retired male 27.4 yrs 27.2 yrs
– 60 year old non-retired female 31.2 yrs 30.5 yrs
– 60 year old retired female 29.9 yrs 29.6 yrs
Scheme assets are stated at their bid values at the respective balance sheet dates. The expected long-term rate of return on DGFs reflects 
historic returns on underlying assets and is within the range of assumptions typically used by other companies. The expected long-term 
rate of return on cash is based upon the gross redemption yield available on long-dated gilts.
Employee benefit obligations
The amounts recognised in the balance sheet are as follows:
2013
£000
2012
£000
Present value of funded obligations 15,572 14,004
Fair value of plan assets (13,927) (12,270)
Net liability 1,645 1,734
Note: the AVC investments are excluded from the assets and liabilities set out above. 
Annual report and accounts 2013 www.acmshippinggroup.com
40 16. Pension commitments continued
Employee benefit obligations continued
The amounts recognised in the income statement are as follows:
2013
£000
2012
£000
Current service cost (excluding employee contributions)* 162 158
Interest on obligation 702 694
Expected return on plan assets (978) (930)
Total recognised in income statement (114) (78)
* Excludes insurance premiums for Group life cover paid by the Group via the pension scheme.
The Group’s accounting policy is to recognise actuarial gains and losses via the statement of comprehensive income in the year in which 
they occur.
2013
£000
2012
£000
Actual return less expected return on plan assets 251 (1,135)
Experience gains/(losses) arising on plan liabilities 264 (189)
(Loss) arising from changes in assumptions underlying the present value of the plan liabilities (1,003) (652)
Net actuarial (loss) (488) (1,976)
Changes in the present value of the defined benefit obligation are as follows:
2013
£000
2012
£000
At 1 April 2012 14,004 12,322
Service cost 162 158
Member contributions 67 76
Interest cost 702 694
Actuarial losses 739 841
Benefits paid (102) (87)
At 31 March 2013 15,572 14,004
Changes in the fair value of plan assets are as follows:
2013
£000
2012
£000
At 1 April 2012 12,270 12,003
Expected return 978 930
Actuarial gains/(losses) 251 (1,135)
Contributions 530 559
Benefits paid (102) (87)
At 31 March 2013 13,927 12,270
The employer expects to contribute £463,000 to the scheme in the year ending 31 March 2014. 
ACM Shipping Group plc Annual report and accounts 2013
41
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
16. Pension commitments continued
Employee benefit obligations continued
The major categories of plan assets as a percentage of total plan assets are as follows:
2013 2012
UK equities 6% 4%
European excluding UK equities 0% 1%
Japanese equities 1% 0%
Pacific excluding Japanese equities 3% 3%
North American equities 16% 10%
Equity (other) 22% 26%
Property 0% 1%
Debt 25% 28%
Cash 8% 8%
Other 19% 19%
The fair value of the scheme assets, the present value of the scheme liabilities and the resulting net liabilities are:
2013
£000
2012
£000
2011
£000
2010
£000
2009
£000
Total market value of assets 13,927 12,270 12,003 10,623 7,329
Present value of scheme liabilities (15,572) (14,004) (12,322) (12,712) (8,535)
Deficit in the scheme (1,645) (1,734) (319) (2,089) (1,206)
Related deferred tax asset 345 434 83 586 338
Net pension liability (1,300) (1,300) (236) (1,503) (868)
Analysis of the amount recognised in the statement of comprehensive income:
2013
£000
2012
£000
2011
£000
2010
£000
2009
£000
Actual return less expected return on plan assets 251 (1,135) 96 2,251 (2,295)
Experience gains/(losses) arising on plan liabilities 264 (189) 42 305 (440)
(Loss)/gain arising from changes in assumptions underlying the present value 
of the plan liabilities (1,003) (652) 1,199 (3,820) 2,083
Net actuarial (loss)/gain (488) (1,976) 1,337 (1,264) (652)
As a result of changes to IAS 19, future pension costs will be calculated by applying the discount rate to the net liability in the defined benefit 
scheme. The change will be effective for the year ending 31 March 2014. Had the amendments been effective for the year to 31 March 2013, 
a charge of £247,000 would have resulted rather than a credit of £114,000 actually accounted for under the existing IAS. The current service 
cost would have been £179,000 rather than £162,000 whereas the net interest impact would have been a £68,000 charge as opposed to the 
£276,000 credit. As dictated by the revised IAS, the figures for year ended 31 March 2013 will be restated. 
Annual report and accounts 2013 www.acmshippinggroup.com
42 17. Share capital
Authorised share capital
2013
£000
2012
£000
30,000,000 ordinary shares of 1 penny each 300 300
Allotted, called up and fully paid
Number £000
Ordinary shares of 1 penny each 
Shares in issue at 31 March 2012 and 31 March 2013 19,550,639 196
The Company has no other form of share capital other than ordinary shares as shown in this note.
18. ESOP reserve 
The ESOP reserve in Group represents shares acquired by ACM Shipping Limited Employee Share Ownership Plan (ESOP) that are either still 
held by the ESOP or have been issued but have not yet fully vested. The shares are stated at cost to the ESOP . The number of shares held 
by the ESOP at 31 March 2013 was 305,791 (2012: 270,791). The market value of these shares at 31 March 2013 was £491,000 (2012: £341,000). 
At 31 March 2013 200,000 of these shares were held under option (2012: 230,000). 545,000 (2012: 335,000) shares have been issued from the 
ESOP but have not yet fully vested. 
19. Treasury reserve 
The treasury reserve in Group represents shares acquired by treasury. The shares are stated at cost to the treasury and the number of shares 
held at 31 March 2013 was 80,189 (2012: 80,189). 
20. Share-based payments
The Enterprise Management Incentive (EMI) scheme, Sharesave scheme and Long Term Incentive Plan (LTIP) have been set up to provide 
executives and employees with options to purchase ordinary shares in the Company. 
Under the LTIP , 135,000 shares were awarded to employees during the year. The employees paid 1 penny per share for the LTIPs which vest 
between three and five years subject only to the employee remaining with the Group. A further 35,000 shares, which vest in January 2014, 
were awarded to a Director subject to him remaining with the Group. All of these shares were issued from those held by the ESOP . In addition 
a further 15,000 LTIP options were granted and to be awarded in the future.
240,000 options under the EMI scheme were granted during the year; shares in the ESOP have been allocated against these options. 
Under the EMI scheme there are no performance conditions attaching to the grants which vest between three years and five years 
subject only to the employee remaining with the Group. 
ACM Shipping Group plc Annual report and accounts 2013
43
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
20. Share-based payments continued
The number of share options outstanding was:
Calendar year of grant Exercisable
Exercise
price
At
31 March
2012 Granted Exercised Lapsed
At
31 March
2013
Sharesave scheme
2008 2013 160.0p 136,500 — — (42,000) 94,500
2011 2014 177.0p 44,324 — — (8,131) 36,193
2011 2016 177.0p 39,906 — — (17,199) 22,707
220,730 — — (67,330) 153,400
EMI scheme
2007 2012–2017 205.5p 48,661 — — — 48,661
2008 2011–2018 233.5p 50,000 — — — 50,000
2008 2011–2018 150.0p 146,666 — — — 146,666
2010 2013–2020 188.0p 20,000 — — — 20,000
2010 2013–2020 183.0p 20,000 — — (10,000) 10,000
2011 2014–2021 212.5p 40,000 — — (10,000) 30,000
2011 2014–2021 1.0p 150,000 — — (10,000) 140,000
2012 2015–2022 131.5p — 30,000 — — 30,000
2012 2015–2022 1.0p — 210,000 — — 210,000
475,327 240,000 — (30,000) 685,327
LTIP
2011 2013–2014 1.0p 150,000 — (75,000) — 75,000
2012 2013–2014 1.0p — 15,000 — — 15,000
Total 846,057 255,000 (75,000) (97,330) 928,727
The share options outstanding may be satisfied by issues from the ESOP or granted as new shares. As at 31 March 2013 200,000 of the shares 
held in the ESOP had been allocated against options outstanding. 
Annual report and accounts 2013 www.acmshippinggroup.com
44 20. Share-based payments continued
The number of share options which had been granted and issued but not fully vested was:
Calendar year of issue Fully vested
Exercise
price
At
31 March
2012 Granted Fully vested Lapsed
At
31 March
2013
LTIP
2008 2011–2013 1.0p 180,000 — (90,000) — 90,000
2009 2012–2014 1.0p 50,000 — (25,000) — 25,000
2010 2013–2015 1.0p 130,000 — — (20,000) 110,000
2011 2013–2016 1.0p 205,000 — — (15,000) 190,000
2012 2014–2017 1.0p — 155,000 — — 155,000
2013 2014 1.0p — 90,000 — — 90,000
Total 565,000 245,000 (115,000) (35,000) 660,000
The share options issued have been satisfied by a mixture of issues from the ESOP and new shares.
Share-based payment expense
The total charge in the consolidated income statement for the year with regard to these awards is £537,000 (2012: £417,000).
The fair values of the LTIPs are inherently valued at the share price at the date of grant less 1 penny per share.
The fair values of the Sharesave scheme and EMI options granted were determined using the Binomial option pricing model and the 
Black Scholes model. Assumptions used in the application of the option pricing models were: 
 • Risk-free interest rate – in the range 2.93% to 5.11% for the different grants 
 • Dividend yield  – 3%
 • Volatility – 30%
 • Life of options – three to five and a half years
 • Fair values range – from 36.6 pence to 64.5 pence for those issued at market value and 151 pence for those issued at nominal value
Expected volatility was estimated by reference to historical share price movements in both the Group and comparable quoted companies.
ACM Shipping Group plc Annual report and accounts 2013
45
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notes to the financial statements continued
year ended 31 March 2013
21. Dividends
2013
£000
2012
£000
Declared and paid during the year
Final dividend for 2012: 7 pence per share (2011: 7 pence per share) 1,341 1,331
Interim dividend for 2013: 3.15 pence per share (2012: 3.15 pence per share) 604 605
1,945 1,936
Proposed for approval at AGM (not recognised as a liability at 31 March)  
Final dividend for 2013: 7 pence per share (2012: 7 pence per share) 1,342 1,344
22. Commitments under operating leases
At 31 March 2013 the Group had commitments for leasehold land and buildings under non-cancellable operating leases as follows:
2013
£000
2012
£000
Operating leases which expire
Less than one year 111 —
Between one and five years 1,652 2,181
23. Contingencies
There is a cross guarantee to bankers for an unlimited amount between the Company and its subsidiary company ACM Shipping Limited.
24. Notes to the cash flow statements 
Analysis of changes in cash balances
At
1 April
2012
£000
Cash flows
£000
At
31 March
2013
£000
Cash and cash equivalents 3,092 1,233 4,325
25. Financial instruments and risks
The Group’s financial risk management policies are designed to reduce the risk of currency, liquidity and credit risk exposure.
The Group’s financial instruments comprise cash at bank and other items including trade receivables and trade payables that arise directly 
from its operations. 
The Group has no assets or liabilities other than forward foreign exchange contracts that fall to be classed as derivatives. The Group does 
not engage in instruments of a speculative nature.
Annual report and accounts 2013 www.acmshippinggroup.com
46 25. Financial instruments and risks continued
(a) Currency risk
The Group derives most of its revenue in US dollars and hence it is exposed to currency risk arising from fluctuations in exchange rates. 
So as to mitigate this risk the Group places forward contracts for the sale of US dollars at fixed rates. The purpose of such transactions is 
to manage the currency risk arising from the Group’s operations. At year end the Group had contracts outstanding to sell US$8.0 million 
(2012: US$7.5 million) and to receive sterling. These contracts all had a maturity date of less than one year and were contracted at rates 
ranging from $1.49 to $1.61 to £1. The average rate of the forward contracts was $1.58 to £1. 
At each balance sheet date, the contracts are restated to their fair value, based on currency contracts with similar maturity profiles. 
At 31 March 2013 the fair value of these contracts was a liability of £201,000 (2012: an asset of £96,000). All other financial assets are 
classified as loans and receivables. All financial liabilities are held at amortised cost.
The rate on the balance sheet date was $1.51 to £1 (2012: $1.60). The average rate for the year was $1.58 to £1 (2012: $1.60).
As at 31 March 2013 all cash and cash equivalents were held in sterling except for bank accounts totalling US$3.2 million (2012: US$2.7 million). 
There is no difference between the book values and fair values of financial assets and liabilities.
The effect on profit before taxation of a 10% weakening in the average US dollar exchange rate in the year compared to the effective rates 
for the year is approximately £0.9 million adverse (2012: £1.1 million). This effect is before hedging and with all other variables being equal. 
A 10% strengthening in the average US dollar is approximately £0.9 million favourable (2012: £1.1 million). The effect on equity is similar to 
that on profit before taxation.
(b) Liquidity risk
The Group finances itself through retained earnings. The Group is fundamentally cash generative and manages its liquid resources 
so as to obtain the best available rates of return on cash investments, whilst retaining access to those resources. 
An analysis of cash and cash equivalents is given in note 24. The Group does not currently have any borrowings.
(c) Credit risk
There are no significant concentrations of credit risk within the Group. The maximum credit risk exposure relating to financial assets 
is represented by the carrying value of receivables as at the balance sheet date. Receivable balances are monitored on an ongoing 
basis and a bad debt provision is held to cover doubtful debts. The Group has not historically suffered from significant bad debts.
(d) Interest rate risk
The Group has exposure to interest rates on its cash and short-term deposits. 
26. Ultimate controlling party
No individual shareholder has ultimate control of the Company. 
27. Related party transactions
The Group did not enter into any related party transactions. 
The Company entered into transactions, in the ordinary course of business, with related parties. Dividends were received from a 
subsidiary of £1,943,000 (2012: £2,180,000). At 31 March 2013 the Company owed £744,000 (2012: £482,000) to subsidiary companies. 
ACM Shipping Group plc Annual report and accounts 2013
47
notiCe oF AGM YeAr in review Corpor Ate GovernAnCe FinAnCiAl St AteMent S Notice of Annual General Meeting
ACM Shipping Group plc (the “Company”)
NOTICE IS HEREBY GIVEN that the Annual General Meeting (AGM) of the Company will be held at the offices of Abchurch Communications, 
125 Old Broad Street, London EC2N 1AR on Thursday 5 September 2013 at 11:30am for the following purposes:
Ordinary business
1.  To receive and adopt the Company’s annual accounts for the financial year ended 31 March 2013 together with the Directors’ report 
and the Directors’ remuneration report and the auditor’s report on those accounts and the auditable part of the remuneration report.
2. To approve the Directors’ remuneration report for the financial year ended 31 March 2013.
3. To declare a final dividend for the financial year ended 31 March 2013 of 7 pence per share.
4. To re-elect Mark Tracey as a Director of the Company.
5. To re-elect Michael Rudd as a Director of the Company.
6. To re-elect James Gundy as a Director of the Company.
7 .  To re-appoint RSM Tenon Audit Limited as auditor to hold office from the conclusion of the meeting to the conclusion of the next meeting 
at which the accounts are laid before the Company and to authorise the Directors to fix its remuneration.
Special business
As special business to consider and, if thought fit, to pass the following resolutions of which resolution 8 will be proposed as an ordinary 
resolution and resolutions 9 and 10 will be proposed as special resolutions:
8. THAT:
 8.1  the Directors be generally and unconditionally authorised pursuant to Section 551 of the Companies Act 2006 (the “Act”) to allot 
any relevant securities of the Company up to a maximum aggregate nominal amount of £65,168 provided that:
  8.1.1  this authority shall expire at the conclusion of the next AGM of the Company after the passing of this resolution or 
15 months after the date of this resolution (if earlier) unless previously varied, revoked or renewed by the Company 
in general meeting; 
  8.1.2  the Company shall be entitled to make, prior to the expiry of such authority, any offer or agreement which would or might 
require relevant securities to be allotted after the expiry of such authority and the Directors may allot any relevant securities 
pursuant to such offer or agreement as if such authority had not expired; 
  8.1.3  all prior authorities to allot relevant securities be revoked but without prejudice to the allotment of any relevant securities 
already made or to be made pursuant to such authorities; and
  8.1.4  “relevant securities” means (a) shares in the Company other than shares allotted pursuant to an employee share scheme 
or  pursuant to a right to subscribe for, or to convert any security into, shares in the Company; or (b) rights to subscribe 
for, or to convert any security into, shares if so allotted. 
9. THAT, subject to the passing of resolution 8 above:
 9.1  in substitution for any existing power under Section 570 of the Act or any unexercised powers previously granted to the Directors 
but without prejudice to the exercise of any such power prior to the date hereof, the Directors be and are hereby granted power 
pursuant to Section 570 of the Act to allot equity securities (as defined in Section 560 of the Act) for cash either pursuant to the 
authority conferred on them by resolution 8 above or by way of a sale of treasury shares as if Section 561 of the Act did not apply 
to any such allotment provided that this power shall be limited to:
Annual report and accounts 2013 www.acmshippinggroup.com
48 Special business continued
  9.1.1  the allotment of equity securities, in connection with a rights issue, subject to such exclusions or other arrangements as 
the Directors may deem necessary or expedient to deal with fractional entitlements or legal or practical problems under 
the laws of, or the requirements of, any regulatory body or any stock exchange or otherwise in any territory; and for the 
purposes of this resolution “rights issue” means an offer of equity securities to holders of ordinary shares in proportion 
to their respective holdings (as nearly as may be) and holders of other securities to the extent expressly required or 
(if considered appropriate by the Directors) permitted by the rights attached thereto;
  9.1.2  the allotment of equity securities pursuant to the terms of the Company’s existing employees’ share or share option 
schemes or any other employees’ share scheme approved by the members of the Company in general meeting; 
  9.1.3  the allotment (otherwise than pursuant to paragraphs 9.1.1 or 9.1.2 above) of equity securities up to an aggregate 
nominal value of £19,550,
   and shall expire at the conclusion of the next AGM of the Company after the passing of this resolution or 15 months after the 
date of this resolution (if earlier) unless previously varied, revoked or renewed by the Company in general meeting provided 
that the Company may, before such expiry, make any offer or agreement which would or might require equity securities to be 
allotted after such expiry and the Directors may allot equity securities pursuant to any such offer or agreement as if the power 
hereby conferred had not expired. 
10. THAT:
 10.1  the Company be and is generally and unconditionally authorised, pursuant to Section 701 of the Act, to make market purchases 
(within the meaning of Section 693 of the Act) of any of its ordinary shares of 1 penny each (ordinary shares) in such manner and 
on such terms as the Directors may from time to time determine provided that:
  10.1.1 the maximum aggregate number of ordinary shares that may be purchased is 1,955,000; 
  10.1.2 the minimum price (excluding expenses) which may be paid for each ordinary share is 1 penny;
  10.1.3  the maximum price (excluding expenses) which may be paid for any ordinary share is an amount equal to 105% of the 
average of the middle market quotations for an ordinary share taken from the London Stock Exchange Daily Official List for 
the five business days immediately preceding the date on which such share is contracted to be purchased; and
  10.1.4  the authority conferred by this resolution shall expire on the earlier of 18 months from the date of this AGM and the 
conclusion of the Company’s next AGM save that the Company may, before the expiry of the authority granted by this 
resolution, enter into a contract to purchase ordinary shares which will or may be executed wholly or partly after the 
expiry of such authority.
By order of the Board
Ian Hartley Registered office
Company secretary Grand Buildings
  1–3 Strand
  London WC2N 5HR
  9 July 2013
ACM Shipping Group plc Annual report and accounts 2013
49
YeAr in review FinAnCiAl St AteMent S Corpor Ate GovernAnCe notiCe oF AGM Notes
1.  If you have sold or transferred all your ordinary shares in the Company, please send this document and the enclosed form of proxy (“Proxy Form”) to the stockbroker, 
or other agent through whom the sale or transfer was effected, for transmission to the purchaser or transferee.
2.  Holders of ordinary shares, or their duly appointed representatives, are entitled to attend and vote at the AGM. Shareholders are entitled to appoint a proxy to exercise all 
or any of their rights to attend and speak and vote on their behalf at the meeting. A shareholder can appoint the Chairman of the meeting or anyone else to be his/her proxy 
at the meeting. A proxy need not be a shareholder. More than one proxy can be appointed in relation to the AGM provided that each proxy is appointed to exercise the 
rights attached to a different ordinary share or shares held by that shareholder. To appoint more than one proxy, the Proxy Form should be photocopied and completed 
for each proxy holder. The proxy holder’s name should be written on the Proxy Form together with the number of shares in relation to which the proxy is authorised to act. 
The box on the Proxy Form must also be ticked to indicate that the proxy instruction is one of multiple instructions being given. All Proxy Forms must be signed and, to be 
effective, must be lodged with the Company’s registrar so as to arrive not later than 48 hours before the time of the meeting or, in the case of an adjournment, 48 hours 
before the adjourned time. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most 
senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company’s register of members in respect of the 
joint holding (the first-named being the most senior).
3. The return of a completed Proxy Form will not prevent a shareholder attending the AGM and voting in person if he/she wishes to do so.
4.  Only shareholders whose names appear on the register of members of the Company as at 48 hours before the time of the meeting shall be entitled to attend the AGM 
either in person or by proxy and the number of ordinary shares then registered in their respective names shall determine the number of votes such persons are entitled 
to cast on a poll at the AGM.
5.  The statement of the rights of shareholders in relation to the appointment of proxies in note 2 does not apply to Nominated Persons. The rights described in that note can 
only be exercised by shareholders of the Company.
6.  In order to facilitate voting by corporate representatives at the AGM, arrangements will be put in place at the AGM so that: (i) if a corporate shareholder has appointed the 
Chairman of the meeting as its corporate representative to vote on a poll in accordance with the directions of all of the other corporate representatives for that shareholder at 
the meeting, then on a poll those corporate representatives will give voting directions to the Chairman and the Chairman will vote (or withhold a vote) as corporate representative 
in accordance with those directions; and (ii) if more than one corporate representative for the same corporate shareholder attends the meeting but the corporate shareholder 
has not appointed the Chairman of the meeting as its corporate representative, a designated corporate representative will be nominated, from those corporate representatives 
who attend, who will vote on a poll and the other corporate representatives will give voting directions to that designated corporate representative. Corporate shareholders 
are referred to the guidance issued by the Institute of Chartered Secretaries and Administrators on proxies and corporate representatives (www.icsa.org.uk) for further details 
of this procedure. The guidance includes a sample form of appointment letter if the Chairman is being appointed as described in (i) above. 
7.  In accordance with regulation 41 of the Uncertificated Securities Regulations 2001 (as amended), to be entitled to attend and vote at the meeting (and for the purposes of the 
determination by the Company of the number of votes they may cast), members must be entered on the Company’s register of members by 11:30am on 3 September 2013 or, 
if the meeting is adjourned, by not later than 48 hours before the time and date fixed for the adjourned meeting.
8. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution.
9.  Copies of all service agreements under which Directors of the Company are employed by the Company or any subsidiaries will be available for inspection at the Company’s 
registered office, during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) from the date of this notice until the conclusion of the 
AGM and at the venue of the AGM for 15 minutes prior to and during the meeting.
10.  Except as provided above, shareholders who have general queries about the meeting should write to the company secretary at the address of our registered office. You may not 
use any electronic address provided either in this notice of AGM or any related documents (including the Proxy Form) to communicate with the Company for any purposes 
other than those expressly stated.
Notice of Annual General Meeting continued
ACM Shipping Group plc (the “Company”)
Annual report and accounts 2013 www.acmshippinggroup.com
50 AGM – Business at the AGM
Shareholders will see from the notice of AGM that they are asked to consider and, if thought fit, pass a number of resolutions as ordinary 
and special business which are summarised below.
As ordinary business
Resolution 1 – to receive the financial statements of the Company for the year ended 31 March 2013.
Resolution 2 – to approve the Directors’ remuneration report for the financial year ended 31 March 2013.
Resolution 3 – to declare a final dividend for the financial year ended 31 March 2013 of 7 pence per share. Subject to approval, the final 
dividend will be payable on 4 October 2013 to shareholders on the register as at close of business on 6 September 2013.
Resolutions 4, 5 and 6 – under the Company’s Articles of Association, and in accordance with Group policy, one third of the Company’s 
Directors retire by rotation and, being eligible, Mark Tracey, Michael Rudd and James Gundy offer themselves for re-election.
Resolution 7 – auditor – this resolution, if passed, will re-appoint RSM Tenon Audit Limited as auditor of the Company and authorise the 
Directors to fix its remuneration.
As special business
The following item will be proposed as an ordinary resolution:
Resolution 8 – Authority to allot shares
This resolution, if passed, will authorise the Directors of the Company generally and unconditionally to allot ordinary shares of the Company up 
to a maximum nominal value of £65,168 representing approximately one third of the current issued share capital of the Company. This authority 
will expire at the conclusion of the next AGM of the Company unless previously varied, revoked or renewed by the Company in general meeting.
The following items will be proposed as special resolutions:
Resolution 9 – Disapplication of pre-emption rights
This resolution, if passed, will grant the Directors of the Company power to allot shares wholly for cash pursuant to the authority conferred 
on them by resolution 8 otherwise than to the existing shareholders of the Company in proportion to their existing holdings of ordinary shares. 
The first part of the disapplication is limited to rights issues, open offers and similar pro-rata issues. In relation to a rights issue, open offer 
or other pro-rata issues the disapplication authority is unlimited and allows the Directors to offer shares to existing shareholders other than 
strictly in proportion to their holdings, where for example, overseas regulations make it difficult to offer shares pro-rata to existing overseas 
shareholders or when dealing with fractions of shares. The second part of the disapplication is limited to issues of shares pursuant to the 
terms of the Company’s current share scheme and any other share schemes approved by the Company in general meeting. The final part 
of the resolution also enables your Board to allot shares for any purpose up to an aggregate nominal value of £19,550 representing 
approximately 10% of the current issued share capital of the Company.
ACM Shipping Group plc Annual report and accounts 2013
51
YeAr in review FinAnCiAl St AteMent S Corpor Ate GovernAnCe notiCe oF AGM As special business continued
Resolution 10 – Share buy-back 
This resolution seeks authority for the Company to make market purchases of its own shares and is proposed as a special resolution. 
If passed, the resolution gives authority for the Company to purchase up to 1,955,000 of its shares, representing just under 10% of the 
Company’s issued share capital (excluding treasury shares) as at the date of this notice of AGM.
The resolution specifies the minimum and maximum prices which may be paid for any shares purchased under this authority. The authority 
will expire at the conclusion of the Company’s next AGM. 
Whilst the Directors do not currently have any intention of exercising the authority granted by this resolution, the Directors would require 
the authority granted by this resolution to make market purchases of the Company’s ordinary shares as a method of returning surplus cash 
to shareholders. The Directors will only exercise the authority to purchase shares where they consider that such purchases will be in the best 
interests of shareholders generally and will result in an increase in earnings per share.
The Company may either cancel any shares it purchases under this authority or transfer them into treasury (and subsequently sell or transfer 
them out of treasury or cancel them). The Directors currently intend to transfer sufficient shares purchased under this authority into treasury 
in order to satisfy the Company’s share incentive schemes and to cancel any excess shares purchased.
Notice of Annual General Meeting continued
ACM Shipping Group plc (the “Company”)
2013 Financial calendar
Annual General Meeting
5 September 2013
Ex-dividend date
6 September 2013
Record date
6 September 2013
Dividend payment date
October 2013
Interim results
December 2013*
* Provisional.
Annual report and accounts 2013 www.acmshippinggroup.com
52 Group head office
www.acmshipping.com
Group trading offices
www.acmshipping.co.uk
london
Grand Buildings 
1–3 Strand 
London WC2N 5HR 
United Kingdom 
Telephone: +44 (0)20 7484 6311 
Fax: +44 (0)20 7930 0115 
Email: brokers@acmshipping.co.uk
Singapore
16 Collyer Quay 
30–02 Hitachi Tower 
Singapore 049318 
Telephone: +65 6236 0822 
Fax: +65 6535 2145 
Email: brokers@acmshipping.com.sg
india
1118, 11th Floor 
Maker Chamber V 
Nariman Point 
Mumbai 400 021 
India 
Telephone: +91 22 6112 1212 
Fax: +91 22 6112 1213 
Email: sjuneja@acmshipping.co.uk
Australia
Melbourne
Level 1 
56 Claremont Street 
South Yarra VIC 3141 
Australia 
Telephone: +61 398 242 600 
Fax: +61 398 242 633
Sydney
904, 6A Glen Street 
Milson’s Point  
NSW 2061 
Australia 
Telephone: +61 299 215 567 
Fax: +61 289 041 311
Email: chartering@acmendeavour.com.au
China
Shanghai
Room 3003–4 
Bank of China Tower 
200 Middle Yincheng Road 
Pudong New District 
Shanghai 200120 
People’s Republic of China 
Telephone: +86 21 6075 3166 
Fax: +86 2160 753 170
Beijing
9th Floor, Marco Polo Parkside 
80 An Li Road 
Chao Yong District 
Beijing 100101 
People’s Republic of China 
Telephone: +86 10 5963 6777 
Fax: +86 10 5963 6757
Dubai
33rd Floor, JBC 5, W1, Jumeirah Lakes Towers 
PO Box 37944 
Dubai 
United Arab Emirates 
Telephone:  +971 (0)4453 9679 
Fax:  +971 (0)4453 9675 
Email: bulk@acmicon.com
gFi Joint Venture
Telephone
London:  +44 (0)20 7422 1180 
Singapore: +65 6820 2980 
New York: +1 212 968 2050 
Fax:  +44 (0)20 7930 0115 
Email: futures@acmshipping.co.uk
london
ACM Shipping g roup plc
Grand Buildings 
1–3 Strand 
London WC2N 5HR 
United Kingdom 
Telephone: +44 (0)20 7484 6311 
Fax: +44(0)20 7930 8243 
Email: investors@acmshipping.co.uk 
Web: www.acmshipping.com ACM Shipping Group plc
Grand Buildings
1–3 Strand 
London WC2N 5HR 
United Kingdom
www.acmshippinggroup.com