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PEEL PORTS SHAREHOLDER
FINANCECO LIMITED
Report and Financtal Statements
For the year ended 31 March 2010
Company Registration No. 5965116
A15 1511212010 234
COMPANIES HOUSE

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
REPORT AND FINANCIAL STATEMENTS FOR 2010
CONTENTS
Officers and professiOnal adv1sers
Directors' report
Duectors' responsibllahes statement
Independent aud1tors' report to the members
Consolidated profit and loss account
Consolidated statement of total recogmsed gams and losses
Reconc1hatJOn of movements m Group shareholders' deficit
Balance sheets
Consolidated cash flow statement
Reconcahahon of Group cash flows to movement m net debt
Notes to the financial statements
Page
I
2
6
7
8
9
9
10
11
11
12
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
OFFICERS AND PROFESSIONAL ADVISERS
DIRECTORS
T E Alhson
AA Barr
P J Hosker
J Whtttaker (Chamnan)
SECRETARY
W J Bowley
C R Marrison Gill
(resigned 31 July 2009)
(appomted 31 July 2009)
REGISTERED OFFICE
Mant1me Centre
Port of Liverpool
Liverpool
L21 !LA
BANKERS
Royal Bank of Scotland PLC
National Westmmster Bank PLC
22 Castle Street
Liverpool
L20UP
AUDITORS
Del01tte LLP
Chartered Accountants and Statutory Auditors
Liverpool
Umted Kmgdom
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
DIRECTORS' REPORT
The directors present thetr repon and the audited financial statements of the Company and the Group for the year
ended 31 March 20 I 0
PRINCIPAL ACTIVITIES
The Company acts as an mtermedtate holdmg company wtthm the Peel Pons Holdmgs (Cl) Limited group of
companies
The pnnctpal actlVlttes of the Group are the provtston of pon facthlles and cargo handlmg and marme related
servtces together wtth the operatiOn of shtppmg and fretght forwardmg busmesses The substdtanes and JOmt
ventures pnnctpally affectmg the profits or net assets of the Group m the year are hsted m note 34 to the fmancml
statements
RESULTS AND DIVIDENDS
The tradmg results for the year and the Group's financial posttton at the end of the year are shown m the attached
financial statements, and are discussed further m the busmess review below
The dtrectors proposed and patd mtenm dtvtdends of 24,000,000 (2009 30,000,000) No final dtvtdend IS
proposed (2009 ml)
REVIEW OF BUSINESS, DEVELOPMENTS AND PROSPECTS
Summary of results
The results for the year and the prevtous year, all of whtch are from contmumg operatiOns, are summarised m the
table below
2010 2009 Change
'000 '000 '000 %
Turnover 362,469 399,084 (36,615) (9 2)
Gross profit 114,066 115,932 (1,866) (I 6)
EBITDA 121,141 122,485 (I ,344) (I I)
Group operatmg profit 65,129 68,424
8l
The Group's results and financtal posttton are set out m the consolidated profit and loss account and balance sheet
on pages 8 and I 0
Net habthttes were 434,838,000 at 31 March 2010 (2009 402,434,000) In addttiOn to the profit for the financial
year of 2,055,000 (2009 5,685,000), the net deficit posmon has changed pnmartly because of
an actuanalloss net of tax relatmg to the Group's pensiOn schemes of 9,663,000 (2009 15,834,000), and
the payment ofmtenm dtvtdends to the tmmedtate parent undenakmg of 24,000,000 (2009 30,000,000)
1
EBITDA IS total operatmg profit before depreciatiOn, amontsatton, grant mcome and exceptional Items, and after
finance mcome ansmg from the penston asset and mmonty mterests
2
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
Summary of key performance md1cators
The drrectors use dtvtswnal annual budgets aggregated mto a Group budget as the basts for measunng Group
performance In addmon the Group prepares three year rollmg htgh level forecasts and each dtvtston prepares a three
year strategtc plan from a parttctpattve process
The drrectors have monttored the progress of the overall Group strategy and the mdtvtdual strategtc elements by
reference to certam financtal and non-financtal key performance mdtcators for the contmumg busmess
Turnover ('000)
Gross profit margm
Investment m trade
debtors as a percentage
of turnover from
contmumg operations
Turnover per employee
('000)
Tonnage throughput-
UK Ports- (SHA)
lrtsh Termmals
Shtppmg
2010
362,469
31 5%
14 7%
279 0
50 9 mtlhon
2 7 mtllton
2 4 mtlhon
2009
Absolute %
Change Change
399,084 (36,615)
290% 25%
134% 13%
238 4 40 6
56 0 mtlhon (5 I) mtlhon
3 5 mtlhon (0 8) mtlhon
2 9 mtlhon (0 5) mtlhon
(9 2)
86
97
17 0
(9 I)
(22 9)
(17 2)
Method of calculatton
Year on year growth m
turnover
The ratto of gross profit to
turnover expressed as a
percentage
Contmumg operations
Trade debtors net of proviSions
as a percentage of turnover
Contmumg operations
Turnover dtvtded by average
number of employees
Year on year growth m
tonnage usmg standard
tonnage measures for the Ports
mdustry
Tonnage throughput has decreased year on year whtch was fully expected as result of the dechne m the wtder global
economic climate Mtmmum guarantees agreed with s1gntficant customers help to mitigate the Impact on turnover In
addttJOn, due to the dtverse nature of the port commodtty base the decrease m volumes ts not as adverse as that
expenenced at some European ports Contmumg focus on efficiency durmg the year has mcreased operatmg margms
m our mam port operatiOns
Port operations
The level of busmess acttvtty for the port operattons has been sattsfactory m the current economtc chmate It ts
anttctpated that the present level of acttvtty wtthm the busmess wtll be mamtamed for the next 12 months, wtth
growth thereafter
PRINCIPAL RISKS AND UNCERTAINTIES
It ts now wtdely understood that the pnnctpal challenges facmg UK busmesses relate to those generated by the
global economtc downturn The resultmg lack of hqutdtty m the financtal markets has reduced the abthty of
mdtvtduals and busmesses to borrow money and thts has ulttmately led to a lack of demand m the global
marketplace
Peel Ports Shareholder FmanceCo Ltmtted and tts substdtanes operate as the Statutory Harbour Authortty for the
Port of Ltverpool, the Manchester Shtp Canal, the Rtver Medway, the Clydeport area, Ardrossan Harbour, Twelve
Quays at Btrkenhead Docks and Heysham Port They also provtde port facthttes, fretght forwardmg and cargo
handhng servtces m Glasgow, Greenock, Hunterston, Dubhn and Belfast Shtppmg and transport servtces to the UK,
the Repubhc of Ireland and Europe are provtded by the shtppmg and fretght forwardmg substdtartes
Desptte the contmued downturn m the global economtc envtronment, the results for the year have remamed strong,
whtch ts largely attnbuted to the benefit of a strong and dtverse portfoho of customers and servtce provtsJOn
Although several European ports have been htt by the global dechne m contamer volumes, Peel Ports Group tS not as
rehant on contamer handhng as many other port busmesses Wtth tts strong and dtverse servtce offenng, the Group
1s showmg greater rest hence m the current envtronment
3
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
The regwnal pons with m the Group each form pan of a wtder transport mfrastructure The key operattonal nsk and
uncenamty relates to the dependency upon the economtc actiVIty of the busmesses and consumers wtthm an
economtc geographtc proxtmtty of the ports These consumers and bus messes generate the trade whtch flows through
the ports and when they are subject to economtc cycles or, at the extreme, to fatlure there ts an unavmdable tmpact
on the pon
The mt!tgatwn of thts nsk comes from the wtde and diVerse nature of customers, markets and products served by the
pons Thts has the effect of mtmmtsmg the tmpact of a pa.tlcular cycle or bus mess fatlure and mdeed one trade can
hedge agamst another
Fmancwl r1sks
The key financtal nsk anses from the level of long term debt held by the Group and the m teres! artsmg !hereon Peel
Pons Group long tenn debt amountmg to 1,183,572,000 falls due for repayment between 31 December 2013 and
30 September 2046 as dtsclosed m note 19 In addttton the cash flow nsk ansmg m connection with mterest charges
ts mtttgated through the use of mterest swaps Further detatls on thts can be found m note 19
The dtrectors constder that the combmatwn of the swap mstruments, stable tradmg of the pons bus mess, effective
workmg capttal management and the development of the asset base asststs m managmg the nsks artsmg from the
level of debt and vartabthty m mterest rates
The Group's bank loans and swap mstruments are spread over a large number of banks and wtthm the current facthty
agreement there are undrawn funds avatlable
The Group ts exposed to translation and transactiOn foretgn exchange nsk TransactiOn exposures, mcludmg those
assoctated wtth forecast transacttons, are hedged when known The Group manages tts foretgn exchange exposure on
a net basts, and, tf reqwred, uses forward foretgn exchange contracts and financtal mstruments to reduce the
exposure If the hedgmg acttvtty does not mt!tgate the exposure, then the results and the financtal condttton of the
Group may be adversely tmpacted by foretgn currency fluctuatiOns Whtlst the atm ts to achteve an economtc hedge,
the Group does not adopt an accountmg pohcy of hedge accountmg for these financtal statements The Group
revtews Its exposure to translation nsk ansmg from tts overseas mvestments on a contmual basts and wtll enter mto
hedges tf constdered necessary
In addttton, financtal nsk anses from credtt extended to customers Thts nsk ts mtttgated by usmg strtct credtt
control procedures, the tmpost!ton of appropnate credtt hmtts and obtammg thtrd party credtt references
After makmg enqutnes and as dtsclosed m note I to the financtal statements, on page 12, the dtrectors have a
reasonable expectatwn that the Company has adequate resources to contmue m operational existence for the
foreseeable future and for thts reason they contmue to adopt the gomg concern basts m preparmg the financtal
statements
DIRECTORS
The dtrectors who held office dunng the financtal year and thereafter, except as noted, were as follows
J Whmaker (Chatrman)
A C Stmpson (restgned 9 October 2009)
P A Scott (restgned I Apnl 2009)
P J Hosker
T E Alhson
S R Baxter
AABarr
(restgned 24 June 20 I 0)
PAYMENT POLICY
In the absence of dtspute, amounts due to trade and other supphers were settled as expedtttously as posstble wtthm
the terms of payment
CHARITABLE AND POLITICAL CONTRIBUTIONS
Durmg the year, contrtbutwns by the Group for chantable purposes totalled 80,000 (2009 182,000) The Group
made no pohttcal contnbutwns durmg the financtal year (2009 ml)
4
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
EMPLOYEES
The Group considers that employee mvolvement IS essential to the contmumg development and success of Its
busmess and uses a vanety of methods to mform, consult and mvolve Its employees The pnmary commumcatmn
channels for employees are Withm the Group's operatmg umts
ApplicatiOns for employment by disabled persons are given full considerauon, havmg regard to the capabilities of
the applicant In the event of employees becommg disabled, e\Cl) effort "made 10 provide them With employment
m the Group and to arrange any necessary re-trammg It IS the policy of the Group that the trammg, career
development and promotiOn of disabled persons should, as far as possible, be Identical to that of a person who does
not suffer from any disability Appropnate access and facilities are also provided for any disabled employees as
requrred Trammg programmes are m place to ensure that the Group has smtably qualified mdlVlduals to undertake
the vanous operatiOnal tasks w1thm the Group
ENVIRONMENT
The Group IS conscious of the rrnpact of Its operatiOns on the environment Necessary attentiOn IS given to
environmental Issues particularly when developmg new proJects, refurb1shmg ex1stmg properties and on possible
acqmsmons Design consultants are encouraged to promote good envrronmental performance With consideratiOn
given to envrronmental nsk, energy consmnpt10n, the use of envrronmentally friendly matenals and the avmdance of
matenals hazardous to health
AUDITORS AND THE DISCLOSURE OF INFORMATION TO THE AUDITORS
In the case of each person who IS a director of the Company at the date when the report IS approved
so far as each ts aware, there ts no relevant audtt mformatton of whtch the Company's auditors are unaware,
and
each of the drrectors has taken all the steps that he/she ought to have taken as a director to make hrrnsel'herself
aware of any relevant audit mformat10n and to establish that the Company's auditors are aware of that
m formation
This confirmatiOn IS given and should be mterpreted m accordance with the provisions of s4 I 8 of the Companies Act
2006
Delmtte LLP have expressed their wdlmgness to contmue m office as auditors, and a resolutiOn to reappomt them
will be proposed at the forthcommg Annual General Meetmg
Dtrector
27 July 2010
5
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
The dtrectors are responsible for preparmg the Annual Report and the financtal statements m accordance wtth
applicable law and regulatiOns
Company law requues the d1rectors to prepare financml statements fur each financial year Under that law the
drrectors have elected to prepare the financial statements m accordance wtth Umted Kmgdom Generally Accepted
Accountmg Practtce (Umted Kmgdom Accountmg Standards and applicable law) Under company law the drrectors
must not approve the financtal statements unless they are satisfied that they gtve a true and fatr vtew of the state of
affatrs of the Company and of the profit or loss of the Company for that penod In preparmg these financtal
statements, the dtrectors are requtred to
o select suitable accountmg poiictes and then apply them consistently,
o make judgments and accountmg estimates that are reasonable and prudent,
o state whether applicable UK Accountmg Standards have been followed, subject to any matenal departures
dtsclosed and explamed m the financtal statements, and
o prepare the financial statements on the gomg concern basts unless tt ts mappropnate to presume that the
Company wtll contmue m busmess
The dtrectors are responstble for keepmg adequate accountmg records that are suffictent to show and explam the
Company's transactiOns and dtsclose wtth reasonable accuracy at any ttme the financial posttton of the Company and
enable them to ensure that the financtal statements comply wtth the Compames Act 2006 They are also responstble
for safeguardmg the assets of the Company and hence for takmg reasonable steps for the prevention and detectiOn of
fi"aud and other trregulartttes
6
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PEEL PORTS
SHAREHOLDER FINANCECO LIMITED
We have aud1ted the fmanctal statements of Peel Ports Shareholder FmanceCo Lun1ted for the year ended 31 March
2010 wh1ch compnse the consohdated profit and loss account, the consohdated statement of total recogrused gams and
losses, the reconc1hauon of movements m group shareholders' deficit, the consohdated and parent company balance
sheets, the consolidated cash flow, the reconcdtatiOn of group cash flows to movement m net debt and the related notes
1 to 34 The fmanc1al repurtmg framework that has been apphed m therr preparatwn IS apphcable law and Umted
Kmgdom Accountmg Standards (Uruted Kmgdom Generally Accepted Accountmg Pract1ce)
Tlus report IS made solely to the Company's members, as a body, m accordance wtth Chapter 3 of Part 16 of the
Compan1es Act 2006 Our aud1t work has been undertaken so that we m1ght state to the Company's members those
matters we are requrred to state to them m an aud1tors' report and for no other purpose To the fullest extent penn1tted
by law, we do not accept or assume respons1b1hty to anyone other than the Company and the Company's members as a
body, for our aud1t work, for tins report, or for the oprruons we have formed
Respective responsib1hbes of and aud1tors
As explamed more fully m the drrectors' respons1bllllles statement, the drrectors are respons1ble for the preparatiOn of
the financ1al statements and for bemg sausfied that they g1ve a true and fa1r v1ew Our respons1b1hty IS to aud1t the
financ1al statements m accordance wtth apphcable law and Internat1onai Standards on Aud1tmg (UK and Ireland)
Those standards reqmre us to comply wtth the Aud1tmg Practlces Board's (APE's) Etlucal Standards for Aud1tors
Scope of the aud1t of the financ1al statements
An audtt Involves obtammg evtdence about the amounts and dtsclosures m the financtal statements sufficient to gtve
reasonable assurance that the fmanc1al statements are free from matenal miSStatement, whether caused by fraud or
error Th1s mcludes an assessment of whether the accountmg pohc1es are appropnate to the Group's and the parent
Company's crrcumstances and have been consistently apphed and adequately d1sclosed, the reasonableness of
s1gmficant accountmg estrrnates made by the drrectors, and the overall presentatiOn of the fmanc1al statements
Opm10n on financ1al statements
In our optmon the financtal statements
g1ve a true and fa1r v1ew of the state of the Group's and the Parent Company's affa1rs as at 31 March 20IO
and of the Group's profit for the year then ended,
have been properly prepared m accordance wtth Umted Kmgdom Generally Accepted Accountmg Pracuce,
and
have been prepared m accordance w1th the requrrements of the Compames Act 2006
Opmton on other matter prescribed by the Companies Act 2006
In our op1ruon the mfonnatlon giVen m the drrectors' report for the financtal year for wh1ch the financ1al statements
are prepared IS consistent wtth the financtal statements
Matters on wh1ch we are requ1red to report by exceptiOn
We have notlung to report m respect of the followmg matters where the Companies Act 2006 requrres us to report to
you tf, m our optmon
adequate accountmg records have not been kept by the Parent Company, or returns adequate for our aud1t
have not been rece1ved from branches not VISited by us, or
the Parent Company fmanctal statements are not m agreement wtth the accountmg records and returns, or
certam dtsclosures of dtrectors' remuneration spectfied by law are not made, or
' we have not recetved all the mformat10n and explanat10ns we requtre for our audtt
ve-X-
Patnck Loftus (Semor Statutory Aud!lor)
for and on behalf of Delo1tte LLP
Chartered Accountants and Statutory Aud1tors
L1verpool, Uruted Kmgdom
July2010
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the year ended 31 March 2010
GROUP TURNOVER
GROUP OPERATING PROFIT
Share of operatmg profit of JOint ventures
TOTAL OPERATING PROFIT: GROUP AND SHARE OF JOINT
VENTURES
Profit/(loss) on disposal of mterests m
- Jomt ventures
- Subs1d1ary undertakmgs
Non-operatmg exceptional ttem
Net mterest payable and similar charges
PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION
Tax on profit on ordmary actJvtttes
PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION
Equity mmonty mterests
PROFIT FOR THE FINANCIAL YEAR
The above results are denved from contmumg operatiOns
Note
2
2,3
2
7
8
9
10
32
22
2010
'000
362,469
65,129
4,624
69,753
1,917
(448)
164
(59,813)
11,573
(9,611)
1,962
93
2,055
2009
'000
399,084
68,424
4,845
73,269
(196)
(1,692)
(60,722)
10,659
(4,939)
5,720
(35)
5,685
The Group's turnover IS stated net of turnover for JOint ventures and the Group's reported net mterest payable and
taxation mclude the Group's share of JOint ventures' net mterest payable and taxatiOn These are not matenal to lhe
Group and accordmgly are separately disclosed m the notes to the financial statements
There IS no difference between the profit on ordmary actiVIties before taxatiOn and the profit for the financial year
stated above and their h1stoncal cost equivalents
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
For the year ended 31 March 2010
Profit for the financ1al year
-Group (loss)lprofit
- Jomt ventures profit
Other recogmsed gams and losses
Currency translatiOn differences on fore1gn net m vestments
Actuanalloss relatmg to the Group pens1on schemes
Movement on taxatiOn relatmg to pensiOn surplus
-Deferred
-Current
Actuanal loss net of deferred taxatiOn relatmg to JOmt
venture pensiOn schemes
Total recogmsed net gams and losses for the financ1al year
Note
23
2010 2009
'000 '000
(1,299) 2,105
3,354 3,580
2,055 5,685
(178) 2,116
(13,228) (22,023)
2,914 5,255
651 934
(439) (109)
(I 0,280) (13,827)
(8,225) (8, 142)
RECONCILIATION OF MOVEMENTS IN GROUP SHAREHOLDERS' DEFICIT
For the year ended 31 March 2010
2010 2009
'000 '000
Profit for the financ1al year 2,055 5,685
D1v1dends (note 11) (24,000) (30,000)
Other recogn1sed net gams and losses for the financ1al year {10,280) { 13,827)
Net change m shareholders' deficit (32,225) (38,142)
Openmg shareholders' defiCit {402,914) {364,772)
Closmg shareholders' deficit
l435,139l 1402,914l
9
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
BALANCE SHEETS
As at 31 March 2010
Group Company
2010 2009 2010 2009
Note '000 '000 '000 '000
FIXED ASSETS
lntang1ble assets 12 156,245 166,350
Tang1bic assets 13 718,542 726,545
Interests m JOmt ventures I4
- share of gross assets I I,874 20,340
- share of gross habllltles (8,8I8)
I61
3,056 5,224
Other mvesnnents I4 792 926 337,493 337,493
878,635 899,045 337,493 337,493
CURRENT ASSETS
Short term mvestments 14(d) 5,249 8,882
Stocks I5 I,I 75 1,396
Debtors amounts fallmg due w1thm one year 16 138,364 114,116 201,030 I66,228
Debtors amounts fallmg due after more than one year 16 3,523 120,000 120,000
Cash at bank and m hand 49,032 50,181
197,343 174,575 321,030 286,228
CREDITORS: amounts falhng due w1thm one year 17 (274,519) (199,115) (164,267)
NET CURRENT (LIABILITIES)/ ASSETS (77, 176) (83,495) 121,915 121,961
TOTAL ASSETS LESS CURRENT LIABILITIES 801,459 815,550 459,408 459,454
CREDITORS: amounts falhng due after more than
one year 18 (1,227,220) (1,217,513) (120,000) (120,000)
PROVISIONS FOR LIABILITIES
20 ( 14,876) (14,230)
NET (LIABILITIES)/ ASSETS EXCLUDING PENSION
ASSET (440,637) (416,193) 339,408 339,454
Penston asset 23 5,799 13,759
NET (LIABILITIES)/ ASSETS INCLUDING PENSION
ASSET 339,408 339,454
CAPITAL AND RESERVES
Called up share cap1tal 21 337,493 337,493 337,493 337,493
Merger rehef reserve 22 (506,095) (506,095)
Protit and loss account 22 (266,537) (234,312) 1,915 1,961
TOTAL SHAREHOLDERS' (DEFICIT)IFUNDS (435,139) (402,914) 339,408 339,454
Mmonty mterests 32 301 480
CAPITAL EMPLOYED (434,8381 (402,4341 339,408 339,454
The financial statements of Peel Ports Shareholder FmanceCo Lumted (company reg1strat10n number 5965116),
were approved
A A Barr
Drrector
the Board ofDrrectors on 27 July 2010 and s1gned on 1ts behalf by
10



PEEL PORTS SHAREHOLDER FINANCECO LIMITED
CONSOLIDATED CASH FLOW STATEMENT
For the vear ended 31 March 2010
2010 2009
Note '000 '000
Cash mflow from operauonal acllVIIles and non-operatmg
exceptional ttem 24(a) 94,749 123,275
Dividends from JOint ventures 4,566 2,586
Returns on m vestments and servtcmg of finance 24(b) (50,611) (53,863)
TaxatiOn paid (3,737) (I ,920)
Capital expenditure and financial mvestment 24(c) (22,939) (39,0 18)
AcqUisition and disposals 24(d) 3,656 (196)
Equity dividends paid 11 {24,000) {30,000)
Cash ID flow before management of hqmd resources and financiDg 1,684 864
Fmancmg 24(e) {2,556) 9,527
(Decrease)/IDcrease ID cash in the year 25 (872l 10,391
RECONCILIATION OF GROUP CASH FLOWS TO MOVEMENT IN NET DEBT
For the year ended 31 March 2010
2010 2009
Note '000 '000
(Decrease )/mcrease m cash m the year (872) 10,391
Cash outflow/(mflow) from mcrease m debt financmg 24(e) 24 {11,858)
Change ID net debt resultiDg from cash flows (848) (I ,467)
Change m net debt ansmg from finance leases 25 1,590 2,331
Termmatwn payment accrued on mdex-lmked swap (8,826) (3,428)
Change m value of unamortised tssue costs 19(c) (3,049) (3,050)
Exchange differences 25 {157) 236
Change ID net debt m the year (11,290) (5,378)
Net debt brought forward 25 {I, 157,030) {1,151,652)
Net debt earned forward 19(b), 25 11, 168,320) 11,157,0301
11
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PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
ACCOUNTING POLICIES
These financtal statements are prepared under the htstoncal cost convention and m accordance wtth
applicable Untted Kmgdom law and accountmg standards A summary of the more unportant Group
accountmg poiictes, whtch have been applied conststently throughout the current and precedmg financtal
years, ts set out below
Bas1s of preparation
The consolidated balance sheet at 31 March 2010 shows net IIabtiittes of 434,838,000 (2009
402,434,000) The financtal statements are prepared on a gomg concern basts whtch the dtrectors believe to
be appropnate for the followmg reasons
the dtrectors prepare and update detailed annual budgets, three year htgher level forecasts, and three
year strategtc plans Together these show that suffictent resources are avatlable to the busmess and on
thts basts the dtrectors contmue to adopt the gomg concern assumptton,
at the balance sheet date the Group has borrowmgs of I ,063,572,000, whtch are subject to covenant
restrtcttons The borrowmgs are m place unttl 31 December 2013 No breaches have occurred m the
htstoncal penod and the budgets and forecasts prepared by the dtrectors, takmg account of reasonable
changes m tradmg performance, mdtcate the Group wtll contmue to comply wtth covenant reqmrements
for a penod of at least 12 months from the date of approval of the financtal statements,
m the year ended 31 March 2010, the reductiOn m turnover m an extremely challengmg economtc
envtronment was contamed at 3 ?m or 9 2% 22m of the reductiOn m turnover related to lower margm
non-Ports busmess Desptte the reduced turnover the fall m operatmg profit before exceptiOnal ttems
was contamed at 2 I% due to a combmatwn of Improved sales mtx and the realised benefit of the
Group's restructunng exerctses,
durmg the two years ended 3 I March 20 I 0 the Group responded to the dtfficult economtc environment
by restructunng tts busmess and cuttmg costs Whtlst the opportuntttes for growth m turnover dunng the
next twelve months remam constramed, the financtal statements for the year endmg 31 March 2011 wtll
show a lower cost base, reflectmg the benefit of the steps taken by the dtrectors,
cash m flows generated m the year enabled the Group to finance fixed asset addttwns of 25m from cash,
together wtth all financmg outflows, resultmg m a margmal year on year reduction m net cash of 0 9m,
and
there are undrawn loan factiittes of 60 mtiiion avatlable to the Group
After makmg enqutnes, the dtrectors have formed a judgment, at the ttme of approvmg the financtal
statements, that there ts a reasonable expectatiOn that the Group has adequate resources to contmue m
operational extstence for the foreseeable future For thts reason, the dtrectors contmue to adopt the gomg
concern basts m preparmg the financtal statements
Group financtal statements
The financtal statements for the year ended 31 March 2007 were prepared under merger accountmg pnnctples
applicable for group reconstructiOns set out m FRS6 followmg the merger of the Company and Peel Holdmgs
(Ports) Ltmtted Under merger accountmg, the results and cash flows of the Company and Peel Holdmgs
(Ports) Ltmtted were combmed from the begmnmg of the financtal penod m whtch the merger occurred All
other substdtartes were consolidated under acqutsttton accountmg pnnctples The Group financtal statements
consolidate the financtal statements of the Company and tts substdtary undertakmgs made up to 31 March
each year
All substdtanes m the year ended 3 I March 20 I 0 are consolidated under acqutsttiOn accountmg prmctples
Results of substdtary undertakmgs acqutred or dtsposed of dunng the year are mcluded from the date of
acqutstiiOn or to the date of dtsposal to the extent of Group control
12
.
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
The f m a n c ~ a l statements of Peel Holdmgs (Ports) Limited m 2005 were prepared under merger accountmg
pnnc1ples applicable for group reconstructiOns set out m FRS6 followmg the merger of Peel Holdmgs (Ports)
Limited and Peel Ports Holdmgs Limited Under merger accountmg, the results and cash flows of Peel
Holdmgs (Ports) Limited and Peel Ports Holdmgs Limited were combmed from the begmnmg of the financial
penod ,n which the merger occuiTed All other subsidianes were consolidated under acquiSitiOn accowltmg
pnnc1ples
The Group profit and loss account mcorporates the Group's share of the results of JOmt ventures In the Group
balance sheet, the fixed asset m vestment m JOmt ventures represents the Group's share of net assets of those
undertakmgs
The separable net assets of subs1d1ary undertakmgs acqmred and accounted for under acqmsition accountmg
and JOmt ventures are mcluded m the Group financial statements at their fair value to the Group at the date of
acqmsll!on mcludmg prov!Slons and liabilities taken mto consideratiOn m assessmg the fair value of the
busmess acqmred
Intra-group turnover and profits are elnmnated on consolidatiOn
As penmtted by SectiOn 400 of the Companies Act 2006, a separate profit and loss account for Peel Ports
Shareholder FmanceCo Limited IS not presented The profit for the financial year of the Company was
23,954,000 (2009 31,931 ,000)
Goodwill
Goodwill ansmg on the acquisitiOn ofsubs1d1ary undertakmgs, representmg any excess of the fair value of the
consideratiOn given over the fair value of the Identifiable assets and liabilities acqmred, IS capitalised as an
mtang1ble asset and written off to the profit and loss account on a straight I me basis over Its useful economic
life, up to a maximum of twenty years ProvisiOn IS made for any 1mpamnent
When the Group has acqmred shares m other compames by the Issue of shares, and the reqUirements of
merger accountmg have been satisfied, the Group has ut1hsed the merger relief proviSions available and the
Issue of shares has been recorded at the nom mal value, any premmm bemg credited to the merger reserve
Tangible fixed assets
Tangible fixed assets are stated at cost, net of depreciatiOn and any prov!Slon for 1mpanment DepreciatiOn IS
provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value, of
each asset on a straight line basis over Its expected useful economic life as follows
OperatiOnal bmldmgs at rates varymg between I% and 4% per annum,
Plant and machmery at rates varymg between I% and 25% per annum,
Freehold and long leasehold land IS not depreciated except for dredgmg deposit ground bunds which are
wntten off accordtng to annual usage,
No depreciatiOn IS charged on capital work m progress until the assets are available for use On
completiOn, such assets are transferred to the appropnate category of tangible fixed assets
Residual value IS calculated usmg pnces preva!lmg at the date of acqu!SltiOn
F1xed asset mvestments
Ftxed asset mvestments m substdtary undertakmgs are stated at cost less provisiOn for Impamnent Cost
represents the aggregate cash consideratiOn, costs mcurred and etther the fau value or the nommal value of
shares tssued
Investments m JOint ventures are accounted for usmg the gross equity method
Listed mvestments and other mvestments are stated at cost to the Group less proviSIOn for Impairment
Stocks
Stocks are stated at the lower of cost, mcludmg attributable overheads, and estimated net realisable value
13
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Government grants
Government grants received m respect of capllal expenditure are credited to a deferred m come account and
released to the profit and loss account over the useful economic life of the assets to which they relate
Leased assets
Assets acquired under finance leases are capllaiised at a value equivalent to the cost mcurred by the lessor
and depreciated over their expected useful economic lives Fmance charges !hereon are charged to the profit
and loss account m the period m which they accrue The capllal element of the future lease payments IS
reflected wtthm credttors
Expenditure on operatmg leases IS charged directly to the profit and loss account
Fmance costs
Issue costs associated with borrowmgs are charged to the profit and loss account over the term of the
borrowmgs and represent a constant proportiOn of the balance of capital repayments outstandmg Accrued
finance costs attributable to borrowmgs where the maturity at the date of Issue IS less than 12 months are
mcluded m accrued charges w1thm current IIabiillles For all other borrowmgs, accrued finance charges and
Issue costs are added to the carrymg value of those borrowmgs
Foreign currenc1es and financl8lmstruments
Assets and habtltues denommated m foretgn currencies, mcludmg overseas mvestrnents, are translated mto
sterling at rates applicable at the balance sheet date or forward foreign exchange contract rates as appropriate
The results of overseas operatiOns are converted at average rates applicable durmg the period Gams and
losses arismg m the ordmary course of bus mess are m eluded m operatmg profit, and those on the translatiOn
of assets, ltabthtJes and reserves of overseas compames are shown as a movement on reserves The Group
uses forward foretgn exchange contracts to cover certam transactional currency exposures Gams and losses
arismg are matched with the underlymg transactiOn bemg covered
Taxation
Current tax IS provided at amounts expected to be paid (or recovered) usmg the tax rates and laws that have
been enacted or substanllvely enacted by the balance sheet date
Deferred tax IS recogmsed m respect of all t1mmg differences that have origmated but not reversed at the
balance sheet date where transactions or events have occurred at that date that will result m an obligatiOn to
pay more, or a nght to pay less or to recetve more, tax, wtth the followmg exceptions
provtston IS made for deferred tax that would anse on remittance of the retamed earnmgs of overseas
subsidiaries, associates and JOint ventures only to the extent that, at the balance sheet date, dividends have
been accrued as receivable,
deferred tax assets are recogmsed only to the extent that the drrectors consider that 11 IS more likely than
not that there Will be suitable taxable profits from which the future reversal of the underlymg llmmg
differences can be deducted
Deferred tax IS measured on an und1scounted basis at the tax rates that are expected to apply m the penods m
which llmmg differences reverse, based on tax rates and laws enacted or substantively enacted at the balance
sheet date
Turnover
Turnover IS the revenue ansmg from the sales of goods and services It IS stated at the fair value of the
consideratiOn receivable, net of value added tax, rebates and discounts Revenue from the sale of goods and
services IS recogmsed when the significant nsks and benefits of ownership of the product have transferred to
the buyer or the service has been discharged, which may be upon shipment, completiOn of the product or the
product bemg ready for delivery, based on specific contract terms
14
.
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
2.
Pensmn costs
The cost of the Group's money purchase pension arrangements are charged to the profit and loss account on
the basis of contnbut10ns payable m respect of the accountmg penod The Group also operates defined
benefit schemes which require contnhutJOns to be made to separately admmtstered funds These have been
accounted for under the full requtrements of FRS No 17 "Retirement Benefits" ("FRS 17")
Under FRS 17, the defined benefit scheme assets are measured usmg market values Pens1on scheme
hab1httes are measured usmg the projected umt method and are discounted at the current rate of return on a
h1gh quahty corporate bond of eqmvalent terrn and currency to the hab1hty Any mcrease m the present value
of the Group's defined benefit pens1on scheme hab1ht1es expected to anse from employee serv1ce m the
penod IS charged agamst operatmg profit The expected return on the schemes' assets and the mcreases
durmg the penod m the present value of the schemes' hab1ht1es ansmg from the passage oft1me are mcluded
m other finance mcome Actuanal gams and losses are recogntsed m the statement of total recogntsed gams
and losses
The Group recogmses an asset m respect of any surplus, bemg the excess of the value of the assets m the
schemes over the present value of the schemes' hab1ht1es, only to the extent that 1t IS able to recover the
surplus, e1ther through reduced contnbuuons m the funue or from refunds from the schemes
SEGMENTAL ANALYSIS
2010 2009
'000 '000
Turnover
Port and canal mcome 230,210 238,107
Sh1ppmg mcome 61,116 81,377
Transport mcome 38,823 48,106
Gross rental mcome 28,497 28,440
Other tradmg mcome 3,823 3,054
362,469 399,084
Dtrect costs (248,403) (283, 152)
Gross profit 114,066 115,932
Admm1strattve expenses
PensiOn funds serv1ce costs (note 23) (2,460) (3,725)
AmortiSatiOn of goodwill (note 12) (I 0, I 05) (10,105)
Excepttonal1tems (note 6) (8,526) (6,411)
Other admmtstrattve expenses (28, 142} (27,456}
(49,233} (47,697)
Group operatmg profit before other operatmg mcome 64,833 68,235
Other mcome 296 189
Group operatmg profit 65,129 68,424
Share of operatmg profit m Jotnt ventures 4,624 4,845
Operatmg profit (mcludmg Group's share of JOmt ventures'
operatmg profit) 69,753 73,269
Turnover does not mc\ude the Group's share of turnover ansmg from JOmt ventures amountmg to
43,760,000 (2009 46.129.000)
15
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
2010 2010 2010 2009 2009 2009
Rest of Rest of
UK Europe Total UK Europe Total
'000 '000 '000 '000 '000 '000
Turnover by destmauon 290,292 72,177 362,469 304,041 95,043 399,084
Operatmg profit excludmg
exceptiOnal Items 72,646 1,009 73,655 74,260 575 74,835
Excepuonal1tems (4,461) (4,065) (8,526) (5, 186) (I ,225) (6,411)
Operatmg profit/(loss) 68,185 (3,056) 65,129 69,074 (650) 68,424
Share of JOmt venture
operatmg profit 4,624 4,624 4,845 4,845
Net mterest payable and
Similar charges {59,5551 {2581 {59,8131 {60,3491 {3731 {60,7221
Group operatmg
profit/(loss) less net
mterest payable 13,254 (3,314) 9,940 13,570
i I ,023l
12,547
Profit/(loss) on disposal of
mterests m -
- Jomt ventures I ,917
- Subsidiary undertakmgs (44&) (\96)
Non-operatmg exceptional
Item 164
{1,6921
Profit on ordmary
acttvtties before taxation 11,573 10,659
Net (habihtles)/assets !450,&13) 15,975 (434,838l i421,716l 19,282 (402,434l
3. GROUP OPERATING PROFIT
2010 2009
'000 '000
Group operatmg profit IS stated after chargmgl( cred1tmg)
DeprectatJon - owned assets 30,988 29,546
- leased assets 82& 1,106
Amortisation of goodwill 10, I 05 10,105
Profit on disposal of fixed assets (1,168) (4,045)
Hire of plant and machmery under operatmg leases 19,829 29,560
Other operatmg leases 3,9&0 4,157
Losses/(gams) on foreign exchange 900 (1,823)
Grant releases 093) (793l
Fees payable to the Company's auditors for the audit of the
Company's annual accounts 10 10
Fees payable to the Group's auditors for the audit of the Group's
annual accounts 375 362
Fees payable to the Group's auditors for non-audit services -
- taxation services 203 215
- corporate finance serviCes 255 15
Total non-audit fees 458 230
16
:
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
4. EMPLOYEE INFORMATION
The average monthly number of persons employed by the Group durmg the year,
dtrectors, was as follows
Admtmstrauon
Port operational and mamtenance staff
The staff costs for the above persons were
Wages and salanes
Socml secunty costs
Penston funds servtce costs (note 23)
Other penston costs
Group penston schemes
- Multt-employer schemes
mc!ustve of exccutt\-e
2010 2009
Number Number
271 302
1,028 1,372
1,299 1,674
2010 2009
'000 '000
47,029 58,652
4,359 4,841
2,460 3,725
727 1,043
135 154
54,710 68,415
5 DIRECTORS' REMUNERATION
6.
The remuneratton of the dtrectors of the Group was as follows
Emoluments
Group contnbutlon to defined contrtbutton penston schemes
2010
'000
1,085
126
2009
'000
1,310
110
1,211 1,420
At 31 March 20 I 0 rettrement benefits are accrumg to one dtrector (2009 one) under a Group defined benefit
pens ton scheme and to two dtrectors under a defined contrtbutton scheme (2009 two)
The above analysts excludes the emoluments of dtrectors who are remunerated by undertakmgs outstde of the
Peel Ports Shareholder FmanceCo group of compames Those dtrectors are remunerated by entlttes wtthm the
wtder Peel Holdmgs group of compames, and have to account m turn to those undertakmgs
The remuneratiOn of the htghest patd dtrector was as follows
2010 2009
'000 '000
Emoluments 727 777
Group contnbutton to defined contnbutton penston schemes 100 87
EXCEPTIONAL OPERATING COSTS
2010 2009
'000 '000
Restructunng costs 8,526 6,411
Restructurmg expenses compnse redundancy and other costs mcurred m connectiOn wtth the streamhmng and
reorgamsatwn of acttvtties as part of a strategtc revtew of the Group's operattons.
17
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
7. PROFIT ON DISPOSAL OF INTERESTS IN JOINT VENTURES
The profit for the year relates pnnc1pally to the sale of the Group's mvestment m the JOint venture V1zag
Seaport Pnvate Limited
Proceeds
Share of net assets disposed
Profit on disposal of JOint venture
2010
'000
3,633
(1,716)
1,917
There was no taxatiOn or mmonty mterest charge or credit applicable to the profit shown above
8. NON-OPERATING EXCEPTIONAL ITEM
2009
'000
In 200 I, pnor to Its acqmslllon by the Group m September 2005, the Group's subsidiary, Merhn Ports
Limited ("Merlm") acqUired from Onent-Express Holdmgs 3 Limited ("Onent"), the Issued share capital of
Heysham Port Limited ("Heysharn") After Its acquiSition by Merhn, Heysharn ceased to be a partiCipatmg
employer m the Sea Contamers 1990 Pension Scheme ("the Sea Contamers Scheme") Under the sale and
purchase agreement, proviSion was made for the possibility of any hab1hty ansmg under the Pensions Act
1995 as a result of Heysham ceasmg to be a participatmg employer m the Sea Contamers Scheme and
accordmgly both Sea Contamers Limited and Onent undertook to mdemmfY the Group m relatiOn to any
hab1hty ansmg m respect of that scheme
In the year ended 31 March 2009, a letter was received from solicitors actmg for the trustees of the Sea
Contamers Scheme cla1mmg that a statutory debt on Heysharn as employer was due to those trustees pursuant
to sectiOn 75 of the PenSions Act 1995 Pursuant to the mdemmty, letters were wntten by the directors to Sea
Contamers Limited and Onent However, Sea Contamers Limited had taken advantage of Chapter 11
admmistratiOn provisiOns m the Umted States and Onent had been wound up
Based on legal advice received, the Group paid I ,692,000 m the year to 31 March 2009 m order to mitigate
any possible further exposure relatmg to this claim In the year to 31 March 20 I 0, Sea Contamers Limited
restructured and emerged from Chapter 11 admmistratwn, 1ssumg a partial diVIdend to Its creditors Net of
professiOnal fees associated with the claims brought by and agamst the group, the Group recouped 164,000
of the I ,692,000 expensed m the year to 3 I March 2009
As the cost d1d not relate to the contmumg or d1scontmued operations of the Group and was more akm to the
ongmal transaction for the purchase of Heysham, the charge and subsequent recovery have been treated as
non-operattng excepttonalttems
18
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
9. NET INTEREST PAYABLE AND SIMILAR CHARGES
Interest payable and Similar charges:
Bank loans and overdrafts
Amorttsauon of tssue costs
9% subordmated redeemable loan notes
Payable to group undertakmgs
Payable to related undertakmgs
Other loans
Fmance leases
Share of JOint venture mterest payable
Total mterest payable and similar charges
Interest receivable and Similar mcome:
Group mterest receivable and stmtlar mcome
Share of JOint venture mterest receivable
Total mterest receivable and s1mdar mcome
Other finance mcome (note 23)
Expected return on pensiOn scheme assets
Interest on pensiOn scheme habthttes
Net mterest and stm1lar Items
2010 2009
'000 '000
(46,927) (47,280)
(3,049) (3,050)
(5,411) (5,426)
(5,389) (5,412)
(997) (2,787)
{314) {369)
(62,087) (64,324)
{663)
{62,087) {64,987)
618 1,273
IS 115
633 1,388
19,690 21,767
{18,049) {18,890)
1,641 2,877
l59,813l l60,722l
19
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
10 TAX ON PROFIT ON ORDINARY ACTIVITIES
Analysts of charge m year
Current tax:
Umted Kingdom
UK corporation tax
Foretgn tax
Corporation tax
Other current tax
Adjustments m respect of prevmus penods
Share of JOmt venture
Total current tax
Deferred tax:
Ongmatton and reversal ofummg differences
- Unued Kmgdom
- foretgn tax
Share ofJomt venture
Total deferred tax
Total tax on profit on ordmary achvthes
2010 2009
'000 '000
7,504
90
38
1,279
8,911
1,188
(494)
6
700
9,611
2010
4,637
394
(395)
712
5,348
(329)
(85)
5
(409)
4,939
2009
Reconcthallon of current tax charge '000 '000
The tax assessed for the year IS htgher (2009 htgher) than that ansmg from applymg the standard rate of
corporatiOn tax m the UK of28% (2009 28%) The dtfferences are explamed below
Profit on ordmary activities before taxatiOn
Tax at 28% (2009 28%)
Short term timmg dtfferences and capital allowances m excess of
deprectatmn
Expenses not deductible for tax purposes
Excess of book profits over taxable profits on sale of fixed assets
Group rehef surrendered/( cla1med) Without payment
Adjustments to tax charge m respect ofpnor penods
Adjustments m respect of fore1gn tax rates
Total current tax
I L EQUITY DIVIDENDS PAID
lntenm ordmary d1v1dends of 0 071 per share (2009
0 089 per share)
]] ,573 10,659
3,240 2,985
(310) (1,861)
6,557 5,579
(411) (807)
14 (6)
38 (395)
(217) (147)
8,911 5,348
2010 2009
'000 '000
24,000 30,000
20
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
12. INTANGIBLE FIXED ASSETS
Positive
goodwill
Group '000
Cost
At I Apnl 2009 and at 31 March 20 I 0 202,108
Amort1satmn
At I Apnl 2009 35,758
Charge for the year 10,105
At 31 March 2010 45,863
Net book amount
At 31 March 2010 156,245
At 31 March 2009 166,350
13. TANGIBLE FIXED ASSETS
Land and
buoldmgs-
freehold Plant and Plant and Capotal
and long machmery machmery work m
leasehold -owned -leased progress Total
Group '000 '000 '000 '000 '000
Cost
At I Apnl 2009 646,389 166,650 19,229 9,305 841,573
Addotoons 2,997 11,018 942 9,658 24,615
Dosposals (7,491) (1,693) (9,184)
Transfer from capotal work m progress 8,133 3,875 (12,008)
Exchange dofference 163 (1,772) (I) 3 (I ,607)
At 31 March 2010 657,682 172,280 18,477 6,958 855,397
Depreciation
At I Apnl 2009 51,749 60,359 2,920 115,028
Charge for the year 20,966 10,022 828 31,816
Dosposals (7,105) (I ,692) (8,797)
Exchange dofference (11) (1,181) (I, 192)
At 31 March 2010 72,704 62,095 2,056 136,855
Net book amount
At 31 March 2010 584,978 110,185 16,421 6,958 718,542
At 31 March 2009 594,640 106,291 16,309 9,305 726,545
Non deprecoable land
Included wothm land and bmldmgs IS freehold and long leasehold land, whoch IS not subJeCt to deprecoatoon, m
the amount of 129,561,000 (2009 129,000,000)
21

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
14. INVESTMENTS
Subs1d1ary undertakmgs (note 14(a))
Jomt venture undertakmgs (note 14(b))
L1sted mvestments (note 14(c))
Unlisted mvestments
(a) Subs1d1ary undertakmgs
Cost
At I Apnl 2009 and at 31 March 20 I 0
Group
2010
'000
3,056
624
168
3,848
Company
2009 2010 2009
'000 '000 '000
337,493 337,493
5,224
624
302
6,150 337,493 337,493
Company
'000
337,493
At 31 March 2010, the Company holds an mvestment m the ent1re share cap1tal of Peel Ports lnterrnedl3te
Holdco L1m11ed The 1ssued share cap1tal of that company IS 337,492,988 ordmary shares of 1 each
Deta1ls of mvestments of the Company m 1ts pnnc1pal subs1d1ary undertakmgs and JOIDI ventures are g1ven m
note 34
(b) Jomt ventures
At I Apnl 2009
D1v1dends
Share of results for the year
Reclassficat10n of JOmt venture debtor balance
Share of actuanalloss on pens ton scheme net of taxes
Share of net assets d1sposed
Loan repayment
Exchange difference
At 31 March 2010
Group
'000
5,224
(4,566)
3,354
1,392
(439)
(1,716)
(130)
(63)
3,056
The followmg mforrnat1on IS gven m respect of the Group's share of the pnnc1pal JOmt venture Cammell La1rd
Sh1prepa1rers & ShipbUilders Limited (note 34)
Group
2010 2009
'000 '000
Turnover 42,101 42,300
Profit before tax 4,503 4,507
TaxatiOn (I ,258) (1,009}
Profit after tax 3,245 3,498
Ftxed assets 994 461
Current assets 6,190 7,022
LJabJhtJes due wllhm one year (4,859} (3,837}
Net assets 2,325 3,646
The turnover and net assets of the other JOmt ventures amounted to I ,659,000 (2009 3,829,000) and
731,000 (2009 I ,578,000) respectively
22
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
(c) Listed mvestments
At I Apnl 2009 and at 31 March 20 I 0
Group
'000
624
The aggregate market value of the Group's hsted mvestments based on the closmg m1ddle market pnce on the
London Stock Exchange on 31 March 2010 was 586,000 (2009 648,000) The mark-to-market loss at 31
March 20 I 0 on hsted mvestments has not been recogn1sed by the Group as 1t IS not considered to reflect a
permanent dtmmutton m value
(d) Short term mvestments
Short term mvestments compnse 5,249,000 (2009 8,882,000) of cash held on short term depoSit wh1ch acts
as collateral for certam floating rate guaranteed loan notes (note 19(b)) ThiS cash IS only ava1lable for
redemption of those floatmg rate guaranteed loan notes
15. STOCKS
Group
2010 2009
'000 '000
Raw matenals and consumables I ,175 1,396
There IS no matenal difference between the balance sheet value of stocks and the1r replacement cost
16. DEBTORS
Group Company
2010 2009 2010 2009
'000 '000 '000 '000
Amounts falhng due w1thm one year:
Trade debtors 53,224 53,404
Amounts owed by group undertakmgs 70,798 46,498 201,028 166,228
Amounts owed by related compames 236 267
Other debtors 2,410 3,302 2
Prepayments and accrued mcome 10,702 10,289
CorporatiOn tax recoverable 994 356
138,364 114,116 201,030 166 228
Amounts falhng due after more than one year
Amounts owed by Group undertakmgs 120,000 120,000
Prepayments and accrued mcome 3,523
141,887 114,116 321,030 286,228
Amounts owed by Group undertakmgs falhng due after more than one year relate to a loan made to a subs1d1ary
undertakmg The loan bears mterest at 9% per annum and 1s repayable m full on 30 September 2046
23
..

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Group
2010 2009
'000 '000
Bank loans and overdrafts 4 52
Floatmg rate guaranteed loan note mstruments 5,249 8,882
Fmance leases 2,031 2,290
Debt falling due Wlthm one year (note 19) 7,284 11,224
Trade cred1tors 27,059 18,039
Amounts owed togGroup undertakmgs 163,741 139,591
Amounts owed to related compames 296 88
CorporatiOn tax 8,889 4,961
TaxatiOn and soc1al secunty 3,677 3,870
Other creditors 13,744 12,300
Accruals and deferred mcome 49,038 67,204
Government grants 791 793
274,519 258,070
18 CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
Group
20IO 2009
'000 '000
Bank loans 1,058,103 I ,055,054
Terrnmat10n payment accrued on mdex-IInked swap 30,766 21,941
9% subordmated redeemable loan notes due to group
undertakmgs 60,120 60,120
9% subordmated redeemable loan notes due to related
undertakmgs 59,880 59,880
Other loans 4,137 4,160
Fmance leases 2,311 3,714
Debt falling due m more than one year (note 19) I ,215,317 I ,204,869
Government grants 9,874 10,614
Other cred1tors 2,029 2,030
1,227,220 1,217,513
Company
2010 2009
'000 '000
193,700 158,852
5,415 5,415
199,115 164,267
Company
2010 2009
'000 '000
60,120 60,120
59,880 59,880
120,000 120,000
120,000 120,000
24

,.
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
19. LOANS AND OTHER BORROWINGS
(a) Fmanctal habllthes
Bank overdrafts
Bank loans
Temunatton payment accrued on mdex-hnked swap
9% subordmated redeemable loan notes 2046
Due to group undertakmgs
Due to related undertakmgs
Floatmg rate guaranteed loan note mstruments 2008
Floatmg rate guaranteed loan note mstruments 20 15
3% trredeemable loan stock
3 625% trredeemable debenture stock
Perpetual debenture stocks
Fmance lease obhgatwns
(b) Analysts of Group net debt
Fmanctal habthttes falhng due wtthm one year
Fmanctal habthttes falhng due after more than one year
Total financtal habthhes
Cash at bank and m hand
Short term depostts held as guarantee agamst Floatmg rate
guaranteed loan note mstruments (note 14(d))
Group net debt
(c) Maturtty offinanctal habthttes
Net obhgattons under finance leases are payable as follows:
In one year or less
In more than one year, but not more than two years
In more than two years, but not more than five years
Maturtty of other financtal habthltes:
In one year or less or on demand
In more than two years, but not more than five years
In more than five years not by mstalments
Fmancial habll1hes, net of unamortised 1ssue costs and finance charges
allocated to future perwd
Unamortised 1ssue costs
Group
2010 2009
'000 '000
4 52
1,058, I 03 1,055,054
30,766 21,941
60,120 60,120
59,880 59,880
13 55
5,236 8,827
1,176 I, 199
728 728
2,233 2,233
4,342 6,004
1,222,601 I ,216,093
7,284 11,224
I ,215,317 1,204,869
1,222,601 1,216,093
(49,032) (50,181)
(5,249) (8,882)
1,168,320 1,157,030
2,031 2,290
1,038 1,421
1,273 2,293
4,342 6,004
5,253 8,934
1,058,103 I ,055,054
154,903 146,101
1,218,259 1,210,089
1,222,601 1,216,093
5,469 8,518
Fmanctal habthttes mclude bank loans of 1,063,572,000 (2009 1,063,572,000) and overdrafts of 4,000
(2009 52,000) whtch are secured by a fixed legal charge on certam freehold properttes and mvestments and
by a floatmg charge over all other assets of certam Group compantes both present and future A cross corporate
guarantee extsts between certam Group compames m respect of secured borrowmgs Bank loans dtsclosed
wtthm "Credttors amounts falhng due after more than one year" are due for repayment on 3 I December 20 13
25
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
The bank loans bear mterest at LIBOR plus applicable margm At 31 March 2010, mterest on 594,000,000
(2009 594,000,000) of these loans was fixed by an mterest rate swap at 4 469% plus margm, and mterest on
18,000,000 (2009 18,000,000) of these loans was fixed by an mterest rate swap at 3 93% plus margm The
fatr value calculated m respect of the swap of 594,000,000 at 31 March 2010 was a habthty of 47,746,000
(2009 76,821 ,000) and the fatr value calculated m respect of the swap of 18,000,000 was a gam of 79,000
(2009 loss 422,000) The movement m the farr value of the mterest rate swaps reflects the revised
expectatiOns of long term mterest rates followmg the global economic downturn
At 31 March 20 I 0, mterest on 343,000,000 (2009 343,000,000) of bank loans was offset by an mdex-lmked
swap under which the Group receives a floatmg rate of mterest of LIBOR plus margm and pays an Int!Ial rate of
mterest of 2 3115%, which mcreases overthe term of the swap by the movement m the UK Retail Pnces Index
("UKRPI'') In addition a sum IS payable on termmauon, which IS also determmed by the movement m the
UKRPI over the term of the swap At 31 March 2010 mterest on 9,000,000 (2009 9,000,000) was offset by
a further mdex-lmked swap under which the Group receives a floatmg rate of mterest of LIBOR plus margm
and pays an miilal rate of mterest of I 65%, which mcreases over the term of the swap by the movement m the
UKRPI, also with a sum payable on termmatiOn, determmed by the movement m the UKRPI over the term of
the swap The fair value hab1hty of the mdex-hnked swaps mcreases over time to reflect the nature of the cash
flows over the hfe of the swap, under which the Group receives a s1gmficant benefit m the early years which
reduces as the UKRPI moves over time In addition the faiT value of the mdex-hnked swaps reflects movements
m expectatiOns of long term mterest and mflat1on rates To the extent that the movement m the RP! m the
penod to 31 March 20 I 0 has resulted m an amount payable on termmatwn of the swap, then provisiOn has been
made m the financial statements At 31 March 2010, this amounted to 30,766,000 (2009 21,941 ,000) At 31
March 2010, the faiT value calculated m respect of the swap of 343,000,000 was a hab1hty of 150,747,000
(2009 156,213,000), which mcludes the termmatwn accrual of30,766,000 detailed above The faiT value of
the swap of 9,000,000 was a hab1hty of 1,414,000 (2009 1 ,577,000) The movement m the faiT value of the
mdex-lmked swaps also reflects the revised expectatiOns of long term mterest rates followmg the global
economtc downturn
The mterest rate and RP! swaps are thirty year mstruments which contam mandatory early termmatiOn dates of
31 December 2013 The Group negotiated thirty year mstruments as the diTectors antiCipated usmg LIBOR
based debt structures for at least that penod of time and they Wished to protect the Group's exposure to
movements m mterest rates for the full thirty years The diTectors negotiated the mandatory early termmatwn
dates so the Group would not be bound to the current hedgmg counterpart1es beyond 3 I December 2013 The
diTectors anticipate replacmg the ex1stmg bank loans with similar fundmg on or before 3 I December 2013 and
novatmg the mterest rate and RP! swap mstruments as part of the financmg exercise The diTectors anticipate
rollmg up any positive or negative faiT value m existence at the refundmg date as part of the novation process
This faiT value adjustment would be amortised over the remammg hves of the swap mstruments Consistent
wtth accountmg reqmrements no fatr value of the denvattves IS recogmsed
At 31 March 20 I 0 the Group had also entered m to basis swap arrangements With a notional value of
964,000,000 (2009 624,667,000) under which 11 exchanges I month and 3 month LIBOR mterest rates The
faiT value calculated m respect of these basis swaps was a hab1hty of 606,000 (2009 3,075,000) reflectmg
swap payments due after the year end
The 9% subordmated redeemable loan notes were ISSued to Peel Ports Holdmgs (!OM) Limited and to
Infrastructure JVCo (Lime) S A R L at par m the year ended 3 I March 2007 Durmg the year the new loan
notes were ISSued to the ex1stmg loan note holders m the same prmc1pal amount as those Issued m 2007 The
consideration for the new loan notes was the surrender of the ongmal loan notes The new loan notes have
Identical terms mcludmg a final repayment date of 30 September 2046 Interest IS payable bt-armually m
arrears
The floatmg rate guaranteed loan note mstruments 2008 and 2015 are guaranteed by The Royal Bank of
Scotland plc and Bank of Scotland plc respectively The floatmg rate guaranteed loan note mstruments 2015
bear mterest based on LIBOR and are redeemable at par on demand of the holder on any mterest payment date
pnor to and mcludmg the final matunty date of 30 September 2015 The floatmg rate guaranteed loan note
mstruments 2008 remam due but unpaid m relatiOn to unclaimed loan notes
The perpetual debenture stocks are secured by floatmg charges over the undertakmg of The Manchester Sh1p
Canal Company and bear mterest at rates between 3 5% and 4%
26
. -

..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
20
21.
The 3% Irredeemable loan stock tssued by Clydeport OperatiOns Ltmtted has no fixed redemptiOn dates and
can only be redeemed wtth the agreement of the respective stockholders Stockholders have no nght to demand
redemptiOn
The 3 625% Irredeemable debenture stock IS secured by a fixed charge over certam secunttes and a floatmg
charge over Peel Ports (lDS) Limited
Fmance lease obhgattons are secured on the assets to whtch they relate (note 13)
PROVISIONS FOR LIABILITIES
Deferred
Group TaxatiOn
'000
At I Apnl 2009 14,230
Charge to profit and loss account 694
Exchange difference (48}
At 31 March 2010 14,876
Provision for deferred tax compnses 2010 2009
'000 '000
Accelerated capttal allowances 17,451 16,247
Other ttmmg differences (2,575} (2,017}
14,876 14,230
CALLED-UP SHARE CAPITAL
Group Group Company Company
2010 2009 2010 2009
'000 '000 '000 '000
Authortsed
500,000,000 ordmary shares of I each 500,000 500,000 500,000 500,000
Allotted and fully patd
337,492,988 ordmary shares of 1 each 337,493 337,493 337,493 337,493
27
..

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
22. RESERVES
Group
At I Apnl 2009
Net exchange adJUStments
Profit for the financial year
D1v1dends
Actuarial loss relatmg to the penswn fund (note 23)
Movement on tax relatmg to pens1on surplus
Actuanalloss relatmg to JOint venture penston schemes
At 31 March 2010
Merger
reserve
'000
(506,095)
(506,095)
Profit
and loss
account Total
'000 '000
(234,312) (740,407)
(178) (178)
2,055 2,055
(24,000) (24,000)
(13,228) (13,228)
3,565 3,565
(439} (439}

The merger reserve arose as a result of the reconstructiOn of the Group m 2005 when Peel Holdmgs (Ports)
Limited and Peel Ports Holdmgs L1m1ted merged and subsequently m the year ended 31 March 2007 when the
Company merged With Peel Holdmgs (Ports) L1m1ted The merger accountmg pnnc1ples set m FRS6 were
apphed to these Group reconstructions
Company
At I Apnl 2009
Profit for the financial year
DIVIdends
At 31 March 2010
23. PENSION FUNDS
Defined contnbuhon schemes
Profit
and loss
account
'000
1,961
23,954
(24,000}
1,915
The Group operates a number of money purchase penswn schemes prov1dmg benefits based on actual
contnbut1ons pa1d m the Umted Kmgdom and the Repubhc of Ireland The assets of the schemes are held
separately from the assets of the Group and are admm1stered by trustees and managed professiOnally The
contnbut1ons of the Group var1ed between 2% and 25% (2009 var1ed between 2% and 25%) of penswnable
salar1es for the financial year Group contnbuuons to money purchase penswn schemes match those pa1d by
employees to a max1mum of 6% Contnbutwns totallmg 727,000 were pa1d dunng the year (2009
I ,043,000)
Group defined benefit schemes
The Group also operates a number of defined benefit penswn schemes m the Umted Kmgdom and The
Netherlands based on final pensiOnable pay The mam defined benefit pensiOn scheme IS based m the Umted
Kmgdom and represents 98% of the total hab1ht1es m the Group's defined benefit penswn schemes The assets
of the schemes are held separately from the assets of the Group and are admm1stered by trustees and managed
professiOnally
Contnbutwns of the Group to the defined benefits penswn schemes are based on penswn costs across the
Group as a whole The contnbutwns are determmed by a quahfied actuary on the bas1s of tnenmal valuat1ons
usmg the proJected umt method The most recent actuanal valuatwns are at Apnl 2009
28
..

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Contnbutwns totallmg 3,173,000 were patd durmg the year (2009 4, 182,000) The contnbutions of the
Group to the defined benefits pension schemes vaned between 12 0% and 28 7% of pensiOnable salanes The
contnbutwns made by employees to the defmed benefits pensiOn schemes varied between 5% and 9% of
pensiOnable salaries
The mam assumptions m the actuarial valuatiOn as at Apnl 2009 were that long-term mvestment rates would be
7 0% per annum pre retirement and 4 75% per armum post retirement, pensiOnable salary mcreases would be
2 8% per annum, the maJonty of pensions m payment would mcrease at a rate of between 2 8% and 3 3% per
annum, and pnce mflatiOn would be 2 8% per annum As at the latest actuanal valuation, the value of the assets
was enough to cover between 78% and 88% of the benefits that had accrued to members, after allowmg for
expected future mcreases m eammgs
As at 3 I March 20 I 0, the assets of the defmed benefit pensiOn schemes were valued at 365 milhon (2009
295 million)
Group contributions for the defined benefit pensiOn schemes for the year endmg 3 I March 2011 are expected to
be m the regiOn of 5 7 million
The most recent actuarial valuations were updated to 3 I March 20 I 0 by qualified actuaries These valuatwns
used a set of assumptions consistent with those required under FRS 17 The maJor assumptiOns used by the
actuanes are set out below
MaJor actuanal assumptiOns
Rate of m crease m pensiOnable salanes
Rate of m crease of pensiOns m payment
Rate of m crease for deferred pensioners
Discount rate
InflatiOn
Mortality
Current pensiOners
Actuanal tables used
Male life expectancy at age 65
Future pensiOners
Actuanal tables used
Male ltfe expectancy at age 65 (currently aged 45)
31 March
2010
0
/o pa
3 60
3 60
3 60
5 50
3 60
I I 0% SAPS tables, birth
year, With medmm cohort
Improvements and a I%
underpm*
20 6 years
110% SAPS tables, birth
year, wtth medmm cohort
Improvements and a I%
underpm
22 5 years
31 March
2009
0
/o pa
4 00
2 75
2 75
6 75
2 75
PMA92/PFA92 tables,
birth year, with medium
cohort Improvements and
a +4 year age ratmg
18 8 years
PMA92/PFA92 tables,
btrth year, with medmm
cohort Improvements and a
+4 year age ratmg
19 7 years
The assumptions used by the actuary are the best estimates chosen from a range of possible actuarial
assumptions whtch, due to the ttmescale covered, may not necessanly be borne out m practtce
*An adJUStment of 120% (mstead of 110%) was applied m settmg the mortality assumption adopted for the
Clydeport section of the mam defined benefit pension scheme
29
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Changes m the present value of the defined benefit
hab1htoes are as follows
Openmg defmed benefit hab1hty
Current servtce cost
Interest cost
Employee contnbutwns
Actuanallosses/(gams) on scheme hab1l111es
Fore1gn currency exchange rate changes
Benefits pa1d
Past servtce cost
Curtailments and settlements
Closmg defined benefit hab1hty
Analys1s of the defined benefit obhgatwn:
Present value of unfunded hab1ht1es
Present value of funded hab1l1t1es
Reconc1hahon of fa1r value of scheme assets
Openmg fa1r value of scheme assets
Expected return on scheme assets
Actuanal gams/(losses) on scheme assets
Fore1gn currency exchange rate changes
Contnbutwns by the Group
ContributiOns by employees
Benefits pa1d
Closmg fau value of scheme assets
Amounts to be recogmsed m the balance sheet
Present value of funded 11ab1htles
Fatr value of scheme assets
Present value of unfunded hab1ht1es
Recogn1sable asset before deferred taxatiOn
Deferred taxatiOn
Amount recognised m the balance sheet
Group
2010
'000
275,681
2,860
18,049
1,076
80,127
(20,712)
37
(437)
356,681
Group
2010
'000
1,628
355,053
356,681
Group
2010
'000
294,790
19,690
66,899
3,173
1,076
(20,712)
364,916
Group
2010
'000
(355,053)
364,916
9,863
(I ,628)
8,235
(2,436)
5,799
Group
2009
'000
297,851
3,816
18,890
1,368
(25,602)
165
(20,716)
230
(321)
275,681
Group
2009
'000
1,608
274,073
275,681
Group
2009
'000
350,225
21,767
(62, 123)
87
4,182
1,368
(20,716)
294,790
Group
2009
'000
(274,073)
294,790
20,717
(I ,608)
19,109
(5,350)
13,759
30
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Amount to be recogmsed m the profit and loss
account
Current serv1ce cost
Interest cost
Expected return on scheme assets
Past servtce cost
Gams on curtailment and settlements
Total expense
Cumulative amount of actuanal gams and losses
recogmsed m the statement of total recogmsed
gams and losses smce adoplton of FRS 17:
Openmg cumulattve
Actuanal (losses)/gams on scheme habthttes
Actuanal gams/(losses) on scheme assets
Irrecoverable surplus
Movement m the year
Closmg cumulattve
Plan assets
Fa1r value
of assets
31 March
2010
'000
31 March
Equtttes
Ftxed Interest Gtlts
Index Lmked Gtlts
Corporate Bonds
Cash and msured schemes
Total market value of assets
172,734
16,777
28,918
140,701
5,786
364,916
2010
%
47
5
8
39
I
lOO
Expected
rate of Fatr value
return of assets
31 March 31 March
2010 2009
% '000
8 50 122,241
4 50 56,179
4 50 26,162
5 50 85,243
0 50 4,965
6 70 294,790
Group Group
2010 2009
'000 '000
2,860 3,816
18,049 18,890
(19,690) (21,767)
37 230
(437) (321)
819 848
Group Group
2010 2009
'000 '000
(4,560) 17,463
(80, 127) 25,602
66,899 (62,123)
14,498
(13,228) (22,023)
(17,788) (4,560)
Expected
rate of
return
31 March 31 March
2009 2009
% %
41 8 50
19 3 80
9 3 80
29 6 75
2 0 50
lOO 6 55
The overall expected return on assets ts calculated as the wetghted average of the expected returns on each
mdtvtdual asset class The expected returns are set by reference to market mdtcators, mcludmg pnce mflatwn,
dtvtdend ytelds, economtc growth, ytelds on mdex hnked gtlts and bonds and mterest rates The actual return
on plan assets was a gam of 86,588,000 (2009 loss 40,356,000)
31
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Group
Htstory of experoence gams and losses 2010
'000
Present value of defined benefit habthty (356,681)
Fair value of scheme assets* 364,916
Surplus 8,235
Experoence (losses)/gains on scheme
hab1ht1es and changes m assumptions :
Amount (80, 127)
Percentage of present value of scheme
habohtoes (22 5%)
Dtfference between expected and
actual return on scheme assets
Amount 66,899
Percentage of scheme assets 183%
Group
2009
'000
(275,681)
294,790
19,109
25,602
93%
(62, 123)
(21 1%)
Group Group Group
2008 2007 2006
'000 '000 '000
(297,851) (334,469) (333,616)
350,225 355,846 348,530
52,374 21,377 14,914
42,533 3,498 (14,596)
143% 10% (4 4%)
(16,626) (5,351) 32,066
(4 7%) (I 5%) 92%
The faor value of scheme assets os shown at btd value at 31 March 20 I 0 and 2009 and at mod-market value at
all other dates
The sensittvttJes regardmg the prmcipal assumptions used to measure the scheme habthttes are set out below
Assumption
Dtscount rate
lntlatton
Rate of mcrease m pensionable salanes
Mortality
lndustry-wtde schemes
The Former Regostered Dock Workers Pensoon Fund ("FRDWPF")
Change m Impact on
assumptiOn scheme
habtltttes
+/- 0 5% -7%/+7%
+/- 0 5% +5%/-5%
+/- 0 5% +1%/-1%
+I year +3%
The FRDWPF os an mdustry wode defined benefits penston scheme As at 5 Apnl 2007, the date of the most
recent valuatoon earned out by an mdependent actuary, the scheme had assets woth a market value of 868
mtlhon There was a fundmg rauo of I 07 6% and a net fundmg ratoo of I 05 9% after allowance was made for
deficots ansmg from future contnbutoons As at 5 Apnl2007, approxomately 20% of the scheme's assets were
mvested m equities, 78% m bonds and 2% m cash The valuatiOn assumptions adopted by the actuary at the
ttme of the most recent valuatiOn were as follows
lntlatoon
Rate of mcrease of pensoonable salartes
Rate of mcrease for penswns m payment
Rate of mcrease for deferred pensoons
Discount rate
Expected return on pI an assets
%
3 2
42
3 0
32
47
50
Because the Group tS unable to tdenttfy tts share of the scheme assets and habthttes on a conststent and
reasonable basts, as perrmtted by FRS 17 'Retorement benefits', the scheme ts accounted for by the Group as tf
the scheme was a defined contrtbutton scheme, the cost recogmsed wtthm the profit and loss account bemg
equal to the contnbutoons payable to the scheme for the year
32
..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
Dunng the year the Group made contnbutwns of I 0,000 (2009 29,000) to th1s scheme m relatiOn to Its
current active members and has recorded those as defined contnbut10n costs w1thm the profit and loss account
Merchant Navy Officers Pensmn Fund ("MNOPF")
The MNOPF IS an mdustry w1de defined benefit penswn scheme The scheme IS d1v1ded mto two sectwns, the
Old SectiOn and the New Section, both of wh1ch are closed to new members The most recent valuatwn for
each section was camed out on 31 March 2009 As at 31 March 2009, the Old Sect1on had assets of1,113
m1lhon, representmg 89% of the benefits accrued to members, wh1lst the New SectiOn had assets of I ,54 7
m1lhon, representmg 68% of the benefits accrued to members as at that date Followmg the prevwus valuatiOn,
the trustees undertook court proceedmgs to determme wh1ch employers were hable for the past-serviCe defiCit
for the New Section In 2005, the court established wh1ch employers were hable for the past-serv1ce deficit and
the trustees adopted an allocation conSIStent w1th the court rulmg The valuatiOn assumptiOns adopted by the
actuary were as follows
lnflatwn
Rate of mcrease for pens tons m payment
Dtscount rate - mvestment return on extstmg assets
Pre-rettrement
- Post-retirement
Old Section
%
3 0
45
New Sectwn
%
30
30
7 25
4 75
Dunng the year, the Group made contnbutwns of 125,000 (2009 125,000) m relatwn to the past-serv1ce
defic1t The Group has no current act1ve members m th1s scheme
Because the Group IS unable to 1denllfy Its share of the scheme assets and habll1t1es on a consistent and
reasonable bas1s, as permitted by FRS 17 'Retuement benefits', the scheme IS accounted for by the Group as 1f
the scheme was a defined contributiOn scheme, the cost recogmsed w1thm the profit and loss account bemg
equal to the contnbutwns payable to the scheme for the year
The P1Iots National Penswn Fund ("PNPF")
The PNPF IS an mdustry-w1de defined benefit scheme The most recent actuarml valuatiOn, performed by an
mdependent actuary, IS as at 31 December 2004 As at that date, the scheme had assets w1th a market value of
339 m1lhon, representmg 76% of the benefits accrumg to members after allowmg for future mcreases The
most recent updated valuatiOn available from the scheme actuary IS at 31 December 2006 The value of the
fund had mcreased to 350 m1lhon Approximately 32% of the scheme's assets were mvested m eqUities, 45%
m bonds, With the balance bemg held m hedge funds and m cash The valuatiOn assumptiOns adopted by the
actuary were as follows
InflatiOn
Rate of mcrease of pensiOnable salar1es
Rate of mcrease for pensions m payment
Rate of mcrease for deferred penswns
Dtscount rate
Expected return on plan assets
Pre-rettrement
- Post-rettrement
%
2 90
3 90
2 75
2 75
4 70
7 90
4 80
33

..
' .
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
The scheme rules have not h1stoncally provided a mechamsm for the allocatiOn of past-service deficits A
number of different legal opmwns have been Issued concernmg th1s scheme However the Group has been
unable to determme Its share of the past-service deficit on a reasonable and consistent basis In pnor years, the
partiCipatmg bodies for this scheme had agreed a voluntary arrangement to mcrease contributions m order to
reduce the deficit Based on legal advice the directors agreed to make voluntary contnbutions m respect of the
Group's share of past-service deficit totalling 3,524,000 payable m mstalments over a 5 year penod from I
Apnl2006
In the year ended 31 March 2008, the pensiOn fund trustees Imllated legal proceedmgs agamst all partiCipatmg
employers as a means to obtam further contributiOns to fund the deficit As a result, all former voluntary
payment plans have lapsed Durmg the year, the Group did not make any voluntary contnbutwns (2009 ml) to
this scheme
Smce the balance sheet date, a court JUdgment has been tssued m favour of the trustees However, as at th1s
lime, the Group has not yet been able to assess the Impact of this In the absence of an agreement on the
allocatiOn of the past-service deficit, the Group IS unable to determme Its share of assets and habihties for this
scheme on a consistent and reasonable basis, as permitted by FRS 17 'Retrrement benefits', the scheme IS
accounted for by the Group as If the scheme was a defined contribution scheme, the cost recognised With m the
profit and loss account bemg equal to the contributiOns payable to the scheme for the year
24. NOTES TO THE GROUP CASH FLOW STATEMENT
(a) ReconciliatiOn of operatmg profit to net cash mflow from operating activities
Contmmng achv1hes
Group operatmg profit
Difference between pensiOn charge and cash contnbutwns
Depreciation and amounts wntten offtangtble fixed assets
Release of grants to mcome
AmortisatiOn of goodwill
Exchange differences
Profit on disposal of fixed assets
Decrease m stocks
(Increase )/decrease m debtors
(Decrease )/m crease m creditors
Net cash m flow from conhnumg operatmg achvthes excludmg amounts due
from group undertakmgs
Increase/( decrease) m short term loans to group undertakmgs
Total net cash mflow from contmumg operatmg acllviiies
Total net cash mflow/(outflow) from non-operatmg exceptiOnal Item (note 8)
Cash m flow from operatiOnal actvhes and non-operatmg excephonaltem
(b) Returns on mvestments and serv1cmg of finance
Interest recetved
Interest paid
Fmance lease mterest paid
2010
'000
65,129
(714)
31,816
(793)
10,105
(203)
(1,168)
217
(4,380)
(9,941)
90,068
4,517
94,585
164
94,749
619
(50,916)
(314)
(50,611)
2009
'000
68,424
(457)
30,652
(793)
10,105
85
(4,045)
214
25,764
14,676
144,625
(19,658)
124,967
(I ,692)
123,275
1,273
(54,767)
(369)
(53,863)
34

..
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
(c) Capital expenditure and financialmvestment
AcqmsttlOn of m vestments
Repayments by JOint venture undertakmgs
Payments to acqmre tangible fixed assets
Receipts from government grants
Receipts from sales of tangible fixed assets
(d) AcqmSihons and diSposals
Outflow from disposal of mterests m subsidiary undertakmgs
Proceeds from disposal of mterest m JOint venture
(e) Fmancmg
New loans from third party undertakmgs
Cash on short term deposit available only for redemptiOn of floatmg rate
guaranteed loan notes
25.
26.
Repayment ofloans from third party undertakmgs
Capital element of finance lease rentals
ANALYSIS OF MOVEMENT IN GROUP NET DEBT
As at
I April
2009
'000
Cash at bank 50,181
Overdrafts (52)
50,129
Debt due withm one year (8,882)
Debt due after one year (1,20 1,1 SS)
Fmance leases (6,004)
Cash on short term deposll available only for
redemption of floatmg rate guaranteed loan
notes (note 14( d)) 8,882
(1,207,1 59)
(1,157,030)
MAJOR NON CASH TRANSACTIONS
Cash flow
'000
(920)
48
(872)
24
2,532
2,556
1,684
2010 2009
'000 '000
(85) (82)
130
(24,590) (43,296)
SI 112
1,555 4,248
(22,939) (39,0 18)
(196)
3,656
3,656 (196)
25,000
66
(24) (13,208)
(2,532) (2,331)
(2,556) 9,527
Other As at
non-cash Foreign 31 March
changes Exchange 2010
'000 '000 '000
(229) 49,032
(4)
(229) 49,028
3,633 (5,249)
(11,875) (1,213,006)
(942) 72 (4,342)
(3,633) 5,249
(12,817) 72 (1,217,348)
(12,817) (157) (1,168,320)
Durmg the year the Group entered mto finance lease arrangements m respect of assets With a total capttal value
at the mcepllon of the lease of 942,000 (2009 ntl)
27. CAPITAL COMMITMENTS
2010 2009
'000 '000
Capttal expendtture contracted for but not provtded for m these financtal statements 5,409 1,427
35

PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
28. RELATED PARTY TRANSACTIONS
Related Party
Joint ventures
Cammell Latrd Shtprepatrers &
Shtpbutlders Ltmtted
CL YDEBoyd Fort Wtlharn Ltmtted
Estuary Servtces Ltmtted
Fresh Frutt Termmal (Sheerness) Ltmtted

Vtzag Seaport Pnvate Ltmtted
TransactiOn
Sales
Purchases
Dtvtdend recetved
Rent received and serv1ces provtded
Repayment of loan
Sales and recharge of expenses
Purchases
Rent recetved and recharge of
expenses
Management fees recetved
Enttties m the Peel Ho/dmgs group of compames
2010 2009
'000
570
(473)
4,566
75
130
217
(934)
133
'000
516
(625)
2,586
50
270
(1,433)
860
58
The followmg summartses the transactiOns dunng the year between enttttes m the Peel Ports Group and other
dtvtstons of the Peel Holdmgs group of compames The other dtvtstons of Peel Holdmgs are headed by the
followmg enttttes
Peel Holdmgs Land & Property (UK)
Ltrntted
Peel Holdmgs (Energy) Ltrntted
Peel Property Partnershtp
Peel Ports Holdmgs (!OM) Ltrntted
Sales and expenses recharged
Purchases, rent and expenses
retmbursed
Acqutsttton of land
Group rehef
Ftxed asset dtsposal
Sales
Purchases
Recharge of expenses
Expenses reimbursed
1,479 2,165
(1,486) (1,040)
(430)
300
216 3,000
37 57
(17)
228
(195)
Detatls of ordmary dtvtdends patd to the trnmedtate holdmg company, Peel Ports Holdmgs (Cl) Ltmtted, are
dtsclosed m the dtrectors' report
On 20 January 2009 Fresh Frutt Term mal (Sheerness) Ltmtted reverted to I 00% ownershtp by Capespan
Ltrntted The amounts dtsclosed above are for the full year ended 31 March 2009
36

. -
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
At the balance sheet date the followmg s1gmficant amounts were owed by I (due to) related parties
2010
Related Party '000
Jomt ventures
Cammell Lmrd Sh1prepa1rers & ShipbUilders L1m1ted 71
Estuary Serv1ces L1m1ted (81)
Fresh FrUit Termmal (Sheerness) L1m1ted
CL YDEBoyd Fon W1lham L1m1ted 36
Entitles in the Peel Holdmgs group of compames
2009
'000
57
129
130
The followmg summanses the year end balances between entitles m the Peel Pons Group and other diVISions
of the Peel Holdmgs group of compames The other diVISions of Peel Holdmgs are headed by the followmg
enhtJes
Peel Holdmgs Land & Propeny (UK) L1m1ted
Peel Holdmgs (Energy) L1m1ted
Peel Holdmgs (Glasgow Harbour) L1m1ted
Peel Pons Holdmgs (!OM) L1m1ted
Bndgewater Canal Trust
4
39
4,309
51
(9)
(29)
150
Included m accruals and deferred mcome IS accrued mterest of 2,687,000 (2009 2,687,000) payable to
Infrastructure JVCo (L1me) SarI and 2,698,000 (2009 2,698,000) payable to Peel Pons Holdmgs (!OM)
L1m1ted
29 OTHER FINANCIAL COMMITMENTS
At 31 March 20 I 0, the Group had annual commitments under non-cancellable operatmg leases as follows
Land and Land and
bulldmgs Other bulldmgs Other
2010 2010 2009 2009
Group '000 '000 '000 '000
Expmng w1thm one year 15 7,107 15 5,21 I
Expmng between 2 and 5 years mclusiVe 4,768 7,242
Expmng after 5 years 1,325 2,656 1,637
1,340 I I ,875 2,671 14,090
The Company has no annual comm1t1nents under non-cancellable operatmg leases
37
.-
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
30. ULTIMATE AND IMMEDIATE HOLDING COMPANY
The directors regard Tokenhouse Limited, a company mcorporated m the Isle of Man, as the ultimate holdmg
company and Peel Ports Holdmgs (Cl) Limited, a company registered m the Cayman Islands, as the Immediate
parent company
3I ULTIMATE CONTROLLING PARTY
32
33
Tokenhouse Limited IS controlled by The 1997 Bdlown Settlement Trust By VIrtue of Its controlling mterest m
Peel Ports Holdmgs (Cl) Limited and the maJonty votmg power held by the directors appomted by Its
Immediate parent undertakmg, Peel Ports Holdmgs (!OM) Limited, the Company considers The 1997 BIIIown
Settlement Trust to be the ultimate controlling party
MINORITY INTERESTS
'000
At I Apnl 2009 480
Profit and loss account (93)
Net exchange adjustments (86)
Eqmty mmonty mterest at 31 March 2010 301
SUBSEQUENT EVENTS
On I June 20 I 0 the Group disposed of 35% of Its mterest m Port1a Management Services Limited for proceeds
of963,000 resultmg m a gam of761,000
38
.....--
PEEL PORTS SHAREHOLDER FINANCECO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2010
34. PRINCIPAL SUBSIDIARY UNDERTAKINGS AND JOINT VENTURES
Subs1d1ary undertakmgs
The pnnc1pal subs1d1ary undertakmgs consolidated at 3 I March 2010, all of wh1ch were wholly-owned, were as
follows
Country or
mcorporahon Subs1d1ary
Great Bntam Ardrossan Harbour Company L1m1ted
Great Bntam B1rkenhead Port L1m1ted
The Netherlands B G Fretght Lme Holdmg B V
Great Bntam Clydeport Ltmtted
Great Bntam Clydeport Operattons Ltm!led
Northern Ireland Coastal Contamer Lme Ltmtted
Great Bntam Heysham Port Ltmned
Repubhc of Ireland Manne Termtnals Limited
Great Bntam Peel Pons Investments Ltmtted
Great Bntam Peel Ports Ltmned
Great Bntam Peel Ports Holdmgs Ltmtted
Great Bntam Peel Ports Land and Propeny Investments Ltmtted
Great Bntam Peel Pons Operattons Ltmtted
Great Bntam Peel Ports UK Fmanceco Ltmtted
Great Bntam Peel Holdmgs (Ports) Ltmtted
Great Bntam Port of Sheerness Ltmtted
Great Bntam Portta Management Servtces Ltmtted
Great Bntam Seawmg Landguard International Ltmtted
Great Bntam The Manchester Shtp Canal Company
Great Bntam The Mersey Docks and Harbour Company
Nonhern Ireland TR Shtppmg Servtces Ltmtted
(1) I 00% owned by Clydeport L1mtted
(n) I 00% owned by Peel Pons Ltmned
(m) I 00% owned by Peel Ports Investments Ltmtted
(tv) I 00% owned by Peel Ports Operatmns Ltmtted or tls substdtancs
(v) I 00% owned by Peel Ports Holdmgs Ltmtted
(vt) I 00% owned by Peel Holdmgs (Ports) Ltmtted
(vn) lOO% owned by Peel Ports lntermedtate Holdco Ltmtted
(vm) I 00% owned by Peel Ports UK Fmanceco Ltmtted
Jomt ventures
The pnnctpal JOIDt ventures, as at 31 March 20 I 0, were as follows
Country or
mcorporatwn Jomt venture
Great Bntam CL YDEBoyd Fort Wtlham Ltmtted
Great Bntam
Cammell La1rd & Shtpbutlders
Ltmtted
Great Bntam Estuary Servtces Ltmtted
Pnnc1pal activities Note
Port Fac1httes (1)
Port Authonty (IV)
Shtppmg (tv)
Holdmg Company (m)
Port Facthttes (!)
Shtppmg (tv)
Port Authonty (tv)
Stevedonng (tv)
Holdmg Company (n)
Holdmg Company (v)
Holdmg Company (vt)
Holdmg Company (vt)
Holdmg Company (m)
Holdmg Company (vn)
Holdmg Company (vm)
Operator of a Regmnal Port (tv)
Port Consultancy (tv)
Fretght Forwardmg (tv)
Operator of a Regmnal Port (m)
Operator of a RegiOnal Port (m)
Shtppmg Servtces (tv)
Group
shareholdmg Prmc1pal achv1hes
50% Port facthl!es
4749%
Shtprepatrmg and
shtp conversions
50% Port facthl!es
39