Annual Report 2022
GC Rieber Shipping
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
2
2022 GC RIEBER SHIPPING
Letter from the CEO
I am very pleased to see that we in 2022 launched our Windkeeper newbuild
programme. This was an important milestone and manifest our ambition to develop
profitable and sustainable maritime projects. With a highly competent and forward
leaning organisation, we aim to build Windkeeper into being a substantial and
valuable player within the offshore wind industry.
Windkeeper is an innovative Service Operation
Vessel (SOV) which offers improved operability,
ultra-low fuel consumption and an option of
fully electric operations in field. The solidity of
environmental and operational performances
of Windkeeper are a testament to the strong
technical capabilities within GC Rieber Shipping,
and will drive down charterers daily costs and
substantially improve their environmental
footprint. The wish to be a solid contributor
to a sustainable development is in the core
of our strategy. This means special focus on
environmental, social and financial sustainable
project development within niches where we
can make a difference, and also targeting the
markets for the energy transition.
In February, a new crisis entered Europe when
Russia decided to invade Ukraine. Through
our joint venture business in Russia, GC Rieber
Shipping was directly affected by the new
geopolitical landscape. In March 2022 we
decided to exit all GC Rieber Shipping’s business
in Russia where we had been present since
2006. The icebreaking tug Polar Circle left
Russia in the summer of 2022, a vessel we are
happy to have acquired full ownership of in
2023. Today we have no activities left in the
country.
GC Rieber Shipping owns 8,5% of the seismic
company Shearwater Geoservices. We are
pleased to see that Shearwater has performed
very well in 2022 and that outlook for the
seismic sector is positive for 2023.
The offshore wind industry is a growing market
with a positive outlook and healthy demand.
Entering 2023, I am excited to follow the
building of the Windkeeper vessels and to see
the vessel’s play their part in the offshore wind
industry, while also pursuing other exciting and
sustainable maritime opportunities.
Foto: Helland Eirin
EINAR YTREDAL
CEO
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
4
2022 GC RIEBER SHIPPING
GC Rieber Shipping (the “Company“)
aims to exercise good, prudent corporate
governance. Good corporate governance is
mainly about clarifying the division of roles
between the owners, Board of Directors
and management beyond the statutory
requirements. Furthermore, it is about treating
the shareholders equally, taking care of other
stakeholders through ensuring the best possible
value creation and reducing business risk. Good
corporate governance should also contribute
to the most efficient and proper use of the
Company’s resources.
1. REPORT ON CORPORATE GOVERNANCE
Compliance
The Board of Directors of GC Rieber Shipping
has the overall responsibility for ensuring good
corporate governance of the Company.
limited liability company listed on Oslo Stock
Exchange (Oslo Børs). Section 3-3b of the
Norwegian Accounting Act relating to corporate
governance requires the Company to issue an
annual report on its principles and practice for
corporate governance. These provisions also
state minimum requirements for the content
of this report.
The Norwegian Corporate Governance Board
(NCGB) has issued the Norwegian Code of
Practice for Corporate Governance (the ”Code
of Practice”). Adherence to the Code of Practice
is based on the “comply or explain” principle,
which means that a company must comply with
all recommendations of the Code of Practice
or explain why it has chosen an alternative
approach to specific recommendations.
Oslo Børs requires listed companies to publish
an annual statement of their policy on corporate
governance in accordance with the current
Code of Practice. The rules on Continuing
Obligations of listed companies are available on
www.oslobors.no.
GC Rieber Shipping complies with the current
Code of Practice that was issued on 14 October
2021. The Code of Practice is available at
www.nues.no. The Company provides a report
on its corporate governance principles in its
annual report and the information is available
at www.gcrieber-shipping.com. The Company
follows the Code of Practice and any deviations
are explained in the report.
2. BUSINESS
GC Rieber Shipping’s business is defined in
Article 1 of the Company’s articles of association,
which reads as follows:
“The name of the company is GC Rieber
Shipping ASA . The company is a public limited
liability company whose object is to engage in
shipping, investment, provision of guarantees,
trade and other business. The company’s
registered office is located in the municipality
of Bergen.”
The Board of Directors has established
strategies, objectives and a risk profile within the
defined scope of its business to create value for
its shareholders in a sustainable manner, taking
financial, social and environmental interests into
Corporate governance
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
5
2022 GC RIEBER SHIPPING
consideration. The strategies, objectives and risk
profile are subject to annual review of the Board
of Directors and described in the annual report
and on www.gcrieber-shipping.com.
Basic corporate values, ethical guidelines and
social responsibility
Ethical guidelines, basic corporate values and
guidelines for corporate social responsibility
have been established for the GC Rieber group,
and GC Rieber Shipping follows the group’s
guidelines.
The guidelines provide general principles for
business practice and personal behaviour and
are intended to form a platform for the attitudes
and basic vision that should permeate the
culture in the GC Rieber group, and how these
relate to the value creation by the Company.
In 2010, GC Rieber joined the UN Global
Compact, the world’s largest corporate social
responsibility initiative. UN Global Compact
has developed ten universal principles that
encourage and show how companies should
pay attention to employee and human
rights, protection of the environment and
combating corruption. By joining the initiative,
GC Rieber has committed itself to making
the ten principles an integral part of its
business strategy, to promote the principles to
business partners and to reporting activities
and improvements associated with the ten
principles.
GC Rieber Shipping annually issues a separate
report on environmental practises, corporate
social responsibility and corporate governance
(ESG). The report is published in the Company’s
annual report and on the Company’s website.
More detailed information relating to the
Company’s and the GC Rieber group’s vision,
strategy, values and principles is available at
www.gcrieber-shipping.com and
www.gcrieber.no.
3. EQUITY AND DIVIDENDS
Equity
As at 31 December 2022, the Company’s
book equity was NOK 1,171.0 million, which is
equivalent to 98.8% of the total assets. The
Board of Directors has a policy to have above
35% equity at any time, but the actual equity
ratio will vary from time to time due to market
circumstances. The Company’s need for financial
soundness and liquidity should be adapted to its
objectives, strategy and risk profile.
Dividend policy
The Company’s objective is to provide a
competitive return on the shareholders’ invested
capital through payment of a dividend and
appreciation of the share price. In considering
the scope of the dividend, the Board of Directors
emphasises the Company’s capacity to pay
dividends, the need to have a healthy level
of equity and to have adequate financial
resources for future growth and investments,
while allowing for extraordinary dividends when
capitalising on investments.
On the basis of the Company’s annual accounts
for 2020, an additional dividend of NOK 1.23
per share (total NOK 105.9 million) was paid to
the shareholders in October 2021. On the basis
of the Company’s annual accounts for 2021, a
dividend of NOK 0.50 per share (total NOK 43.0
million) was paid to the shareholders in May
2022. The Board of Directors propose a dividend
of NOK 0.25 per share for 2022.
Capital increase
Authorisations granted to the Board of Directors
to increase the Company’s share capital shall
normally be restricted to specific purposes. As
at 31.12.2022 there were no such authorisations
granted to the Board of Directors.
Purchase of own shares
The general meeting may grant the Board
of Directors a mandate to purchase up to 10
percent of own shares. As at 31 December 2022,
there was no such mandate to the Board of
Directors regarding purchase of own shares.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
6
2022 GC RIEBER SHIPPING
4. EQUAL TREATMENT OF SHAREHOLDERS
Equal treatment
GC Rieber Shipping has only one class of shares,
and purchase and sale of the shares shall take
place over the stock exchange.
The articles of association include no limitations
relating to voting rights. All shares have equal
rights.
Transactions in own shares
The Company’s transactions in own shares
are carried out over the stock exchange or
by other means at market price. Any services
from the main shareholder are purchased at
documented market price. Should there be an
increase in capital which involves a waiver of
the existing shareholders’ pre-emptive rights,
and the Board of Directors resolves to carry out
such an increase on the basis of a mandate
granted by the general meeting, the Board of
Directors will explain the justification for waiving
the pre-emptive rights in the stock exchange
announcement.
Transactions with close associates
The Company’s Board of Directors and
management are committed to promoting
equal treatment of all shareholders.
The Company has one main shareholder,
GC Rieber AS, owning 76.8% of the shares as
at 31 December 2022.
5. FREELY NEGOTIABLE SHARES
The Company has only one class of shares. All
shares in the Company are freely negotiable.
6. GENERAL MEETING
About the general meeting
The general meeting is the Company’s supreme
authority, and the Board of Directors aims to
ensure that the general meeting is an efficient
meeting place.
Notice of meeting
The general meeting will usually be held by
30 April each year at the Company’s offices, or
as a hybrid meeting if shareholders request to
participate electronically. The general meeting
in 2023 will be held on 25 April.
Notice of the general meeting is usually
sent with 21 days’ notice. At the same time,
the agenda papers will be published on the
Company’s website, cf. Article 5-g of the Articles
of Association.
The notice of the general meeting must
contain all necessary information so that the
shareholders can decide on the issues to be
addressed. The registration deadline for the
general meeting will be as close to the general
meeting as practically possible.
All shareholders registered in the Norwegian
Registry of Securities (VPS) will receive a notice
of meeting and are entitled to submit proposals
and vote directly or via proxy. The financial
calendar will be available on the Company’s
website.
Registration and proxy
Registration should be made in writing, either
via mail or e-mail. The Board of Directors wants
to facilitate so that as many shareholders as
possible are able to participate. Shareholders
who are unable to attend in person, are
encouraged to appoint a proxy. A special
proxy form is available which facilitates
separate voting instructions for each issue to be
considered by the general meeting and for each
of the candidates nominated for election. The
Company will nominate one or more persons to
vote as proxy for shareholders.
The Chairman of the Board will, and other Board
members may, attend the general meeting.
This is a deviation from NUES’ recommendation.
The CEO and CFO participate on behalf of the
Company, and representatives from the auditor
will also participate in the meeting
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
7
2022 GC RIEBER SHIPPING
Agenda and implementation
The agenda is determined by the Board of
Directors. The main items are pursuant to the
requirements in the Public Limited Liability
Companies Act and Article 7 of the Articles of
Association.
The general meeting is able to elect an
independent person to chair the meeting.
The minutes of the general meeting are
published via a stock exchange announcement
and are available at
www.gcrieber-shipping.com.
In 2022, the general meeting was held on
21 April and 89% of the total share capital was
represented. A total of 26 shareholders were
present or represented by proxy.
7. NOMINATION COMMITTEE
Nomination of Board members up for election
at the general meeting shall take place
through an open dialogue between the
largest shareholders. Based on the Company’s
good experience with such a process and an
assessment of the composition of the owners,
the Company has decided not to use a
nomination committee. This is a deviation from
NUES’ recommendation.
8. THE BOARD OF DIRECTORS – COMPOSITION
AND INDEPENDENCE
Composition of the Board of Directors
Pursuant to the Company’s articles of
association, the Board of Directors shall consist
of 5-7 members who are elected by the general
meeting for two years at a time. The Chairman
of the Board and the Deputy Chairman are
elected by the general meeting. The Board of
Directors currently comprises 5 members, of
which 2 are female.
The Board of Directors has been elected on
the basis of an overall assessment in which
competence, experience and integrity are
important criteria. An overview of Board
members’ competence, background and
shareholding in the Company is available on the
Company’s website www.gcrieber-shipping.com.
The Board of Directors’ independence
Executive management shall not be members
of the Board of Directors.
The Chairman of the Board, Paul-Christian
Rieber is CEO and Board member Pål Selvik
is CFO of GC Rieber AS, which is the largest
shareholder in the Company with 76.8% of the
shares.
At 31.12.2022, GC Rieber AS owns 66 145 908
shares in GC Rieber Shipping ASA, constituting
76.8% of the outstanding shares in the Group.
GC Rieber Holding AS and AS Javipa together
hold 58.3% of the shares in GC Rieber AS.
Through non-controlling interests in these two
companies and also Pelicahn AS, the Chairman
of the Board, Paul-Christian Rieber, indirectly
owns 34.0% of the shares in GC Rieber Shipping
ASA.
The remaining three Board members are
regarded as independent of the Company’s
main shareholder and significant business
relations.
9. THE WORK OF THE BOARD OF DIRECTORS
The Board of Directors’ duties
The Board of Directors has overall responsibility
for management of GC Rieber Shipping and
also for supervising the day-today management
and the Company’s operations. This involves
developing the Company’s strategy and making
sure that it is implemented. The Board of
Directors is also responsible for control functions
to ensure that the Company has proper
operations as well as a responsible asset and risk
management.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
8
2022 GC RIEBER SHIPPING
Instructions for the Board of Directors
Pursuant to the provisions of the Norwegian
Public Limited Liability Companies Act, the
Board of Directors has established instructions
for the Board of Directors that provide detailed
regulations and guidelines for the Board of
Directors’ work and executive work.
The Board of Directors shall ensure that
members of the Board of Directors and
executive personnel make the Company aware
of any material interests that they may have in
items to be considered by the Board of Directors.
Instructions for the CEO
A clear division of responsibilities and tasks
has been established between the Board of
Directors and executive management.
Agreements with related parties
The Company carries out purchase and sales
transactions with close associates as part of
the normal business operations. All agreements
entered into between the Company and its main
shareholders (including related companies),
and also other business agreements are, and
must be, entered into on arm’s length terms.
Reference is made to note 17 in the Company’s
2022 annual accounts, where transactions with
close associates are outlined.
Financial reporting
The Board of Directors receives periodic reports
with comments on the Company’s financial
status. As far as interim reports are concerned,
the Company follows the deadlines for Oslo
Stock Exchange.
Meeting structure
The Board of Directors usually holds six ordinary
board meetings a year, evenly distributed over
the year. Quarterly and annual accounts, and
also salary and other remuneration to leading
personnel are dealt with at the board meetings.
In addition, a separate strategy meeting is
held. Extraordinary board meetings to deal
with matters that cannot wait until the next
ordinary board meeting are held when required.
In addition, the Board of Directors has organised
the work in a separate auditing committee. In
2022, ten meetings were held, compared with
eight meetings in 2021. In 2022, attendance at
the board meetings was 98%, compared with
98% in 2021.
Auditing committee
The main purpose of the auditing committee
is to monitor the Company’s internal control
systems, quality assurance of the financial
reporting and ensuring that the auditor is
independent. The auditing committee has
two members of which one is independent of
the Company’s business activities and main
shareholders. The committee has evaluated
the procedures for financial control in the core
areas of the Company’s business activities. The
committee has been informed of the external
auditor’s work and the results of this work.
The Board of Directors’ self-evaluation
The Board of Directors conducts an annual
evaluation of its work, way of working and
expertise. The Chairman of the Board conducts
an annual appraisal of the CEO in accordance
with his job description.
10. RISK MANAGEMENT AND INTERNAL
CONTROL
The Board of Directors’ responsibilities and
the object of internal control
GC Rieber Shipping’s risk management and
internal control seeks to ensure that the
Company has comprehensive control thinking
that includes the Company’s operations,
financial reporting and compliance with
applicable laws and regulations. Risk
management and internal control also
incorporates considerations related to
integrating stakeholders in relation to the
Company’s long-term value creation, including
factors such as the Company’s basic values,
ethical guidelines and guidelines for social
corporate responsibility.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
9
2022 GC RIEBER SHIPPING
The Board of Directors’ annual review and
reporting
The annual strategy meeting helps lay the
foundation for the Board of Directors’ discussions
and decisions through the year. Review and
revision of important governing documents is
considered on an on-going basis.
The administration prepares monthly finance
reports, which are reviewed by the board
members. Quarterly financial reports are
also prepared and reviewed by the Board of
Directors before the quarterly reporting. The
auditor attends meetings with the auditing
committee and the board meeting that includes
presentation of the annual accounts. The
Company’s risk aspects and management have
been thoroughly described in the report of the
Board of Directors.
Overall responsibility for internal control related
to the Company’s financial reporting is assigned
to the Board of Directors’ auditing committee.
The auditing committee has regular meetings
with the administration and the Company’s
auditor at which accounting principles, use
of estimates and other relevant topics are
discussed.
Regular reports are submitted to the Board
of Directors regarding defined KPIs related
to quality, health, environment and safety. In
addition, the GC Rieber group has prepared
guidelines on business ethics and social
responsibility, with which all employees in all
the subsidiaries should be acquainted, including
GC Rieber Shipping. GC Rieber Shipping has
dedicated resources who ensures reporting
to the Board of Directors on the status and
progress of the Company’s social responsibility
and sustainability work and who represents the
Company in the GC Rieber group’s UN Global
Compact group.
11. REMUNERATION TO THE BOARD OF
DIRECTORS
The general meeting determines annually
the remuneration to the Board of Directors.
The proposed remuneration is put forward
by the Company’s largest shareholder. The
remuneration shall reflect the Board of Directors’
responsibility, expertise, time commitment and
the complexity of the Company’s activities.
Board members who participate in Board
committees receive separate compensation
for this.
In 2022, the Company’s Board received a
total remuneration of NOK 1,108,000. The
remuneration to each Board member in 2022
is given in note 3 of the parent company’s
annual accounts. Remuneration to the Board
of Directors is not dependent on performance
and does not contain any share options.
Members of the Board of Directors and/or
companies with which they are associated
should not take on specific assignments for the
Company in addition to their appointment as
a member of the Board, but if they do, this shall
be disclosed to the full Board.
12. SALARY AND OTHER REMUNERATION FOR
EXECUTIVE PERSONNEL
GC Rieber Shipping has developed guidelines
for remuneration of leading personnel, in
accordance with the Public Limited Liability
Companies Act. The guidelines are available at
the Company’s website and should be approved
by the general meeting on an annual basis. A
separate remuneration report will be presented
for the annual general meeting, subject to an
advisory vote.
13. INFORMATION AND COMMUNICATION
GC Rieber Shipping seeks to treat all
participants in the securities market equally
through publishing all relevant information
to the market in a timely, efficient and non-
discriminating manner. All stock exchange
reports will be available on the Company’s
website and on Oslo Børs’ news site.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
10
2022 GC RIEBER SHIPPING
Financial reports
The Company presents preliminary financial
statements by the end of February. Complete
accounts, together with directors’ report and
annual report are available to the shareholders
no later than three weeks before the general
meeting.
The Company’s financial calendar is published
for one year at a time before 31 December in
accordance with the rules of Oslo Børs. The
financial calendar is available on the Company’s
website and also on the website of Oslo Børs.
Other market information
Interim reports and presentation material are
available at www.gcrieber-shipping.com.
The Company exercises caution in its contact
with shareholders and financial analysts, cf. the
Norwegian Securities Trading Act, Norwegian
Accounting Act and the stock exchange
regulations.
14. TAKEOVER
The Board will not seek to hinder or obstruct
any takeover bids for the Company’s business
activities or shares. Should there be a bid for
the Company’s shares, the Company’s Board
of Directors will not exercise authorisations
to issue new shares or pass other resolutions
in an attempt to obstruct the bid without
the approval of the general meeting. Any
transaction that in effect is a disposal of the
Company’s business activities will be decided
on by the general meeting.
If a takeover bid has been received, the Board
of Directors will initiate an external valuation
by an independent adviser and thereafter the
Board of Directors will recommend shareholders
to either accept or reject the offer. The valuation
must also take into account how a possible
takeover will affect the long-term value creation
in the Company.
15. AUDITOR
Choice of auditor
The Company’s auditor will be chosen by the
general meeting. PwC has been the Company’s
auditor since the ordinary general meeting in
2013. The Company has conducted a tendering
process for audit services applicable for the
financial year 2023 and onwards. Election of
auditor will happen at the general meeting
25 April 2023.
The auditor’s relationship to the Board of
Directors and the auditing committee
The Board of Directors will at least once a year
arrange a meeting with the auditor without
the presence of the executive management
in the Company. The auditor will present the
summary of an annual plan for carrying out the
audit work, and the Company’s internal control
procedures, including identified weaknesses and
proposed improvements, will be reviewed with
the Board of Directors.
The auditor also participates in board meetings
which discuss the annual accounts. At such
meetings, the auditor reviews any material
changes in the Company’s accounting
principles, comments on any material estimated
accounting figures and any significant matters
where there may have been disagreement
between the auditor and the administration.
The Board of Directors will inform about the
remuneration paid to the auditor, divided
between remuneration for audit work and other
services, at the annual general meeting.
The Company has established guidelines
in respect of the use of the auditor by the
executive management for services other than
the audit.
In 2022, GC Rieber Shipping saw clear results
of the strategic journey set out in 2020. The
objectives set was to reduce the company’s
oil exposure, reduce the company’s debt
obligations and turn the core activity in the
direction of renewable energy at sea.
The sale of Polar Onyx in February 2022, the
last vessel within the Subsea & Renewables
segment, marked the completion of the
turnaround. All vessels originally designed for
the subsea oil & gas markets had been sold,
leaving the company with significant investment
capacity and a solid foundation for further
commitment to sustainable and profitable
maritime projects.
In October 2022, GC Rieber Shipping ordered
two Windkeepers. These are unique vessels,
designed for serving offshore wind markets with
a substantial lower environmental footprint
compared to traditional vessels. With options for
two additional vessels, GC Rieber Shipping will
develop Windkeeper to become a significant
and preferred player within offshore wind.
GC Rieber Shipping’s exposure towards the oil
and gas markets is now primarily held through
the 8.5% investment in the marine geophysical
company Shearwater Geoservices Holding AS.
ESG-Report 2022
GC Rieber Shipping is strongly
committed to corporate social
responsibility and sustainability through
its entire operation. Efforts to develop
operations, practices and investments
to minimise effect on the environment
and enhance social responsibilities are
a constant priority.
GC Rieber Shipping has ordered two
Windkeeper Service Operation Vessels
(SOV) with delivery in early 2025
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
12
2022 GC RIEBER SHIPPING – ESG
Coordinated by the parent company in the GC
Rieber Group, all the companies in the group
have joined their efforts to contribute to a more
sustainable business development. In regular
forums, dedicated personnel from all companies
meet to share knowledge and perspectives,
and to jointly face new challenges, so that all
the companies can push their standards even
further. New reporting standards, new regulatory
requirements and carbon accounting are some
of the topics that have been addressed in 2022.
A significant theme in 2022 was the
implementation of requirements following the
new Norwegian Transparency Act. The GC Rieber
Group collectively and GC Rieber Shipping
individually took significant efforts to ensure
further promotion of human rights and decent
working conditions throughout the business,
in line with the new requirements. In 2023 for
example, GC Rieber Shipping performed its first
vendor audit exclusively on human rights and
decent working conditions, at Cemre shipyard
where the Windkeeper vessels are being built. A
separate report on the requirements following
the Norwegian Transparency Act. will be
published on www.gcrieber-shipping.com before
30 June 2023.
Focus areas 2023
Entering 2023, GC Rieber Shipping is proud to
have taken several measures, making the Group
a solid contributor towards a more sustainable
tomorrow.
For the upcoming year, GC Rieber Shipping
highlights three areas of focus;
• Performing a life cycle screening of the
Windkeeper vessels, a screening of the carbon
footprint of the vessels through their entire
lifecycle, including building, operation and
scrapping of the vessels,
• Publish carbon accounts on Scope 1 – 3,
a project already initiated
• Continued focus on promoting human rights
and decent working conditions in GC Rieber
Shipping’s entire operation
ESG STRATEGY
GC Rieber Shipping has embedded sustainability
in its overall strategy, which is to develop
profitable and sustainable maritime projects
and owning ships. Building on the company`s
strong heritage of managing complex customer
requirements and technologies, also in harsh
environments, GC Rieber Shipping is uniquely
positioned to develop tailor-made, innovative
and sustainable solutions for customers world-
wide.
GC Rieber Shipping has a steadfast commitment
to good environmental practices, corporate
social responsibility and corporate governance
(ESG) throughout its entire business operation.
International sustainability programs are
supported by actively using know-how and
competence to drive economic, environmental
and social development through own initiatives
and efforts. GC Rieber Shipping’s culture
embraces the need for constantly pushing
standards further and to contribute to an
even larger matter. Meeting and pushing
ESG standards are an essential part of
the partnership and collaboration with all
stakeholders.
GC Rieber Shipping requires its ship managers
to have necessary certifications such as the
International Safety Management (ISM) Code,
ISO 9001 standard (quality management)
and ISO 14001 standard (environmental
management).
GC Rieber Shipping shares ethical guidelines,
basic corporate values and guidelines for
corporate social responsibility with the GC
Rieber group. The guidelines provide general
principles for business practice and personal
behaviour and are intended to form a platform
for the attitudes and basic vision that should
permeate the culture in the GC Rieber group,
and how these relate to the value creation by
the GC Rieber group. In addition, the
GC Rieber group has been a member of the
UN Global Compact since 2010, and GC Rieber
Shipping is thereby committed to integrating
UN Global Compact’s ten principles as part of
its business strategy, promoting these principles
vis-à-vis partners and reporting on activities
and improvements when it comes to these ten
principles. Please refer to the annual report and
the website for the GC Rieber group for a closer
description.
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2022 GC RIEBER SHIPPING – ESG
GC Rieber Shipping reports ESG with reference
to the reporting standard developed by the
Global Reporting Initiative (GRI 2021), an
independent, international organisation that
helps businesses and other organisations take
responsibility for their impacts by providing a
global common language to communicate
those impacts. The GRI-standard is the world’s
most widely used standard for sustainability
reporting. GRI creates a common language for
organisations to report on their sustainability
impacts in a consistent and credible way.
GC Rieber Shipping also supports the
Sustainable Development Goals (SDGs) adopted
by the United Nations in 2015, which is an urgent
call for action by all countries – developed
and developing – in a global partnership.
Specifically, the SDGs set out 17 goals to improve
environmental sustainability, social inclusion,
and economic development by 2030.
GC Rieber Shipping’s ESG strategy is anchored
with the Board of Directors, management and
governance structures.
Materiality assessment
To continuously determine what topics
should be considered material for GC Rieber
Shipping, the company performs stakeholder
analysis. A stakeholder is defined as: “entities/
individuals that can be reasonably expected
to be significantly affected by the reporting
Illustration: CEMAsys 2021
organisation’s activities/products/services”,
or “entities/individuals whose actions can
reasonably be expected to affect the ability
of the reporting organisation to implement its
strategies and achieve their objectives”.
Engaging different stakeholders helps
identifying risks and provides different
perspectives than what is internally viewed as
important and ensures that GC Rieber Shipping
priorities issues that matters most to its business
and stakeholders.
GC Rieber Shipping has conducted interviews
of representatives from four different groups
of stakeholders. From these interviews,
GC Rieber Shipping gained important
qualitative information about the stakeholders’
interests and concerns. On a general note, all
stakeholders have high expectations to
GC Rieber Shipping when it comes to
sustainability.
GC Rieber Shipping, including the Group
management, has conducted a double
materiality assessment, ranking the results
across the following two dimensions; influence
on stakeholder assessments/decisions, and
significance of environmental/social/economic
impact. Using double materiality, GC Rieber
Shipping has assessed how the company
affects its surroundings, in addition to how the
company itself is affected by its surroundings.
The assessment also considered the Norwegian
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2022 GC RIEBER SHIPPING – ESG
Shipowners’ Association’s (NSA) guidelines on
ESG reporting in the shipping and offshore
industries, updated in November 2021. The
guidelines aim for the reports to include the
most relevant disclosures, in a way that ensures
consistency across the shipping and offshore
industries, and propose a set of indicators to
reflect what most companies within shipping
and offshore segments are likely to find relevant.
With reference to GRI, GC Rieber Shipping has
identified four material topics for the Group’s
business, providing the foundation for the ESG
strategy and the following ESG reporting:
1. Environmental Strategy and Target Setting
2. Business Ethics & Transparency
3. Responsible Ship Recycling & Waste
Management
4. R&D for Decarbonized Transition
The four topics, reflecting GC Rieber Shipping’s overall policies and ambitions, are summarised below:
Environmental Strategy
and Target Setting
Business Ethics &
Transparency
Responsible Ship Recycling
& Waste Management
R&D for Decarbonized
Transition
Make use of the at any time best
available technological solutions
to minimise the risk of releasing
environmentally hasardous substances
into air and water, and to stimulate
sustainability throughout the value chain.
Ensure the good health and well-being
of all employees and contractors.
Support and respect the protection
of internationally proclaimed human
rights and make sure that the business
is not complicit in human rights abuses.
Actively promote transparency and
counteract corruption and bribery.
Facilitate all phases from design of a
vessel, operation and to disposal and
resycling of the vessel to ensure that the
total environmental footprint through a
vessel’s lifetime is minimised.
Drive research and develop innovative
maritime projects with a sustainable
profile, contributing to the energy shift.
See appendix A for the GRI-index, and note 20 to the 2022 Annual Report for further information about climate risk
The UN Sustainable Development Goals
Throughout the report, GC Rieber Shipping will link each material topic to relevant SDGs, complementing the description of the Group’s impact on
sustainable development. The highlighted SDGs are those considered most material for GC Rieber Shipping’s business through the materiality assessment,
not, however, implying that the remaining SDGs are considered less important.
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2022 GC RIEBER SHIPPING – ESG
1: Environmental Strategy and Target Setting
The importance of a clear environmental strategy with targets and accompanying key performance indicators (KPIs) have been emphasised through the
stakeholder analysis. Relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure sustainable
consumption and
production patterns
Take urgent action to
combat climate change
and its impacts
Conserve and sustainable use
the oceans, seas and marine
resources for sustainable
development
RELEVANT
SDG TARGETS
12.2 - By 2030, achieve the sustainable
management and efficient use of natural
resources
12.6 - Encourage companies, especially large
and transnational companies, to adopt
sustainable practices and to integrate
sustainability information into their reporting
cycle
12.8 - By 2030, ensure that people everywhere
have the relevant information and awareness
for sustainable development and lifestyles in
harmony with nature
13.2 - Integrate climate change measures into
(national) policies, strategies and planning
13.3 - Improve education, awareness-raising
and human and institutional capacity on
climate change mitigation,adaptation, impact
reduction and early warning
14.1 - By 2025, prevent and significantly reduce
marine pollution of all kinds, in particular from
land-based activities, including marine debris
and nutrient pollution
14.2 - By 2020, sustainably manage and
protect marine and coastal ecosystems to
avoid significant adverse impacts, including by
strengthening their resilience, and take action
for their restoration in order to achieve healthy
and productive oceans
14.3 - Minimise and address the impacts
of ocean acidification, including through
enhanced scientific cooperation at all levels
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2022 GC RIEBER SHIPPING – ESG
GC Rieber Shipping is part of a global shipping
industry, that according to the International
Shipping Organization (IMO) stands for an
estimated 2-3% of total global CO2 emissions.
Within this industry, GC Rieber Shipping’s
operations have traditionally been targeted
towards the oil & gas markets through its former
Subsea and Marine Seismic segments. It is
evident that the Group has operated in a sphere
that has significant potential for reductions in
climate footprint.
Climate-related risks include both risks related
to the transition to a lower-carbon economy and
risks related to the physical impacts of climate
change. GC Rieber Shipping acknowledge the
importance of immediate climate actions, and
factors in this understanding when developing
corporate strategies and activities. Furthermore,
the Group aims to raise awareness and
understanding of climate change and the role
of the shipping industry among clients, investors,
partners, employees and other stakeholders.
GC Rieber Shipping has always been dedicated
in serving its different market segments in
the most efficient way with modern, state of
the art vessels, and a target of zero harmful
spills to the environment. Through the new
strategic direction set out in 2020, GC Rieber
Shipping took an active stand to become a
more sustainable player in the global shipping
industry. Both in terms of more sustainable
business and assets, and also to contribute to
a more sustainable development in the energy
markets. The ambition was to reduce the
exposure towards oil and gas, and shift focus
towards renewable energy, including offshore
wind.
Entering 2023, GC Rieber Shipping has sold
its last vessel originally designed for the oil
and gas markets, and has ordered two new
Windkeeper vessels, purpose built for the
offshore wind markets. See material topic 4 for
further information about this new, unique and
sustainable ship design.
Having valuable experience from managing
GHG emissions in a fleet of advanced vessels,
GC Rieber Shipping is uniquely positioned
to utilise on this competence and develop
new projects and ship designs compliant
with ambitious goals for future emissions. In
close collaboration with designers, shipyards,
equipment suppliers and ship managers,
the Group makes use of the at any time best
available technological solutions to build and
operate vessels with minimal risk of releasing
environmentally hazardous substances into
air and water, and to stimulate sustainability
throughout the value chain. When engaging
in new projects, environmental criteria are an
important part of evaluating new suppliers to
the Group. All potential new substantial suppliers
are screened using environmental data.
The Group’s operations are conducted in
accordance with international shipping
standards and the Group has a proactive
approach to compliance with existing and
future environmental requirements.
GC Rieber Shipping is strongly committed to
lowering the greenhouse gas (GHG) emission
intensity of its operations, and to play its part
to reach IMO’s goal of 50% emission reductions
from international shipping by 2050, and the
Paris Agreements goal to limit global warming
to well below 2 degrees.
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2022 GC RIEBER SHIPPING – ESG
Direct (Scope 1) GHG emissions from fuel
consumptions
The following data on Scope 1 GHG emissions
is reported for GC Rieber Shipping’s total fleet
from 2018. The data includes all 100% owned
vessels and gives the gross emissions throughout
the year both on-hire and off-hire.
While GC Rieber Shipping has always had focus
on continuously reducing such emissions in
operation, the main reason for the significant
reduction over the five-year period is the sale of
vessels.
In 2018, GC Rieber Shipping’s fleet counted
three vessels; Polar King, Polar Queen and Polar
Onyx. Polar King was sold in August 2020, Polar
Queen in March 2021 and Polar Onyx was
delivered to new owners 17 February 2022. From
17 February 2022 to 31 December 2022
GC Rieber Shipping had no fully owned vessels,
and the Scope 1 GHG emissions was reduced to
none. Following the purchase of the remaining
50% of Polar Circle in the beginning og 2023,
Polar Circle will be included in Scope 1 for 2023.
The figure below gives the development of gross
global Scope 1 GHG emissions to the atmosphere
from GC Rieber Shipping’s vessels:
On a general note, the operational mode of
GC Rieber Shipping’s vessels is determined by
the clients when on charter. The number, length
and speed of transits, number of thrusters in use
when in DP operation (dynamic positioning),
all depends on the specific client’s needs and
will greatly affect the fuel consumption. Thus,
for GC Rieber Shipping’s business, one cannot
draw conclusions solely based on gross fuel
consumption.
In DP operation the objective is to ensure safe
operations by keeping the vessel absolutely still
in the same position. The power consumption
required to achieve this greatly depends on
weather and current conditions.
The figure below shows GHG emissions intensity
illustrated by CO2-equivalents (metric tonnes) per
hours in DP operation:
In transit the vessel moves from one location to
another. Energy consumption during transit is
affected by client requirements, such as speed,
voyage planning, and weather routing.
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2022 GC RIEBER SHIPPING – ESG
Scope 1 GHG emission intensity in transit, as CO2-
equivalents (metric tonnes) divided by nautical miles
sailed during transit, is provided in the figure below:
As gross fuel consumption is highly affected by a
multitude of outside variables, it is important to
have measures in place to reduce GHG emissions
in all aspects of the operation. In GC Rieber,
these measures have collectively been referred
to as Green Operations.
Green Operations include various fuel efficiency
measures which are defined in the Ship Energy
Efficiency Management Plans (SEEMP). The
SEEMPs are reviewed annually. Monitoring
and statistical analyses of fuel consumption
verifies best-practice for energy efficient engine
operations. In 2020, all vessels were outfitted
with advanced fuel consumption monitoring
systems. All fuel taken on board vessels have
been logged in the Environmental Ship Index,
which is designed to improve the environmental
performance of sea going vessels.
The share (% of total operating hours) of transits and
DP-operations categorised as Green Operations are
presented below:
The negative development in share of Green
Operations since 2020 is caused by outside
variables as previously described.
GC Rieber Shipping always aims to further
reduce GHG emissions through improved
fuel monitoring, training of key personnel,
implementation of measurable targets and
advising clients in efficient fuel operations
such as speed/thruster optimisation, voyage
planning, weather routing and optimum use of
trim, ballast and autopilot to name a few.
Anti-fouling paint on the hulls reduces growth
of barnacles and subsequently lower fuel
consumption due to less friction. Other means
to reduce the energy consumption onboard the
vessels are for instance shore power capabilities
and use of LED.
GC Rieber Shipping’s sold vessels were
equipped with selective catalytic reduction
(SCR), which is an advanced active emissions
control technology system that injects a liquid-
reductant agent through a special catalyst
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2022 GC RIEBER SHIPPING – ESG
(urea) into the exhaust stream of a diesel engine.
By using urea as a reductant, NOx emissions are
reduced. The SCR can reduce NOx emissions up
to 90%. Since 2020 all vessels were operated in
compliance with sulphur regulations, including
global sulphur limits and relevant emission
control area (ECA) limits. Furthermore, all vessels
reported their fuel consumption and emission
in accordance with the IMO DCS directives and
had obtained Statement of Compliance (SoC).
Total NOx emissions from the Groups vessels are
presented below:
GC Rieber Shipping has other internal activities
such as preparedness for acute pollution from
vessels, using environmentally friendly products
and environmental management plans.
Measures are implemented to manage logistics
in the most efficient and environmentally
friendly way. For example, planning ahead and
sending larger shipments by containers when
sending parts and goods to the vessels, rather
than smaller and more frequent shipments
by airfreight. Vessels seek to use shore power
in port whenever possible, eliminating the
fuel combustion and subsequent release of
greenhouse gases.
From 2023, GC Rieber Shipping will produce
complete carbon accounts, including scope 1 – 3,
a project already initiated.
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2022 GC RIEBER SHIPPING – ESG
2: Business Ethics & Transparency
Stakeholders express high expectations to GC Rieber Shipping when it comes to business etchics and transparency. The topic includes both economic and
social GRI-disclossures, and relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Achieve gender equality and
empower all women and girls
Promote sustained,
inclusive and sustainable
economic growth, full and
productive employment and
decent work for all
Promote peaceful and inclusive
societies for sustainable
development, provide access to
justice for all and build effective,
accountable and inclusive
institutions at all levels
RELEVANT
SDG TARGETS
5.1 - End all forms of discrimination against all
women and girls everywhere
5.5 - Ensure women’s full and effective
participation and equal opportunities for
leadership at all levels of decision-making in
political, economic and public life
5.c - Adopt and strengthen sound policies and
enforceable legislation for the promotion of
gender equality and the empowerment of all
women and girls at all levels
8.5 - By 2030, achieve full and productive
employment and decent work for all women
and men, including for young people and
persons with disabilities, and equal pay for work
of equal value
8.8 - Protect labour rights and promote safe
and secure working environments for all
workers, including migrant workers, in particular
women migrants, and those in precarious
employment
16.5 - Substantially reduce corruption and
bribery in all their forms
16.6 - Develop effective, accountable and
transparent institutions at all levels
16.b - Promote and enforce non-discriminatory
laws and policies for sustainable development
GC Rieber Shipping’s commitment to operate
responsibly and to respect local laws and
regulations is absolute. Implications of
relevant laws are communicated to employees
through policies and trainings, and effective,
accountable and inclusive institutions are built
at all levels.
The shipping industry is generally exposed
to potential risks relating to corruption and
facilitation payments, particularly in relation to
the use of agents and for port calls. GC Rieber
Shipping has a zero-tolerance approach to
corruption and bribery at all levels.
The Group actively promotes transparency,
counteracts corruption and bribery and has
several anticorruption measures in place with
mandatory training of anti-corruption for all
employees and hired marine personnel. The
training raises awareness about corruption and
provides guidelines on how to handle threats of
corruption. The Group also works together with
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2022 GC RIEBER SHIPPING – ESG
peers and other stakeholders to avoid bribery
and corruption taking place in the supply chain.
There were no confirmed incidents of corruption
in the period 2018 - 2021. In January 2022, an
incident of facility payment was reported in the
Subsea & Renewables segment, involving hired
marine crewmember through the external ship
manager. The incident was a clear breach of
GC Rieber Shipping’s zero-tolerance policy. The
report was handled according to procedure and
underlines the consistent need for corruption
awareness also towards GC Rieber Shipping’s
suppliers.
In 2022 the Group had no port calls in
countries that have the 20 lowest rankings in
the Transparency International’s Corruption
Perception Index, and the Group received no
fines or sanctions for non-compliance with laws
and/or regulations.
GC Rieber Shipping has clear procedures for
incident reporting and whistle blowing and has
created a work environment which encourages
incident reporting and whistle blowing. There
have been no cases of whistle blowing the past
five years.
The Group is qualified through the Achilles
network, a worldwide community dedicated to
raising standards and doing business in ways
that benefit everyone. GC Rieber Shipping is
committed to focus on business ethics and
risk management, and to establish effective,
accountable and transparent governance
structures.
For further information about corporate
governance in GC Rieber Shipping, please see
separate chapter in the annual report.
Human rights and decent working conditions
Making sure the business support and respect
the protection of internationally proclaimed
human rights and making sure that the business
is not complicit in human rights abuses is
an integrated part of GC Rieber Shipping’s
organisation and operations.
The GC Rieber group’s ethical guidelines apply
to all employees, with human rights and decent
working conditions being central themes. The
GC Rieber group has also implemented
measures to prevent and reduce the extent of
possible breaches. GC Rieber Shipping supports
the GC Rieber group’s strategy to promote
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2022 GC RIEBER SHIPPING – ESG
human rights through its membership in UN
Global Compact, further information about the
membership in UN Global Compact is available
in the GC Rieber group’s annual report and
website.
The GC Rieber group has its own Code of
Conduct, a policy for responsible supplier
management and to enforce lasting, resilient
partnerships. All significant agreements include
human right clauses, and for all significant
contracts GC Rieber Shipping has entered into
2022, the vendors have signed the Code of
Conduct.
The new Norwegian Transparency Act. was
effective 1 July 2022 and applies for GC Rieber
Shipping. The Act shall “promote enterprises’
respect for fundamental human rights and
decent working conditions in connection with
the production of goods and the provision of
services and ensure the general public access to
information regarding how enterprises address
adverse impacts on fundamental human rights
and decent working conditions.”. The act is
anchored in several international obligations
such as the UN Guiding Principles on Business
and Human Rights (UNGP), the OECD Guidelines
for Multinational Enterprises and the UN’s
sustainability goals.
Since the introduction of the Norwegian
Transparency Act, GC Rieber Shipping has taken
new steps to improve our efforts throughout
the Group. Our focus is closer monitoring of
supply chains and business partners, and to
systematise the efforts to promote human rights
and decent working conditions.
During 2022, GC Rieber Shipping has worked
systematically with assessments in line with
the OECD’s guidelines for multinational
companies. The work has been anchored in
the management team and in the Board of
Directors. An overall assessment of the Group’s
business areas and supply chains has been
carried out, and in-depth risk assessments have
been carried out for the prioritised risk areas.
Although significant efforts have been made in
2022, GC Rieber Shipping acknowledge this to
be a continuous process, with no beginning or
end date. The topic will be high on GC Rieber
Shipping’s agenda going forward.
In 2022, GC Rieber Shipping did not identify
any suppliers having significant negative social
impacts.
A separate report on GC Rieber Shipping’s
work with human rights and decent working
conditions will be published on
www.gcrieber-shipping.com before
30 June 2023.
Audit – Cemre Shipyard
In 2023, GC Rieber Shipping started the build
of two Windkeeper vessels at Cemre Shipyard
(Cemre) in Turkey. Both Turkey, and the shipyard
industry represents high general risk in terms of
human rights and decent working conditions.
As part of Export Finance Norway’s (EKSFIN)
long focus on human rights and decent
working conditions, they have performed
several assessments of several shipyard during
the past few years – including Cemre. In the
process of entering into the contract with
Cemre, GC Rieber Shipping engaged EKSFIN
to discuss their previous assessments of the
yard, and in February 2023, GC Rieber Shipping
conducted a follow-up assessment at Cemre
based on EKSFIN’s last audit. Key takeaways
are that Cemre has human rights and decent
working conditions high on the agenda, and
they welcome GC Rieber Shipping’s initiatives
following the introduction of the Transparency
Act. The follow-up assessment did not result in
any significant findings, all other findings will be
handled according to plan and reported back to
GC Rieber Shipping.
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2022 GC RIEBER SHIPPING – ESG
Health and wellbeing
Safeguarding its people is the overall objective
in everything GC Rieber Shipping does. The
constant search for ways to improve safety
performance is embedded in GC Rieber
Shipping’s culture. Each and every employee
and contractor of the Group is responsible for:
• seeking and sharing relevant knowledge related
to safe work;
• being a positive influence and contributor to a
strong safety culture;
• creating a trusting work atmosphere to support
intervention in unsafe conditions;
• being diligent in efforts to ensure integration
of safety; and
• being creative and dare to question “truths” in
the pursuit for improvement opportunities and
innovation.
Through its risk management principles,
GC Rieber Shipping has ambition to ensure the
good health and well-being of all employees
and contractors. Occupational health and safety
management systems are implemented, and
measurable key performance indicators monitor
the effect of the activities performed within the
area.
The lost time incident rate (LTIR) for work-related
injuries and illness that results in absence from work,
beyond the date of the shift when it occurred, is
presented below.
Sick leave among marine crew and in the shore-
organisation is presented below:
Guidelines on equality and diversity
GC Rieber Shipping is committed to be an
equal opportunities employer. The Group
embraces a positive and inclusive working
environment, characterised by equality and
diversity. GC Rieber Shipping does not accept
discrimination of any kind of its employees, other
parties involved in the Group’s activities or in
recruitment processes. This includes any and all
unjust treatment, exclusion or preference based
on gender, ethnicity, age, sexual orientation,
disability, religion, political persuasion or other
circumstances at all levels in the organisation.
The Group operates a policy of complete
equality at all levels in the organisation, based
on the assumption that diversity will contribute
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2022 GC RIEBER SHIPPING – ESG
to an improved working environment and to
greater adaptability and improved earnings for
the Group in the long run.
The number of qualified applicants for some
of the Group’s vacant positions offshore has
traditionally been limited. As at 31 December
2022, GC Rieber Shipping had no fully owned
vessels. As at 31 December 2021, 11% among the
marine crew were women, up from 7% in 2020.
As at 31.12.2022, the land organisation consisted
of nine employees, eight men and one woman,
the same as at 31.12.2021. The management
group consisted of four men. No employees left
the Group in 2022.
The Board of Directors consisted of three men
and two women as at 31.12.2022, the same as at
31.12.2021.
The industry in which the Group operates
has had, and still has an overweight of male
representation. The Group acknowledges the
current situation in the Group, which comes as a
result of the transfer of business and 60% of the
employees to OSM in 2020. GC Rieber Shipping
is strongly committed to improve the female
representation by:
• implementing gender-sensitive recruitment and
retention practices and ensuring equal access to
all company-supported education and training
programs;
• supporting women’s leadership and ensuring
sufficient participation of women in decision
making and governance bodies at all levels and
across all business areas;
• including non-discrimination clauses in supplier
code of conduct policies and supporting
suppliers in advancing gender equality and
women’s empowerment;
• ensuring business activities, products and
services that respect the dignity of women, and
do not reinforce harmful gender stereotypes.
In March 2023, changes were made to
GC Rieber Shipping’s management team which
now consists of three men and one woman.
The Group has had a small and stable
organisation since 2020. GC Rieber Shipping
will embrace any opportunity to secure further
diversity when opportunities arise.
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2022 GC RIEBER SHIPPING – ESG
3: Responsible Ship Recycling & Waste Management
GC Rieber Shipping operates on and in the oceans. Ships in GC Rieber Shipping’s possession are typically of considerable size and could negatively impact
the environment if not handled responsibly. Ship-breaking activities have become a significant environmental challenge with hundreds of large ships being
scrapped each year, gaining significant attention with several stakeholders. As part of GC Rieber Shipping’s strategy, we are highly committed to ensure that
our business have minimal impact on the ocean’s ecosystems through a vessel’s entire lifetime.
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2022 GC RIEBER SHIPPING – ESG
Relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure sustainable consumption and production patterns
Conserve and sustainable use the oceans, seas and
marine resources for sustainable development
RELEVANT
SDG TARGETS
12.2 - By 2030, achieve the sustainable management and efficient use of
natural resources
12.4 - By 2020, achieve the environmentally sound management of
chemicals and all wastes throughout their life cycle, in accordance with
agreed international frameworks, and significantly reduce their release
to air, water and soil in order to minimize their adverse impacts on human
health and the environment
12.5 - By 2030, substantially reduce waste generation through prevention,
reduction, recycling and reuse
12.6 - Encourage companies, especially large and transnational
companies, to adopt sustainable practices and to integrate sustainability
information into their reporting cycle
14.1 - By 2025, prevent and significantly reduce marine pollution of all
kinds, in particular from land-based activities, including marine debris and
nutrient pollution
14.2 - By 2020, sustainably manage and protect marine and coastal
ecosystems to avoid significant adverse impacts, including by
strengthening their resilience, and take action for their restoration in order
to achieve healthy and productive oceans
14.3 - Minimise and address the impacts of ocean acidification, including
through enhanced scientific cooperation at all levels
GC Rieber Shipping targets a fleet of modern
vessels, which include selling vessels before
they are at the end of their life cycle. As such,
scrapping of vessels is not a direct activity for
GC Rieber Shipping’s operations. Responsible
ship recycling and waste management is still
highly relevant through GC Rieber Shipping’s
entire business - from the design of vessels,
during operation and to disposal of the vessels
at the end of the vessels` lifetime. The Group is
dedicated in facilitating these different phases
so that the total environmental footprint of a
vessel is minimised through its entire lifecycle.
Already when designing a ship, GC Rieber
Shipping has disposal of the ship at the end
of its life cycle in mind. This includes an aim of
using components with a low environmental
footprint and to make it easier to recycle and
reuse the vessel’s different components when
dismantling the ship, all in close collaboration
SHORTCUTS
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Auditor’s Report
27
2022 GC RIEBER SHIPPING – ESG
with partners and shipyards. This has been a
key focus point when developing Windkeeper.
As part of the life cycle screening and life cycle
assessments described under material topic 4,
GC Rieber Shipping will obtain an estimate of
the carbon footprint from the scrapping of the
Windkeeper vessels at the end of their lifecycle.
Responsible ship recycling clauses are always
included whenever vessels are sold, and all
the Group’s sold vessels were certified to be
in compliance with the EU Ship Recycling
Regulation (EU SRR).
All vessels follow the mandatory MARPOL which
regulates discharge and waste from vessels. All
garbage produced on board are segregated
and logged; and measures are in place to
reduce garbage in general and plastics in
particular. Plastic recycling/reduction targets
is set for us and relevant suppliers. Whenever
possible, waste and litter found in the ocean
are taken onboard and treated as per MARPOL
regulations. Ghost nets, plastics and other waste
getting attached to the in-water equipment are
removed from the oceans and brought to shore
for proper disposal. All vessels are also compliant
with the IMO Ballast Water Management
convention.
GC Rieber Shipping’s now sold vessels were
taken above and beyond the applicable
environmental legislative worldwide standards
for shipping as they were classified as “Clean
Design” by DNV-GL. This is an optional
classification, giving further requirements on
emissions to air (fuel oil management plan,
NOx and SOx emissions, firefighting substances
and shipboard incinerators), discharges to sea
(oil bunkering arrangements, ballast and bilge
water, garbage, sewage and antifouling to
prevent growth and transfer of alien species)
and environmental responsibilities. All vessels
had stricter oil tank protection, 5ppm oily bilge
separators and alarms and approved ballast
water treatment systems.
The Group has an objective of zero uncontrolled
releases of harmful substances in the natural
environment.
The number of potentially harmful spills, and
aggregate volume of potentially harmful spills, are
presented below:
SHORTCUTS
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2022 GC RIEBER SHIPPING – ESG
4: R&D for Decarbonized Transition
This material topic is closely linked to GC Rieber Shipping’s material topic 1, Environmental Strategy and Target Setting. As part of GC Rieber Shipping’s
strategy, the Group has in recent years increased its activities towards offshore renewable energy. The market for offshore wind is evolving rapidly and the
focus on innovation is increasing. Research and development for decarbonisation of the shipping industry and the global energy mix is at the core of this
strategy.
R&D for Decarbonized Transition is not directly tied to a topic specific GRI disclosures.
The topic is, however, closely linked to SDG 7 – Affordable and Clean Energy:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure access to affordable, reliable, sustainable and modern energy for all
RELEVANT
SDG TARGETS
7.1 - By 2030, ensure universal access to affordable, reliable and modern energy services
7.2 - By 2030, increase substantially the share of renewable energy in the global energy mix
7.3 - By 2030, double the global rate of improvement in energy efficiency
7.a - By 2030, enhance international cooperation to facilitate access to clean energy research and technology, including renewable energy, energy
efficiency and advanced and cleaner fossil-fuel technology, and promote investment in energy infrastructure and clean energy technology
SHORTCUTS
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Report of the Board
of Directors
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2022 GC RIEBER SHIPPING – ESG
In 2022, the Group launched its first stand-
alone project since the change of strategy in
2020. With Windkeeper, GC Rieber Shipping
has introduced an innovative Service Operation
Vessel (SOV) with a Small Water Area Twin
Hull (SWATH) design. Windkeeper has been
developed to deliver two key value adding
attributes to clients and the offshore wind
market;
• A substantial lower environmental footprint
compared to monohull. The first generation
Windkeeper will deliver reduced emissions from
day 1.
• Sea and station keeping performance widening
the operational window in a safe and efficient
manner.
GC Rieber Shipping has ordered two vessels with
delivery in early 2025, and has options for two
additional vessels. The vessels will be built with
a hybrid propulsion system, also allowing for
battery electric operations.
In 2023, GC Rieber Shipping will perform a
life cycle screening of the Windkeeper vessels
in the early phase of the building period. The
screening will investigate different consumption
profiles and power profiles, establishing a min./
max. investigation to both the fuel and the
electricity consumption. This will establish an
emission baseline of the hybrid vessel for active
decision-support related to the vessel’s lifecycle.
The screening will provide a technical summary
report highlighting the impact profile of the
vessel in global warming potential (CO2e) and
a high-level hotspot analysis at each life cycle
stage. The project is intended to be a screening
and will be based on, but not be compliant with,
ISO 14040 and ISO14044. Upon delivery of the
vessels, a complete ISO-compliant Life Cycle
Assessment report will be initiated, giving full
overview of the vessels carbon footprint through
its entire lifecycle.
Going forward, GC Rieber Shipping will focus
on Windkeeper reaching its full potential when
it comes to sustainable profile and reduced
climate footprint throughout the vessel’s life,
this includes pursuing the option for fully electric
operation.
SHORTCUTS
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2022 GC RIEBER SHIPPING – ESG
Appendix A: GRI content index
GRI DISCLOSURE LOCATION
GRI 2:
General Disclosures 2021
2-1 Organizational details Annual report 2022
2-2 Entities included in the organization’s sustainability reporting Annual report 2022
2-3 Reporting period, frequency and contact point Annual report 2022
2-6 Activities, value chain and other business relationships Annual report 2022
2-7 Employees Annual report 2022
2-8 Workers who are not employees Annual report 2022
2-9 Governance structure and composition Annual report 2022
2-10 Nomination and selection of the highest governance body Annual report 2022
2-11 Chair of the highest governance body Annual report 2022
2-12 Role of the highest governance body in overseeing the management of impacts Annual report 2022
2-13 Delegation of responsibility for managing impacts Annual report 2022
2-14 Role of the highest governance body in sustainability reporting Annual report 2022
2-15 Conflicts of interest Annual report 2022
2-18 Evaluation of the performance of the highest governance body Annual report 2022
2-19 Remuneration policies Annual report 2022
2-20 Process to determine remuneration Annual report 2022
2-21 Annual total compensation ratio Annual report 2022
2-22 Statement on sustainable development strategy 13-14
2-23 Policy commitments Annual report 2022
2-24 Embedding policy commitments Annual report 2022
2-27 Compliance with laws and regulations 13-14
2-29 Approach to stakeholder engagement 14-15
GRI 3:
Material Topics 2021
3-1 Process to determine material topics 14-15
3-2 List of material topics 15
3-3 Management of material topics 14-15
Statement of use
GC Rieber Shipping has reported the information cited in this GRI content
index for the period 1 January 2022 to 31 December 2022 with reference to
the GRI Standards.
GRI 1 used
GRI 1: Foundation 2021
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2022 GC RIEBER SHIPPING – ESG
GRI DISCLOSURE LOCATION
GRI 201:
Economic Performance 2016
201-1 Direct economic value generated and distributed Annual report 2022
201-2 Financial implications and other risks and opportunities due to climate change Annual report 2022
201-3 Defined benefit plan obligations and other retirement plans Annual report 2022
GRI 205:
Anti-corruption 2016
205-1 Operations assessed for risks related to corruption 21-22
205-2 Communication and training about anti-corruption policies and procedures 21-22
205-3 Confirmed incidents of corruption and actions taken 21-22
GRI 303:
Water and Effluents 2018
303-1 Interactions with water as a shared resource 12,13,17,26,27,28
GRI 305:
Emissions 2016
305-1 Direct (Scope 1) GHG emissions 18-19
305-2 Energy indirect (Scope 2) GHG emissions 20
305-3 Other indirect (Scope 3) GHG emissions 20
305-4 GHG emissions intensity 18-20
305-5 Reduction of GHG emissions 18-20
305-7 Nitrogen oxides (NOx), sulfur oxides (SOx), and other significant air emissions 20
GRI 306:
Waste 2020
306-1 Waste generation and significant waste-related impacts 26-28
306-2 Management of significant waste-related impacts 26-28
GRI 308:
Supplier Environmental
Assessment 2016
308-1 New suppliers that were screened using environmental criteria 17
GRI 401:
Employment 2016
401-1 New employee hires and employee turnover 25
GRI 403:
Occupational Health and Safety
2018
403-1 Occupational health and safety management system 24
403-5 Worker training on occupational health and safety 24
403-6 Promotion of worker health 24
403-9 Work-related injuries 24
403-10 Work-related ill health 24
GRI 405:
Diversity and Equal Opportunity
2016
405-1 Diversity of governance bodies and employees 24-25
GRI 407:
Freedom of Association and
Collective Bargaining 2016
407-1 Operations and suppliers in which the right to freedom of association and collective bargaining may be at risk 22-23
GRI 409:
Forced or Compulsory Labor 2016
409-1 Operations and suppliers at significant risk for incidents of forced or compulsory labor 22-23
GRI 414:
Supplier Social Assessment 2016
414-1 New suppliers that were screened using social criteria 22-23
414-2 Negative social impacts in the supply chain and actions taken 22-23
SHORTCUTS
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Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
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Auditor’s Report
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2022 GC RIEBER SHIPPING – ESG
SHORTCUTS
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Financial Statement
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Auditor’s Report
34
2022 GC RIEBER SHIPPING
In 2022, GC Rieber Shipping saw clear results of the strategic journey set out in 2020. The objectives set was to reduce the
company’s oil exposure, reduce the company’s debt obligations and turn the core activity in the direction of renewable energy at
sea.
The sale of Polar Onyx in February 2022, the
company’s last Subsea vessel, marked the
completion of the turnaround. The company’s
oil exposure was significantly reduced, all
debts repaid, the company had significant
investment capacity and a solid foundation had
been created for GC Rieber Shipping’s further
commitment to sustainable and profitable
maritime projects.
The real proof of the new venture came in
October 2022, when GC Rieber Shipping
ordered its first newbuildings since 2015. With
the order of two Windkeepers, and an option for
two more vessels, GC Rieber Shipping has taken
important steps towards becoming a significant
player within renewable energy and the markets
for offshore wind, with efficient operation and
maintenance of offshore wind farms.
2022 was characterized by challenging
surroundings, with war, a tense geopolitical
situation, supply chain troubles and
unpredictability in terms of inflation, interest
rates and more. The biggest consequence of
the new surroundings GC Rieber Shipping saw in
March 2022, when the company decided to end
and withdraw from all activities in Russia.
OPERATIONS AND STRATEGY
From a focus on oil-related activities,
GC Rieber Shipping has turned its attention
towards renewable energy at sea. However, the
company’s existing assets and results are still
closely linked to the development within offshore
oil and gas through the 8.5% investment in
the marine geophysical company Shearwater
Geoservices Holding AS (Shearwater).
GC Rieber Shipping’s strategy is to develop
profitable and sustainable maritime projects
and owning ships. The company’s project
department holds extensive expertise within
naval architecture engineering and newbuilding
project management and has a longstanding
history of turning complex projects into high-
end vessel assets. Building on the company’s
strong heritage of managing complex customer
requirements and technologies, also in harsh
environments, GC Rieber Shipping is uniquely
positioned to develop tailor-made, innovative
and sustainable solutions for customers world-
wide.
Report of the Board of Directors
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2022 GC RIEBER SHIPPING
The company’s headquarter is in Bergen
(Norw ay ) and the company is listed on Oslo Børs
with ticker RISH.
The company emphasises that the information
included in this annual report contains certain
forward-looking statements that address
activities or developments that the company
expects, believes or anticipates will or may occur
in the future. The statements are based on
assumptions and estimates, and some of them
are beyond the company’s control and therefore
subject to risks and uncertainties.
HIGHLIGHTS 2022
(Figures for 2021 are given in brackets)
• Net profit of NOK 243.1 million, including
profit from discontinued operations of NOK
278.2 million with no cash effect (net profit of
NOK 177.9 million including sale of shares in
Shearwater of NOK 186.7 million)
• GC Rieber Shipping ordered two Windkeeper
service operation vessels (SOVs), with options
for two additional vessels. The first vessel will be
delivered in the first quarter of 2025.
• GC Rieber Shipping sold the vessel Polar Onyx
with delivery to new owner in February 2022
• GC Rieber Shipping decided to exit its business
in Russia
• A dividend of NOK 0.50 per share was paid in
May 2022
• A dividend of NOK 0.25 per share will be
proposed to the annual general meeting
in 2023
Windkeeper
GC Rieber Shipping placed an order for two
Windkeeper vessels in the fourth quarter of
2022. The vessels will be built at Cemre shipyard
in Turkey, and the first vessel will be delivered
in the first quarter of 2025. The order includes
options for two additional vessels.
Windkeeper is an innovative Service Operation
Vessel (SOV) with a Small Water Area Twin
Hull (SWATH) design. Windkeeper has been
developed to deliver two key value adding
attributes to clients and the offshore wind
market;
• A substantial lower environmental footprint
compared to monohull. The first generation
Windkeeper will deliver reduced emissions from
day 1.
• Sea and station keeping performance widening
the operational window in a safe and efficient
manner.
In addition, Windkeeper introduces the
possibility of all-electric operation (battery) with
charging in offshore wind farms.
The stand-alone company structure Windkeeper
AS has been set up for the Windkeeper vessels.
The total investment in Windkeeper is about
EUR 110 million, whereof the yard price is EUR 89
million. The project and two first vessels are fully
financed through a combination of equity and
debt financing.
GC Rieber Shipping plans to invite equity
partners into Windkeeper to order the two
option vessels.
GC Rieber Shipping will develop Windkeeper to
become a significant and preferred player within
offshore wind.
Sale Polar Onyx / discontinued operations
In December 2021, GC Rieber Shipping entered
into an agreement to sell the SURF/Construction
Vessel Polar Onyx, built at Ulstein Verft in 2014.
The sale included the VLS tower onboard the
vessel. The buyer was the offshore wind service
conglomerate Dong Fang Offshore Co., Ltd, and
Hung Hua Construction Co., Ltd., and the vessel
was delivered to the new owners 17 February
2022.
The sale resulted in a positive liquidity effect of
approximately USD 20 million after repayment
of the vessel`s outstanding debt. Due to the
sale, an impairment of NOK 36.4 million was
recognised in the fourth quarter of 2021.
As Polar Onyx was the last vessel in the Subsea
& Renewables segment, the segment is
presented as discontinued operations as at
31.12.2021.
Following the sale, GC Rieber Shipping repaid
its final Subsea & Renewables credit facility and
became debt free.
SHORTCUTS
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2022 GC RIEBER SHIPPING
Joint venture Ice/Support – exit of business in Russia
Entering 2022, GC Rieber Shipping had owner-
ship in three vessels within the Ice/Support
segment through various 50/50 joint ventures
with external partners. All the vessels were
stationed in Russia.
The crew boat Polar Baikal was sold in early
February 2022, the sale had limited accounting
effects.
As a result of the war in Ukraine, GC Rieber
Shipping in March 2022 decided to end all
its remaining activities in Russia. By mutual
agreement with the charterer, the contract for
the icebreaking tug Polar Circle was terminated
in June 2022 and the ship left Russia. The crew
boat Polar Piltun was in cold lay-up throughout
2022.
In 2023, GC Rieber Shipping is in the process of
liquidating one of the JV companies located
in Russia and handing over the second to its
JV partner. The latter transaction is awaiting
governmental approval.
Dividend
On the basis of the 2021 annual accounts,
a dividend of NOK 0.50 per share, a total of
NOK 43.0 million, was paid to shareholders
3 May 2022.
The Board of Directors propose a dividend of
NOK 0.25 per share to be paid on the basis of
the 2022 annual accounts, a total of NOK 21.5
million.
Events after the end of the period
Purchase of Polar Circle
GC Rieber Shipping agreed with its Joint Venture
partner to buy its 50% share of the ice breaking
tug Polar Circle. Following the purchase
GC Rieber Shipping fully owns the vessel.
The vessel is unique and holds strong
development potential. It has solid capabilities
in environments that likely will carry high
importance in the years to come.
The opportune purchase was priced significantly
below book value and GC Rieber Shipping
booked an impairment of NOK 33.0 million in
the fourth quarter of 2022.
FINANCIAL REVIEW
As at 31 December 2021, the Subsea &
Renewables segment is presented as
discontinued operations.
Profit and loss
The GC Rieber Shipping group’s (the “Group”)
total operating income in 2022 excluding
discontinued operations was NOK 5.2
million (NOK 2.5 million). EBITDA excluding
discontinuing operations amounted to negative
NOK 79.7 million including loss from joint
ventures of NOK 62.5 million (NOK 129.7 million
including gain from sale of shares in Shearwater
of NOK 186.7 million).
Net operating income (EBIT) excluding
discontinued operations was negative
NOK 82.5 million (NOK 128.0 million).
Net financial items excluding discontinued
operations was NOK 47.4 million
(NOK 11.1 million), including currency gains
of NOK 38.2 million (NOK 8.6 million).
Profit from discontinued operations was
NOK 278.2 million, including recycled foreign
currency translation differences of
NOK 279.9 million (NOK 38.9 million).
The Group’s net profit for 2022 was NOK 243.1
million (NOK 177.9 million). Earnings and diluted
earnings per share amounted to NOK 2.82
(NOK 2.07).
SHORTCUTS
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2022 GC RIEBER SHIPPING
Cash flow
For 2022 the Group had a negative cash flow of
NOK 96.0 million (positive NOK 240.4 million).
Cash flow from operating activities was negative
NOK 38.9 million (negative NOK 3.5 million).
Cash flow from investment activities was
positive NOK 410.0 million, including positive
NOK 570.3 million from the sale of discontinued
fixed assets and negative NOK 198.7 million
from Windkeeper yard instalments (positive
NOK 780.0 million including positive NOK 440.1
million from the sale of financial fixed assets
and positive NOK 339.9 million from sale of
discontinued fixed assets.
Cash flow from financing activities was negative
NOK 467.2 million, including a dividend of
NOK 43.0 million and payment of interests
and instalments of NOK 415.7 million related to
discontinued operations (negative NOK 536.2
million including a dividend of NOK 105.9 million
and payment of interests and instalments of
NOK 428.6 million related to discontinued
operations).
As at 31 December 2022, the Group’s holding
of liquid assets was NOK 416.9 million
(NOK 482.7 million).
Net cash flow for GC Rieber Shipping ASA was
negative NOK 102.4 million in 2022 (positive
NOK 192.8 million), with a cash holding of
NOK 362.0 million as at 31 December 2022
(NOK 421.2 million).
Balance sheet
The Group’s total assets as at 31 December 2022
amounted to NOK 1,185.6 million (NOK 1,713.7
million whereof NOK 593.8 million related to
discontinued operations). Total assets in
GC Rieber Shipping ASA amounted to
NOK 860.1 million (NOK 879.6 million).
As at 31.12.22 GC Rieber Shipping has booked
NOK 9.9 million in research and development
related to Windkeeper.
The Group’s book equity as at 31 December 2021
was NOK 1,171.0 million (NOK 1,213.2 million),
corresponding to an equity ratio of 98.8%
(70.8%). Book equity for GC Rieber Shipping ASA
was NOK 648.5 million (NOK 582.8 million).
Financing
Following the sale of Polar Onyx completed in
February 2022 GC Rieber Shipping became debt
free, and the Group had no interest-bearing
liabilities as at 31.12.2022 (all interest-bearing
liabilities in 2021 was related to the discontinued
Subsea & Renewables segment). See note 14 for
further information.
For 2022 in total, the Group paid NOK 415.7
million in loan instalments related to the sale
of fixed assets (NOK 409.8 million including
ordinary debt instalments, a prepayment of
NOK 69 million related to the refinancing in the
second quarter, and NOK 264.4 million related
to the sale of fixed assets).
The Group’s liquid assets in terms of bank
deposits and interest-bearing securities as at
31 December 2022 amounted to NOK 416.9
million (NOK 482.7 million). The Group’s liquid
assets are primarily held in NOK, EUR and USD.
As at 31 December 2022, the Group had net
interest-bearing assets of NOK 416.9 million
(NOK 63.5 million). At the same time the parent
company, GC Rieber Shipping ASA, had net
interest-bearing assets of NOK 362.0 million
(NOK 421.2 million).
The Group has engaged in a new credit facility,
financing the build of the two firm Windkeeper
vessels. The debt will be drawn up on delivery of
the vessels in early 2025.
Foreign currency situation
The Group’s reporting follows the International
Financial Reporting Standards (IFRS), which are
the accounting principles adopted by the EU.
The Group does not use hedge accounting for
its financial instruments, and changes in the
market value of financial hedging instruments
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2022 GC RIEBER SHIPPING
are therefore recognised in the profit statement,
in accordance with IFRS 9.
The GC Rieber Shipping Group uses the
Norwegian krone (NOK) as its presentation
currency, while several of its subsidiaries have
USD and EUR as functional currency. Therefore,
the international accounting standard IAS 21
applies.
Any changes in the USD/NOK and EUR/NOK
exchange rates affect the Group’s equity
and profit, as the Group’s fixed assets are
denominated mainly in USD and EUR and
translated at the USD/NOK and EUR/NOK
exchange rates on the balance sheet date. For
subsidiaries with USD and EUR as functional
currency, translation differences arising in
respect of vessels and/or debt are recognised
as other comprehensive income. Translation
differences will also arise for subsidiaries that
have USD and EUR as functional currency and
hold liquid assets in NOK. These holdings are
translated into USD and EUR respectively at the
exchange rate on the balance sheet date, and
translation differences are carried against the
statement of comprehensive income.
MARKET DEVELOPMENT AND SEGMENTS
GC Rieber Shipping’s activities are closely linked
to the energy markets.
Following the investment in Windkeeper,
GC Rieber Shipping is targeting markets for off-
shore renewable energy and is exposed towards
the future demand for SOVs for operation and
maintenance of offshore wind farms. The market
for offshore wind is developing rapidly, and
GC Rieber Shipping considers these to be
exciting opportunities with good market
potential.
With the sale of vessels in 2021, GC Rieber
Shipping’s exposure towards the oil & gas
markets is reduced. However, the 8.5% invest-
ment in the marine geophysical company
Shearwater remains.
GC Rieber Shipping is no longer engaged in any
activities in Russia. Any new activities for the
now 100% owned Polar Circle will be found in
ice/support markets outside Russia.
Renewables & Projects
GC Rieber Shipping is a project house that owns
ships and develops and invests in profitable and
sustainable maritime projects.
The Group’s project department has extensive
expertise in naval architecture engineering as
well as project management of newbuilds, and
has a long history of turning demanding projects
into high-quality vessels. By building on the
Group’s strong heritage of managing complex
customer requirements and technologies,
GC Rieber Shipping is uniquely positioned to
develop tailored, innovative and sustainable
solutions for customers worldwide. In 2023, the
company has hired additional relevant expertise
for the construction of the Windkeepers.
GC Rieber Shipping has historically developed
projects within subsea, ice/research and seismic.
Going forward, the Group will have a special
focus on environmentally and economically
sustainable projects within niches to make a
difference. New ship designs must solve the
ship’s tasks as efficiently as possible, while being
as safe and gentle as possible towards people
and the environment. Specifically, GC Rieber
Shipping seeks to develop innovative, profitable
vessel solutions with a sustainable profile, with
the aim of significantly reducing the climate
footprint throughout the vessel’s lifetime.
Loss from Renewables & Projects was NOK 20.0
million in 2022 (loss of NOK 23.2 million).
SHORTCUTS
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39
2022 GC RIEBER SHIPPING
Joint Ventures
Joint Ventures - Ice/Support
The now fully owned ice-breaker Polar Circle was
owned through a 50/50 joint venture in Cyprus
as at 31 December 2022. The vessel left Russia in
June 2022 and is currently in Norway available
for new business opportunities. The 50/50 joint
venture company that operated the vessel in
Russia is currently under liquidation.
The crew boat Polar Piltun is owned through
another 50/50 joint venture in Cyprus and the
vessel is currently in cold lay-up in Russia. GC
Rieber Shipping is in process handing over its
ownership in this company to its joint venture
partner, as well as the 50/50 joint venture
company operating the vessel in Russia, and
are awaiting governmental approval of the
transaction. The handing over will have no profit
nor cash effect.
GC Rieber Shipping will not engage in any new
activities in Russia.
GC Rieber Shipping’s 50% stake in the joint
ventures is reported in the profit and loss
statement under «Profit from joint ventures and
associates».
GC Rieber Shipping’s share of profit in 2022
amounted to negative NOK 62.5 million
(NOK 26.7 million). The reduced profit compared
with 2021 is mainly caused by the mutual
agreement to terminate the charter on Polar
Circle, and also the impairment of NOK 33.0
million following the purchase of the remaining
50% of Polar Circle on favourable terms.
Subsea & Renewables (discontinued)
In February 2022, GC Rieber Shipping sold Polar
Onyx, its last vessel in the former reporting
segment Subsea & Renewables. Following the
sale, the Subsea & Renewables segment is
presented as discontinued operations.
The sale resulted in a positive liquidity effect
of approximately USD 20 million in 2022 after
repayment of the vessel`s outstanding debt
in full. The sale also resulted in the recycling
of foreign currency translation differences of
NOK 279.9 million in 2022. Due to the sale, an
impairment of NOK 36.4 million was recognised
in the fourth quarter of 2021.
Profit from discontinued operations was
NOK 276.9 million in 2022 (NOK 69.9 million).
Financial fixed assets
Shearwater
GC Rieber Shipping’s ownership in Shearwater
of 8.5% is booked as a financial asset at fair
value. Book value was NOK 440 million as at
31 December 2022.
Shearwater operates as a global, customer-
focused and technology-driven provider of
marine geophysical services. Shearwater owns
and operates a large fleet of seismic acquisition
vessels, offering a full range of acquisition
services including 3D, 4D and ocean bottom
seismic. The company also has a portfolio of
proprietary streamer technology and processing
software enabling effective execution of
geophysical surveys and delivery of high-quality
data. The company has approximately 900
employees and operates in all major offshore
basins across the world. This makes Shearwater
a leading global and technology-driven full-
service provider of marine geophysical services,
able to deliver exceptional customer solutions.
For more information, see note 10.
Research & development
As at 31.12.2022 GC Rieber Shipping has booked
NOK 9.9 million in research and development
related to the Windkeeper designs.
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2022 GC RIEBER SHIPPING
GOING CONCERN
Based on the above report of profit and loss
for the GC Rieber Shipping Group, the Board of
Directors confirms that the financial statements
for 2022 are prepared on the principle of going
concern and that there is basis for adopting this
principle in accordance with section 3-3 of the
Norwegian Accountancy Act.
ALLOCATION OF PROFITS
The parent company GC Rieber Shipping ASA
had a net profit of NOK 87.3 million in 2022,
including unrealised currency gains of
NOK 43.2 million (net profit of NOK 90.7 million,
including sale of shares in subsidiaries of
NOK 113.0 million). The parent company’s equity
as at 31 December 2022 amounted to
NOK 648.5 million (NOK 582.8 million).
The Board of Directors proposes a dividend
of NOK 0.25 per share for 2022.
The profit for the year is proposed allocated
as follows:
Allocated for dividends: NOK 21.5 million
Transferred to other equity: NOK 65.8 million
Total allocated: NOK 87.3 million
FINANCIAL RISK AND RISK MANAGEMENT
Risk management
GC Rieber Shipping operates in a global and
cyclical market, exposing the Group to several
risk factors as well as the development in the
energy markets for offshore renewable products
and the oil & gas markets. The construction and
delivery of new vessels are subject to a number
of risks, including unexpected delays, quality
and cost issues as well as macro-economic
factors and other circumstances.
The Board of Directors of GC Rieber Shipping
focuses on risk management and risk control,
and routines have been implemented to
mitigate risk exposure. Operative risk manage-
ment is handled by the financial department
and is reported to the Board of Directors
regularly. The Group has a separate audit
committee that monitors and follows up on the
Group’s internal risk and control systems. Audit
committee meetings are held in connection with
the presentations of annual and interim reports.
The Group has a general liability insurance in
addition to insurance for the Board of Directors
for their possible liability to the company and
third-party interests.
Market risk
As the Group has activities towards the
offshore renewables, ice/support and oil & gas
industry, GC Rieber Shipping is closely linked to
developments in the energy sector, geopolitical
developments and exploration and research-
related operations in Arctic environments.
The Group’s exposure towards market risk
is currently represented through the now
100% owned icebreaking tug Polar Circle, the
8.5% investment in Shearwater and the two
Windkeepers being delivered in 2025.
Financial risk
Currency risk
As the Group’s income comes in NOK, USD and
EUR, and operational and administration costs
are in NOK, USD and EUR, the Group is exposed
to fluctuations in exchange rates. There is a
continuous evaluation of hedging methods
related to expected future net cash flow in USD,
EUR and other relevant currencies.
Upcoming Windkeeper yard instalments will be
in EUR. The Group currently has sufficient EUR-
holdings to meet the equity instalments, and the
credit facilities that will be drawn up in 2025 will
also be in EUR.
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2022 GC RIEBER SHIPPING
Interest risk
As at 31 December 2022, the Group had no
interest-bearing liabilities.
The Group continuously assesses how large a
share of its exposure to the interest level should
be secured by hedging agreements and has
traditionally used different types of interest rate
derivatives as a protection against fluctuations
in the interest level.
Credit/Counterparty risk
GC Rieber Shipping currently has no contract
backlog.
Liquidity risk
The Group’s financing structure is described in
note 14 to the consolidated accounts. Lenders
include recognised Norwegian and international
shipping banks.
GC Rieber Shipping maintains an active liquidity
management. Deposits are made in financial
institutions with high financial status as well as
in interest-bearing securities with high liquidity
and low credit risk.
The Windkeeper ship building contracts are on
fixed price basis with the yard.
Operational risk
There will always be a risk of unforeseen
operational problems, which could result in
higher operational costs and lower income than
predicted and expected. GC Rieber Shipping
is dedicated in ensuring good and stable
operations and has several systems and routines
for quality assurance to minimise unforeseen
incidents as much as possible.
ENVIRONMENT, CORPORATE SOCIAL
RESPONSIBILITY AND CORPORATE
GOVERNANCE (ESG)
GC Rieber Shipping is committed to practice
good corporate social responsibility, and the
Group has a proactive approach to corporate
social responsibility and sustainability in all
parts of the organisation. A separate report on
environment, corporate social responsibility and
corporate governance is provided in the annual
report and on GC Rieber Shipping’s website.
The company sets a high standard for corporate
governance, in compliance with The Norwegian
Code of Practice for Corporate Governance (cf.
most recent edition dated 14 October 2021).
A more detailed description of the Group’s
Corporate Governance is provided in a separate
chapter in the annual report and on GC Rieber
Shipping’s website.
Organisation and employees
GC Rieber Shipping had a total of nine (nine)
employees at the end of 2022. In addition, the
management company in the joint venture in
Yuzhno Sakhalinsk (Russia), which GC Rieber
Shipping is in the process of handing over to its
joint venture partner, had five (five) employees.
Please refer to note 3 in the parent company’s
Financial Statement for details on payroll
expenses, and also the separate report on
remuneration to leading personnel available on
GC Rieber Shipping’s website.
Health, Safety, Environment and Quality
(HSEQ)
The HSEQ-objective for GC Rieber Shipping’s
operations is to prevent personal injuries,
environmental spills and property damages,
and to achieve client satisfaction above
expectations. HSEQ is fully integrated in all
operations and practices and subject to
constant evaluation to push the standards
to higher levels.
Further information regarding health, safety and
environment in GC Rieber Shipping is available
in the the Group’s ESG report for 2022.
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2022 GC RIEBER SHIPPING
Human rights and decent working conditions
The GC Rieber group’s own Code of Conduct
has long ensured quality in supply chains
and partnerships. Since the introduction of
the Norwegian Transparency Act., we have
further systematized our efforts for promoting
human rights and decent working conditions.
In GC Rieber we do this through our role as
an employer and through our influence as
a customer. The GC Rieber group’s ethical
guidelines apply to all employees, with human
rights and decent working conditions being
central themes.
During 2022, GC Rieber Shipping has worked
systematically with assessments in line with
the OECD’s guidelines for multinational
companies. The work has been anchored in
the management team and in the Board of
Directors. An overall assessment of the Group’s
business areas and supply chains has been
carried out, and in-depth risk assessments have
been carried out for the prioritised risk areas.
Efforts are now being made to implement
further measures to prevent negative impacts
on human rights and working conditions.
A separate report will be published on
www.gcrieber-shipping.com before 30 June
2023.
GENERAL MEETING
The general meeting for 2022 will be held on
25 April 2023.
SHAREHOLDER INFORMATION
In 2022, the Group’s shares were traded
between NOK 7.25 and NOK 16.50 per share.
A total of 5,509,800 shares were traded. The
closing price 31 December 2022 was
NOK 10.20, which based on the 86,087,310
shares outstanding valued the Group’s equity
at approximately NOK 878.1 million.
As at 31 December 2022, GC Rieber Shipping
had 1,173 shareholders (971). Of total
shares, 94.2% was owned by the 20 largest
shareholders. GC Rieber AS’ stake was 76.8%.
The company had 39 foreign owners holding a
total of 0.28% of the shares.
OUTLOOK
GC Rieber Shipping is active in developing
profitable and sustainable maritime projects
mainly targeting markets for the energy
transition. These are attractive markets, with
a positive outlook and healthy demand.
GC Rieber Shipping has ordered two Windkeeper
vessels with delivery early 2025. The vessels are
designed for the operation and maintenance of
offshore windfarms and deliver market leading
operability.
Windkeeper has been well received by the
market and holds substantial potential given
the vessels’ performance and market outlook.
Windkeeper is a result of the change of strategy
and launch of the project house in 2020, proving
GC Rieber Shipping’s capability to develop
innovative and sustainable maritime projects.
Focus is now on building Windkeeper into a
substantial and valuable player within the
offshore wind industry.
The marine seismic market has continued its
strong performance through the fourth quarter
of 2022, with a positive outlook for 2023.
GC Rieber Shipping’s now 100% owned ice
breaking tug Polar Circle is currently in Norway,
available for new business opportunities. The
market outlook for the vessel is strong, however
the vessel operates in a niche for highly
specialised vessels and services.
Bergen 31 March 2023
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
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2022 GC RIEBER SHIPPING
RESPONSIBILITY STATEMENT
We confirm, to the best of our knowledge, that
the condensed set of financial statements for
the period 1 January to 31 December 2022
has been prepared in accordance with the
International Financial Reporting Standards
(IFRS) and interpretations determined by the
International Accounting Standards Board and
adopted by the EU effective as at 31 December
2022, and that the information gives a true
and fair view of the Group’s assets, liabilities,
financial position and profit or loss as a whole,
and a fair review of the information as stated in
the Norwegian Securities Trading Act,
§ 5-6 fourth section. We also confirm, to the
best of our knowledge, that the annual report
includes a fair review of important events that
have occurred in the accounting period and
their impact on the condensed set of financial
statements, a description of the principal risks
and uncertainties for the coming accounting
period, and major related-parties’ transactions.
Consolidated Income Statement
Consolidated Statement of
Comprehensive Income
GC RIEBER SHIPPING GROUP
(NOK 1000) NOTE 2022 2021
OPERATING INCOME
Other shipping related operating income
Total operating income
5, 6 5 212 2 452
Administration expenses
7, 16, 17 -22 405 -23 918
Total operating expenses
-22 405 -23 918
Gain (loss) from share issues in associated company
4 0 186 712
Profit from joint ventures and associates
4 -62 530 -35 518
Earnings before interests, taxes, depreciations
and amortisations (EBITDA)
-79 723 129 728
Depreciation
10, 16 -2 767 -1 744
Net operating income (EBIT)
-82 489 127 984
FINANCIAL INCOME AND EXPENSES
Financial income
18 9 301 3 101
Financial expenses
16, 18 -109 -658
Currency gains (losses)
Net income before taxes
-35 111 139 034
Taxes
8 0 0
Profit from continuing operations
-35 111 139 034
Profit from discontinued operations
23 278 246 38 877
Net income for the year
Basic and diluted earnings per share
9 2,82 2,07
Earnings and diluted earnings per share continuing
operations
9 -0,41 1,62
(NOK 1000) 2022 2021
Net income for the year
OTHER COMPREHENSIVE INCOME:
Items that will not be reclassified to profit or loss
Changes in pension estimates
Tax effect changes in pension estimate
Items that may be subsequently reclassified to profit or loss
Foreign currency translation subsidiaries, joint ventures and
associated companies - continued operations
Foreign currency translation subsidiaries discontinued
operations
Foreign currency translation associated companies continued
operations recycled
Foreign currency translation subsidiaries discontinued
operations recycled
-279 944 -155 245
Sum comprehensive income for the year
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2022 GC RIEBER SHIPPING ASA GROUP
(NOK 1000) NOTE 31.12.2022 31.12.2021
ASSETS
FIXED ASSETS
Rights, pantents etc.
10 9 923 4 999
Total intangible fixed assets
Newbuildings
10 204 325 0
Right-of-use asset
16 0 2 590
Total tangible fixed assets
Investments in joint ventures and associates
4 94 877 187 840
Other financial fixed assets
Total financial fixed assets
Total fixed assets
CURRENT ASSETS
Trade receivables
11 1 972 859
Other current receivables
11, 16 17 220 625
Total receivables
Cash and cash equivalents
12 416 936 482 698
Total current assets
Assets classified as held for sale
23 0 593 821
Total assets
Consolidated Statement of Financial Position
GC RIEBER SHIPPING GROUP
(NOK 1000) NOTE 31.12.2022 31.12.2021
EQUITY AND LIABILITIES
EQUITY
Share capital (86,087,310 shares at NOK 1.80)
13, 17 154 957 154 957
Share premium
Paid in capital
Other equity
Total retained earnings
Total equity
LIABILITIES
Pension liabilities
15 6 696 6 902
Total provisions
Long-term debt
14, 16 0 853
Total long-term debt
Trade payables
Public duties payable
Other current liabilities
19, 16 3 738 4 337
Total current liabilities
Total liabilities
Liabilities of assets classified as held for sale
23 0 483 942
Total equity and liabilities
Bergen 31 March 2023
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
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2022 GC RIEBER SHIPPING ASA GROUP
(NOK 1000) NOTE 2022 2021
CASH FLOW FROM OPERATING ACTIVITIES
Net income before taxes
-35 111 139 034
Taxes paid
Depreciation
10 2 767 1 744
Gain on sale of shares in associates
4 0 -186 712
Loss from joint ventures and associates
4 62 530 35 518
Currency losses (gains)
-38 187 -8 607
Change in short term receivables
-17 708 47 314
Change in current liabilities
-319 -18 127
Change in other current assets and other liabilities
-599 2 952
Net cash flow from discontinued operations
-12 272 -16 576
Net cash flow from operating activities
-38 899 -3 459
CASH FLOW FROM INVESTMENT ACTIVITIES
Payments from investments in financial assets
Payments for investments in intangible fixed assets
-5 964 0
Payments from sale of shares in associates
Payments investments in fixed assets
10 -198 700 0
Transaction costs
10 0 -10 455
Net cash flow from discontinued operations
Net cash flow from investment activities
CASH FLOW FROM FINANCING ACTIVITIES
Installment financial lease
16 -1 705 -1 705
Dividend payment
13 -43 044 -105 887
Net cash flow from discontinued operations
-422 426 -428 586
Net cash flow from financing activities
-467 175 -536 178
Net cash flow from discontinued operations
Net change cash and cash equivalents
-96 070 240 368
Cash and cash equivalents at 01.01.
Currency gains (losses) on cash and cash equivalents
Cash and cash equivalents at 31.12.
12 416 936 482 698
Consolidated Cash Flow Statement
GC RIEBER SHIPPING GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
(NOK 1000)
SHARE
CAPITAL
OWN
SHARES
SHARE
PREMIUM
FOREIGN
CURRENCY
TRANSLATION
OTHER
EQUITY
TOTAL
EQUITY
2021
Balance at 1 January 2021
Foreign currency translation discontinued operations from previous
years recycled
Correction balance at 1 January 2021
Net income for the year
Other comprehensive income
-136 434 -368 -136 802
Total income and expense for the year
-136 434 177 543 41 109
TRANSACTIONS WITH SHAREHOLDERS
Sale of own shares
Dividends to the shareholders
-105 887 -105 887
Balance at 31 December 2021
2022
Balance at 1 January 2022
Net income for the year
Other comprehensive income
-242 386 35 -242 351
Total income and expense for the year
-242 386 243 171 785
TRANSACTIONS WITH SHAREHOLDERS
Dividends to the shareholders
-43 044 -43 044
Balance at 31 December 2022
*) Recycled foreign currency translation adjustments 2021 relate to adjustments from discontinued operations from previous years
Consolidated Statement of Changes in Equity
GC RIEBER SHIPPING GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
Notes to the Consolidated
Financial Statements
GC RIEBER SHIPPING GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
NOTE 1 – Corporate information
The company has its headquarter in Bergen and is listed on Oslo Børs with
ticker RISH.
The financial statements were authorised for issue by the Board of Directors
on 31 March 2023.
NOTE 2 – Accounting policies
• financial assets and financial liabilities (including financial derivatives) at fair
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A. assets and liabilities for each balance sheet presented are translated at
B. income and expenses for each income statement are translated at the rate
C. exchange differences are recognised in other comprehensive income and
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2022 GC RIEBER SHIPPING ASA GROUP
• it is technically feasible to complete the vessel design so that it will be available
• management intends to complete the vessel design and use or sell it
• there is an ability to use or sell the vessel design
• it can be demonstrated how the vessel design will generate probable future
• adequate technical, financial and other resources to complete the development
• the expenditure attributable to the vessel design its development can be reliably
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• Quoted market price or offered price for corresponding instruments.
• Fair value of interest rate swaps is calculated as the present value of estimated
• Fair value of forward contracts in foreign currency is determined by the present
• short-term leases (defined as 12 months or less)
• low value assets
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• those to be measured subsequently at fair value (either through other
• those to be measured at amortised cost.
• Amortised cost: Assets that are held for collection of contractual cash flows
• Fair value through other comprehensive income (FVOCI): Assets that are held for
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• Fair value through profit or loss (FVPL): Assets that do not meet the criteria
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• deferred tax that arises as a result of goodwill depreciation that is not tax
• temporary differences related to investments in subsidiaries, associated
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• possible liabilities resulting from prior events where the existence of the liability
• liabilities which have not been recognised because it is not probable that they
• liabilities which cannot be measured with an adequate degree of reliability.
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2022 GC RIEBER SHIPPING ASA GROUP
AUDIT FEE EXL VAT (NOK 1000) 2022 2021
Audit fee
511 617
Other certification services
Tax consulting
28 39
Other services
398 79
Total auditor’s fees
937 735
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2022 GC RIEBER SHIPPING ASA GROUP
NOTE 10 – Fixed assets
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
NOTE 18 – Capital structure and financial
risk management
(NOK 1 000)
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2022 GC RIEBER SHIPPING ASA GROUP
• Security has not been provided for any of the Group’s trade payables.
• Security has been provided in the Windkeeper newbuildings for the debt
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
NOTE 20 – Climate
GC Rieber Shipping acknowledges the severe climate challenges faced by the
world today, and the immediate need for climate action.
GC Rieber Shipping’s current exposure to climate risk is primarily held through
the recent investment in Windkeeper, the 8.5% investment in Shearwater
and the ice-breaking tug Polar Circle. The demand for all these services is
somehow affected by climate related challenges.
With the current focus on renewable energy, GC Rieber Shipping expect the
demand for services such as Windkeeper’s to only increase going forward.
Although massive attention on changing from fossil to renewable energy,
GC Rieber Shipping believes oil and gas will still be a significant part of the
energy mix in the short to medium term, with high demand for the services
provided by Shearwater. Higher temperatures caused by global heating will
reduce the extent of ice-covered waters, however, GC Rieber Shipping expects
Polar Circle to be a highly relevant vessel also in the years to come.
GC Rieber Shipping does not find climate risk to constitute a significant
financial risk for the Group in the short- to medium term.
For further information about ESG in GC Rieber Shipping, see the ESG Report
for 2022.
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA GROUP
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2022 GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 2022 2021
OPERATING INCOME
Operating income
0 0
Total operating income
0 0
OPERATING EXPENSES
Administration expenses
3, 4, 5 -8 632 -8 438
Total operating expenses
-8 632 -8 438
Earnings before interests, taxes, depreciations
and amortisations (EBITDA)
-8 632 -8 438
Net operating income
-8 632 -8 438
FINANCIAL INCOME AND EXPENSES
Group contribution
26 027 0
Dividend from subsidiary
1 837 0
Interest income from group companies
5 596 0
Sale of shares in subsidiaries
8 0 113 045
Write-down investment in subsidiary
7 -21 414 -5 141
Write-down receivables in subsidiary
7 -2 170 -24 435
Financial income
9 661 4 170
Financial expenses
-150 -71
Realized currency gains (losses)
9 386 2 505
Unrealized currency gains (losses)
43 187 9 019
Net financial income and expenses
71 961 99 092
Net income before taxes
63 329 90 655
Taxes
6 0 0
Net income of the year
11 63 329 90 655
ALLOCATION OF NET LOSS/PROFIT
Allocation of Net Loss/Profit
11 41 807 47 612
Dividend
11 21 522 43 044
Total allocation
63 329 90 655
Income Statement
GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 31.12.2022 31.12.2021
FIXED ASSETS
Investments in subsidiaries
7 159 625 93 679
Other financial assets
8, 14 316 737 316 737
Total financial fixed assets
476 362 410 416
Total fixed assets
476 362 410 416
CURRENT ASSETS
Receivables from subsidiaries
9 261 533 47 805
Other current assets
406 140
Total receivables
261 939 47 945
Cash and cash equivalents
10 362 509 421 241
Total current assets
624 448 469 186
Total assets
1 100 810 879 602
Statement of Financial Position
- Assets
GC RIEBER SHIPPING ASA
Bergen 31 March 2023
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
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2022 GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 31.12.2022 31.12.2021
EQUITY AND LIABILITIES
EQUITY
Share capital (86,087,310 shares at NOK 1.80)
11, 12, 13 154 957 154 957
Share premium
11 286 510 286 510
Paid in capital
441 468 441 467
Other equity
11 183 114 141 307
Total retained earnings
183 114 141 307
Total equity
624 582 582 775
LIABILITIES
Trade payables
47 0
Public duties payable
33 0
Dividend
11 21 522 43 044
Liabilities to subsidiaries
9 453 285 252 643
Other current liabilities
1 341 1 141
Total current liabilities
476 228 296 828
Total liabilities
476 228 296 828
Total equity and liabilities
1 100 810 879 602
Statement of Financial Position
- Equity and Liabilities
GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 2022 2021
CASH FLOW FROM OPERATING ACTIVITIES
Net income before taxes
63 329 90 655
Write-down investments in subsidiaries
7 21 414 5 141
Write-down on receivables
7 2 170 24 435
Exchange differences
-43 187 -9 019
Profit on sale of shares in associated companies
8 0 -113 045
Change in accounts payable
47 -113
Change in receivables from subsidiaries
-15 255 -129 445
Change in other current assets and other liabilities
-34 36
Net paid interests
111 41
Net cash flow from operating activities
28 595 -131 314
CASH FLOW FROM INVESTMENT ACTIVITIES
Payments from sale of financial fixed assets
0 440 092
Payments for investments in financial fixed assets
-87 360 -10 455
Net cash flow from investment activities
-87 360 429 637
CASH FLOW FROM FINANCING ACTIVITIES
Sale of own shares
11 0 396
Dividend payment
11 -43 044 -105 887
Net paid interests
-111 -41
Net cash flow from financing activities
-43 154 -105 532
Net change cash and cash equivalents
-101 919 192 791
Cash and cash equivalents at 01.01.
421 240 219 430
Currency gains (losses) on cash and cash equivalents
43 187 9 019
Cash and cash equivalents at 31.12.
10 362 509 421 240
Cash Flow Statement
GC RIEBER SHIPPING ASA
Notes to the
Financial Statements
GC RIEBER SHIPPING ASA
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NOTE 1 - Corporate
information
a listed public limited company registered in
The financial statements were authorised for
issue by the Board of Directors on 31 March 2023.
NOTE 2 – Accounting
principles
The financial statements are prepared in
accordance with the Norwegian Generally
Accepted Accounting Principles (NGAAP) as set
out in the Norwegian Accounting Act of 1998. The
accounting principles are described below.
Classification of assets and liabilities in the
balance sheet
Assets intended for permanent ownership or use
and receivables due later than one year after the
balance sheet date are classified as fixed assets.
Other assets are classified as current assets.
Liabilities due later than one year after the
balance sheet date are classified as long-term
debt. Other liabilities are classified as short-term
debt.
Investments in subsidiaries, associated
companies and other investments
Investments in subsidiaries and associated
companies are valued in accordance with the
cost method. If fair value is lower than cost,
and the fall in value is not considered to be
temporary, the investment will be valued at fair
value.
Receivables and liabilities in foreign currency
Receivables and liabilities in a foreign currency
are translated into NOK using the exchange
rate at the balance sheet date. Realised and
unrealised gains and losses are classified as
financial items.
Receivables
Receivables are valued at the lower of their
nominal value and fair value.
Cash and bank deposits
Cash and bank deposits, etc. include bank
deposits, cash in hand and short-term bank
deposits with an original maturity of three months
or less. In some cases, the company also enters
contracts for short-term deposits with maturity
exceeding three months. Per 31.12.2022, there
are no deposits with maturity exceeding three
months.
Contingencies
Contingent losses are recognised as expense if
they are probable and can be reliably measured.
Contingent gains that are probable and
contingent losses that are less probable, are not
recognised but disclosed in the annual report or
in the accompanying notes.
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2022 GC RIEBER SHIPPING ASA
Taxes
Tax expenses are related to profit before tax and are expensed for when they
incur. The tax expense consists of tax payable (tax on taxable income for the
year) and change in net deferred tax. The tax expense is allocated to ordinary
profit and extra-ordinary profit in accordance with the basis for the taxes.
Deferred tax liability and deferred tax assets are presented net in the balance
sheet. The disclosure of deferred tax benefits on net tax reducing differences
and carry forward losses, is based on estimated future earnings.
Cash flow statement
The Company’s cash flow statement shows the Company’s consolidated cash
flows distributed between operating activities, investment activities and
financing activities. The statement shows the impact of the different activities
on the Company’s cash and cash equivalents. The cash flow statement is
presented based on the indirect method.
NOTE 3 – Payroll expenses, number of
employees, remunerations to board and
auditor
The Company has no employees, but the CEO is contracted from the
subsidiary GC Rieber Shipping AS. The CEO has not received any remuneration
from GC Rieber Shipping ASA as the salary has been provided from the
subsidiary GC Rieber Shipping AS. No agreement has been entered into
with the Chairman of the Board with regards to special payments upon the
termination or change of his employment. There exist no agreements that
give employees or representatives entitlement to subscribe for or purchase or
sell shares in the Company.
The Group’s guidelines on remuneration to leading personnel and the
renumeration report for 2022 can be found at www.gcrieber-shipping.no.
(NOK 1000)
SALARY
INCL.
VARIABLE
OTHER
BENEFITS
PENSION
PREMIUM
TOTAL
REMUNE-
RATION
2022
MANAGEMENT REMUNERATION
Einar Ytredal, CEO
3 390 22 428 3 841
Øystein Kvåle, CFO
2 125 20 219 2 364
Christoffer Knudsen, CCO
2 319 32 235 2 587
Total management remuneration
7 835 75 883 8 792
2021
MANAGEMENT REMUNERATION
Einar Ytredal, CEO
3 764 21 376 4 160
Øystein Kvåle, CFO
1 627 15 172 1 813
Christoffer Knudsen, CCO
2 001 16 184 2 201
Total management remuneration
7 391 51 732 8 174
BOARD REMUNERATION (NOK 1000)
DIRECTORS’
FEES 2022
DIRECTORS’
FEES 2021
Paul-Chr. Rieber, chairman
(incl. audit committee until April 2021)
300 325
Morten Foros Krohnstad, vice-chairman
225 225
Birthe Lepsøe (incl. audit comittee from April 2021)
250 167
Pål Selvik (incl. audit committee from April 2021)
225 150
Ingrid von Streng Velken (from April 2021)
175 117
Trygve Bruland (incl. audit committee until April 2021)
0 75
Bodil Valland Steinhaug (until April 2021)
0 58
Total Board remuneration
1 175 1 117
(NOK 1000) 2022 2021
Audit services
585 367
Other services
134 38
Total auditor’s fees
719 405
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2022 GC RIEBER SHIPPING ASA
NOTE 4 – Specification of operating
expenses by category
(NOK 1000) 2022 2021
Board remuneration incl. social security tax
1 464 1 098
Auditor’s fees
719 436
Management fee to GC Rieber Shipping AS
5 000 5 000
Legal fees
132 942
Consultancy fee
249 119
Return on bad debts
0 0
Other administration expenses
1 068 842
Total operating expenses
8 632 8 438
NOTE 5 – Transactions with related parties
The Company has entered into an agreement with GC Rieber Shipping AS to
purchase administrative services. Yearly management fee is NOK 5.0 million.
NOTE 6 – Taxes
(NOK 1000) 2022 2021
Net income before taxes
63 329 90 655
PERMANENT DIFFERENCES:
Write-down receivable and investment in subsidiary
23 584 29 576
Sale of shares
-113 045
TEMPORARY DIFFERENCES:
Change profit and loss account
14
Tax losses carried forward
-86 913 -7 199
Basis for taxes for the year
0 0
Payable tax on this years earnings
-5 726
Payable tax on received group contribution
5 726
Payable income tax (22%)
0 0
Net income before taxes
63 329 90 655
Calculated tax, nominal rate 22%
13 932 19 944
Change in deferred tax asset not recognised in balance sheet
-19 121 -1 581
Permanent differences
5 188 -18 363
Tax expense/-income
0 0
Profit and loss accont
0 0
Carry forward loss for tax purposes
-175 632 -262 545
Basis for calculation of deferred tax
-175 632 -262 545
Tax rate
22% 22%
Calculated deferred tax/deferred tax asset
-38 639 -57 760
Deferred tax asset not recognised in the balance sheet
38 639 57 760
Deferred tax/deferred tax asset in the balance sheet
0 0
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2022 GC RIEBER SHIPPING ASA
NOTE 7 – Investments in subsidiaries
SUBSIDIARY:
BUSINESS
OFFICE
VOTING AND
OWNER SHARE
CARRYING
AMOUNT
31.12.2022
RESULT
2022
EQUITY
31.12.2022
GC Rieber Shipping AS
Bergen 100% 69 900 20 315 69 993
GC Rieber Shipping BV
Netherlands 100% 12 715 -2 245 12 715
Polar Ship Invest II AS
Bergen 100% 26 979 -12 256 483 142 338 949
Polar Ship Invest III AS
Bergen 100% 0 -1 678 291 -145 979 782
Polarus AS
Bergen 100% 50 000 34 729 575 353 488 150
Windkeeper AS
Bergen 100% 30 4 218 501 4 130 357
Total
159 625 20 812 871 349 930 025
The investments in GC Rieber Shipping BV and Polar Explorer were written
down with NOK 2,2 million and NOK 32.1 million in 2022.
Based on an evaluation of future earnings and capital base as of 31.12.2022
for the Company’s subsidiaries, the Company has found it necessary to
write down receivables from Polar Ship Invest III AS and Polar Explorer AS
amounting to NOK 17.0 million and NOK 2.2 million.
A positive development in GC Rieber Shipping AS resulted in a reversal
of earlier years write downs of NOK 29.9 million.
For the subsidiaries with functional value in USD, an exchange rate of USD/
NOK 8.96137 has been used to convert the result for the year and a rate of
USD/ NOK 9.8573 has been used to convert equity as at 31.12.22.
SHORTCUTS
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2022 GC RIEBER SHIPPING ASA
NOTE 8 – Other financial assets
GC Rieber Shipping’s ownership in Shearwater GeoServices (Shearwater) of
8.5% is booked as a financial asset in accordance with the cost method. Up to
and including the first half of 2021 the ownership was 17% and the investment
was reported as an investment in associates.
Shearwater operates as a global, customer-focused and technology-driven
provider of marine geophysical services. Shearwater owns and operates a
large fleet of seismic acquisition vessels, offering a full range of acquisition
services including 3D, 4D and ocean bottom seismic. The company also has a
portfolio of proprietary streamer technology and processing software enabling
effective execution of geophysical surveys and delivery of high-quality
data. The company has approximately 900 employees and operates in all
major offshore basins across the world. This combination makes Shearwater
a leading global and technology-driven full-service provider of marine
geophysical services, able to deliver exceptional customer solutions.
FIGURES IN NOK 1 000
COMPANY
BUSINESS
OFFICE
VOTING AND
OWNER SHARE
CARRYING
AMOUNT
31.12.2021
Shearwater GeoServices Holding AS
Bergen 8,5% 316 737
Total
316 737
NOTE 9 -Receivables /Liabilities
(NOK 1000) 2022 2021
Loan group account scheme
41 47 588
Short-term group receivables
261 492 217
Total group receivables
261 533 47 805
Deposit group account scheme
189 059 252 643
Short-term liabilities group
264 226 0
Total group liabilities
453 285 252 643
None of the short-term receivables or liabilities to the group have maturity
later than one year.
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GC Rieber Shipping ASA
Auditor’s Report
97
2022 GC RIEBER SHIPPING ASA
NOTE 10 – Bank deposits/short-term
liabilities to financial institutions
The Company is a part of the GC Rieber Shipping group’s multi-currency
cash pool system without credit. This implies that the net total of deposits
and amounts drawn on the bank deposits related to all the companies in
the group account system is positive. As GC Rieber Shipping ASA is the bank’s
counterpart, the Company is technically the group companies’ bank, and has
security in all the bank deposits in the cash pool system.
The Company’s drawn amounts/deposits in credit institutions including the group
account system as at 31.12. consist of:
(NOK 1000) 2022 2021
Cash at banks and on hand
362 509 421 241
Total bank deposits and cash
362 509 421 241
Bank deposits earn interest income based on the banks’ prevailing terms at
all times. Short-term bank deposits are placed for varying periods from one
day to six months depending on the Company’s need for liquidity. These
deposits earn interest income based on the banks’ terms related to short-term
deposits.
NOTE 11 – Equity
(NOK 1000)
SHARE
CAPITAL
PORTFOLIO
OF OWN
SHARES
SHARE
PREMIUM
RESERVE
OTHER
EQUITY TOTAL
Equity as at 01.01.
154 957 0 286 510 141 307 582 774
Net income for the year
0 0 0 63 329 63 329
Dividend
0 0 0 -21 522 -21 522
Sale of own shares
0 0 0
Equity as at 31.12.
154 957 0 286 510 183 114 624 582
ORDINARY SHARES:
NUMBER OF
SHARES
PAR
VALUE
CARRYING
AMOUNT
Share capital
86 087 310 1,80 154 957 158
OWN SHARES:
The company sold all its own shares (54,500 shares, 0.06% of the shares in the
company) to employees in September 2021 and has held no own shares since.
DIVIDEND:
For the year ended 31.12.2022, the Board has proposed a dividend of
NOK 0.25 per share, a total of NOK 21.5 million.
For the year ended 31.12.2021, GC Rieber Shipping paid a dividend of
NOK 0.50 per share, a total of NOK 43.0 million.
23 September 2021, an extraordinary general meeting approved an
additional dividend of NOK 1.23 per share on the basis of the company’s
annual accounts for 2020. The additional dividend, a total of NOK 105.9
million, was paid to the shareholders 5 October 2021.
SHORTCUTS
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Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
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2022 GC RIEBER SHIPPING ASA
NOTE 12– Earnings per share
Earnings per share is calculated by dividing the net income for the year
attributable to ordinary equity holders by the weighted average number
of ordinary shares outstanding during the year.
The Company has no convertible loans or equity instruments and the diluted
earnings per share are thus equal to earnings per share.
(NOK 1 000) 2022 2021
Net income for the year
63 329 90 655
Time weighted average number of shares applied in the
calculation of earnings per share
86 087 310 86 048 936
Number of outstanding shares as at 31.12.
86 087 310 86 087 310
Result per share (NOK)
0,74 1,05
Diluted earnings per share (NOK)
0,74 1,05
NOTE 13 – Shareholders’ information
NAME
NUMBER OF
SHARES
OWNER
SHARE
GC RIEBER AS
66 145 908 76,80%
AS JAVIPA
2 003 492 2,30%
GC RIEBER FONDET
1 777 095 2,10%
VIBEN AS
1 334 435 1,60%
CELSIUS AS
1 328 768 1,50%
TRIOSHIP INVEST AS
1 190 000 1,40%
DELTA AS
970 000 1,10%
VERDIPAPIRFONDET DNB SMB
878 632 1,00%
SOLOMIO AS
850 000 1,00%
JOHANNE MARIE RIEBER MARTENS
786 654 0,90%
PARETO AKSJE NORGE VERDIPAPIRFOND
722 930 0,80%
PELICAHN AS
685 166 0,80%
MIDDELBOE AS
551 634 0,60%
NES, BENEDICTE MARTENS
386 250 0,40%
STORKLEIVEN AS
338 022 0,40%
TRIOFA 2 AS
278 001 0,30%
MARTENS, MIKKEL
225 949 0,30%
RONG, TORHILD MARIE
210 648 0,20%
BERGEN RÅVAREBØRS AS
208 668 0,20%
KVANTIA AS
207 273 0,20%
Other Shareholders
5 007 785 5,80%
Outstanding shares
86 087 310 100,00%
CEO Einar Ytredal holds 40 885 shares, CFO Øystein Kvåle (CFO until 28
February 2023, CCO from 1 March 2023) holds 28 900 shares, and CCO
Christoffer Knudsen (CCO until 28 March 2023) holds 11 000 shares in the
Group.
At 31.12.2022, GC Rieber AS owns 66 145 908 shares in GC Rieber Shipping
ASA, constituting 76.8% of the outstanding shares in the Group. GC Rieber
Holding AS and AS Javipa together hold 58.3% of the shares in GC Rieber AS.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
99
2022 GC RIEBER SHIPPING ASA
Through non-controlling interests in these two companies and also Pelicahn
AS, the Chairman of the Board, Paul-Christian Rieber, indirectly owns 34.0%
of the shares in GC Rieber Shipping ASA.
No other Board members own shares in the Group.
NOTE 14 – Guarantees
The Company has provided parent company guaranties of financial support
for companies within the Group that has insufficient equity.
PricewaterhouseCoopers AS, Sandviksbodene 2A, Postboks 3984 - Sandviken, NO-5835 Bergen
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of GC Rieber Shipping ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of GC Rieber Shipping ASA, which comprise:
• the financial statements of the parent company GC Rieber Shipping ASA (the Company),
which comprise the statement of financial position as at 31 December 2022, the income
statement and cash flow statement for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, and
• the consolidated financial statements of GC Rieber Shipping ASA and its subsidiaries (the
Group), which comprise the statement of financial position as at 31 December 2022, the
income statement, statement of comprehensive income, statement of changes in equity and
cash flow statement for the year then ended, and notes to the consolidated financial
statements, including a summary of significant accounting policies.
In our opinion
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2022, and its financial performance and its cash flows for the year then ended in
accordance with Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and
• the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2022, and its financial performance and its cash flows for the year
then ended in accordance with International Financial Reporting Standards as adopted by the
EU.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
2 / 6
We have been the auditor of the Company for 10 years from the election by the general meeting of the
shareholders on 12 April 2013 for the accounting year 2013.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Valuation of investment in Shearwater Geoservices Holding AS contains approximately the same
complexity and risk as last year and continues to be in our focus during the 2022 audit. In addition,
impairment indicators resulted in an impairment which led us to identify Impairment assessment of the
vessel owned in joint venture Polar Pevek Ltd as a focus area for our 2022 audit.
Key Audit Matters
How our audit addressed the Key Audit
Matter
Valuation of investment in Shearwater
Geoservices Holding AS
GC Rieber Shipping ASA has an investment in
Shearwater Geoservices
Holding AS
(Shearwater), with a total carrying amount of
NOK 440 million at 31 December 2022. The
investment represents just under a third of the
Group’s total assets. The investment is
accounted for at fair value.
When determining fair value
, management uses
considerable judgement related to future
developments. In today's environment, there are
obvious risks related to the future developments
in the seismic markets. Even minute changes in
the underlying assumptions may lead to
significant variations in
the fair value of the
shares in Shearwater.
We focused on the valuation of this investment
because the investment constitutes a substantial
share of the total assets, and because the fair
value assessment has been subject to
judgement from management.
We refer to note 10 in the financial statements
where management explains their use of
judgement and the process to arrive at a value
for the investment in Shearwater
We obtained management’s fair value
assessment and considered whether the
assessment
contained the elements and
methodology expected for estimating a fair value
of investments of this type. Management
concluded that the valuation implied by the latest
transaction in the Shearwater shares in June
2021 where GC Rieber Shipping ASA was the
se
ller, still carries considerable weight as
evidence as an objective measure of value of the
shares. In making this assessment,
management considered other inputs, such as
particulars about the transaction, their
knowledge of market development since the
t
ransaction, external reports and a multiple
valuation of comparable peer and market
outlook.
With regards to the multiple valuation, we
reviewed and considered the inputs including a
built in liquidity discount. We challenged
management's assumptions through discussions
with them which we then corroborated to our
own knowledge and understanding about
Shearwater and knowledge about the market.
We found the assumptions made by
management to be consistent with our
understanding of Shearwater and the market in
which they operate.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
100
2022 GC RIEBER SHIPPING2022 GC RIEBER SHIPPING
3 / 6
We lastly evaluated the adequacy of the
disclosures made in note 10 and found that
disclosures appropriately explained
management’s use of judgement and valuation
process.
Impairment assessment of vessel owned in joint
venture Polar
Pevek Ltd
GC Rieber Shipping ASA has an investment in
Polar Pevek Ltd with a carrying amount of NOK
94,9 million at 31 December 2022. The
investment represented approximately 8% of the
Group’s total assets. The vessel Polar Circle,
owned by Polar Pevek Lt
d, was in 2022 written
down, and the share of the write down attributed
to GC Rieber Shipping ASA is NOK 33,3 million
A value in use assessment includes
management judgement related to, among other,
market conditions, expected utilisation, operating
expens
es, capital expenditure and required rate
of return (WACC).
We focused on this area because the investment
constitutes a substantial share of the total assets
in the Group, and because the write down of the
vessel constitutes a substantial share of the ne
t
profit in the Group. Furthermore, the assessment
of the recoverable amount is complex and
involves significant management judgement. The
uncertainty related to valuation of the vessel and
the inherent risk of impairment due to complex
market conditions i
s considered to be high.
We refer to note 2.20 and note 4 in the financial
statements where management explains the
impairment process and their use of judgement.
We obtained management’s impairment
assessment and considered whether the model
contained the elements and methodology
expected for estimating recoverable amount.
Key assumptions in the impairment assessment
were verified against underlying documentation.
To
assess management calculations of value in
use, we compared the estimated future income
with historical achievement and budgets
approved by the Board of Directors. We also
discussed the realism in the estimated future
income assumptions. We challenged key
assumptions in the model and discussed
expected market development with management
to consider whether their explanations were
consistent with the knowledge we have obtained
during our audit. We compared expected
operating expenses and capital expenditure
with
historical performance and considered whether
deviations from the budget had a reasonable
explanation. We found that management
assumptions were within a reasonable range.
We assessed the discount rate by comparing the
key components used with releva
nt internal and
external market data. We also considered the
overall level of the discount rate with comparable
companies. We found the discount rate to be
within a reasonable range.
We lastly evaluated the adequacy of the
disclosures made in note 2.20 a
nd 4 and found
that disclosures appropriately explained
management’s valuation process and the
uncertainties inherent in some of management’s
assumptions.
4 / 6
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information
in the Board of Directors’ report and the other information accompanying the financial statements. The
other information comprises information in the annual report, but does not include the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not cover
the information in the Board of Directors’ report nor the other information accompanying the financial
statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of
Directors’ report and the other information accompanying the financial statements. The purpose is to
consider if there is material inconsistency between the Board of Directors’ report and the other
information accompanying the financial statements and the financial statements or our knowledge
obtained in the audit, or whether the Board of Directors’ report and the other information
accompanying the financial statements otherwise appear to be materially misstated. We are required
to report if there is a material misstatement in the Board of Directors’ report or the other information
accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Our opinion on the Board of Director’s report applies correspondingly to the statements on Corporate
Governance and Corporate Social Responsibility.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and for the preparation and true and fair view of the consolidated financial
statements of the Group in accordance with International Financial Reporting Standards as adopted
by the EU, and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the financial statements, management is responsible for assessing the Company’s and
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern. The financial statements of the Company use the going concern basis of accounting insofar
as it is not likely that the enterprise will cease operations. The consolidated financial statements of the
Group use the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
101
2022 GC RIEBER SHIPPING2022 GC RIEBER SHIPPING
5 / 6
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company's and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
6 / 6
matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of GC Rieber Shipping ASA, we have performed an
assurance engagement to obtain reasonable assurance about whether the financial statements
included in the annual report, with the file name Annual Report 2022 (ESEF), have been prepared, in
all material respects, in compliance with the requirements of the Commission Delegated Regulation
(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant
to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
regulation. This responsibility comprises an adequate process and such internal control as
management determines is necessary.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Bergen, 31 March 2023
PricewaterhouseCoopers AS
Robert Lambach
State Authorised Public Accountant
(This document is signed electronically)
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report
Report of the Board
of Directors
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
102
2022 GC RIEBER SHIPPING2022 GC RIEBER SHIPPING
