Annual report
2024
Table of contents
Key figures
4
Financial calendar 2025
6
About this report
7
Reporting approach
7
Data measurement
methods and assumptions
7
Assurance
7
Representation by the
persons responsible for the
financial statements and
for the management report
7
Shareholder letter
8
This is CMB.TECH
10
Company profile
11
Company strategy
13
Innovation
14
Innovation is a core value
of CMB.TECH
15
Our dual fuel technology
applied
17
Milestones 2024
24
Activities and
achievements
30
Overview of the year 2024
31
Events occurring after the
end of the financial year
ending 31 December, 2024
37
Group structure
38
Group structure
39
Ship Management at
CMB.TECH
44
Fleet and markets
46
Market Dynamics [1]
47
CMB.TECH fleet
54
TCE Rates
55
Sustainability report
57
Letter from the CEO
57
Sustainability key figures
2024
59
60
Sustainability Strategy
60
Decarbonising shipping
61
Sustainability at CMB.TECH
64
Transparent reporting
(CSRD/EU Taxonomy)
65
Stakeholder engagement
68
Environment
72
Approach to environment
73
Water and marine
biodiversity
preservation
79
Overview initiatives and
collaborations -
Environment
80
Social and human
capital
82
People approach
83
Transparency and ethical
behaviour
84
People management
86
Talent attraction
87
Training and development
88
Performance management
88
Diversity and inclusion/
equality
89
Communication channels
92
HR accomplishments
92
CMB.TECH - Annual Report 2024
2
Collaborations and
contributions - Society
93
Our approach to health
95
Policies
96
Mental health
96
Physical health
96
Safety
98
Safety & quality are
Paramount at CMB.TECH
98
Health Safety, quality and
Environment (HSQE)
Management System
98
Preparing for emergencies
98
Raising Safety Standards
98
Our safety performance
100
Cybersecurity and data
protection
101
Our governance
103
Approach
103
Code of Business Conduct
and Ethics
103
Transparency and
accountability
103
GUBERNA
104
Internal Control & Risk
Management
105
Introduction
138
Capital, shares and
shareholders
139
Supervisory Board
140
Supervisory Board
Committees
145
Evaluation of the
Supervisory Board and its
Committees
149
Management Board
150
Remuneration report
151
Information to be included
in the annual report as per
article 34 of the Royal
Decree of 14 November
2007
160
Appropriation of profits
161
Appropriation accounts
161
Measures regarding insider
dealing and market
manipulation
162
Market prospects for
2025
165
Euronav – tanker markets
prospects [1]
165
Bocimar – dry-bulk
markets prospects [1]
166
Delphis – container
markets prospects [1]
167
Bochem – chemical
markets prospects [1]
168
Windcat – offshore wind
markets prospects [1]
169
CMB.TECH fleet
170
Euronav
171
Bocimar
174
Delphis
176
Bochem
177
Windcat
178
Port vessels
181
Glossary
183
GRI Content Index
190
CMB.TECH - Annual Report 2024
3
Key figures
CONSOLIDATED STATEMENT OF PROFIT OR LOSS 2020 - 2024
(In thousands of USD)
2024
2023
2022
2021
2020
Revenue (A)
940,246
1,235,127
854,669
419,770
1,210,341
EBITDA (B)
1,169,401
1,190,186
534,429
85,796
864,019
EBIT
1,003,372
969,146
311,832
(259,198)
544,268
Net profit
870,829
858,027
203,251
(338,777)
473,238
In USD per share
2024
2023
2022
2021
2020
Number of shares (C)
196,041,579 201,901,743 201,747,963 201,677,981
210,193,707
EBITDA
5.97
5.89
2.65
0.43
4.11
EBIT
5.12
4.80
1.55
(1.29)
2.59
Net profit
4.44
4.25
1.01
(1.68)
2.25
In EUR per share
2024
2023
2022
2021
2020
Rate of exchange
1.0389
1.1050
1.0666
1.1326
1.2271
EBITDA
5.74
5.33
2.48
0.38
3.35
EBIT
4.93
4.34
1.45
(1.13)
2.11
Net profit
4.28
3.85
0.94
(1.48)
1.83
History of dividend per share
2024
2023
2022
2021
2020
Dividend
1.15 D,E
6.64
1.13
0.09
1.40
Of which interim div. of
1.15
2.07
0,03
0.09
1.40
A) The company has decided to reclassify certain cost & revenue elements without impact on EBITDA, EBIT and net income. This voluntary change has been adopted in 2021 and has been applied
retrospectively.
B) EBITDA (a non-IFRS measure) represents operating earnings before interest expense, income taxes and depreciation expense attributable to us. EBITDA is presented to provide investors with
meaningful additional information that management uses to monitor ongoing operating results and evaluate trends over comparative periods. We believe that EBITDA is useful to investors as the
shipping industry is capital intensive which often brings significant cost of financing. EBITDA should not be considered a substitute for profit/(loss) attributable to us or cash flow from operating
activities prepared in accordance with IFRS as adopted by the European Union or as a measure of profitability or liquidity. The definition of EBITDA used here may not be comparable to that used by
other companies.
C) Excluding 25,807,878 shares held by the Company in 2024 (2023: 17,790,716 and 2022: 18,241,181 shares)
D) The total gross dividend paid in relation to 2024 of USD 1.15 per share is the interim dividend paid in July 2024.
E) Ratio is based on the actual exchange rate EUR/USD on the day of the dividend announcement if any.
CMB.TECH - Annual Report 2024
4
Table 1: Consolidated statement of profit or loss 2020-2024
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 2020 - 2024
(In thousands of USD)
31.12.2024
31.12.2023
31.12.2022
31.12.2021
31.12.2020
Assets
Non-current assets
3,434,227
1,787,543
3,362,014
3,309,116
3,235,366
Current assets
470,819
1,631,737
607,059
459,407
451,873
TOTAL ASSETS
3,905,046
3,419,280
3,969,073
3,768,523
3,687,239
Liabilities
Equity
1,192,324
2,357,373
2,173,465
1,960,582
2,311,786
Non-current liabilities
2,320,066
637,154
1,541,270
1,486,908
1,171,859
Current liabilities
392,656
424,753
254,338
321,033
203,594
TOTAL LIABILITIES
3,905,046
3,419,280
3,969,073
3,768,523
3,687,239
CMB.TECH - Annual Report 2024
5
Table 2: Consolidated statement of financial position 2020-2024
Financial calendar 2025
14 May 2025
Announcement of first quarter results 2025
15 May 2025
Annual General Meeting of Shareholders
7 August 2025
Announcement of second quarter results 2025
14 August 2025
Half year report 2025 available on website
13 November 2025
Announcement of third quarter results 2025
26 February 2026
Announcement of fourth quarter results 2025
The CMB.TECH share
CMB.TECH - Annual Report 2024
6
Figure 2: Share price evolution 2024
Figure 1: Daily volume traded shares 2024
About this report
Reporting approach
This 2024 report has been prepared in accordance
with the EU Directive on disclosure of non-financial
and diversity information and is based on the
International Integrated Reporting (IR) Framework as
developed by the International Integrated Reporting
Council (IIRC). The CSRD is not compulsory for
CMB.TECH.
CMB.TECH NV, its subsidiaries and joint ventures are
referred to as CMB.TECH (or the group, the
company) in this report, which covers the activities
and performance of CMB.TECH for the financial year
ended 31 December 2024 (FY2024). The report also
includes any material events that occurred after this
date, up to the date of publication.
The report outlines CMB.TECH's business and
sustainability strategy and provides a basis for
measuring progress in achieving business goals,
linked to the most material topics. Details on the
material topics can be found on page 65 of this
report.
Sustainability-related information is based on the GRI
(Global Reporting Initiative) standards and SASB
(Sustainability
Accounting
Standards
Board).
CMB.TECH's sustainability strategy is also aligned
with the United Nations Sustainable Development
Goals (UNSDG).
Data measurement
methods and assumptions
CMB.TECH’s current organisational boundary for
greenhouse gas (GHG) reporting is defined based on
the operational control approach. The reported GHG
emissions data are calculated based on the
Greenhouse Gas Protocol: A Corporate Accounting
and Reporting Standard (Revised Edition).
Assurance
This report uses third party assurance in the following
aspects:
–
Our
external
auditor,
BDO
-
BEDRIJFSREVISOREN-BDO
REVISEURS
D'ENTREPRISES, provides assurance on the
audited financial results.
–
Each of our vessels’ fuel consumption and
relevant activity data have been verified by one of
the following third parties: Lloyds Register, DNV,
American Bureau of Shipping (ABS). These
parties confirmed that the data were collected
and reported in accordance with the methodology
and processes set out in the Ship Energy
Efficiency Management Plan Part II (SEEMP Part
II) as required by Regulation 22A of Annex VI of
MARPOL Convention.
Representation by the
persons responsible for
the financial statements
and for the management
report
Mr Marc Saverys, Chairman of the Supervisory
Board, Mr Alexander Saverys, CEO and Mr Ludovic
Saverys, CFO, hereby certify that, to the best of their
knowledge,
–
(a) the consolidated financial statements as of and
for the year ended 31 December 2024, which
have
been
prepared
in
accordance
with
International Financial Reporting Standards (IFRS)
as adopted by the European Union, give a true
and fair view of the assets, liabilities, financial
position and results of CMB.TECH NV and the
entities included in the consolidation.
–
(b) the integrated annual report gives an accurate
account of the activities, status and results of
CMB.TECH NV and the entities included in the
consolidation, and describes the main risks and
uncertainties they may face.
CMB.TECH - Annual Report 2024
7
Shareholder letter
Dear Shareholders and Stakeholders,
Dear Colleagues,
2024 was the year of the successful integration of Euronav and CMB.TECH.
I want to thank and congratulate our staff and various stakeholders for the continuous
efforts to execute the strategy of our group towards a future-proof and diversified
maritime group.
It has been an exceptionally busy year.
Our fleet rejuvenation has continued unabated. 5 Suezmaxes and 3 VLCCs have been
sold. 18 newbuildings have been delivered and 8 more newbuildings have been ordered.
We have strengthened our ship management by enlarging our cooperation with the
Anglo-Eastern Group through the integration of Euronav Ship Management Hellas.
The development of our green energy projects in Namibia has continued as planned. We
had the honour of welcoming the King of The Belgians at our pilot plant in Walvis Bay
together with the President of the Republic of Namibia.
The pioneering development of our hydrogen- and ammonia-fuelled engines and ships
keeps CMB.TECH at the forefront of maritime solutions for the energy transition.
We will continue to offer our clients flexible, pragmatic and economical alternatives to be
in sync with our rapidly changing world. We are doing this through our leading global
brands Euronav, Bocimar, Delphis, Bochem and Windcat.
I would also like to thank our shareholders for their support during volatile but interesting
times. We believe we are very well positioned to create added value in 2025.
Marc Saverys, Chairman of The Supervisory Board
CMB.TECH - Annual Report 2024
8
CMB.TECH - Annual Report 2024
9
This is CMB.TECH
CMB.TECH - Annual Report 2024
10
Company profile
CMB.TECH is a diversified & future-proof maritime
group with over 150 seagoing vessels (including
newbuildings): crude oil tankers, dry bulk carriers,
container transport, chemical tankers, offshore wind
vessels and workboats. The group focuses on large
marine and industrial applications powered by
hydrogen or ammonia. The group also offers
hydrogen and ammonia fuel to customers, through
its own production or third-party producers.
CMB.TECH also works on developing hydrogen-
powered
industrial
applications
like
trucks,
locomotives and straddle carriers. The group believes
that using hydrogen for smaller ships and ammonia
for larger ones could play a major role in making
shipping greener.
The strategy is centred around diversification,
decarbonisation and optimisation of the fleet:
"Decarbonise Today, Navigate Tomorrow."
The company has 3 divisions: Marine, H2 Infra and
H2 Industry.
Marine:
Shipping is our core business and features a modern
and future-proof fleet with a clear focus on using
hydrogen and ammonia to lower carbon emissions.
The marine division consists of 6 brands:
–
Euronav is the oil tanker brand, engaged in marine
transport and crude oil storage.
–
Bocimar owns and operates dry bulk vessels and
transports iron ore, coal, grain and other dry bulk
cargoes.
–
Delphis specialises in medium-sized container
ships. It is the owner of the world’s largest ice-
classed container ships.
–
Bochem is an owner and operator of high quality
and modern stainless steel chemical tankers.
–
Windcat is a leading provider of safe and efficient
crew transfer services to the offshore wind
industry.
–
CMB.TECH also owns, operates & designs
hydrogen-powered vessels.
H2 Infra:
CMB.TECH’s H2 Infra division offers hydrogen and
ammonia fuel to its customers, either through its
own production or by sourcing it from third party
producers. Within H2 Infra, the necessary technology
and infrastructure is engineered, developed and
operated to produce and distribute green hydrogen
and ammonia. A particular focus on hydrogen and
ammonia storage completes the entire value chain to
deliver the clean fuels of the future.
–
Cleanergy Solutions Namibia: Cleanergy Solutions
Namibia is leading the development of a green
hydrogen production plant in Namibia's Erongo
region. This production plant generates off-grid,
pure green hydrogen and includes a public
hydrogen refuelling station, a dual fuel workshop
and an Hydrogen Academy.
–
PV2Fuel: Our ambition to power our deep-sea
vessels with green ammonia has brought
CMB.TECH to Namibia to produce ammonia with
abundant renewable energy.
–
Hydrogen Refuelling Station Antwerp: CMB.TECH
developed the first maritime and public hydrogen
refuelling station, equipped with a 1.2MW PEM
electrolyser and a 500bar tube trailer filling
station.
–
500bar
mobile
refueller:
CMB.TECH
has
developed a 40ft 500 bar trailer to facilitate
remote refuelling for all of its applications
currently in operation. With this flexible single
solution, multiple applications and customers can
be serviced.
H2 Industry:
–
H2 Industry is a leading provider of scalable dual
fuel industrial applications. Its proven combustion
technology enables the group to develop heavy-
duty hydrogen-powered applications that offer
flexibility,
robustness
and
cost-effectiveness.
Through smart partnerships and co-development
agreements with OEMs such as MAN, Volvo
Penta, Ford and BeHydro, hydrogen engines are
delivered that can be easily deployed, operated
and maintained in the field.
CMB.TECH is listed on Euronext Brussels and on the
NYSE under the symbol CMBT. The Company is
headquartered in Antwerp, Belgium, and has offices
across Europe, Asia, the US and Africa.
CMB.TECH - Annual Report 2024
11
CMB.TECH - Annual Report 2024
12
Company strategy
(i) Diversification of the fleet
The group focuses on the diversification of the
fleet. CMB.TECH represents a diversified and
future-proof maritime group with over 150
seagoing vessels (including newbuildings): crude
oil tankers, dry bulk vessels, container vessels,
chemical tankers, offshore wind vessels, port
vessels.
(ii) Decarbonisation of the
fleet
Dedicate significant amounts of capital to the
development of low-carbon ships, engines, fuel
supply systems and the production of low-carbon
fuels. We want to offer our customers the best
ships to lower their greenhouse gas emissions.
(iii) Optimisation of the fleet
Optimise and modernise the fleet by divesting
less efficient/older tankers and re-investing the
proceeds in future-proof newbuildings/modern
second-hand vessels or technical upgrades (e.g.
energy saving devices). Future-proof, in our view,
means efficient low-carbon emitting ships and/or
ships powered by hydrogen and/or ships powered
by ammonia. We want to optimise the company’s
large fleet of tankers to continue offering the best
fleet to our customers.
Our culture, ethics and values
A core set of values for the organisation are
refined into key behaviours that serve as
exemplary for both employees and management.
By seeking to align the values with the actions and
attitudes that are displayed both inside and
outside the company, we hope to successfully
execute our corporate objectives. The values
define how CMB.TECH does business:
–
Entrepreneurship: The entrepreneurial mindset
will fuel growth. Both shareholders and wider
society will benefit from the end results. We
are decisive with a strong can-do attitude.
–
Family: The way we do business, our ethics
and our interaction with our stakeholders are
inspired by strong family values: honesty, hard
work, openness, solidarity and long-term value
creation.
–
Growth & innovation: We are a pioneer in
greening
shipping,
adapting
to
changing
environments
by
developing
future-proof
products and solutions. We invest in the
future, even in the direst of times.
–
Commitment: Through our values, we show
our
commitment
to
the
industry,
our
customers, our employees and the world we
live in. We are reliable and loyal.
–
Sustainability: We think about the wider impact
of our actions on society, the environment and
the group. We take the lead by promoting the
use of green hydrogen and green ammonia.
–
Efficiency: We are committed to working as
efficiently as possible in our day-to-day
operations to maximise the value creation of
everything we undertake.
These values serve as our compass, as guidance
for all interactions with stakeholders and to
reinforce dedication to responsible, ethical and
effective business practices.
CMB.TECH - Annual Report 2024
13
Innovation
CMB.TECH - Annual Report 2024
14
Innovation is a core value of CMB.TECH
Innovation is one of CMB.TECH’s core values. Our
commitment to innovation is rooted in the belief that
innovative solutions in our industry are needed to
create long term added value for our company, the
environment and our stakeholders. We do not merely
adapt to change, we anticipate and influence it,
positioning ourselves as pioneers in our industry.
We integrate and invest in technologies that can
deliver real environmental benefits today, while
ensuring our fleet is well equipped to generate
lasting financial returns throughout its full lifetime.
We Decarbonise Today, to Navigate Tomorrow.
Our innovation pathways are focused on developing
hydrogen and ammonia powered applications and
improving operational efficiency. We invest in the
necessary solutions and critical infrastructure to
competitively reduce our own environmental impact,
leading our industry on the path to net-zero.
Hydrogen and ammonia
applications
Current battery and fuel cell technologies fall short of
meeting the power, range and cost demands of our
industry. Shipping’s need for substantial onboard cargo
space, long operational ranges, high power and reliability
requires a green future for internal combustion engines
(ICEs) using low or zero carbon fuels.
At CMB.TECH we focus on ammonia for large
vessels and on hydrogen for small vessels and heavy-
duty industrial applications operating in port areas.
Through our delivered projects we are showcasing
that real decarbonisation is possible today and that
the
technologies
work.
With
our
strategic
partnerships, we are actively building and maturing
the low and zero carbon fuel markets, from electrons
to applications.
Our experience in building, testing, implementing and
operating innovative technologies across various
industry
applications,
creates
a
unique
value
proposition for our stakeholders. Additionally, it
provides us with valuable insights to identify and
evaluate new business opportunities.
Hydrogen and ammonia
explained
Hydrogen is the simplest and most abundant
element in the universe. In its pure form (H2) it is a
colourless and odourless gas and it carries a lot of
energy for its weight. Green hydrogen can be made
by
using
renewable
electricity
to
power
an
electrolyser which splits water (H2O) into H2 and O2.
It is a key building block of any e-fuel and it can also
be used to deliver energy by consuming it directly in
an ICE or fuel cell. Its clean burning properties make
it an attractive solution to decarbonise a broad range
of applications, on land and at sea. The main chal-
lenge with hydrogen is that it is difficult to store. Its
volumetric energy is relatively low compared to other
fuels, meaning it takes up a lot of space for a given
amount of energy. Its storage footprint as well as
handling requirements become challenging as larger
energy quantities are required for longer ranges and
power demands. This is where ammonia comes in.
Ammonia’s specific properties make it attractive for
long range and high energy applications such as
seagoing vessels. It is an excellent source of
hydrogen in its liquid form, containing twice as much
hydrogen as liquid hydrogen by volume. Ammonia is
a compound made of 1x nitrogen and 3x hydrogen
atoms forming NH3. It is a colourless gas with a
pungent odour. Ammonia is a widely traded chemical
commodity that has long been transported in
shipping. Over 200 million tonnes of ammonia are
produced each year and it is already handled and
stored in 120 ports around the world. This means
that safe handling procedures are well known with a
stable supply chain and well-known production
methods. CMB.TECH sees ammonia as an excellent
solution to be used in deep sea shipping.
Dual fuel engines
A key feature of our strategy is to utilise dual fuel
hydrogen-diesel or ammonia-diesel engines. This dual
fuel approach allows these future fuels to be utilised
in increasing rates as the infrastructure becomes
available whilst still allowing full operation under
traditional diesel where needed. We are building
flexibility into our assets so they can gradually comply
with the ever-tightening GHG emission targets from
regulators,
without
incurring
any
additional
operational risk in the short term. This implies that
our assets are future-proof as of today, as well as on
any long-term time horizon.
CMB.TECH - Annual Report 2024
15
Hydrogen and ammonia in our divisions
Marine division
Our marine division is actively working on a safe and
efficient implementation of hydrogen and ammonia
dual fuel systems on our marine vessels. CMB.TECH’s
technical team is responsible for making our fleet
future-proof. Several modifications are required to
build cost-efficient vessels powered by hydrogen and
ammonia. Conventional designs need to be adapted to
include alternative fuel storage tanks, fuel supply
systems, reliquification and catch-ment systems, as
well as additional control and safety systems. Not all
vessels are fully fitted with complete hydrogen or
ammonia systems when they hit the water. On some
of our vessels, we foresee provisions that allow for
easy retrofitting at a later stage.
Our technical team is working closely together with
our
clients,
preferred
suppliers,
classification
societies and flag states to ensure our vessels are
built according to all relevant safety prescriptions,
standards and regulations. We are defining and
setting these standards together with them.
In 2024, we took delivery of the first six
Newcastlemax dry bulk carriers on which all
provisions have been made to be powered by
ammonia after a future retrofit.
We finalised the vessel and ammonia system design
for our Newcastlemax dry bulk carriers who are being
built at Qingdao Beihai Shipyard in China. HAZID and
HAZOP studies have been performed together with
classification societies, system suppliers and the
shipyard. This led to the design approval of the first
ammonia-powered bulk carrier in the world.
We celebrated the first year of operation of the
Hydrotug 1, the world's first hydrogen-powered
tugboat.
Building on our experience with the Hydrocats, the
first hydrogen dual fuel powered Crew Transfer
Vessels (CTVs), we designed and developed a lighter
compressed
hydrogen
storage
system
with
increased capacity for the larger MK5 CTV series. For
this series, we added novel parallel bunkering
functionalities to increase the refuelling speed. We
launched the first of six innovative Commissioning
Service Operation Vessels (CSOVs) in the water at
Ha Long Shipyard in Vietnam, where Damen is
constructing the vessels. These CSOVs will be
outfitted with the same dual fuel technology.
We obtained Approval in Principle from Lloyd’s
Register for our below-deck H2 storage system. This
opens the door to a wide range of implementation
possibilities of our dual fuel technology on the water.
CMB.TECH - Annual Report 2024
16
H2 Industry
The H2 Industry division of CMB.TECH has developed a dual fuel
hydrogen technology that uses internal combustion engines (H₂ICE).
Together with supporting fuel storage and distribution systems, it
enables our broader industry to reduce its environmental impact by
operating dual fuel hydrogen engines. We have tested and begun to
launch this technology over the past few years with several
prominent Original Equipment Manufacturers partners, such as
Volvo Penta and MAN.
As we’re maturing our technologies, several internal milestones
have successfully been reached. We kicked off the crash tests of
our composite hydrogen storage systems and established an
aftersales and set-up team.
We have identified considerable opportunities to further deploy our
technology in heavy industrial applications with similar power-to-
weight requirements. This means we target port equipment, power
generation and transport options which can all be found in ports. In
2025, several field trials for mobile and stationary applications using
our dual fuel technology will be deployed. Among them are a RoRo
tractor used to load and unload vehicles and other cargo onto and off
ships using ramps, a straddle carrier and gensets.
CMB.TECH’s dual fuel hydrogen truck obtained approval for the
transport of hazardous goods, thanks to our collaborative efforts with
our partners. This achievement marks a step forward for low-
emission road transport of hazardous materials, paving the way for
wider adoption of our dual fuel technology.
We kicked-off the development of Africa's first dual fuel hydrogen-
diesel locomotive. This pilot project aims to pave the way for the
conversion of the entire locomotive fleet in Namibia in the future.
JPNH₂YDRO, a joint venture between CMB.TECH, TSUNEISHI
Facilities & Craft and Kambara Kisen, opened a Hydrogen Engine
R&D Centre. This centre is a pioneering hydrogen test site in Japan.
It is designed to advance Japan’s hydrogen engine development as
well as serve as a key hub for the homologation and approval of
hydrogen dual fuel engines for the Japanese market.
Our dual fuel technology applied
Dual fuel hydrogen trucks
Our dual fuel hydrogen trucks are engineered to provide seamless operation, even
in scenarios where hydrogen availability is limited. In the event of hydrogen
depletion or the absence of refuelling stations, the truck seamlessly transitions to
diesel mode, ensuring continuous functionality.
Dual fuel hydrogen port equipment
Our dual fuel hydrogen technology is designed to provide versatile and reliable
performance across various port environments. Standardised to meet the
operational demands of ports worldwide, the technology ensures seamless
compatibility and functionality across different applications. Given that port
equipment often cannot operate on public roads, our dual fuel technology ensures
uninterrupted operation in the event of hydrogen refuelling station maintenance.
Currently, we are developing a range of port equipment, including RoRo tractors
and hybrid straddle carriers, all equipped with our dual fuel technology.
Dual fuel and 100% hydrogen gensets
Since 2018, we have deployed mono and dual fuel gensets to power various
events and have partnered with companies such as e-power and DBR to package
our engines into commercial applications. These gensets offer a versatile solution
for providing clean and reliable power, with applications ranging from event power
supply to alternative maritime power. Moreover, our feasibility studies have
explored the potential of mobile power barges, offering flexible and clean power
supply options for ships. Equipped with hydrogen gensets, these barges can serve
as floating refuelling stations and contribute to emissions reduction efforts both at
sea and onshore.
Dual fuel hydrogen locomotives
In port areas and remote regions where full railway electrification is challenging,
hydrogen-powered locomotives can provide a viable solution. Our technology
enables the repowering of existing locomotives to dual fuel hydrogen with minimal
engineering modifications, ensuring both robustness and simplicity.
To demonstrate the potential for sustainable long-haul transport, we have acquired
a diesel locomotive and are equipping it with the V12 BeHydro medium-speed
engine, enabling dual fuel operation with green hydrogen. The compressed
hydrogen storage system will be installed in a standardized 20-ft container,
supplying the locomotive via a fuel tender.
CMB.TECH - Annual Report 2024
17
H2 Infra
Within H2 Infra, the necessary technology and infrastructure is
designed, developed and operated to produce and distribute green
hydrogen and ammonia. We offer hydrogen and ammonia fuel to our
customers, either through own production or by sourcing it from
third party producers. Currently, we cannot be fully dependent on
other parties to produce green molecules. As a pioneer, we are
creating trust in these projects and technologies by bringing them to
life, as we did in 2021 with the opening of our hydrogen refuelling
station in Antwerp.
We believe that ports are the energy hub of the future and therefore
are the perfect ecosystem to encourage the production of green
molecules, development of refuelling infrastructure and use of
alternative fuels so we can ensure future supply to our vessels.
Our hydrogen production facility in Namibia, is expected to be fully
operational in 2025, where a 6.5 hectare solar park will power our
5MW electrolyser to produce green hydrogen. The fuel will be used
for hydrogen-powered trucks, port equipment, railway applications
and small ships. This strategic development is a realisation of our
vision. It not only addresses urgent infrastructure needs but also
strengthens the link between green molecules and maritime
activities, reinforcing the importance of the Port of Walvis Bay.
The project's first phase focuses on small-scale hydrogen and
ammonia production, with plans for subsequent expansion to include
ammonia storage and bunkering facilities. Anticipated milestones
include operational readiness by mid-2025 for hydrogen production
and refueling, with ammonia production targeted for completion by
the end of 2026.
CMB.TECH - Annual Report 2024
18
Phase 1: Small-scale green H2/NH3
by Cleanergy Solutions
Phase 1 is performed by Cleanergy Solutions Namibia, a joint venture (49%)
with the Ohlthaver & List Group.
The first phase of our project involves the establishment of a small-scale
hydrogen and ammonia production facility at Farm 58 near the port of Walvis
Bay, accompanied by a hydrogen refueling station. The hydrogen production
infrastructure will be realised first, including a 5MW solar park, a 5MW
electrolyser and a 5.9MWh battery energy storage system (BESS). When
this is fully operational, an additional electrolyser (5MW), ammonia plant (4
mtpd) and solar park (8 MWp) will be added to the site to produce ammonia.
The total anticipated hydrogen production is estimated around 500 tons per
year. The ammonia plant will have a design capacity of four tons per day.
Our ambition with this phase is multi-faceted. We aim to establish and train
a local Namibian team, gain valuable experience in navigating the country's
regulatory and technological landscape, build trust with the government and
local communities and demonstrate our capability to execute complex
projects in Namibia.
Currently, the construction of the hydrogen production plant is almost
finalised, which will be followed by the commissioning phase. The FEED
(Front-End Engineering Design) for ammonia production is ongoing and
expected to be finalised by the second quarter of 2025. We anticipate the
hydrogen production and refuelling station to be operational by mid 2025,
with ammonia production targeted for completion by the end of 2026. The
total investment for this phase is estimated at $60 million.
Phase 2: NH3 storage and bunkering facility
In the second phase, we will focus on establishing an import/export
ammonia terminal with bunkering facilities and a storage capacity of 55,000
tons. This terminal, integrated into the existing jetty operated by Namcor,
will serve as a crucial hub for ammonia bunkering and storage, aimed at
kickstarting the usage of ammonia as a bunker fuel for shipping. Our goal is
to create a unique gateway to clean-fuel customers, leveraging the cost-
effective production of green ammonia.
The FEED (Front-End Engineer Design) has been finalised, and a non-binding
Memorandum of Understanding (MOU) was signed with Namcor for the
existing jetty. We anticipate operational readiness by 2028. The terminal will
be located in the North Port of Walvis Bay, with an option agreement
received from Namport for an area of 15 hectares. The estimated capital
expenditure for this phase is $200 million.
CMB.TECH - Annual Report 2024
19
1
2
Phase 3: PV2Fuel: NH3 production
In the third phase, we will embark on an ambitious effort to establish
industrial-scale green ammonia production facilities. This phase includes the
development of a 900 MWp solar park to power a 500 MW electrolyzer, with
an anticipated annual production of 200,000 tons of ammonia as the initial
building block. Once the design is validated and the first facility operates
successfully, additional building blocks can be added, positioning Namibia as
a leading hub for low-cost green ammonia production.
Our overarching goals include securing long-term availability of green
ammonia at low cost, acquiring knowledge on green NH3 production costs
for future offtake agreements and facilitating the upscaling of similar projects
to support the global demand for clean fuels. The FEED engineering is
ongoing and an ammonia licensor has been selected. Operational readiness
for this phase is targeted for 2030. The estimated capital expenditure for this
phase is $2.55 billion.
Once proven, the technology, business model and framework agreements
with stakeholders will enable rapid scale-up. As CMB.TECH, we are well-
positioned to support this upscaling effort based on our experience. The
utilisation rate of the electrolyser will play a crucial role in driving down the
Levelized Cost of Ammonia (LCOA), with expectations of significant cost
reductions in the near future. As production scales further, green ammonia is
set to become cost-competitive with blue and grey ammonia, accelerating
the global transition to sustainable energy solutions. With abundant sunlight
throughout the year, vast areas of suitable land and a strategic proximity to a
major harbour for export, Namibia is well-positioned to become a global
leader in supplying energy-intensive industries with clean fuels.
CMB.TECH - Annual Report 2024
20
3
Improving operational efficiency
FAST platform sold to ZeroNorth
ZeroNorth took over the management of the FAST
platform, a move that represents a significant
milestone in our innovation journey. The decision to
join forces with ZeroNorth stems from thoughtful
consideration of FAST’s evolution since its inception.
‘Fleet Automatic Statistics and Tracking’ or “FAST” is
an ambitious and innovative digitalisation project that
started back in 2018. It enabled CMB.TECH to take
the next step towards improved fleet performance
and fuel efficiency by utilising real-time sensor data
and improving communication and collaboration
between seagoing vessels and shore. FAST contains
information about the routing, speed and vessel
performance as well as crucial bunker, cargo and port
call activities. Over the years, more advanced
features were integrated, such as Weather Routing
Optimization, Environmental Reporting and advanced
artificial Intelligence (AI) models to improve both
routing and fuel consumption.
In the rapidly advancing landscape of maritime digital
solutions, FAST has matured, and this collaboration
with ZeroNorth opens doors to a broader platform.
ZeroNorth is committed to continue developing
CMB.TECH’s existing FAST roadmap. This move will
accelerate our digitalisation journey even further as
the combined platform's functionalities exceed the
standalone capabilities of both platforms.
Fleet performance monitoring &
Optimisation
Fleet performance analysis at CMB.TECH goes
beyond the conventional use of noon reports. With
sensor technology now embedded across much of
the fleet, performance assessments have become
more precise. It allows our fleet performance teams
to expand beyond assessments of technical vessel
efficiency to proactive decision-making that directly
impacts operational efficiency.
We assess performance based on both theoretical
and historical baselines that we generate using both
empirical and data-driven methodologies. If a vessel’s
efficiency declines beyond acceptable thresholds, we
investigate the root cause, whether it’s hull fouling,
engine wear or operational inefficiencies.
In this process the vessel's crew is actively engaged,
whereby a modern data architecture allows to make
the same data and insights available ashore and
onboard. Instead of relying on broad assumptions
about weather and sea conditions, vessels receive
optimised routing recommendations based on live
data feeds. These insights help our vessels reduce
unnecessary fuel consumption, improve arrival
schedules and meet charter party expectations.
CMB.TECH - Annual Report 2024
21
CMB.TECH - Annual Report 2024
22
Figure 3: Key highlights 2024
CMB.TECH - Annual Report 2024
23
Figure 4: Key highlights 2024
Milestones 2024
CMB.TECH - Annual Report 2024
24
12 February 2024
CMB.TECH, in partnership
with Yara Clean Ammonia,
North Sea Container Line
and Yara International,
announced the order of
the world's first ammonia-
powered container ship,
Yara Eyde.
18 March 2024
The group confirmed
that the acceptance
period of the mandatory
public takeover bid
launched by CMB NV
(the "Bidder") for all
shares issued by
Euronav NV (now
CMB.TECH) not already
owned by CMB or its
affiliates (the "Bid"),
expired on March 15,
2024.
26 February 2024
CMB.TECH announced
it had concluded an
order for two product
tankers with China
Merchants Jinling
Shipyard (Yangzhou)
Dingheng Co.
(Yangzhou, China).
22 March 2024
CMB.TECH
announced it had
purchased on NYSE
and on Euronext
Brussels a total of
4,719,534 of its own
shares.
29 March 2024
CMB.TECH
announced it had
purchased on NYSE
and on Euronext
Brussels a total of
2,620,931 of its own
shares.
6 February 2024
CMB.TECH took
delivery of Suezmax
Bristol (2024 –
156,851).
7 February 2024
Euronav (now
CMB.TECH NV) held a
Special Meeting of
Shareholders to
approve the purchase
of 100% of the shares
of CMB.TECH
Enterprises NV for a
total purchase price of
USD 1.150 billion in
cash.
14 February 2024
The group announced
the launch of the
mandatory public
takeover bid by CMB on
all the shares in Euronav
(now CMB.TECH NV).
24 January 2024
The Newcastlemax
the Mineral
Luxembourg (2024 –
210,000 dwt) was
delivered.
19 March 2024
The Newcastlemax
the Mineral France
(2024 – 210,000 dwt)
was delivered.
CMB.TECH - Annual Report 2024
25
23 May 2024
CMB.TECH and Damen signed
a collaboration agreement on
four hydrogen-powered ASD
Tugs. Built by Damen, these
vessels will use CMB.TECH's
innovative dual fuel hydrogen
technology that will significantly
reduce emissions.
15 April 2024
CMB.TECH announced it
had purchased on NYSE
and on Euronext Brussels
a total of 263,771 of its
own shares.
8 April 2024
CMB.TECH announced
it had purchased on
NYSE and on Euronext
Brussels a total of
412,926 of its own
shares.
12 April 2024
The group took delivery
of the Bochem
Casablanca (2024-
25,000 dwt).
16 April 2024
CMB.TECH and Anglo-Eastern
Univan Group (“Anglo-
Eastern”) announced a Heads
of Agreement (“HoA”) for the
sale and purchase of Euronav
Ship Management Hellas
(“ESMH”), Euronav (now
CMB.TECH)’s ship
management arm.
2 May 2024
Cleanergy Solutions Namibia (a joint
venture between CMB.TECH and the
Ohlthaver & List Group) welcomed His
Majesty the King of the Belgians and
His Excellency dr. Nangolo Mbumba,
President of the Republic of Namibia to
Cleanergy’s hydrogen production and
refuelling station in Walvis Bay,
Namibia.
13 May 2024
CMB.TECH took delivery of
the CMA CGM Baikal. This
ship had been previously
sold and a capital gain of
USD 15.6 million was
booked in Q2 2024.
16 May 2024
The group held its
General Meeting of
Shareholders.
28 August 2024
The Newcastlemax the
Mineral Danmark (2024
– 210,000 dwt) was
delivered.
CMB.TECH - Annual Report 2024
26
18 June 2024
The group successfully
completed the sale of Euronav
Ship Management Hellas
(ESMH) to Anglo- Eastern.
24 May 2024
The group took delivery
of Windcat 57, the first
CTV of the new
hydrogen-powered
MK5 series. The vessel
is deployed in Scotland.
10 June 2024
FRS Windcat Polska, together
with Gdansk based shipyard
ALU International, has ordered
two hydrogen-powered
newbuild CTVs, dedicated to
the Polish offshore wind
industry.
24 June 2024
CMB.TECH took
delivery of the fifth
super-eco
Newcastlemax
Mineral Deutschland
(2024 – 210,000 dwt).
28 June 2024
CMB.TECH took
delivery of the
Bochem Shanghai
(2024 – 25,000 dwt).
2 July 2024
The Extraordinary
General meeting
approved the name
change from Euronav to
CMB.TECH.
15 July 2024
The group changed
its ticker from
EURN to CMBT.
5 August 2024
The Newcastlemax the Mineral Italia
(2024 – 210,000 dwt) was delivered.
6 August 2024
The container
vessel CMA CGM
Etosha (2024 –
6,000 TEU) was
delivered.
CMB.TECH - Annual Report 2024
27
4 September 2024
JPNH₂YDRO, a joint venture
between CMB.TECH,
TSUNEISHI Facilities & Craft
and Kambara Kisen, held an
official ceremony to inaugurate
the new hydrogen engine R&D
Center.
26 September 2024
CMB.TECH sold two Suezmax
vessels, Statia (2006, 150,205
dwt) & Sapphira (2008,
150,205 dwt) to a wholly
owned subsidiary of CMB NV
as part of the fleet
rejuvenation.
1 October 2024
The name change of
Euronav NV to CMB.TECH
NV, which was approved by
shareholders at the
Extraordinary General
Meeting of Euronav NV on
2 July 2024, became
effective.
10 October 2024
The Suezmax Helios
(2024 - 156,790 dwt)
was delivered.
8 October 2024
The Newcastlemax Mineral
Eire (2024 – 210,000 dwt)
was delivered.
21 October 2024
The Newcastlemax
Mineral Hellas (2024-
210,000 dwt) was
delivered.
15 October 2024
The chemical tanker
Bochem Brisbane (2024
- 25,000 dwt) was
delivered.
16 October 2024
The container vessel
CMA CGM Dolomites
(2024 - 6,000 TEU)
was delivered.
8 August 2024
The chemical tanker
Bochem New
Orleans (2024 –
25,000 dwt) was
delivered.
CMB.TECH - Annual Report 2024
28
21 November 2024
The public takeover bid
launched by CMB NV on all
shares in CMB.TECH, not
already owned by CMB or
persons affiliated with it,
expired.
22 November 2024
The Newcastlemax Mineral
Espana (2024 – 210,000 dwt)
was delivered.
25 November 2024
The Suezmax Orion (2024 -
156,790 dwt) was delivered.
9 December 2024
CMB.TECH has sold three
Suezmax vessels, Selena (2007,
150,205 dwt), Cap Victor (2007,
158,853 dwt) & Cap Felix (2008,
158,765 dwt).
18 December 2024
The group, together with Damen
Shipyards, successfully launched
the second Windcat CSOV in the
water in Vietnam.
23 October 2024
CMB reopened its Belgian
public takeover bid on all
shares in CMB.TECH not
already owned by CMB or
persons affiliated with it.
CMB.TECH - Annual Report 2024
29
Activities and achievements
CMB.TECH - Annual Report 2024
30
Overview of the year 2024
The first quarter
For the first quarter of 2024, the group realised a net gain of USD 495,2
million or USD (2.46) per share (first quarter 2023: a net gain of USD 175,0
million or USD (0.87) per share). EBITDA (earnings before interest, taxes,
depreciation and amortisation – a non-IFRS measure) for the same period
was USD 550.5 million (first quarter 2023: USD 258.5 million). The
average daily time charter equivalent (TCE) obtained by the Company’s
fleet in the TI Pool was approximately USD 41,700 per day, whereas in the
first quarter of 2023 this was USD 51,400 per day. The TCE of the
CMB.TECH VLCC fleet fixed on long-term charters, including profit shares
when applicable, was USD 46,300 per day (first quarter 2023: USD
48,500 per day). The average daily TCE obtained by the Suezmax spot
fleet was approximately USD 58,000 per day (first quarter 2023: USD
70,600 per day). The TCE of the Suezmax fleet fixed on long-term time
charters, including profit shares when applicable, was USD 30,700 per day
(first quarter 2023: USD 31,700 per day). The average daily TCE obtained
by the dry-bulk spot fleet was approximately USD 23,924 per day. The
TCE of the container fleet fixed on long-term time charters was USD
29,378 per day. The TCE of the chemical spot fleet was USD 25,545 per
day and the TCE of the Windcat fleet fixed on long-term time charters was
USD 2,889 per day.
January
On 8 November 2023, the group sold the ULCC Oceania (2003 - 441,561
dwt), for USD 43.1 million. The vessel was accounted for as a non-current
asset held for sale as at 31 December 2023, and had a carrying value of
USD 8.3 million. The vessel was delivered to her new owner on 15
January 2024. A capital gain of USD 34.8 million has been recognised in
the consolidated statement of profit or loss in the first quarter of 2024.
On 4 December 2023, the group entered into a sale and leaseback
agreement for the Suezmax Cedar (2022 – 157,310). The vessel was sold
and leased back under a 14-year bareboat contract. The vessel was
delivered to her new owner on 10 January 2024.
On 24 January 2024, the Newcastlemax the Mineral Luxembourg (2024 –
210,000 dwt) was delivered.
CMB.TECH - Annual Report 2024
31
February
On 6 February 2024, CMB.TECH took delivery of Suezmax
Bristol (2024 – 156,851).
On 7 February 2024, the company held a Special Meeting
of Shareholders to approve the purchase of 100% of the
shares of CMB.TECH Enterprises NV for a total purchase
price of USD 1.150 billion in cash.
Shareholders approved the voluntary resignation of Mrs.
Grace Reksten Skaugen, Mr. Ole Henrik Bjorge, Mr. Cato
H. Stonex, Mr. John Fredriksen and Mr. Patrick De
Brabandere as members of the Supervisory Board. They
also approved the appointment of Mr. Patrick Molis and
Mrs. Catharina Scheers as independent members of the
Supervisory Board, and Mr. Bjarte Bøe and Debemar BV,
permanently represented by Mr. Patrick De Brabandere,
as non-independent members of the Supervisory Board.
Shareholders also approved the interim discharge of the
Supervisory Board: Mrs. Grace Reksten Skaugen, Mr. Ole
Henrik Bjorge, Mr. Cato H. Stonex, Mr. John F. Fredriksen
and Mr. Patrick De Brabandere.
On 12 February 2024, CMB.TECH Enterprises, in
partnership with Yara Clean Ammonia, North Sea
Container Line and Yara International, announced the order
of the world's first ammonia-powered container ship, Yara
Eyde. This pioneering vessel, constructed at Qingdao
Yangfan Shipbuilding, marks a significant milestone in
decarbonising shipping, operating on clean ammonia
between Norway and Germany. Owned by Delphis, a
division of CMB.TECH, and operated by NCL Oslofjord AS,
this collaboration sets a new standard for sustainable
maritime transport.
On 12 February 2024, the group took delivery of TSM
Windcat 56 in France.
On 14 February 2024, the group announced the launch of
the mandatory public takeover bid by CMB on all the
shares in Euronav (now CMB.TECH NV). The acceptance
period in respect of the bid opened on 14 February 2024
and closed on 15 March 2024. The bid price amounted to
USD 17.86 per share in cash, i.e. USD 18.43 per share
less USD 0.57 dividend per share paid on 20 December
2023.
On 26 February 2024, the group announced that it had
concluded an order for two bitumen tankers with China
Merchants Jinling Shipyard Dingheng Co. (Yangzhou ).
The vessels are expected to be delivered in the fourth
quarter of 2026 and have been chartered to a strong
counterparty for 10 years upon delivery from the
shipyard.
On 27 February 2024, CMB.TECH announced it had
been informed that certain funds managed by
FourWorld Capital Management LLC (“FourWorld”)
have filed a complaint in the United States District
Court for the Southern District of New York in
connection with CMB’s U.S. takeover bid for the
shares of the group. CMB.TECH is not involved in
these proceedings. On 14 March 2024, the group has
been informed that the claim has been rejected by the
United States District Court for the Southern District of
New York.
March
On 4 March 2024, CMB.TECH announced it had been
informed that certain funds managed by FourWorld
Capital Management LLC (“FourWorld”) also filed a
request with the Market Court in Belgium in
connection with CMB’s Belgian offer for the shares of
the group. The group is not involved in these
proceedings. On 15 March 2024, the group was
informed that the Market Court in Belgium has been
denied the request to suspend the closing of the
Belgian offer.
On 18 March 2024, the company confirmed that the
acceptance period of the mandatory public takeover
bid launched by CMB NV (the "Bidder") for all shares
issued by Euronav NV (now CMB.TECH NV) not
already owned by CMB or its affiliates (the "Bid"),
expired on 15 March 2024. During the acceptance
period, 69,241,955 shares in Euronav NV (now
CMB.TECH
NV),
representing
31.47%
of
the
outstanding shares in Euronav NV (now CMB.TECH
NV), were tendered into the Bid. As a result, the Bidder
held a total of 177,147,299 shares in Euronav NV (now
CMB.TECH
NV),
representing
80.51%
of
the
outstanding shares in Euronav NV (now CMB.TECH
NV). Taking into account the 17,790,716 treasury
shares held by Euronav NV (now CMB.TECH NV) and
the 24,400 shares held by Saverco NV, the Bidder and
persons affiliated with it together held 194,962,415
shares, representing 88.61% of the outstanding shares
in Euronav NV (now CMB.TECH NV).
On 19 March 2024, the group took delivery of the
Newcastlemax Mineral France (2024 - 210,000 dwt).
On 20 March 2024, Euronav NV (now CMB.TECH NV)
announced that the Supervisory Board, at the Annual
Shareholders’ Meeting of 16 May 2024, proposed to
distribute USD 4.57 per share to all shareholders. This
payout was proposed to be a combination of a dividend
and a repayment from the share issue premium.
On 20 March 2024, the group announced it had sold
the VLCC Nectar (2008 – 307,284 dwt), VLCC Newton
(2009 – 307,208 dwt) and VLCC Noble (2008 – 307,284
dwt). This transaction generated a capital gain of
approximately USD 79 million. The vessels were
delivered to their new owners on 12 June 2024, 19
June 2024 and 27 May 2024 respectively.
On 20 March 2024, the Company concluded an order
for two Newcastlemaxes and one additional VLCC at
Qingdao Beihai Shipyard (China). We expect the
vessels will be delivered in the first and second quarter
of 2027. The Company at that time had five VLCCs and
still twenty-four Newcastlemaxes on order at Qingdao
Beihai Shipyard.
On 22 March 2024, the group announced it had
purchased on the NYSE and on Euronext Brussels a
total of 4,719,534 of its own shares. Following these
transactions, CMB.TECH owned 22,510,250 shares
(10.23% of the total outstanding share count).
On 29 March 2024, the group announced it had
purchased on the NYSE and on Euronext Brussels a
total of 2,620,931 of its own shares. Following these
transactions, the group owned 25,131,181 shares
(11.42% of the total outstanding share count).
CMB.TECH - Annual Report 2024
32
The second quarter
For the second quarter of 2024, CMB.TECH realised
a net gain of USD 184.4 million or USD 0.95 per
share (second quarter 2023: a net gain of USD
161.8 million or USD 0.80 per share). EBITDA (a
non-IFRS measure) for the same period was USD
261.2 million (second quarter 2023: USD 247.6
million). For the second quarter of 2024, the average
daily TCE obtained by the Company’s fleet in the TI
pool was approximately USD 50,500 per day
(second quarter 2023: USD 55,000 per day). The
TCE of CMB.TECH’s VLCC fleet fixed on long-term
charters, including profit shares when applicable,
was USD 47,000 per day. During the second quarter
of 2023 this was USD 50,750 per day. The average
daily TCE obtained by the Suezmax spot fleet was
approximately USD 49,500 per day (second quarter
2023: USD 68,000 per day). The TCE of the
CMB.TECH Suezmax fleet fixed on long-term time
charters, including profit shares when applicable,
was USD 30,750 per day (second quarter 2023:
USD 30,500 per day). The average daily TCE
obtained
by
the
dry-bulk
spot
fleet
was
approximately USD 36,731 per day. The TCE of the
container fleet fixed on long-term time charters
was USD 29,378 per day. The TCE of the chemical
spot fleet was USD 27,307 per day. The TCE of the
chemical fleet fixed on long-term time charters
was USD 19,306 per day. The TCE of the Windcat
fleet fixed on long-term time charters was USD
2,759 per day.
April
On April 4, 2024, the Company announced two
newbuilding ice classed Suezmax orders at Daehan
Shipbuilding have been long term time chartered to
Valero. Delivery of these vessels is expected in April and
May of 2026 when each of the time charter contracts
will begin.
On 8 April 2024, the group was informed that certain
funds managed by FourWorld Capital Management, LLC
(“FourWorld”) also filed a claim with the Enterprise
Court in Antwerp, Belgium.
On 8 April 2024, the group announced that it had
purchased on the NYSE and on Euronext Brussels a
total of 412,926 of its own shares. Following these
transactions, the group owned 25,544,107 shares
(11.61% of the total outstanding share count).
On 12 April 2024, CMB.TECH took delivery of the
Bochem Casablanca (2024 - 15,000 dwt).
On 15 April, 2024, the group announced it had
purchased on the NYSE and on Euronext Brussels a
total of 263,771 of its own shares. Following these
transactions, the group now owns 25,807,878 shares
(11.73% of the total outstanding share count).
On 16 April 2024, Euronav NV (now CMB.TECH NV) and
Anglo-Eastern Univan Group announced a Heads of
Agreement for the sale and purchase of Euronav Ship
Management Hellas, Euronav’s ship management arm.
Euronav NV (now CMB.TECH NV) and Anglo-Eastern
intended to join forces through this sale, with the latter
assuming ownership of ship management responsi-
bilities for the vessels under ESMH on an “as is” basis.
May
On 2 May 2024, Cleanergy Solutions Namibia (a joint
venture between CMB.TECH and the Ohlthaver &
List Group) welcomed His Majesty the King of the
Belgians and His Excellency dr. Nangolo Mbumba,
President of the Republic of Namibia, to Cleanergy’s
hydrogen production and refuelling station in Walvis
Bay, Namibia. The station is expected to become
operational mid 2025 and will be the first of its kind in
Africa.
On 13 May 2024, CMB.TECH took delivery of the
CMA CGM Baikal. This ship had been previously sold
and a capital gain of USD 15.6 million was booked in
Q2 2024.
On 16 May 2024, the group held its General Meeting of
Shareholders, which approved the annual accounts for
the year ended 31 December 2023, as well as the gross
distribution of USD 4.57 per share covering financial year
2023. All other resolutions proposed by the Supervisory
Board of the company were also approved.
On 23 May 2024, CMB.TECH and Damen signed a
collaboration agreement on four hydrogen-powered ASD
Tugs. Built by Damen, these vessels use CMB.TECH's
innovative dual fuel hydrogen technology that will
significantly
reduce
emissions.
Earlier
that
day,
classification
society
Lloyd’s
Register
presented
CMB.TECH and Damen with an approval in principle
(AiP) for the hydrogen solution that will be installed in
the tugs.
On 24 May 2024, the group took delivery of Windcat 57,
the first CTV of the new hydrogen-powered MK5 series.
The vessel is deployed in Scotland.
June
On 10 June 2024, FRS Windcat Polska announced that
together with Gdansk based shipyard ALU International,
the group has ordered two hydrogen-ready newbuild
CTVs, dedicated to the Polish offshore wind industry.
The contract includes the option to order additional
vessels at a later stage. The CTVs will have Windcat’s
newest MK5 vessel design. The two vessels will be
delivered in 2025.
On 18 June 2024, the group successfully completed the
sale of Euronav Ship Management Hellas (ESMH) to
Anglo-Eastern. This transaction realised a capital gain of
USD 19.7 million.
On 24 June 2024, CMB.TECH took delivery of the fifth
super-eco Newcastlemax Mineral Deutschland (2024 –
210,000 dwt).
On 28 June 2024, CMB.TECH took delivery of the
Bochem Shanghai (2024 – 25,000 dwt).
CMB.TECH - Annual Report 2024
33
The third quarter
For the third quarter of 2024, CMB.TECH realised a
net gain a net gain of USD 98.1 million or USD 0.49
per share (third quarter 2023: a net gain of 114.6 USD
million or USD 0.57 per share). EBITDA (a non-IFRS
measure) for the same period USD 177.1 million
(third quarter 2023: USD 209.6 million). The TCE
obtained by the group’s VLCC fleet in the TI Pool was
approximately USD 39,700 per day, whereas in the
third quarter of 2023 this was USD 42,250 per day.
The TCE of the VLCC fleet fixed on long-term
charters, including profit shares when applicable, was
USD 46,700 per day. In the third quarter of 2023, the
amount was USD 48,250 per day. The average daily
TCE obtained by the Suezmax spot fleet was
approximately USD 37,200 per day (third quarter
2023: USD 42,750 per day). The TCE of the Suezmax
fleet fixed on long-term time charters, including profit
shares when applicable, was USD 30,750 per day
(third quarter 2023: USD 30,250 per day). The
average daily TCE obtained by the dry-bulk spot fleet
was approximately USD 31,271 per day. The TCE of
the container fleet fixed on long-term time charters
was USD 29,378 per day. The TCE of the chemical
spot fleet was USD 25,489 per day. The TCE of the
chemical fleet fixed on long-term time charters was
USD 19,306 per day. The TCE of the Windcat fleet
fixed on long-term time charters was USD 3,075
per day.
July
On 2 July 2024, Euronav NV (now CMB.TECH NV)
held a Special General Meeting & Extraordinary
General meeting to approve the name change of
Euronav to CMB.TECH. The Extraordinary General
meeting approved this resolution and the name
change became effective as of 1 October 2024. The
group also proposed 1.15 USD/share in Q2 2024.
This distribution was paid on 18 July 2024.
All other resolutions were also approved.
On 2 July 2024, the group filed a request to change
its ticker from EURN to CMBT. This change was
effective as of 15 July on Euronext and NYSE.
Furthermore the Company also launched a new
corporate website: https://cmb.tech.
On 9 July 2024, the group has placed an order for
another Commissioning Service Operation Vessel,
thus completing the series of six Windcat ‘Elevation
Series’ CSOVs.
On 19 July 2024, CMB.TECH signed a ship
management agreement in Hong Kong with Anglo-
Eastern for the technical and crewing management
on the first Windcat CSOV.
August
On 5 August 2024, the group took delivery of the
Mineral Italia (2024 – 210,000 dwt).
On 6 August 2024, the group took delivery of the
CMA CGM Etosha (2024 – 6,000 TEU).
On 8 August 2024, the group took delivery of the
Bochem New Orleans (2024 – 25,000 dwt).
On 20 August 2024, the Company announced the
expansion of our Windcat fleet with an additional
CSOV on order. This is the sixth order for the future-
proof Elevation Series CSOV developed together with
Damen. Delivery of the first CSOV took place on
October 16, 2024.
CMB.TECH - Annual Report 2024
34
On 28 August 2024, the Newcastlemax the Mineral
Danmark (2024 – 210,000 dwt) was delivered.
September
On 4 September 2024, JPNH₂YDRO, a joint venture
between CMB.TECH, TSUNEISHI Facilities & Craft
and Kambara Kisen, held an official ceremony to
inaugurate the new hydrogen engine R&D Center.
This innovative center is a pioneering hydrogen test
site in Japan, designed to advance hydrogen engine
development. Equipped with an engine test bench
featuring precise measurement tools and a hydrogen
station capable of supplying hydrogen to ships, the
center’s focus is on bringing hydrogen engines to the
market
for
ships
and
land-based
heavy-duty
applications. Once fully developed, these engines
will, amongst other applications, be implemented in
vessels built by the Tsuneishi Group.
The launch of this R&D center marks a significant
step
forward
in
Japan’s
hydrogen
engine
development. It will also be a key hub for the
homologation and approval of hydrogen dual fuel
engines for the Japanese market, reinforcing
JPNH₂YDRO’s position in the push towards cleaner
energy solutions.
In September 2024, the company was informed that
the Market Court in Belgium has largely rejected the
claims brought forward by certain funds managed by
FourWorld Capital Management, LLC (“FourWorld”)
in connection with CMB NV’s (“CMB”) mandatory
public takeover bid for the shares in the company.
However, the court did find that the pricing of certain
vessels sold by Euronav (now CMB.TECH) to
Frontline implied certain special indirect benefits to
Frontline. The court calculated these benefits to be
USD 0.52 per Euronav (now CMB.TECH) share.
The group has sold two Suezmax vessels, Statia (2006,
150,205 dwt) & Sapphira (2008, 150,205 dwt) to a
wholly owned subsidiary of CMB NV as part of the fleet
rejuvenation. The sale generated a capital gain of 61.4
million USD. The vessels were delivered to their new
owner on 26 September 2024. The procedure for
transactions among related parties under Belgian law
was applied in connection with the sale. More
information can be found in the legal announcement.
The advice of the committee of independent directors is
available on the Company’s website.
The fourth quarter
For the fourth quarter of 2024, the group had a net
profit of of USD 93.1 million or USD 0.48 per share
(fourth quarter 2023: a net gain of 406.6 USD million or
USD 2.01 per share). EBITDA (a non-IFRS measure)
for the same period was USD 180.4 million (fourth
quarter 2023: USD 474.4 million). The TCE obtained by
the Company’s fleet in the TI pool was for the fourth
quarter approximately USD 37,400 per day, whereas in
the fourth quarter of 2023 this was USD 41,700 per
day. The TCE of the CMB.TECH VLCC fleet fixed on
long-term charters, including profit share when
applicable, was USD 46,300 per day (fourth quarter
2023: USD 47,500 per day). The TCE obtained by the
Suezmax spot fleet, including profit shares when
applicable, was approximately USD 38,300 per day for
the fourth quarter (fourth quarter 2023: USD 42,800
per day). The earnings of the CMB.TECH Suezmax
fleet fixed on long-term charters, were USD 31,800
per day. In the fourth quarter of 2023, this was 30,700
per day. The average daily TCE obtained by the dry-
bulk spot fleet was approximately USD 29,800 per
day. The TCE of the container fleet fixed on long-term
time charters was USD 29,400 per day. The TCE of
the chemical spot fleet was USD 24,500 per day. The
TCE of the chemical fleet fixed on long-term time
charters was USD 19,300 per day. The TCE of the
Windcat fleet fixed on long-term time charters was
USD 2,900 per day.
October
On 1 October 2024, the name change of Euronav NV
to
CMB.TECH
NV,
which
was
approved
by
shareholders at the Extraordinary General Meeting of
Euronav NV on 2 July 2024, became effective. The
group changed its corporate name to reflect its new
strategy
focusing
on
fleet
diversification
and
decarbonisation. CMB.TECH is a diversified and
future-proof maritime group. The group owns and
operates more than 150 seagoing vessels: crude oil
tankers, dry bulk vessels, container ships, chemical
tankers, offshore wind vessels and workboats in the
port area. The Euronav brand remains the brand name
of the crude oil tanker and offshore oil activities.
CMB.TECH remains listed on Euronext Brussels and
the NYSE under the ticker symbol CMBT.
On 8 October 2024, the Newcastlemax Mineral Eire
(2024 – 210,000 dwt) was delivered.
On 10 October 2024, the Suezmax Helios (2024 -
156,790 dwt) was delivered.
On 14 October 2024 CMB.TECH, together with
Damen Shipyards, successfully launched the first
Windcat CSOV in the water in Vietnam.
On 15 October 2024, the chemical tanker Bochem
Brisbane (2024 - 25,000 dwt) was delivered.
On 16 October 2024, the container vessel CMA CGM
Dolomites (2024 - 6,000 TEU) was delivered.
On 21 October 2024, the Newcastlemax Mineral
Hellas (2024- 210,000 dwt) was delivered.
In October 2024, the group was informed that CMB
announced that, pursuant to an order of the Belgian
Financial Services and Markets Authority (the
“FSMA”) of 7 October 2024, it would make a
subsequent additional payment of USD 0.52 (or EUR
0.47) per share to all shareholders who have
transferred their shares to CMB in the bid that
expired on 15 March 2024 and reopen the bid at an
adjusted price of USD 12.66 per share. CMB
published a notice in accordance with article 8, §1 of
the Belgian Royal Decree of 27 April 2007 on public
takeover bids regarding the subsequent payment and
its intention to launch the reopening of the Bid, which
CMB.TECH - Annual Report 2024
35
can be found here: https://www.cmb.be/mandatory-
bid. The subsequent payment was made by CMB on
31 October 2024.
On 23 October 2024, CMB has reopened its Belgian
public takeover bid on all shares in CMB.TECH not
already owned by CMB or persons affiliated with it, in
accordance with applicable Belgian law, and con-
currently commenced a new U.S. offer in accordance
with applicable U.S. federal securities laws (the
“New U.S. Offer”), addressed to U.S. shareholders
within the meaning of Rule 14d-1(d) under the
Securities Exchange Act of 1934, as amended
(together the “Reopening”). The acceptance period
of the Reopening opened on 23 October 2024 and
closed on 21 November 2024 at 4 p.m. (CET) (10
a.m. New York City time). The bid price of the
reopening amounted to USD 12.66 per share, i.e.
USD 18.95 per share (as increased by USD 0.52)
reduced by distributions totaling USD 6.29 per share.
November
On 22 November 2024 , CMB.TECH announced that
the acceptance period of the reopening of the public
takeover bid launched by CMB NV (“CMB” or “the
Bidder”) on all shares in CMB.TECH not already owned
by CMB or persons affiliated with it (the “Reopening”)
expired on 21 November 2024.
During the acceptance period, 1,579,159 shares in
CMB.TECH were tendered into the bid. As a result, the
Bidder owns a total of 178,726,458 shares in
CMB.TECH. Taking into account the 25,807,878
treasury shares held by CMB.TECH and the 24,400
shares held by Saverco NV, the Bidder and persons
affiliated with it together own 204,558,736 shares. This
represents 92.04% of the voting rights in CMB.TECH.
On 22 November 2024, the Newcastlemax Mineral
Espana (2024 – 210,000 dwt) was delivered.
On 25 November 2024, the Suezmax Orion (2024 -
157,717 dwt) was delivered.
December
On 9 December 2024, CMB.TECH announced that it
has sold three Suezmax vessels, Selena (2007,
150,205 dwt), Cap Victor (2007, 158,853 dwt) & Cap
Felix (2008, 158,765 dwt) to a wholly owned
subsidiary of CMB NV at market value as part of the
fleet rejuvenation. The sale generated a capital gain
of 71.1 million USD. The vessels were delivered to
their new owner in December 2024.
On 18 December 2024, CMB.TECH, together with
Damen Shipyards, successfully launched the second
Windcat CSOV in the water in Vietnam.
CMB.TECH - Annual Report 2024
36
Events occurring after the end of the
financial year ending 31 December, 2024
CMB.TECH has sold the Suezmax Cap Lara (2007,
158,826 dwt). The sale generated a capital gain of 18.8
million USD. The vessel was delivered to its new owner
on 10 March 2025.
On 7 January 2025, the Company took delivery of
Newcastlemax Mineral Portugal (2025 - 210,754 dwt).
On 13 January 2025, Windcat Workboats International
BV, a subsidiary of CMB.TECH, has ordered a newbuild
hydrogen-powered (dual fuel) multifunctional harbour
utility vessel (MPHUV) with Neptune Construction.
Delivery is scheduled end 2025, beginning 2026.
On 23 January 2025, the Company took delivery of
Newcastlemax Mineral Osterreich (2025- 210,761 dwt).
On 27 January 2025, the VLCC Alsace (2012 – 299,999
DWT) has successfully been delivered to its new owner.
A capital gain of approximately USD 27.46 million wias
booked in Q1 2025.
The Windcat 6 has also been sold, after 18 years of
service. The sale will generate a capital gain of 0.25
million USD. The vessel was delivered to its new owner
at the end of January 2025.
On 4 March 2025, CMB.TECH NV announced that it has
entered into a share purchase agreement with Hemen
Holding Limited , through its subsidiary, for the
acquisition of 81,363,730 shares in Golden Ocean Group
Limited (representing ca. 40.8% of Golden Ocean’s
outstanding shares and votes which includes all Golden
Ocean shares controlled by Hemen), at a price of 14.49
USD per share.
On 24 March 2025, CMB.TECH announced that it has
signed an agreement with Mitsui O.S.K. Lines, Ltd.
(“MOL”) and MOL CHEMICAL TANKERS PTE. LTD.
(“MOLCT”) for nine ammonia-powered vessels. These
vessels will be among the world's first ammonia-
powered Newcastlemax bulk carriers and chemical
tankers. The delivery of these ships is expected
between 2026 and 2029. Three ammonia-fitted 210.000
dwt Newcastlemax bulk carriers currently on order at
Qingdao Beihai Shipyard will be jointly owned by
CMB.TECH and MOL and chartered to MOL for a period
of 12 years each. Six chemical tankers - two ammonia
fitted and four ammonia-ready - have been ordered at
China Merchants Jinling Shipyard (Yangzhou) by
CMB.TECH and chartered to MOLCT for 10 and 7 years
each respectively.
On 21 March 2025, Golden Ocean Group Limited
announced the appointment by the Board of Directors of
Mr. Patrick De Brabandere and Mr. Patrick Molis as
Directors of the Company. Taking into account these
changes, the Board of Directors currently consists of Mr.
James O’Shaughnessy, Ms. Tonesan Amissah, Mr.
Patrick De Brabandere and Mr. Patrick Molis
In March 2025, the Company took delivery of the CTV
Hydrocat 60..
On March 27, 2025, CMB.TECH NV filed a Schedule
13D/A to report that CMB.TECH NV indirectly acquired
7,347,277 additional shares in Golden Ocean in the open
market following the Share Purchase. On March 27,
2025, CMB.TECH NV owned an aggregate of
88,711,007 shares in Golden Ocean, representing
approximately 44.5% of Golden Ocean's outstanding
voting shares.
On April 3, 2025, CMB.TECH NV filed a Schedule 13D/A
to report that CMB.TECH NV indirectly acquired
9,689,297 additional shares in Golden Ocean in the open
market following the Share Purchase. On April 3, 2025,
CMB.TECH NV owned an aggregate of 98,400,304
shares in Golden Ocean, representing approximately
49.4% of Golden Ocean's outstanding voting shares.
CMB.TECH - Annual Report 2024
37
Group structure
CMB.TECH - Annual Report 2024
38
Group structure
CMB.TECH - Annual Report 2024
39
Figure 5: Structure of the Group at 31 December 2024
Euronav Ship Management SAS
Euronav Ship Management SAS, with its head office
in Nantes, France, and a branch office in Antwerp,
Belgium, is, besides the traditional shipping activities,
responsible for the management of vessels of our
offshore
activities
and
CMB.TECH’s
offshore
projects. This includes participation in tendering
projects, conversion works, as well as supervising
and managing these projects, including crewing,
technical
procurement,
accounting
and
quality
assurance.
The
Nantes
office
provides
crew
management for some of CMB.TECH’s trading oil
tankers.
Euronav Hong Kong Ltd.
Euronav Hong Kong Ltd. is the holding company of
two wholly owned subsidiaries and two 50% joint
venture companies (in process of liquidation). The
wholly owned subsidiaries that fall under Euronav
Hong Kong Ltd. are (i) TI Asia Ltd. and (ii) TI Africa
Ltd. TI Asia Ltd. and TI Africa Ltd. are owners of
respectively the FSO Asia and the FSO Africa, both
currently employed at the Al Shaheen field offshore,
Qatar. The 50% joint venture companies are Bastia
Shipholding Limited and Bari Shipholding Limited.
Both are 50% owned by Ridgetuf LLC and previously
owned respectively Suezmaxes Bastia and Bari. As
both vessels are sold, the companies are currently in
the process of being wound up.
Euronav Shipping NV
Following the acquisition of 15 VLCCs in January
2014, Euronav Shipping NV and Euronav Tankers NV
were incorporated as subsidiaries of Euronav NV
(now CMB.TECH NV), in January and February 2014
respectively. The group gradually centralised its ship
management activities within Euronav Shipping NV.
Over the course of 2019, the two French subsidiaries
Euronav SAS and Euronav Ship Management SAS
(including its Antwerp Branch), as well as the Hong
Kong subsidiary Euronav Hong Kong Ltd. were
transferred to Euronav Shipping NV. With the
purpose of further simplifying and standardising the
group structure, Euronav Shipping NV and Euronav
Tankers NV merged with effective date 1 July 2021,
with Euronav Shipping NV being the surviving
corporation. In addition in Q1 2023 Euronav Shipping
NV purchased 100% of the shares of Euronav
Singapore Pte. Ltd. and E.S.M.C. Eur-Ocean Ship
Management (Cyprus) Limited in Q1 2023 from
Euronav Hong Kong Ltd.
Euronav Luxembourg S.A.
Euronav Luxembourg S.A. was incorporated in
Luxembourg in May 1995 and is a 100% subsidiary
of CMB.TECH NV. Euronav Luxembourg S.A. is
engaged in the purchase, the sale, the chartering and
nautical management of sea-going vessels. The
company is also performing intra group financial
activities. In 2021 the company issued a Nordic bond
which replaced the existing Nordic bond from 2017.
Euronav MI II Inc.
In the fourth quarter of 2017, Euronav NV (now
CMB.TECH NV) incorporated a new wholly-owned
subsidiary, Euronav MI Inc., a company incorporated
and existing under the laws of the Republic of the
CMB.TECH - Annual Report 2024
40
Marshall Islands, for the purposes of the upcoming
merger (the ‘Merger’) with Gener8 Maritime Inc.
(‘Gener8’). Pursuant to the merger agreement
entered into between Euronav NV (now CMB.TECH
NV) and Gener8 on 20 December 2017, Euronav MI
Inc. merged with and into Gener8 upon closing the
Merger on 12 June 2018, with Gener8 being the
surviving corporation wholly owned by Euronav NV
(now CMB.TECH NV). At the same time, the name of
the surviving corporation was changed into Euronav
MI II Inc.
As the ultimate parent company of the Gener8 group
prior to the closing of the Merger, Euronav MI II Inc.
still owns certain direct and indirect subsidiaries,
most of which served as special purpose ship-owning
companies within the Gener8 group. Following the
sale of the assets held by them (to Euronav NV (now
CMB.TECH NV) or, in case of non-core assets, to
third party buyers) Euronav NV (now CMB.TECH NV)
is in the process of simplifying the group’s corporate
structure by liquidating the said subsidiaries.
Euronav Singapore
In December 2024, Euronav Singapore Pte Ltd.
incorporated three wholly owned subsidiaries: Green
Bulker One Pte Ltd., Green Bulker Two Pte Ltd. and
Green Bulker Three Pte Ltd. The establishment of the
subsidiaries provides a supporting framework for the
building, delivery and management of vessels from
the new building program (new NH3 ready and NH3
fitted vessels).
Tankers UK Agencies Ltd.
(TI Pool)
In 2017 the corporate structure of ‘Tankers
International Pool’ (TI Pool) was rationalised. Under
the new structure, the shares of Tankers UK
Agencies Ltd. (TUKA), fully held at the time by
Tankers International LLC (TI LLC), an entity
incorporated under the laws of the Marshall Islands,
have been distributed to the two remaining founding
members of the TI Pool (namely Euronav NV (now
CMB.TECH NV) and International Seaways Inc.), to
form a 50-50 joint venture.
Additionally,
two
new
companies,
Tankers
International Ltd. (TIL) and Tankers International
(Singapore) Pte. Ltd., were incorporated under
respectively the laws of the United Kingdom and the
laws of Singapore, and are now fully owned by
TUKA. TIL became the disponent owner of all of the
vessels in the TI Pool, as all the vessels are now time
chartered to TIL at a floating rate equivalent to the
average spot rate achieved by the pool multiplied by
the pool point assigned to each vessel. This new
structure allowed the TI Pool to arrange for a credit
line
financing
to
lower
the
working
capital
requirement for the Pool participants and potentially
attract
additional
pool
participants.
Tankers
International (Singapore) Pte.Ltd. was incorporated to
support vessel operations East of Suez and to
provide assistance to the group’s clients based in the
East.
CMB.TECH ENTERPRISES NV
In February 2024, Euronav (now CMB.TECH NV)
concluded the acquisition of CMB.TECH Enterprises
NV following the approval of the transaction at the
SGM on 7 February. CMB.TECH Enterprises builds,
owns, operates and designs large marine and
industrial applications that run on hydrogen and
ammonia.
CMB.TECH
Enterprises
also
offers
hydrogen and ammonia to its customers, either
through own production or by sourcing it from third
party producers. CMB.TECH Enterprises is active
throughout the full hydrogen value chain through its
different divisions: Marine, H2 Industry and H2 Infra.
CMB.TECH International NV,
CMB.TECH Belgium NV &
CMB.TECH Netherlands BV
In the course of 2021 and 2022, CMB.TECH
incorporated
CMB.TECH
International
NV,
CMB.TECH
Belgium
NV
and
CMB.TECH
Netherlands. These entities own and operate
different vessels from the new building program
(container and dry bulk vessels, chemical tankers and
CSOVs).
Windcat Group
In December 2019, CMB NV entered into a binding
definitive sale and purchase agreement to acquire
Windcat Workboats Holdings Limited (‘Windcat’)
from SEACOR Marine. The Windcat group is among
the leading offshore wind support providers in
Europe, and owns & operates, directly or through its
joint ventures, a fleet of more than 50 CTVs in the
European offshore wind sector. Besides its activities
in the Netherlands, the UK and Belgium, Windcat is
also active in the German, French and Polish markets
through its joint venture partners, FRS Windcat
Offshore Logistics, TSM Windcat and FRS Windcat
Polska respectively.
CMB.TECH Technology and
Development Centre Ltd.
CMB.TECH Technology & Development Centre is the
heart of the innovation and development activities.
The team has over 60 skilled and passionate
engineers who work on the latest state-of-the-art
technologies
for
our
industrial
and
marine
applications; The team has access to a workshop for
prototyping and retrofitting.
CMB.TECH - Annual Report 2024
41
In combination with the model studio, computer aided
design and engineering, a wide variety of applications are
being developed, built and tested. The testing facilities
include three dyno test cells equipped with a hydrogen
supply where high speed engines up to 1MW can be
tested. Our engineering team has an extensive and
proven 20 year track of developing low and zero-carbon
solutions for the marine and land-based industry.
CMB.TECH Industry NV
CMB.TECH Industry nv develops, tests and implements
hydrogen- and ammonia- powered combustion engines
for various industries, including marine, trucking, ports,
mining, rail and power generation. Its advanced
technology is built on existing diesel engines which are
converted into dual fuel with the support of the OEM.
Besides hydrogen engines they have also developed
several
hydrogen
subsystems.
These
include
standardised
H2
storage
solutions,
H2
bunkering
technology, and H2 control systems.
CMB.TECH Industry nv has established local dual fuel
workshops in strategic locations. These workshops
serve as central hubs for technical expertise and
knowledge exchange, ensuring efficient maintenance
and servicing of the dual fuel equipment.
JPN H2YDRO CO. Ltd (50%)
JPN H2YDRO is a joint venture between CMB.TECH,
Kambara Kisen and Tsuneishi Facilities and Craft. JPN
H2YDRO develops hydrogen applications and produces
hydrogen for the Japanese market. In addition, it also
owns and operates the HydroBingo, a hydrogen-
powered ferry using dual-fuel hydrogen-diesel internal
combustion engines. The vessel was launched in 2021
and is deployed in the Japanese inland sea. Finally, a
state-of-the-art hydrogen research and development
facility was built in Tsuneishi.
CMB.TECH - Annual Report 2024
42
BeHydro BV (50%)
Be Hydro is a 50/50 joint venture between
CMB.TECH NV and Anglo Belgian Corporation NV
located in Ghent, Belgium. Be Hydro builds dual-fuel
diesel hydrogen and monofuel hydrogen engines for
the marine, railway and power industry.
H2 Infra NV
H2 Infra NV offers hydrogen and ammonia fuel to its
customers, either through its own production or by
sourcing it from third party producers. Besides
owning the first multimodal hydrogen refuelling
station which is located in Antwerp, H2 Infra is also
the
49%
shareholder
in
Cleanergy
Solutions
(Namibia) (Pty) Ltd.
Cleanergy Solutions (Namibia)
(Pty) Ltd (49%)
During 2022, the group incorporated Cleanergy
Solutions (Namibia), a joint venture with Ohlthaver &
List, a Namibian company. Cleanergy is currently
constructing the Hydrogen Dune in Namibia which will
produce green hydrogen for local applications such as
trucks, locomotives and port & mining equipment.
CMB.TECH Namibia (Pty) Ltd
Through its wholly owned subsidiary CMB.TECH
Namibia (Pty) Ltd, CMB.TECH is represented in
Namibia and promotes its hydrogen and ammonia
production projects and applications. In September
2024, CMB.TECH Namibia incorporated a wholly
owned subsidiary, CMB TECH Namibia Properties
(Pty) Ltd. The establishment of the subsidiary
provides a supporting framework for the owning and
administration of built and unbuilt immovable
property in Namibia.
Ammonia Carrier AS
The establishment of Ammonia Carrier provides a
supporting framework for the construction, delivery,
and management of vessels under the new building
program (new NH3-fitted vessels), primarily operating
between Norway and Germany and refuelling in
Norway.
CMB.TECH - Annual Report 2024
43
Ship Management at CMB.TECH
CMB.TECH entrusts the ship management of the
majority of its fleet to Anglo-Eastern. The
cooperation between CMB.TECH and Anglo-Eastern
is a long-lasting, successful partnership.
On 18 June 2024, the Company successfully
completed the sale of Euronav Ship Management
Hellas (ESMH) to Anglo-Eastern. This strengthens the
global presence of Anglo-Eastern and guarantees
continuity in the management of the tanker fleet.
Anglo-Eastern manages a wide variety of vessels,
making them the perfect partner for CMB.TECH,
both having a strong focus on fleet diversification.
The relationship offers opportunities for interaction
and knowledge sharing, providing potential for
growth, adaptability and flexibility.
While relying on the cooperation with the external
ship management partners, CMB.TECH is committed
to guarantee first-in-class management and to keep
close control on all aspects of the daily management
of the entire fleet.
A dedicated CMB.TECH team monitors all external
Ship Managers and ensures that the services
rendered to our vessels are in accordance with the
group’s standards. Regular meetings with all the
external partners are held to stay on top of things, to
align the views and needs and to assure a reliable
and high-performance fleet.
For some specific activities, CMB.TECH maintains in-
house ship management.
Windcat manages its fleet of CTVs committing to the
highest possible standards of operational safety. To
maintain these standards, the team is closely
involved in all daily operational aspects ensuring that
work is carried out in accordance with charterers and
internal safety requirements.
Also, the management of FSO Africa, FSO Asia and
Daishan is coordinated by an internal, experienced
team with presence both at the CMB.TECH
headquarters and on-site the operational fields.
These vessels are unique because of the specific
engineering and logistical requirements fitted for
remote offshore environments. The management
team of these vessels is specialised in all technical
and operational aspects and is in close contact with
the staff on board at any time.
The ship management of our French flag trading oil
tankers is done by Euronav Ship Management SAS in
our Nantes office.
The group uses a set of clearly defined Key
Performance
Indicators
(KPI’s)
for
the
ship
management services as well as standardised
inspection reports for the measurement of:
–
–
Health and Safety performance;
–
Environmental performance;
–
Security (Including Cybersecurity) performance;
–
Crew and shore staff retention and well-being;
–
IT & Innovation solutions;
–
Navigation performance;
–
Vessel reliability;
–
Vessel energy efficiency;
–
Vetting and port state controls;
–
Planned and conditioned-based maintenance;
–
Dry dock planning, upgrades and repairs;
–
Procurement efficiency; and operational competi-
tiveness
It’s through continuous and combined efforts that
CBM.TECH is able to present excellent track records
for its fleet on all of these aspects.
CMB.TECH - Annual Report 2024
44
CMB.TECH - Annual Report 2024
45
Fleet and markets
CMB.TECH - Annual Report 2024
46
Market Dynamics [1]
The global shipping market has been significantly
influenced by heightened geopolitical risks over the
past several years, with 2024 being particularly
pivotal. Key geopolitical events, including the ongoing
conflict between Russia and Ukraine, persistent
unrest in the Middle East, sanctions on Iran and
Russia and shifts in trade routes due to Red Sea
diversions, have collectively weighed heavily on
market
sentiment.
Additionally,
fluctuations
in
Chinese demand and the possible imposition of U.S.
import tariffs have added further complexity, impact-
ing both global trade volumes and commodity flows.
From a supply-side perspective, the Very Large Crude
Carrier (VLCC) and dry bulk (Capesize/Newcastlemax)
segments present particularly attractive investment
opportunities. After several years of limited capital
investment, these market segments are showing
signs of potential tightness. For VLCC Tankers, the
percentage of the VLCC fleet that is over 20 years old
currently stands at 16.1%. Meanwhile, the newbuild
order book is only at 9.3% of the existing fleet size.
This indicates a significant supply gap, as older vessels
should be phased out (from regular trade). Notably,
charterers are increasingly reluctant to engage tankers
that are over 20 years old, which emphasises the need
for fleet renewal. For the Capesize Fleet, similarly,
28.2% of the fleet is over 15 years old, while the
newbuild order book accounts for just 7.8% of the
current fleet. This highlights a similar trend where the
incoming new capacity will be insufficient to replace
the ageing fleet, suggesting a potential tightening of
supply in this segment as well.
[1] Own data analysis basis Clarksons SIN, IEA, UBS, WEO,
Goldman Sachs
CMB.TECH - Annual Report 2024
47
Euronav – Tanker Markets [1]
Euronav fleet on the water
During the year 2024, CMB.TECH took
delivery of two super-eco Suezmax
tankers (Helios, Orion) – whilst selling 22
tankers through-out the year. Clearly
embodying CMB.TECH’s strategy of
recycling older tonnage into a more
future-proof fleet (both crude tankers as
into diversified end markets). Today’s
fleet on the water still comprises out of
14 VLCCs, 19 Suezmax and 2 FSOs. In
addition, 5 super-eco dual fuel ammonia-
ready VLCCs are on order with deliveries
2026/2027
(CSSC
Qingdao
Beihai
Shipbuilding) as well as two super-eco
Suezmax with deliveries Q2 2026
(Daehan Shipbuilding).
Over the year 2024, the order book for
both VLCCs and Suezmax increased.
At the end of 2024, the Order Book to
Fleet Ratio for VLCCs stood at 9.3%
and for Suezmax at 15.9%. The
average age increased to 25-year all-
time highs of 12.4 years for VLCCs and
12.6
years
for
Suezmax
vessels.
Tanker asset values have been easing
since reaching their highs in mid-2024,
though a tight shipyard market is
keeping newbuilding prices very high.
Market dynamics
After a strong performance in the first
half of 2024, crude tanker spot rates
saw a retraction to lower levels in the
latter half, failing to capitalise on the
typical seasonal uptick associated with
winter demand. Despite this softer
finish to the year, Euronav’s Very Large
Crude Carrier (VLCC) and Suezmax
earnings managed to stay above their
respective 10-year historic averages,
highlighting underlying market resilience
even amidst a challenging backdrop.
The 10-year averages for VLCC and
Suezmax earnings stand at USD 35,251/
day and USD 32,439/day, respectively,
providing a benchmark for the enduring
strength in these segments. In 2024,
Euronav realised a TCE for VLCCs of
USD 44,600/day and for Suezmax of
USD 45,600/day.
The broader seaborne transportation of
crude oil was significantly impacted by
a combination of factors. Chief among
them was a downturn in Chinese
demand, with the country reducing its
crude
imports
by
approximately
200,000 barrels per day in 2024. Weak
economic growth, a shift to LNG-
fuelled trucks and the growth in
electric vehicles sales up 50.0% YoY in
Nov-24, have all eaten into Chinese oil
demand. This decline was further
exacerbated by a strategic shift in
China's crude sourcing, as it replaced
longer-haul imports from the Atlantic
basin with sanctioned oil from Russia
and Iran. The sanctioned import of
crude oil, particularly from Iran, played
a major role in reshaping the market
dynamics. The flow of Iranian oil into
China,
either
directly
or
through
intermediaries like Malaysia, averaged
1.2 million barrels per day throughout
2024.
This
significant
volume
translated into an estimated 250 VLCC
fixtures annually, marking a substantial
portion of the market dedicated to
sanctioned trades.
Additionally, global crude supply was
constrained
by
persistent
OPEC+
production cuts, which remained in
place throughout the year. Non-OPEC
production did also underperform with
Brazilian
crude
production
disappointing,
further
limiting
the
available
supply
for
international
markets. These supply-side factors
contributed to the overall decline in
seaborne transportation demand.
Consequently, crude ton-mile demand,
excluding sanctioned trades, declined
by 3.5% in 2024 compared to the
previous year. Stricter enforcement of
sanctions on Iran and Russia could
tighten global supply and spur demand
for long-haul crude transportation by
the regulated fleet. Moreover, with
limited new tanker capacity coming
online,
the
market
may
see
a
supportive
environment
for
rate
recovery throughout 2025.
[1] Own data analysis basis Clarksons SIN,
Jefferies, OPEC
CMB.TECH - Annual Report 2024
48
Bocimar – Dry-Bulk Markets [1]
Bocimar fleet on the water
During the year 2024, CMB.TECH took
delivery of eight 210,000 DWT super-
eco
ammonia-ready
Newcastlemax
vessels (Mineral Luxembourg, Mineral
France, Mineral Deutschland, Mineral
Italia, Mineral Danmark, Mineral Eire,
Mineral Hellas and Mineral Espana).
Today’s fleet on the water comprises
out of ten Newcastlemaxes. In addition,
eighteen
super-eco
dual
fuel
Newcastlemaxes, of which 8 ammonia-
ready and 10 ammonia-fitted, are on
order with deliveries 2025/2026 (CSSC
Qingdao Beihai Shipbuilding) and two
5,000 dwt coasters with deliveries Q3/
Q4 2026 (Dung Quat Shipyard).
Over the year 2024, the order book for
Newcastlemaxes slightly increased –
yet – remains the most favourable of
all shipping segments. At the end of
2024, the Order Book to Fleet Ratio for
Newcastlemaxes stood at 7.6%. The
average age increased to 15-year all-
time highs of 11.3 years. Dry bulk
asset prices have remained relatively
stable at high levels since an initial
flurry of sale-and-purchase deals in
February
sent
second-hand
Cape
values up 40.0% to start the year.
Values have only declined slightly in
the last quarter of the year despite the
pull back in spot and time charter rates.
Time charter rates today are roughly in
line with those averages seen in 2023,
though second-hand values remain
30.0% higher.
2024 demand and supply
Following a challenging year for the dry
bulk sector in 2023, Cape rates
experienced several significant rallies
in 2024, surpassing USD 30,000/day
during
peak
periods.
Bocimar’s
Newcastlemax vessels averaged a
strong USD 30,600/day for the year
2024, reflecting a recovery in market
dynamics. The driving force behind the
Cape
market's
performance
was
sustained Chinese demand for iron ore,
with imports increasing by nearly 5.0%
year-over-year.
Despite this uptick in iron ore imports,
Chinese steel production declined by
3.0% in 2024. This contraction was
driven by a sluggish domestic economy
and weak internal demand, resulting in
a 22.0% surge in steel exports. The
dynamics
of
the
Cape
market,
particularly the fluctuations in Q4, can
be attributed to the spread between
imported and domestic iron ore prices.
In the third quarter, domestic Chinese
iron ore prices averaged USD 114 per
ton, compared to the landed cost of
imported iron ore at USD 104 per ton.
This USD10 per ton differential spurred
a significant increase in imports, which
in turn propelled Cape rates higher,
counter to typical seasonal trends.
However, as this price spread narrowed
in the fourth quarter, spot iron ore
volumes pulled back, leading to a
decline in Cape rates. Several additional
factors
contributed
to
the
softer
Newcastlemax market in the fourth
quarter. Persistent fleet growth at
approximately 3.0% annually, sluggish
demand outside of China, reduced port
congestion, heavy rain in Brazil and a
plateau in ton-mile growth collectively
weighed on market performance.
2024
also
marked
a
pivotal
development with the final investment
decision (FID) for the Simandou Project
in Guinea. This significant iron ore
mining project is slated to commence
production by late 2025, with a ramp-
up phase extending over 30 months to
reach an annualized capacity of 120
million tons. Over recent years, bauxite
exports from West Africa to China
have
surged,
contributing
to
the
evolving dynamics of the dry bulk
market. Historically, long-haul voyages
from Brazil to China were a key driver
of higher dry bulk rates. The rise in
West African trade has provided an
additional buffer, supporting market
rates. West Africa Cape loadings made
up less than 30.0% of Cape loadings in
Brazil in 2021. Since then, West Africa
Cape loadings have risen significantly.
West Africa loadings now equate to
55.0% of those loadings in Brazil.
[1] Own data analysis basis Clarksons SIN,
Morgan Stanley, Jefferies, Arrow, Rio Tinto
CMB.TECH - Annual Report 2024
49
Delphis – Container Markets [1]
Delphis fleet on the water
The
Delphis
fleet
includes
the
following container vessels: (i) four
container vessels of 6,000 twenty-foot
equivalent units (TEU) which are ready
to be fitted with ammonia engines
(2024 deliveries: CMA CGM Zingaro,
CMA
CGM
Etosha,
CMA
CGM
Dolomites) and (ii) one container vessel
of 1,400 TEU that is a newbuilding
under construction (currently expected
to be delivered in 2026 at Qingdao
Yangfan Shipbuilding) fitted with a dual
fuel ammonia engine.
Delphis’
newbuilding
program,
conducted under favourable long-term
charter
contracts
with
CMA-CGM
(6,000 TEU – 10 year TC) and Yara/OCL
(1,400 TEU – 15 year TC), underscores
the
Company’s
commitment
to
modernisation and sustainability. The
1,400 TEU will be the world’s first dual
fuel
ammonia
container
vessel,
reflecting
Delphis’
dedication
to
futureproofing the fleet amidst evolv-
ing regulatory landscapes.
Over the year 2024, the container
vessel supply stood at 30.9 million TEU
(~11.0%). The overall container order
book to fleet increased to 27.0% – yet
– the 3,000-6,000 TEU segment OB/F
stood only at 6.4%. The container
vessel overall average age stood at
13.78 years – and 13.99 years for the
6,000-7,999 TEU category.
2024 demand and supply
The
container
shipping
sector
experienced one of its strongest years
in 2024, surpassed only by the
extraordinary post-COVID years of
2021 and 2022. Following a challenging
2023,
characterised
by
significant
retailer de-stocking and the initial
impact of a substantial wave of
newbuild deliveries, expectations for
2024 were initially bearish. However,
the year took an unexpected turn due
to geopolitical disruptions.
In late December 2023, a series of
Houthi
attacks
in
the
Red
Sea
prompted widespread route diversions
by ocean carriers. This shift resulted in
approximately 90.0% of Red Sea
vessel capacity being rerouted around
the longer Cape of Good Hope route,
impacting over 700 vessels. Given that
the Red Sea traditionally accounts for
more than 20.0% of container ship
trade,
this
diversion
effectively
removed over 12.0% of the fleet's
capacity from regular operations.
Despite the influx of new vessel
deliveries,
which
saw
an
11.0%
increase
in
2024,
these
capacity
reductions
were
more
than
compensated by a robust 6.0% growth
in trade volumes, particularly along
mainline routes and trades between
Asia and developing economies. This
led to an average estimated capacity
utilisation of 88.0% for the year.
Without
the
Red
Sea
diversions,
utilisation
would
have
been
significantly lower, closer to 75.0%.
The resulting TEU-mile growth for
2024 was a remarkable 17.7% year-
over-year.
The strong freight rate environment
throughout 2024 encouraged ocean
carriers to secure longer-term charters.
The average charter duration more
than
doubled
to
22
months
by
mid-2024, compared to 10 months
during the previous 18-month period.
Additionally, three-year term rates for
6,500 TEU vessels surged to USD
50,000/day from USD 20,000/day over
the past year. This strategic shift
allowed shipowners to significantly
extend their revenue backlogs and
enhance the quality of their earnings.
[1] Own data analysis basis Clarksons SIN,
Jefferies
CMB.TECH - Annual Report 2024
50
Bochem – Chemical Markets [1]
Bochem fleet on the water
During the year of 2024, Bochem took
delivery of four 25,000 dwt stainless
chemical tankers (Bochem Casablanca,
Bochem
Shanghai,
Bochem
New
Orleans
and
Bochem
Brisbane)
–
bringing the fleet to six 25,000 dwt
stainless chemical tankers on the water.
The vessels are ammonia-ready. Further
fleet expansion with two 25,000 dwt
ammonia-ready stainless steel chemical
tankers to be delivered by Q4 2025
(China Merchants Jinling Shipyard), and
two dual fuel fitted 17,000 dwt bitumen
tankers by Q4 2026 (China Merchants
Jinling Shipyard).
Two chemical tankers operate in the
Stolt Pool, six chemical tankers have
long-term time charter contracts (TC 10
year) and two bitumen carriers have
long-term time charter contracts (TC 10
years).
Total chemical seaborne trade in 2024
experienced a modest increase, rising
from 382 million tons to 386 million
tons, reflecting a 1.0% year-over-year
growth. Ton-mile growth was more
pronounced, expanding by 3.5% as
trade routes rerouted away from the
Red Sea, contributing to increased
demand for shipping capacity. The order
book for new-building stainless steel
chemical tankers saw further growth,
reaching 203 vessels, representing an
order book-to-fleet (OB/F) ratio of
12.7%. Despite this uptick in orders, the
fleet faces significant challenges due to
its rapidly ageing profile. Deliveries of
new vessels remain limited, with only
111 expected to be delivered as of 2026
or later.
In
terms
of
asset
valuations,
a
comparative analysis of J19 tankers—
considered the 'workhorses' of the
chemical trade—and Medium Range
(MR)
tanker
values
reveals
that
chemical tanker valuations are aligned
with their historical multiple relative to
MR values. This alignment suggests
that, despite current market dynamics,
the pricing of chemical tankers remains
consistent with long-term historical
trends, providing a measure of stability
in asset valuation.
2024 demand and supply
Global chemical production grew by
+2.7% in 2024 (vs +1.7% in 2023). In
Europe and USA, production stabilised
at respectively ~0.8% and ~1.0% in
2024. Asian Emerging Markets at
~3.2% and China at ~4.0%.
The chemical tanker sector maintained
its strong performance throughout
2024,
despite
experiencing
some
easing in market conditions during the
second half of the year. The one-year
time charter (TC) rate for a 19,999-
deadweight
tonnage
(dwt)
vessel
averaged USD 20,771/day, which was
36.7% above the ten-year trend. This
significant premium underlines the
robust demand for chemical tankers
over the past year.
The first half of 2024 saw freight rates
spike to record levels, driven by a
combination of factors. Disruptions in
the Red Sea region created logistical
challenges that tightened the supply of
available vessels, while strong market
conditions in the clean petroleum
products (CPP) sector further bolstered
demand for chemical tankers (aligning
closely with Global GDP growth).
Additionally,
limited
fleet
growth
contributed to the tight supply-demand
balance, providing further support for
elevated freight rates. Over the year
2024, the Panama Canal operations
went back to normal.
By H2 2024, the share of seaborne
chemicals
transported
by
product
tankers increased from 9.0% to 16.0%
- resulting in a weaker than anticipated
H2 of the year. In addition, Red Sea
disruption effect reduced as Asia
Pacific players have stepped into
impacted trades to fill the voids.
Hence, winter chemical tanker market
seasonality has disappointed with spot
markets
remaining
subdued
throughout the second half of 2024.
[1] Own data analysis basis Clarksons SIN,
BASF
CMB.TECH - Annual Report 2024
51
Windcat – Offshore Wind Markets [1]
Windcat fleet on the water
During
2024,
four
CTVs
were
delivered: TSM Windcat 59, TSM
Windcat 56, Windcat 57 and Hydrocat
58. Windcat 57 and all future newbuild
MK5 vessels, are fitted with a dual fuel
hydrogen engine on board as standard.
These engines are co-developed by
MAN and CMB.TECH. The vessels are
being delivered with CMB.TECH’s full
hydrogen system installed, capable of
carrying up to 458 kg of compressed
hydrogen.
In addition, 8 CTVs are on order (TSM
Windcat 59, Hydrocat 58, Hydrocat 60,
Windcat 63, FRS Windcat 62, FRS
Windcat 64, FRS Windcat 61, and FRS
Windcat 65). Next to the CTVs, 6
CSOVs
are
on
order
(Ha
Long
Shipbuilding) with deliveries as from
Q2 2025 till Q1 2027. The “Elevation
Series” CSOVs have been designed by
Damen Shipyards in cooperation with
Windcat and CMB.TECH. The result is
a
revolutionary
new
design
with
increased capabilities and flexibility
compared to existing vessels. The
vessels are 87 m long, 20 m wide, can
accommodate 120 people on board
and will be powered by hydrogen.
European newbuild orders for CSOVs
reached 8 speculative orders in 2024
(2023: 20), and 35 CTV orders in 2024
(2023:81). Most new vessel orders
were for European "spec" assets,
highlighting the oversupply in the
Chinese market. All these new orders
include
battery
integration
and/or
designs for dual fuel capability using
methanol or hydrogen.
The overall offshore wind fleet stood at
1600 with an orderbook of 234,
resulting in an order book to fleet ratio
of 14.6% (18.3% in 2023). More
specifically, the W2W market (Walk-to-
Work
fleet
that
includes
CSOVs)
reached 109 vessels with an order
book of 56 (OB/F 51.3%), and the CTV
market reached 683 vessels with an
order book of 110 (OB/F 16.1%).
2024 demand and supply
The offshore wind sector continued its
robust growth in 2024, with global
active capacity expanding by 9.0%,
adding 6.5 GW to reach a total of 76.7
GW. Notably, 39 GW of the total active
capacity is outside of China (2024
outside China growth of 4.7GW). A
further
~50
GW
was
under
construction, representing the largest
total on record. This growth underlines
the sector’s steady progress, now
accounting for 0.4% of the global
energy supply, up from 0.1% in 2014.
The number of operational wind farms
reached 333 globally, with 190 located
outside China. The total number of
turbines stands at 13,943, of which
7,269
are
outside
China.
The
internationalisation of the industry is
evident, with active projects spanning
20 countries, up from 13 in 2014.
Global investment in new offshore
wind
projects
saw
a
mixed
performance in 2024, with CAPEX
commitments falling by 35.0% year-on-
year to USD 37.7 billion. Europe saw a
sharper
decline,
with
investments
down 50.0% to USD 8.1 billion.
Despite high costs, some inflationary
pressures eased. The sector faced
varied government and financial market
support
across
different
regions,
emphasising the importance of project
economics. Enthusiasm for floating
wind projects cooled.
The European 'wind' vessel market
remained robust, particularly during the
summer months. The European CSOV
market was effectively fully utilised in
the summer – further growing y-o-y.
The overall CTV demand continues to
rise y-o-y when looking at the monthly
CTV activity. Charter rates for Crew
Transfer
Vessels
(CTV)
and
Commissioning
Support
and
Operations Vessels (CSOV) increased
by approximately 10.0% and 17.0% y-
o-y, respectively.
In addition, on numerous occasions
this year, W2W owners walked away
from W2W charters in the renewables
space to seek traditional work scopes
and ultimately chase the healthy rates
and term contract deals in offshore oil
and gas industry.
[1] Own data analysis basis Clarksons SIN/
RIN, TGS 4C Offshore, CSO Shipbrokers
CMB.TECH - Annual Report 2024
52
Hydrogen-powered port vessels
CMB.TECH owns, operates & designs hydrogen-
powered
port
vessels,
including
two
ferries,
Hydroville and Hydrobingo, and a tugboat, Hydrotug
1. The Hydroville, built in 2017, and the Hydrobingo,
built in 2021, are the world's first hydrogen-powered
ferries. The Hydroville is operating out of Europe and
the Hydrobingo out of Japan (through the joint-
venture JPNH2YDRO). They are both powered by
dual fuel hydrogen high speed engines. The Hydrotug
1, built in 2022-2023, is the world's first hydrogen-
powered tugboat. This tug, with a bollard pull of 65
tonnes, is operated by the Port of Antwerp-Bruges. In
Q1 2025, CMB.TECH has ordered a newbuild dual
fuel hydrogen-powered multifunctional port utility
vessel (MPHUV) (shipyard: Neptune Construction).
Tugboats are crucial for port operations globally,
aiding in ship manoeuvring and cargo movement.
Ports are increasingly adopting greener technologies
to cut greenhouse gas emissions. The Hydrotug 1,
the world's first dual fuel hydrogen-powered tugboat,
sets a precedent for decarbonising port operations. It
highlights the viability of hydrogen as a clean energy
source in the port environment and wider maritime
sector. With increasing concerns about climate
change, demand for dual fuel hydrogen tugboats is
also growing worldwide. These vessels have the
potential to revolutionize port operations, aligning
with emission reduction goals and regulatory
mandates.
CMB.TECH - Annual Report 2024
53
CMB.TECH fleet
On 31 December 2024, CMB.TECH owned and operated over 150 vessels.
Our fleet (including newbuildings & vessels on charter) consists of:
On 31 December 2024 the fleet of CMB.TECH’,
including vessels on charter, consisted of the
following:
Owned
Newbuilding
Euronav
VLCC
14
5
Suezmax
19
2
FSO
2
Bocimar
Newcastlemax
10
18
Coaster
0
2
Bochem
Chemical tanker
6
2
Product
0
2
Delphis
Container vessel
6000 TEU
4
0
Container vessel
1400 TEU
0
1
Windcat
CTV
54
8
CSOV
0
6
Port vessels
Tugboat
1
Ferries
2
CMB.TECH - Annual Report 2024
54
Figure 12: CMB.TECH fleet in numbers
Table 3: CMB.TECH fleet
TCE Rates
The average daily time charter equivalent rates (TCE, a non IFRS-measure) can be
summarised as follows:
In USD per day
Full year
2024
Full year
2023
CRUDE OIL TANKERS
VLCC
Average spot rate (in TI Pool)*
44,600
47,600
Average time charter rate**
46,600
48,500
SUEZMAX
Average spot rate***
45,600
55,700
Average time charter rate
31,000
30,500
FSO
Average time charter rate**
87,330
DRY BULK VESSELS
Average spot rate
30,600
CONTAINER VESSELS
Average time charter rate
29,400
CHEMICAL TANKERS
Average spot rate
25,600
Average time charter rate
19,900
OFFSHORE WIND
Average time charter rate
2,973
*CMB.TECH owned ships in TI Pool or Stolt Pool (excluding technical offhire days)
**Including profit share where applicable
*** Reporting load-to-discharge, in line with IFRS 15
CMB.TECH - Annual Report 2024
55
Table 4: TCE Rates
Sustainability Report
CMB.TECH - Annual Report 2024
56
Sustainability report
Letter from the CEO
Dear Shareholders,
In 2024, Euronav became CMB.TECH. We transitioned from being a pure-play
crude oil carrier to a future-proof and diversified maritime group.
This is a major milestone in the history of our company and the next chapter in our
value creation. Our sustainability strategy is a key part of what we do. Not only do
we adhere to strict international standards, we go beyond these standards and are
heavily invested in developing solutions that can lower our environmental impact
and make our business more sustainable.
We have put more hydrogen-powered ships on the water, we have continued to
develop our ammonia-powered engines and ships (first ship delivering in 2026), we
have inaugurated our hydrogen production facility in Walvis Bay (Namibia) and we
have opened our Hydrogen Engine R&D Centre in Japan. We have also continued
to improve the performance of our existing fleet through the installation of energy
efficiency devices and the close digital monitoring of our operations.
We want to prove that low carbon solutions work, and that low carbon solutions
can be profitable. For our customers and for CMB.TECH. That is why we
Decarbonise Today to Navigate Tomorrow.
Yours sincerely,
Alexander Saverys
CEO
CMB.TECH - Annual Report 2024
57
CMB.TECH - Annual Report 2024
58
Sustainability key figures 2024
Table 5: Sustainability key figures 2024
CMB.TECH
Euronav
Metric
Unit
2024
2023
2022
GHG emission management
See page
page 73 - 79
pages 48-52
p 58-62
Energy Mix
(1) Total energy consumed;
(2) percentage heavy fuel oil;
(3) percentage renewable
Gigajoules, Percentage
(%)
1) 22,467,353
2) 85%
3) 0%
1) 27,636,524 (excluding
TC out consumption)
2) 65%
3) 0%
1) 30,610,912
2) 72%
3) 0%
Air emissions of the following pollutants:
(1) NOx (excluding N2O),
(2) SOx
Metric tons (t)
1) 52,669
2) 4,784
1) 64,409
2) 5,992
1) 59,486
2) 5,701
Number and aggregate volume of oil spills and
releases to the environment
Number, Cubic meters
(m3) or Metric tonnes
0
0
0
Port state control
Number of
(1) deficiencies and
(2) detentions received from regional port state
control (PSC) organisations.
Number
1) Deficiencies: 97
2) Detention: 1
1) Deficiencies: 46
2) Detentions: 0
1) Deficiencies: 52
2) Detentions: 0
Corruption risk
Number of calls at ports or net revenue in countries
that have the 20 lowest rankings in Transparency
International’s Corruption Perception Index
Number
29
16
16
Policies and targets
Description of main policies and targets
See page
p 84
p 49
p 58
Table 6: Sustainability key figures 2024
Activity metric
Unit
CMB.TECH
Euronav
2024
2023
2022
REFERENCE
STANDARD
Number of seafarers*
Number
2,500
3,000
3,278
TR-MT-000.A
Total distance travelled by vessels
Nautical miles
3,371,766
4,213,571
4,046,580
TR-MT-000.B
Operating days
Days
17,647
24,474
23,807
TR-MT-000.C
Deadweight tonnage
Thousand deadweight
tons
14,440,518
17,129,865
16,690,929
TR-MT-000.D
Number of vessels in total shipping fleet
Number
158
68
70
TR-MT-000.E
Port calls
Number
1,268
1,553
1,852
TR-MT-000.F
*Most of our seafarers are employed under contracts with our third party ship management partners
CMB.TECH - Annual Report 2024
59
Sustainability Strategy
Times are changing, and the group’s goal is clear: low carbon emissions by 2050. But 2050 is far
away. A more urgent approach is needed. This is why we are committed to a reduction in the
carbon intensity of international shipping. We have set out a clear timeline with intermediate
goals between now and 2050.
To accomplish this goal, we track, measure and quantify the GHG/CO2 emissions from our
diversified fleet. To measure environmental impact, we use a comprehensive set of metrics,
which are internationally recognised and accepted by the maritime industry and the International
Maritime Organization (IMO) as universal Key Performance Indicators.
1. Short term targets
–
Adherence to the Poseidon Principles and having a fleet-wide CII rating of a C or
better on a consolidated basis per marine division
–
Decline the carbon intensity of the CMB.TECH fleet through implementation of
further phases of the Energy Efficiency Design Index (EEDI) for new ships and the
Energy Efficiency Existing Ship Index (EEXI)
–
CMB.TECH commits itself to focus on ordering low carbon emission fitted/ready
newbuild vessels
2. Mid-term targets
–
Reduction in carbon intensity of our fleet by at least 40% by 2030 compared to
2008. This means a reduction in EEOI in gCO2/TN by at least 40% and a reduction
in AER in gCO2/DWTN by at least 40%
–
Gradual increase of our low carbon dual fuel fitted fleet on the water
–
Produce, consume and/or source low carbon ammonia (NH3) by 2030
3. Long-term target
–
To own and operate a low carbon emission capable fleet from 2050 – in order to
support the 2023 IMO GHG strategy of reaching net-zero absolute GHG emissions
by or around 2050
Disclaimer: The metrics mentioned above are non-binding targets based on current knowledge,
legislation and today’s estimated technology readiness. Additionally, these targets may be
subject to change, both positively and negatively, depending on the adoption of alternative low
carbon fuels by our charterers on the time charter contracted fleet.
CMB.TECH - Annual Report 2024
60
Decarbonising shipping
CMB.TECH is leading the way in decarbonising the
maritime industry. We are developing and investing
in innovative technologies that can redefine the
future of shipping. We believe that hydrogen and
ammonia can decarbonise the shipping industry.
Several hydrogen-powered ships are already in
operation and we have an extensive order book of
more ships that can be powered by hydrogen and
many deep sea ships that will be powered by
ammonia.
We are not just users of low carbon fuels; we also
produce, distribute and transport hydrogen &
ammonia, playing an integral role in the realm of low-
carbon fuels. CMB.TECH doesn’t only follow the
2023 IMO GHG strategy trajectory – but leads the
way.
Decarbonise Today, Navigate
Tomorrow
At CMB.TECH we want to decarbonise the maritime
industry. In our Marine Division we build, own,
operate and design a future-proof fleet powered by
hydrogen or ammonia. In our H2 Infra Division,
CMB.TECH offers hydrogen and ammonia fuel to its
customers, either through own production or by
sourcing it from third-party producers. In our H2
Industry Division, CMB.TECH designs and converts
port and industrial applications to run on hydrogen –
in cooperation with leading OEMs and port operators.
Our well-equipped Research and Development
Centre is powered by highly skilled engineers
specialized in hydrogen systems.
Fossil fuels like the marine diesel we use are still
much cheaper, easier to use and available in
abundance around the world. For new low-carbon
technologies to gain traction, many investments are
needed: renewable electricity to produce low-carbon
fuels, bunker/refuelling infrastructure and sufficient
availability of low-carbon fuels in key ports, affordable
technology and a regulatory framework and/or
market-based measures to close the cost gap
between conventional and low-carbon fuels. We
expect this to take some time to materialise.
That is why we continue to work hard on improving
the energy efficiency of our existing ships through
operational and technical measures. These measures
are also implemented on our dual-fuel hydrogen and
ammonia newbuilding ships.
Operational energy-efficiency
measures
There are various operational measures that can
improve the energy efficiency of a ship. The
reduction of the speed of the ship is for example a
very effective measure to reduce a ship’s main
engine energy consumption and energy losses can
be reduced/minimised by reducing hull friction (hull
coating and cleaning) or by improving the efficiency
of propellers (cleaning and polishing).
The operational carbon intensity of a ship, as
measured by the CII-metric, can also be improved by
reducing the time that a ship emits CO2 emissions
while not covering any distance, e.g. reducing the
time at anchorage or at berth or using onshore
power.
Weather routing tools, CII monitoring, operational
efficiencies and voyage speed optimisation, ship
design, engine innovations and digital transformation
platforms are some of the many levers that drive our
day-to-day environmental performance.
At CMB.TECH, we have a dedicated team working
on voyage optimisation leveraging weather routing
and other operational efficiencies. Our innovation
teams are working on smart digital solutions such as
the ZeroNorth platform to enable data decision-
making for real-time performance improvements, and
our operations and chartering people are part of
leading industry coalitions focusing on short-term
actions that can significantly reduce the industry’s
emissions (such as Global Maritime Forum Short
Term Action Taskforce and Getting to Zero Coalition).
CMB.TECH - Annual Report 2024
61
Technical energy-efficiency measures
There are various technical measures that can
improve the energy efficiency of a ship, some of
which can only be applied to newbuild ships while
others can also be retrofitted/applied to existing
ships. A new ship can be designed to feature
improved hydrodynamics and aerodynamics and can
be
equipped
with
efficient
devices
(engines,
propellers, etc.), ideally designed/selected as part of
an overall optimisation to also minimise efficiency
losses in the interaction of the different design
elements.
Our technical teams are joining forces with engine
designers and manufacturers to ensure that the
latest energy-saving technologies are part of our
decarbonisation efforts. Our ship management teams
are taking advantage of the dry-docking of our
vessels to install energy management and energy
saving technologies, with more than 100 retrofit
projects having been scheduled between 2022-2027.
Combined with our fleet rejuvenation effect, our
carbon intensity (measured by AER) is expected to be
at least aligned with the Poseidon Principles AER
trajectory.
Examples of today’s measures taken on the existing
fleet: Propeller Boss Cap Fins, Mewis Duct® energy-
saving devices, bulbous bow modification, new
propeller designs based on the operational profile of
the fleet, variable frequency drives for seawater
pumps, variable frequency drives for engine room
fans, applied high-performance anti-fouling coatings,
fuel efficiency boosters and LED lighting.
For the newbuilds on order, the CMB.TECH technical
team has taken following additional measures:
benchmarking hull coating performance, adding
battery technologies to certain part of the fleet,
complying with EEDI phase 3, benchmarking
performance of main & generator engines, comparing
various hull shapes and select the most efficient
ones based on an operational profile, comparing
various propeller designs and select the most
efficient, using waste heat to generate electricity,
fitting shaft generators, fitting high efficiency rudders
and installing Variable Frequency Drives (VFD) for
major pumps and fans.
CMB.TECH - Annual Report 2024
62
Figure 14: Energy efficiency improvements
Portfolio effect & green fuels
CMB.TECH sets a target of reducing carbon intensity
of the fleet by at least 40% by 2030 compared to
2008. This means a reduction in EEOI in gCO2/TN by
at least 40% and a reduction in AER in gCO2/DWTN
by at least 40%. In addition, CMB.TECH aims for a 5%
to 10% uptake of low carbon emission fuels by 2030.
Today CMB.TECH already has a fleet of H2 dual fuel
vessels on the water and a committed order book of
dual fuel NH3 fitted vessels. CMB.TECH designed
and delivered the world’s first dual fuel hydrogen
small scale passenger ferry, tugboat and crew
transfer vessel (CTV). All commissioned successfully
and are in operation today. In addition, CMB.TECH
has 11 dual fuel ammonia fitted vessels on order.
In
addition
to
dual
fuel
engine
technology,
CMB.TECH is equipping a selection of the newbuild
fleet with power plug-in systems and electrical
batteries. For instance, the six CSOVs will feature a
storage capacity of 994 kWh per vessel and are
capable of delivering 3MW, along with a 2000kW
power cable for both onshore and offshore power
connections. Furthermore, biofuel blending will be
implemented for select vessels within the fleet as
part of the strategy to ensure compliance with both
international and local regulations, as well as to meet
CMB.TECH’s sustainability targets.
Industry partnerships
CMB.TECH also recognises the significance of
collaboration and partnerships in fostering innovation,
and has actively engaged with prominent industry
players, technology firms and research institutions,
driving knowledge exchange to shape the future of
maritime operations and decarbonise shipping.
By
engaging
with
EU-funded
R&D
projects,
CMB.TECH is actively supporting decarbonisation
efforts – with the involvement in the Digital Twin
4Green Shipping (DT4GS) and the OPTIWISE project.
In addition, CMB.TECH was a member of the Short-
Term Actions Taskforce of the Global Maritime
Forum that evolved into a new work stream called:
‘Driving operational efficiency through collaboration’.
CMB.TECH is also involved in the SYNERGETICS
projects (dual fuel engine) and an ESA project
working on scope 3 emissions.
CMB.TECH - Annual Report 2024
63
Sustainability at CMB.TECH
Sustainability is a core value at CMB.TECH because it affects the
long-term health and success of its people, the group and the
environment in which it operates. It involves a commitment to
safety and environmental protection practices, as well as an
innovative approach to the use of technology and information.
CMB.TECH’s sustainability policy aligns with the UN Sustainable
Development Goals’ purpose of a ‘shared blueprint for peace and
prosperity for people and the planet, now and into the future’. To
achieve that, CMB.TECH has identified targets it can influence
and linked them to key environmental, social and governance
(ESG) key performance indicators (KPI).
CMB.TECH - Annual Report 2024
64
Figure 15: CMB.TECH SDGs
Transparent reporting (CSRD/EU Taxonomy)
CSRD and EU Taxonomy
The EU taxonomy is a classification regulatory
system which attempts to identify environmentally
sustainable
economic
activities.
CMB.TECH
discussed its EU taxonomy for the first time in the
course of Annual Report 2021, mainly on qualitative
information about EU Taxonomy relevance with the
Company’s core business model and expectations.
Eligible activities are activities that are covered by the
Taxonomy regulation.
Non-Financial Reporting Directive (NFRD) application
applies to companies with an average number of
employees
during
the
specific
financial
year
exceeding 500 and a balance sheet total exceeding
€20 million or net turnover exceeding €40 million on
balance sheet date. CMB.TECH did not classify as
NFRD as the number of employees were below the
500 threshold.
The EU's sustainability reporting landscape has
evolved significantly with the introduction of the
Corporate Sustainability Reporting Directive (CSRD),
replacing the NFRD from 31 December 2024. Initially,
the CSRD, alongside the EU Taxonomy and the
upcoming Corporate Sustainability Due Diligence
Directive (CSDDD), would have expanded reporting
requirements to more companies through 2025,
2026, and 2028. However, in January 2025, the
European Commission outlined its Competitiveness
Compass,
emphasizing
the
need
to
simplify
regulations and reduce reporting burdens by at least
25% for all companies and 35% for Small and
Medium Enterprises (SMEs).
On 26 February 2025, the Commission introduced an
Omnibus package to streamline reporting while
maintaining transparency, proposing changes to the
scope and timing of the CSRD, EU Taxonomy, and
CSDDD. CMB.TECH is defined as listed SME for
both CSRD (<1000 employees) and EU Taxonomy
(<1000 employees). SMEs with securities listed on
EU regulated markets, have no longer any reporting
requirements under CSRD and EU Taxonomy. Hence,
CMB.TECH will only report Sustainability and
Taxonomy-related information on a voluntary and
case-by-case basis.
Materiality
Double materiality assessment under
CSRD
CSRD directed the creation of the ESRS (European
Sustainability Reporting Standards) which were
developed by EFRAG (European Financial Reporting
Advisory Group) as part of the of the European Green
Deal.
The double materiality assessment is the foundation
and starting point for reporting according to the
ESRS. In January 2024, a detailed double materiality
assessment was initiated to identify CMB.TECH’s
most material ESG topics and to develop policies,
actions and targets to minimise negative impacts,
mitigate risks and seize opportunities. Both the
perspective
of
impact
materiality
(inside-out
perspective) and financial materiality (outside-in
perspective) were taken into consideration.
CMB.TECH - Annual Report 2024
65
Impact materiality identifies the impacts (actual or
potential, positive or negative) the company has on
people or the environment over the short-, medium-
or long-term time horizons. Financial materiality
identifies the risks and opportunities that trigger
effects on the company’s cash flows, development,
performance, position, cost of capital or access to
finance in the short-, medium-, or long-term time
horizons.
As marine activities contributed 100% of the revenue
and 98% of the CAPEX as per 30th of June, 2024 of
CMB.TECH, the other activities are considered as not
material for the double materiality assessment.
Current and future investments are focused on
marine activities. A
Identification of IROs
CMB.TECH completed an analysis of the annual
report of CMB.TECH and reports of their peers per
activity to identify potential material ESG topics
based on the ESRS 1 AR 16 guidelines.
CMB.TECH identified the material IROs relating to
ESG matters across its own operations and in its
upstream and downstream value chain. By compiling
a
comprehensive
list
of
impacts,
risks
and
opportunities, CMB.TECH could prioritise them for
further assessment and analysis.
The IROs were validated by the coordinating
committee of CMB.TECH.
Understanding of affected
stakeholders and users of
sustainability statements
CMB.TECH
applied
objective
criteria
using
appropriate qualitative thresholds to assess the
materiality of impacts we defined.
The group engaged with internal and external
stakeholders to identify areas where CMB.TECH
could provide the most value in creating positive
impact for people and planet. To understand their
views and interests, a questionnaire was sent out.
The questionnaire consisted of two questions:
The
impact
materiality,
meaning
the
impact
CMB.TECH has on the related topic (inside-out impact).
The financial materiality, meaning the impact the
related topic has on CMB.TECH (outside-in impact).
Possible scores ranged from 1 to 10.
Financial materiality assessment
Sustainability risks and opportunities are assessed
based on their likelihood of occurrence and the
potential magnitude of their financial effects in the
short-, medium- and long-term. Therefore, the
coordinating committee went through the list of
potential material risks and opportunities and applied
a set of objective qualitative thresholds, which are
translated into quantitative thresholds, to estimate
the anticipated financial effects.
Consolidating impact and financial
materiality
Figure 16 below shows the correlation between the
impact
materiality
(x-axes)
and
the
financial
materiality (y-axes). Topics with a higher score are
considered to have a bigger impact.
CSRD and EU Taxonomy reporting
SMEs with securities listed on EU regulated markets,
have no longer any reporting requirements under
CSRD and EU Taxonomy. Hence, CMB.TECH will
only report Sustainability and Taxonomy-related
information on a case-by-case and voluntary-basis.
The DMA analysis will be used as source of
inspiration when defining the Sustainability strategy
and the topics of the Sustainability report.
CMB.TECH - Annual Report 2024
66
Figure 16 – Final scoring of material topics
Table 7 – Overview of abbreviations used
Sub Topic
Abbreviation
Business conduct
BC
Climate change
CC
Direct impact drivers of biodiversity loss
BIOL
Equal treatment and opportunities
WVEQ
Health & satefy
WVHS
Impact on the state of species
SPEC
Other work-related rights
WVOE
Own Workforce
OWF
Pollution of air
AP
Pollution of water
WP
Waste
WA
Working conditions
WVWC
Table 8 – Overview of material topics
General Business
Theme
Material topic
ESRS
Environment
Environment
Climate change
Pollution of air and water
ESRS E1 (1-9)
ESRS E2 (1-4 + 6)
Social
Social
Social
Own workforce
Workers in the value chain – working conditions
(other than health and safety)
Workers in the value chain – health & safety
ESRS S1 (1-17)
ESRS S2
ESRS S2
Governance
Business conduct
ESRS G1 (1-6)
CMB.TECH - Annual Report 2024
67
Stakeholder engagement
Figure 16: Stakeholder engagement
CMB.TECH - Annual Report 2024
68
Active engagement with financial institutions on ESG
CMB.TECH has been proactive in positioning for the
future with its financing profile. Since 2020,
CMB.TECH has started to convert its existing credit
facilities into credit facilities with specific targets for
emission reduction. These loans included terms with
clear targets to reduce its Greenhouse Gas (GHG)
emissions over their duration. The targets were
effective immediately, with compliance over the first
12 months being rewarded with a reduced interest
coupon.
Sustainable financing
CMB.TECH approaches each financing opportunity
through a ‘sustainable lens’, together with its
syndicate of partner banks that share the same
values.
The current ESG linked facilities include following
KPI’s:
–
A reduction in the Annual Efficiency Ratio (AER).
In each loan agreement, a table is added with the
average target AER for both VLCCs and
Suezmaxes.
–
Consumption Cap. This KPI is specific for the loan
linked to the FSO vessels. For each quarter, a
target fuel consumption is calculated. All fuel
consuming aspects are considered, as well as the
amount of crude oil that is processed. This KPI is
achieved when the actual fuel consumption of a
vessel is below the target fuel consumption.
In addition, the bareboat leases with Ocean Yield
contain a sustainability KPI based on the CII
performance of the vessels. The target is set at
achieving CII rating of A or B at the delivery date, and
on the first day of each calendar year thereafter.
CMB.TECH - Annual Report 2024
69
Green Financing Framework
In 2021, CMB, the parent company of CMB.TECH,
established a Green Financing Framework, which was
independently verified by MOODY’s. At the time, it was
confirmed that the framework aligns with the four core
components of the ICMA’s Green Bond Principles 2021
and the APLMA/LMA/LSTA Green Loan Principles 2021.
In 2024, CMB completed its first Green Financing Report
based on this framework. The report details a total
financing amount of EUR 8.8 million for investments,
expenditures, and costs related to Eligible Green
Projects,
specifically
HydroTug
I.
Additionally,
an
independent external auditor provided verification of the
Green Financing Report.
In 2024, CMB.TECH began developing a renewed Green
Financing Framework to better align with its strategy of
diversification,
decarbonisation
and
accelerated
optimisation. In Q1 2024, MOODY’s verified the updated
framework, awarding it a SQS2 scale (very good). This
rating reflects CMB.TECH’s strong decarbonisation ambitions and
underscores its commitment to addressing the economic,
environmental and societal challenges facing the maritime industry
while making a positive contribution to sustainable solutions.
MOODY’S RATINGS: “We have assigned an SQS2 Sustainability
Quality Score (very good) to CMB.TECH’s green financing
framework dated January 2025. CMB.TECH has established its
use-of-proceeds framework to finance projects across two eligible
green categories: clean transportation and renewable energy. The
framework is aligned with the four core components of the
International Capital Market Association's (ICMA) Green Bond
Principles (GBP) 2021 (including the June 2022 Appendix 1), and
the Green Loan Principles (GLP) 2023 of the Asia Pacific Loan
Market Association, the Loan Market Association, and the Loan
Syndications
and
Trading
Association
(LMA/APLMA/LSTA).
CMB.TECH has also incorporated identified best practices for all
the four components. The framework demonstrates a significant
contribution to sustainability.”
CMB.TECH - Annual Report 2024
70
Figure 19: Alignment with principles &
contribution to sustainability
Reporting frameworks
The disclosures in this report provide investors and
other stakeholders with sustainability and ESG
information. The Sustainability report is populated by
voluntary non-financial data reporting. The reporting
structure follows the Global Reporting Initiative (GRI)
which is a global practice to report economic,
environmental and social impacts of the company. It
also follows the principles laid out by the TCFD (Task
Force for Climate-related Financial Disclosure) which
is
a
framework
to
report
governance,
risk
management
and
climate-related
targets
and
strategies. It mainly focuses on the financial impact
of ESG risks and leverages existing reported
processes. The Sustainability Accounting Standards
Board (SASB) for Marine Transportation sector is
used to provide financial sustainability information.
Emissions information provided under this report is
also aligned with data reporting requirements of
GHG protocol. Finally, CMB.TECH’s sustainability
strategy is aligned with many of the 17 United
Nations’ Sustainable Development Goals (UN SDG).
The report and data cover the period from 1 January
to 31 December 2024.
CMB.TECH - Annual Report 2024
71
Environment
CMB.TECH - Annual Report 2024
72
Approach to environment
The urgency to decarbonise is intensifying as both
governments and the public increasingly recognise
the challenges posed by anthropogenic climate
change.
In
2023,
the
International
Maritime
Organization (IMO) elevated its ambitions for
reducing greenhouse gas (GHG) emissions from
shipping. As of January 2024, the European Union
introduced a carbon pricing mechanism for the
sector, followed by the implementation of FuelEU
Maritime in January 2025.
The extent of climate change will largely depend on
the volume of GHG emissions released into the
atmosphere. To mitigate global temperature rise,
industry-wide
and
cross-sector
collaboration
is
essential.
Equally
important,
however,
is
the
responsibility of individual stakeholders to take direct
action in reducing emissions. Delaying action only
increases the effort required in the future. The most
critical steps toward zero-emission shipping must be
taken now—rather than in 2030 or 2050—as this
decade will be decisive for the industry's trajectory.
At
CMB.TECH,
our
sustainability
strategy
is
structured around short-, medium- and long-term
targets. As the saying goes, “what gets measured,
gets managed.” By ensuring clear visibility of our
emissions data, we can establish baselines and track
continuous annual improvements, driving meaningful
progress toward a more sustainable shipping
industry.
GHG emissions monitoring
CMB.TECH has been a pioneer in climate-related
performance transparency in the shipping industry,
providing full Scope 1, 2 and 3 disclosures of our
carbon emissions and footprint, according to GHG
Protocol. Carbon emissions are calculated by an
external agency.
In 2024, CMB.TECH expanded its scope 1, scope 2
and scope 3 emissions to all activities of the new
combined group. In addition, scope 3 emission
calculations now also include purchased goods,
services, and capital goods (amongst others all the
emissions emitted for all materials used to build a
newbuilding vessel), thereby encompassing all
relevant
Scope
3
categories.
Due
technical
constraints, the only missing minor category is the
refrigerants onboard the Bocimar, Delphis, Bochem,
and Windcat fleet - to be added as of 2025.
CMB.TECH - Annual Report 2024
73
Euronav
CMB.TECH
Type of Emissions
2019 tCO₂e
2020 tCO₂e
2021 tCO₂e
2022 tCO₂e
2023 tCO₂e
2024 tCO₂e
Scope 1 (Direct)
3,129,547
3,082,765
2,392,017
2,155,984
2,226,796
1,336,590
Scope 2 (Indirect Energy) - location based
248
232
199
157
175
544
Scope 3 (Indirect Other)
625,565
638,578
805,064
653,262
789,791
2,464,714
Purchased goods and services
N/A
N/A
N/A
N/A
N/A
12,632
Capital goods
N/A
N/A
N/A
N/A
N/A
1,709,589
Business travel (incl. WTT)
11,104
6,422
8,932
14,545
12,757
1,724
WTT Fuels
610,910
604,217
535,093
484,141
506,136
303,585
WTT and T&D (electricity)
58
59
80
54
50
138
WTT Fuel - biofuel blend (B30/B50)
-
-
271
-
-
-
WTT Business Travel
1,212
703
978
1,593
1,477
-
Upstream Leased Assets
-
27,177
-
-
-
-
Downstream Leased Assets
-
-
259,711
152,929
269,371
437,045
Total
3,755,360
3,721,576
3,197,280
2,809,404
3,016,762
3,801,847
Air Pollutants - NOx mass performance indicator (ton)
52,669
Air Pollutants - SOx mass performance indicator (ton)
4,784
To measure CMB.TECH’s value chain footprint, EcoAct has followed the GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standard. This standard provides requirements
and guidance for companies to prepare and report a GHG emissions inventory that includes emissions resulting from value chain activities. GHG emission accounting approach is based in the
operational control approach. NOx and SOx mass is calculated in accordance with the Shipping KPI Standard published by BIMCO (PI008 & PI 009)
Scope 1: GHG emissions from CMB.TECH’s assets that are controlled directly by the Company, including the combustion of fuel from company vehicles and vessels, and building operations.
Scope 2: GHG emissions from imported energy, such as purchased electricity, heat or steam.
Scope 3: GHG emissions from non-owned sources that are related to the Company’s activities - including the TC fleet.
CMB.TECH - Annual Report 2024
74
–
As of reporting year 2023, CMB.TECH followed the guidance provided by the
Baltic and International Maritime Council (BIMCO) on accounting and reporting a
ship’s GHG emissions. Under this guidance actual emissions from fuel that has
been used should be accounted for under Scope 1, by the entity paying for it.
Under a Time Charter, the responsibility for accounting and reporting for scope 1
emissions would therefore rest with the Time Charterer. As a result,
CMB.TECH included all Time Charter emissions under scope 3 Downstream
Leased Assets. Reporting year 2021, 2022, and 2023 have been recalculated
accordingly (see Table 4).
–
As the fleet profile has changed considerably over 2024, no comparison is being
made between 2023 and 2024. In addition scope 3 emission categories have
been completed with capital goods and purchased goods & services - hence
total absolute emission differ significantly. In absolute terms, CMB.TECH has
emitted 3,801,847 tCO2e. Overall NOx emissions are at 52,669 ton (0.0248 g/
TKM), and overall SOx emissions are at 4,784 ton (0.00225 g/TKM).
–
EEOI is seen as a good metric to show efficient operation and utilisation of a
fleet of vessels. Where AER/CII reflects CO2 emissions in terms of the
transport work a ship does by cargo capacity, EEOI refers to the cargo carried
during a given voyage. In detail, while EEOI effectively bases its calculation of
work on laden ship moves, the Annual Efficiency Ratio (AER) considers ballast
and laden moves (cfr. incentivising ballast legs). As the fleet composition
changed significantly over the year 2024, no comparison is being made with
historic figures.
Euronav
Bocimar
Delphis
Bochem
2024
2024
2024
2024
EEOI gCO2/TNM
5.97
3.77
12.25
2.63
AER gCO2/DWTNM
2.4
1.67
6.75
8.42
IMO CII rating
B
A
B
A
EEOI/Energy Efficiency Operational Index: Sea going fleet emissions (gCO2) per unit of
transport work (cargo tonne miles)
AER/Annual Efficiency Ratio: Sea going fleet emissions (gCO2) per tonne of ships deadweight
times total miles run in the period
Source: all calculations by CMB.TECH Fleet Performance team
CMB.TECH - Annual Report 2024
75
Table 10: Total of emissions
2024
key
changes
and
operational
factors
determining CMB.TECH environmental performance:
–
Newbuilds / Vessel Sales: Ordering newbuilds or
selling vessels is primarily a commercial decision
which applies to fleet-wide operational profile and
the need to respond to market trends and/or
regulations. However, new engine design and
technologies generate an inherent reduction in
fuel oil consumption and can co-drive fleet
decarbonisation.
An
indicative
efficiency
improvement between two vessels delivered in
2012 and in 2023 has been 53.4% in fuel oil
consumption at certain speed/load. (Mineral
Maureen HHI 2012 versus super-eco Mineral
Belgie Beihei 2023).
–
CMB.TECH took delivery of the following vessels:
Helios,
Orion,
Mineral
Danmark,
Mineral
Deutschland, Mineral France, Mineral Italia,
Mineral
Luxembourg,
Mineral
Eire,
Mineral
Espana, Mineral Hellas, CMA CGM Zingaro, CMA
CGM Etosha, CMA CGM Baikal, CMA CGM
Dolomites, Bochem New Orleans, Bochem
Casablanca, and Bochem Shanghai.
–
The CMB.TECH transaction included: CMA CGM
Masai Mara, Bochem Houston, Mineral Belgie,
Mineral Nederland, Bochem Rotterdam, CMA
CGM Zingaro, Mineral Luxembourg, and 52 CTVs .
–
CMB.TECH sold the following vessels: Andaman,
Dominica, Hatteras, Derius, Alboran, Delos,
Desirade, Alice, Aquitaine, Oceania, Doris, Aral,
Anne, Camus, Noble, Nectar, Newton, CMA CGM
Baikal, Sapphira, Statia, Selena, Cap Victor, and
Cap Felix.
–
During
2024,
the
Statia,
Selena,
Newton,
Fraternity and Cap Victor have been dry-docked.
The 2024 dry-dock energy-efficiency impact
going-forward will be limited as four out of five
dry-docked vessels have been sold in the same
year. For vessel Fraternity, the propeller was
painted and the antifouling paint was renewed
during dry-dock.
–
Overview of the outstanding December 31 2024
CMB.TECH new-building program: five eco-type
VLCCs, two eco-type Suezmaxes, eighteen
Newcastlemax bulk carriers (ten NH3 dual fuel
fitted), two 5,000 dwt dry-bulk coasters, six
CSOVs, two 25k dwt chemical tankers, two dual-
fuel bitumen tankers, one 1,400 dual fuel NH3
container vessel, and six CTVs.
–
With regards to energy-efficiency technologies
onboard
the
delivered
new
building
fleet,
following investments have been made: modern
CFD improved hull design (19), bow shape wave
induced savings (20), wake equalizing duct or
super stream duct (10), propeller boss cap fins
(8), vessel specific designed propeller (19), rudder
bulb (9), full spade rudder (20), shaft generator (8),
and mass flow meters (20).
–
Operational Efficiencies are another direct and
easily attainable way to drive emissions and fuel
consumption lower. Such operational efficiencies
might include Just-in-Time arrival operations and
they are driven by average voyage speed
reduction.
–
ZeroNorth project, with its digital transformation
and data sharing capabilities informs our decision-
making and may result in savings due to
operational measures triggered by informed
decisions onboard.
Over the year 2024 the composition of the
CMB.TECH fleet changed substantially - reflecting
the
CMB.TECH
strategy
of
diversification,
decarbonization, and accelerated optimization. The
on-going
fleet
rejuvenation
and
diversification
program had a significant impact through-out 2024
and will also shape the operational performance for
the coming years - as confirmed with the on-going
new-building program (with forty-six vessels still to
be delivered in 2025, 2026 and 2027).
The reporting period 2024 resulted in an Annual
Efficiency Ratio & CII rating of: Euronav (2.4 B),
Bocimar (1.67 A), Delphis (6.75 B), and Bochem (8.42
A). For the EEOI, following performance was
attained: Euronav (5.97), Bocimar (3.77), Delphis
(12.25), and Bochem (2.63), including all fleet owned
by CMB.TECH except for: vessels in TC-IN, CTVs,
FSOs and vessels used as storage platforms.
CMB.TECH is in compliance with IMO 2030 target, if
the current AER reduction speed keeps up (or even
accelerates). CMB.TECH is expected to achieve fleet-
broad capacity-weighted average AER of 2.18 gCO2/
TNM by 2030 against an IMO-aligned trajectory of
2.32 by 2030.
CMB.TECH Transition Plan
In 2024, CMB.TECH decided to engage with one of
the known Classification Societies which is providing
consulting and engineering support to develop
CMB.TECH's fleet transition plan. The outcome of
that exercise is detailing the requirements for
individual vessels to comply with CMB.TECH's 2050
NetZero ambition, IMO's intermediate check-points
in 2030 and 2040, to be in compliance with the
Poseidon Principles, and to ensure annual CII level of
A/B/C (on a consolidated basis per division). The
transition
plan
defines
both
the
operational
measures, CaPex investment required, the impact
on the OpEx, and the additional FuelEx (cfr. Biofuels,
NH3, H2).
The following graphs present fleet trajectories on a
consolidated basis for each marine division. For the
fleet currently in operation, these trajectories are
based on actual operational parameters from 2023
and 2024 - based on speed, fuel consumption,
trading patterns, and AER - as well as current and
planned efficiency measures, both operational and
technical.
CMB.TECH - Annual Report 2024
76
For the newbuild fleet, operational parameters from
sister ships are utilized, supplemented by vessel-
specific modelling data derived from main engine and
auxiliary engine shop tests, sea trial reports, steam
balance plans, electric load analysis, and EEDI
technical files. The following new building vessels
have been excluded due to insufficient data
availability: one 1,400 TEU vessel, two 5,000 DWT
coasters, ten Newcastlemax vessels, five VLCCs,
and two bitumen tankers. Additionally, CTVs and
CSOVs are not included, as AER data is unavailable.
At the vessel level, the transition plan aims to
establish a decarbonization pathway that aligns with
the IMO 2023 GHG strategy and ensures compliance
with the CII regulation until the vessel’s end of life,
defined as 20 years. During the modelling phase, the
following technical and operational measures were
considered to support long-term compliance with
CMB.TECH’s
sustainability
targets:
operational
improvements, low-friction coatings, Mewis Ducts,
propeller retrofitting, biofuel blending, shore power/
cold
ironing,
ammonia
retrofitting/low-carbon
ammonia adoption (gradual implementation), speed
reduction, and engine de-rating.
Through this analysis, CMB.TECH is now equipped to
address key strategic questions: “What measures do
we need to invest in?” and “What are the anticipated
costs
of
our
sustainability
strategy?”
This
assessment
is
based
on
historical
data
and
theoretical modelling. Operational performance will
be continuously benchmarked against the theoretical
transition plan and adjusted as needed to reflect
evolving technical advancements, fuel pricing and
availability, and regulatory developments.
CMB.TECH - Annual Report 2024
77
CMB.TECH - Annual Report 2024
78
Water and marine biodiversity
preservation
Ballast water treatment insights
Ballast water is essential to commercial shipping. It
compensates for weight loss due to cargo operations
and fuel consumption, thereby providing stability,
reducing stress on the hull and improving propulsion
and manoeuvrability. However, the water pumped in
also contains a variety of indigenous organisms, which
are later released outside of their natural habitats.
While most transported species do not survive when
the ballast water is discharged, some thrive in their
new environment. With no natural predators, they
outcompete, displace or kill native species.
To minimise and ultimately eliminate the transfer of
harmful aquatic organisms and pathogens, shipping’s
global regulator, the IMO, adopted the Ballast Water
Management
(BWM)
Convention
(full
name:
International
Convention
for
the
Control
and
Management of Ships' Ballast Water and Sediments,
2004). The BWM Convention applies to all ships with
ballast water capacity and active in international
trade. This convention entered into force globally on
8 September 2017 and became mandatory for new
vessels and those at their next special survey (5, 10,
and 15 years, then every 30 months after 15 years).
CMB.TECH tested several solutions prior to deciding
upon a fleet wide roll out of the most energy efficient
and performant system. As of 2022, CMB.TECH has
all vessels falling under the BWM Convention
equipped with water ballast treatment systems.
Vessel recycling
Ship recycling is a key focus for CMB.TECH, working
closely with partners and shipping associations. Our
fleet is in compliance with and is certified under both
EU-SRR and HKC Inventory of Hazardous Material
(IHM) and/or other notations (i.e. ENVIRO). These
documents track a ship's entire lifecycle, starting
from construction or inspection for existing ships.
CMB.TECH complies with the latest EU regulations
that foresee the introduction of an Inventory of
Hazardous Materials (IHM) and a Maintenance Plan
for each ship. In addition, CMB.TECH’s fleet is
carrying updated IHM, EU-SRR and HKC certification.
CMB.TECH
believes
in
circular
economy
and
maintains ships on very high standards during their
life. Management evaluates whether ships will either
continue to be used by other owners, be converted
to prolong their lifespan or be recycled.
CMB.TECH - Annual Report 2024
79
Overview initiatives and collaborations - Environment
Global Maritime Forum
CMB.TECH is a founding partner of the Global
Maritime
Forum,
an
international
non-profit
organisation committed to shaping the future of
global seaborne trade to increase sustainable long-
term economic development and human well-being.
Getting to Zero Coalition
The Getting to Zero Coalition (GtZ), a partnership
between the Global Maritime Forum and the World
Economic Forum, is an industry-led platform of more
than 150 companies within the maritime, energy,
infrastructure and finance sector, supported by key
governments and IGOs. The Coalition is committed
to getting commercially viable deep sea zero-
emission vessels powered by zero-emission fuels
into operation by 2030, maritime shipping’s ‘moon-
shot’ ambition. In 2023, CMB.TECH joined the Zero-
emission Vessel Commitment by 2030. By joining the
commitment, it allows ship-owning and chartering
segments to send a corresponding signal and build
confidence in the market for these essential fuels.
INTERTANKO
The International Association of Independent Tanker
Owners (INTERTANKO) is a trade association. It has
served as the voice for independent tanker owners
since 1970 on regional, national and international
levels. The association actively works on a range of
technical, legal, commercial and operational issues
that have an influence on tanker owners and
operators around the world. For more information
visit https://www.intertanko.com
INTERCARGO
The
International
Association
of
Dry
Cargo
Shipowners (INTERCARGO) is an association that
represents the interests of quality dry cargo
shipowners. In 1980, INTERCARGO convened for the
first time and since 1993 it participates at the
International Maritime Organization with consultative
status.
For
more
information
visit
https://
www.intercargo.org/
ITOPF
CMB.TECH is a member of ITOPF. The International
Tanker Owners Pollution Federation (ITOPF) is a non-
profit organisation and a trusted source of objective
technical advice worldwide on preparedness and
response to accidental marine spills. ITOPF has
responded to over 800 incidents involving oil or
chemical spills worldwide. Their highly skilled
international team assists 24 hours a day, 365 days a
year to provide impartial technical advice. ITOPF
provides a wide range of technical services to back
up our core role of responding to ship-sourced spills.
For more information https://www.itopf.org
BIMCO
The Baltic and International Maritime Council
(BIMCO)
is
an
international
association
that
represents shipowners. BIMCO has over 2,000
members that cover 62% of the world’s tonnage.
BIMCO creates maritime contracts & clauses, offers
trainings, and also shares market insights and
information on global regulations.
CMB.TECH - Annual Report 2024
80
CMB.TECH - Annual Report 2024
81
Social and human capital
CMB.TECH - Annual Report 2024
82
People approach
At the core of our mission lies the commitment to
inspire and empower our mostly highly skilled and
dedicated workforce to maximise their potential and
to pursue their career aspirations within a healthy,
stimulating and rewarding work environment.
Our operations span across shore-based offices in
key locations such as Antwerp, Athens, Brentwood,
Lowestoft, IJmuiden, Nantes, Singapore, Hong Kong,
Walvis Bay, Tokio and Houston, where we employ
approximately 252 individuals, including contractors
and temporary staff. This expansive geographical
reach reflects our deep-rooted maritime heritage and
culture, cultivated over generations.
Onboard CMB.TECH vessels, we rely on the
expertise of around 2,500 seafarers representing
diverse nationalities. In an industry where competent
seafarers are in high demand, CMB.TECH, together
with our third party ship management partners,
boasts a roster of qualified and experienced masters,
officers, and crew members on all our vessels.
CMB.TECH is unwavering in its commitment to
fostering a culture of teamwork and collaboration,
both ashore and at sea. We prioritise authentic
performance planning, appraisal, training, develop-
ment, internal promotions or lateral career changes.
Our policies are designed to elevate and recognise
outstanding performance, engage our workforce and
retain key talent. We take pride in celebrating the
diversity within our workforce, which encompasses
individuals with extensive service and experience in
the industry, as well as newcomers with fresh
perspectives. This blend of dedication and stability,
enriched by diversity, has been instrumental in our
ability to achieve exceptional results in an intensely
competitive sector.
Our workforce brings a wide spectrum of educational
and professional backgrounds to their roles, including
expertise in areas such as nautical science,
engineering, finance, business administration, law
and the humanities. These professionals specialise in
various aspects of tanker operations, crewing, marine
and technical functions, as well as shipping corporate
services. Virtually every member of our team is fluent
in at least two languages, and half of our workforce is
proficient in three or more languages, reflecting our
commitment to a globally connected and multilingual
work environment.
CMB.TECH - Annual Report 2024
83
Transparency and ethical behaviour
Social policy/policies
Code of conduct
CMB.TECH adopted a Code of Conduct in order to
assist all persons acting on behalf of CMB.TECH to
act in an ethical way and with respect to the
applicable laws and regulations. The Code of Conduct
therefore
ensures
that
CMB.TECH
employees
enhance and protect the good reputation of the
group, more particularly in its relationship with
customers, shareholders and other stakeholders, as
well as with society in general. Our Code of Conduct
can be consulted on our website: https://cmb.tech/
investors/corporate-governance/policies-and-
documentation
Staff Handbook
The Staff Handbook helps CMB.TECH comply with
legal requirements and regulations relating to
employment and sets out guidelines for ensuring
high standards of ethical practices that need to be
applied throughout the CMB.TECH community.
Whistleblower policy
CMB.TECH has adopted a Whistleblower Protection
Policy to protect individuals who want to lawfully
raise a legitimate concern. If an employee becomes
aware of illegal or unethical misconduct. If an
individual does not feel comfortable reporting
concerns to a supervisor, manager or any other
appropriate person within the company, he or she
can use a free telephone service or web-based
platform that enables him or her to report a concern
in complete confidentiality, in his or her mother
tongue. CMB.TECH’s ‘SpeakUp’ service is hosted by
an independent third party, People InTouch B.V., to
ensure a straightforward, confidential, secure and
convenient way of reporting.
For easier inquiry, CMB.TECH invites reporters to
identify themselves. However, any person can file a
complaint anonymously. The group addresses all
complaints with the utmost confidentiality. The group
does not, in any respect, engage in discriminatory
practices against any individual who has lodged a
complaint
in
good
faith.
The
comprehensive
Whistleblower policy is accessible on the CMB.TECH
website.
Human rights
The Company places great importance on upholding
and safeguarding human rights, encompassing the
fundamental rights and freedoms outlined in the
United Nations Universal Declaration of Human
Rights.
CMB.TECH
maintains
a
zero-tolerance
stance
towards practices such as slavery, child labour,
forced or compulsory labour and human trafficking.
Our comprehensive set of policies ensures that all
CMB.TECH entities understand the significance of
respecting human rights and are aware of the
procedures to report any violations.
In light of CMB.TECH's worldwide operations,
eventually also in areas characterized by an elevated
risk of unethical practices, we implement enhanced
vigilance to guarantee compliance with ethical
standards. We are dedicated to conducting our
business with honesty and actively working to
prevent any instances of corruption or bribery.
CMB.TECH consistently champions labour and
human rights in its operations, guided by our
corporate 'Code of Business Conduct and Ethics'
along with various specific policies, such as the 'Anti-
corruption Policy' and the 'Whistleblower Protection
Policy.' Additionally, our employees participate in
required
annual
training
to
strengthen
these
principles.
We assess and select firms, agencies and other third
parties before engaging in business or partnerships,
in alignment with our Third-Party Risk Policy. This
policy clearly defines our standards and expectations.
Regular audits and inspections of these entities,
particularly those with staff at our sites, serve as an
assurance mechanism that our standards are
consistently upheld and effective.
Respect for people extends not only to our own
employees
but
also
to
those
involved
with
subcontractors and suppliers. In 2024, there were no
reported violations of human rights, and no fines,
penalties or compensation for damages resulting
from breaches of our policies were incurred.
Nevertheless,
we
maintain
an
unwavering
commitment to vigilant monitoring to swiftly address
any deviations from our policies.
CMB.TECH - Annual Report 2024
84
CMB.TECH - Annual Report 2024
85
Figure 22: Retention rate
People management
Approach shore
Flexible working
We prioritise the well-being of our employees and
actively support it. Our goal is to create a
collaborative and stimulating work environment that
caters to diverse staff needs and encourages a
healthy work-life balance. Recognising the evolving
nature of work, we have embedded flexible working
within our organisational culture, providing our
employees with opportunities to work from home as
well as in the office.
Crew management
To operate the diverse fleet of CMB.TECH, it’s vitally
important to count on professional and highly-qualified
officers and crew on board. Whether we talk about
bulk carriers, chemical and oil tankers, containers or
CTVs, our vessels can only safely sail the seven seas
with motivated professionals at the helm.
For the vessels managed by external ship managers,
the CMB.TECH crewing and technical teams are
keeping a close eye on the crew complement so that
sector best practices are guaranteed. We set
ambitious KPIs on retention rate, on time relieves and
aggregate seniority on board.
For the in-house managed fleet, the company’s
crewing departments are in charge for the crew
management. In Antwerp, crewing activities for the
FSOs and Daishan are centralised, in Nantes for the
French flag VLCCs and in Lowestoft for the CTVs.
Day-to-day activities for crewing entail e.g.:
–
Recruitment;
–
Planning;
–
Performance and promotion management;
–
Certification;
–
Monitoring training and development needs;
–
Implementation
and
follow-up
of
welfare
measures;
–
Payroll and Insurance cover;
–
Logistic arrangements for signing on and off;
–
Organisation of conferences;
–
Follow-up of medical cases;
–
Manning partners visits and audits;
For all the vessels in the fleet, detailed training
matrices are elaborated and evaluated at regular
times; we stay on top of the latest evolutions in the
industry. The training package is far above the
minimum statutory STCW and flag requirements; it
contains also technical training on vessel equipment
(e.g. Ballast Water Treatment systems), Cyber
security,
leadership
courses,
...
Trainings
are
organised at recognised training facilities but the
vessels are also provided with a wide range of
computer-based-trainings.
CMB.TECH employs officers and crew from many
different nationalities worldwide. To stay in touch, we
pay great attention to participation in officers and
crew
seminars.
Conferences
are
organised
worldwide, so that we have the opportunity to meet
with all our crew face-to-face during their leave.
These gatherings offer the perfect occasion for ship
and shore staff to interact, to receive company
updates and to discuss topics of mutual interest.
CMB.TECH respects the rights and dignity of all
seafarers and acknowledges that careers at sea can
bear consequences for mental health and wellbeing.
We are mindful of this and we make sure, together
with our partners, that on board all ships practices are
established to work towards crew care and wellness.
Specific campaigns are released to ensure good
mental health and physical health and fitness.
CMB.TECH - Annual Report 2024
86
Talent attraction
CMB.TECH is always on the lookout for new talent to
strengthen our company. To reach as many people as
possible, all shore-based career opportunities are
published on our website and in addition on our
LinkedIn and Instagram pages. For crew applications,
a dedicated link is available on our website.
Shore employees
We strive to attract, inspire and enable talented, hard-
working people to grow and contribute to the vision
of our company. Our goal is to provide a challenging
but rewarding environment in which employees can
thrive.
Our workforce is based on a diverse mix of skills and
qualifications to ensure we have the expertise
needed to drive our business forward. We value
diversity and do not discriminate on the basis of
gender, age, culture or personal circumstances. Our
focus is always on selecting the best candidate for
the job. CMB.TECH also welcomes applications from
the seafaring community for shore-based roles that
match their expertise.
It is recognised that internal job mobility is highly
valued within our company, as it promotes career
development and increases team motivation. To
support this, we post new vacancies on our intranet
first, giving current employees the opportunity to
apply. Apart from open positions, all employees are
encouraged to discuss their career aspirations and
development goals through the regular performance
management process.
While we prioritise internal career growth, we also
recognise the value of external hires. New talent
brings fresh perspectives and innovative ideas,
helping us evolve and improve. That’s why, when
beneficial, we also advertise positions externally.
Seafarers
Our 3rd party ship management companies employ
and offer career opportunities to officers and crew of
various nationalities from Europe, Asia and America.
A large part of our fleet is managed by third party
managers, which allows the group to accurately
monitor sector best practices and cost optimisation.
CMB.TECH - Annual Report 2024
87
Training and
development
CMB.TECH
engages
in
performance
planning,
appraisal,
training,
development
and
internal
promotion. Our policies aim to improve and reward
performance, engage our people and retain key
talent.
To
achieve
this,
we
have
established
a
comprehensive
system
of
continuous
training
programmes and seminars. This ensures a continued
awareness among all personnel of their day-to-day
operational duties. During the assessment process,
training needs are identified and customised training
plans are prepared. Training sessions take place in a
dedicated training room or online through a
computer-based programme. Similar programs are
available for shore staff and seafarers.
Training and development
Indicators
Figure 23: Training and development
Performance
management
We are committed to fostering a high-performance
culture
through
a
structured
Performance
Management Process.
Shore personnel
Annually, all shore employees participate in a formal
performance review, which includes both self-
assessment and an evaluation by their respective
manager,
ensuring
alignment
with
company
objectives and personal development goals. This
process is complemented by mid-year check-ins with
line
managers,
providing
continuous
feedback,
fostering
engagement
and
identifying
growth
opportunities. By integrating regular discussions on
performance and development, we empower our
employees to reach their full potential while
supporting the organisation's long-term success.
Seafarers
For all our seafarers, a performance appraisal process
is implemented.
All officers and crew are evaluated by their direct
head-of-departments on board. Different criteria are
set for deck, engine and catering department. In
addition to these on-board appraisals, some senior
ranks on board are also evaluated by the shore
management directly involved in the management
and operation of the vessels.
The appraisal process reflects on the contribution of
the seafarer to the vessels’ operation and objectives
and it also appoints opportunities for improvement
and skills development. The group considers the
appraisal process as a crucial tool for the seafarers’
career planning.
CMB.TECH - Annual Report 2024
88
Diversity and inclusion/
equality
We take pride in recognising the diversity within our
workforce. Numerous employees at CMB.TECH bring
with them extensive service and experience, while
others, as new entrants, offer fresh perspectives. Our
commitment to fostering long-term dedication and
stability, alongside a conscious effort to attract new
talent to the company, has yielded outstanding results
in an exceptionally competitive industry.
The new Supervisory Board has been made aware of
the law of 28 July 2011 on gender diversity and the
recommendations
issued
by
the
Corporate
Governance and Nomination Committee following
the enacting of the law with regard to the
representation of women on Supervisory Boards of
listed companies. The Supervisory Board fully
complies with the gender diversity principles.
Diversity policy
Our commitment to diversity and inclusion centres
on creating high-quality jobs and encouraging career
growth within CMB.TECH based on qualifications,
experience and training. We strive to cultivate an
inclusive workplace where everyone is treated
equally and with dignity. By investing in talent
development, we enhance employees' competencies
and promote sustainable growth.
Our goal is to provide equal opportunities for internal
mobility,
actively
guiding
and
supporting
our
employees throughout this process. CMB.TECH
recognises that a diverse team strengthens decision-
making and overall performance. As a global priority,
diversity contributes to the success of both
CMB.TECH and its people. We believe in the power
of inclusivity, enabling our employees to be their
authentic selves at work, regardless of their individual
characteristics.
89
CMB.TECH - Annual Report 2024
90
Nationalities offshore
American
1
Irish
33
Belgian
26
Indonesian
49
British
155
Jamaican
1
Bulgarian
74
Latvian
2
Canadian
4
Lithuanian
2
Chilean
1
Mexican
2
Colombian
3
Pakistani
2
Costa Rican
2
Panamanian
72
Croatian
55
Polish
2
Dutch
2
Romanian
25
Dominican Republic
1
Russian
21
Filipino
890
Salvadorian
51
French
69
Singaporean
2
Georgian
2
Slovenian
1
Greek
202
Spanish
1
Guatemalan
1
Trinidadian
1
Honduran
47
Ukrainian
251
Indian
368
Venezuelan
1
Nationalities onshore
Albanian
1
Indian
3
American
3
Italian
3
Belgian
79
Kosovo
1
Brasil
1
Lithuanian
1
British
108
Namibian
2
Canadian
1
Pakistanian
1
China
2
Panamanian
1
Croatia
3
Polish
1
Danish
1
Portuguese
2
Dutch
18
Romanian
1
French
6
Togo
1
German
1
Turkish
3
Greek
8
Vietnamese
2
Onshore
Offshore
18-29
43
641
30-39
78
759
40-49
59
571
50-59
52
356
60+
20
47
Figure 24: Generational diversity
Figure 25: Nationalities within CMB.TECH
Gender Equality
Women in Shipping
Difficult working conditions, physical labour and long
periods away at sea have traditionally made shipping
a male-dominated industry. But it has also been
particularly slow to change.
However, things are slowly changing and a growing
number of players in the maritime sector are
promoting gender balance. Even the International
Maritime Organisation (IMO) plays a part. In 2021,
the
IMO
adopted
a
resolution
declaring
an
International Day for Women in Maritime, to be held
on 18 May every year. The IMO has been running a
Women in Maritime programme since 1988, a time
when few maritime training institutes even permitted
female students. Since then, it has been supporting
access
to
maritime
training
and
employment
opportunities for women across the maritime sector.
Another global organisation is WISTA international
(Women’s
International
Shipping
&
Trading
Association), that connects female professionals
from all sectors within the maritime industry. Globally
the
network
consists
of
over
5,100
female
professionals. The organisation is active in 62
countries.
Women at CMB.TECH
In our case, we need to distinguish between the
female representation on shore and onboard.
On shore, CMB.TECH performs well. On 31
December 2024, the CMB.TECH Supervisory Board
was 33% female. 30% of the senior management
roles were taken up by women. 24% of our middle
managers were women.
CMB.TECH - Annual Report 2024
91
Communication channels
Investor relations
CMB.TECH strives to communicate openly and
transparently towards our stakeholders on a regular
basis. After each quarterly earnings release, our
Management Board presents the quarterly results
during a virtual conference call. This conference call
is followed by a Q&A. For investors and analysts who
are not able to attend, the recording and script are
subsequently published on our website along with a
PDF of the presentation. We also hold frequent
investor and analyst presentations, as well as virtual
roadshows.
Furthermore, occasional conference calls & investor
days are set up for events. We also participate in
several conferences.
On our annual General Shareholder meeting, which is
held on the third Thursday in May after the financial
year, our key shareholders cast their votes on
important matters that can affect our company.
All investor related information can be consulted on
the investor page on the CMB.TECH website: https://
cmb.tech/investors
Communication towards
employees
CMB.TECH
strives
to
communicate
with
its
employees in a direct and transparent way on a regular
basis. To build employee relationships, we have
continued to use, and also implemented, new
platforms to improve our internal communication.
With ad-hoc and quarterly Town Hall meetings, we
informs all our employees on important matters
happening within the group.
The employees furthermore receive daily updates
through
our
internal
communications
platform,
ABOARD. Other communication channels that are
frequently used are info sessions given by employees
of the company and physical meetings.
HR accomplishments
In the context of the merger, 2024 was mainly about
ensuring continuity and aligning work practices. In
doing so, we proceeded as follows:
Shore
–
Appointing department heads, defining a new
structure per team/department. Giving everyone a
definite place in the organisation. Making the
teams work together and merge physically.
–
We
have
started
harmonising
all
wage
components to achieve a uniform wage policy.
Adjusting job titles and job descriptions is an
ongoing business.
–
Analysing the HR software systems together with
IT and taking decisions on which software
programmes to continue with in the future
–
Participation in the successful restructuring of the
ship management & crewing department in
Athens, Singapore and Antwerp.
–
Implementation of an Applicant Tracking System
for successful recruitment in our headquarters,
soon to be rolled out within the Group.
–
Elaboration
of
the
induction
program
to
successfully integrate not only new hires but also
the merged population in the group to get them
up to speed on CMB.TECH.
CMB.TECH - Annual Report 2024
92
Collaborations and contributions - Society
Charity policy
CMB.TECH’s focus is on charitable donations where
the
group
believes
it
can
make
a
tangible
improvement to parts of society that we are engaged
with or are close to. This is a dynamic area and we
are constantly assessing the efficacy and focus of our
charitable efforts.
Overview
CMB.TECH
wants
to
positively
impact
the
communities where we live and work. We do this by
building relationships and inspiring charity and
goodwill both inside and outside the group. We
actively encourage our staff to engage in community
initiatives and support employee involvement, be it
volunteering,
fundraising
or
donations
through
options such as fund-matching or sponsoring specific
events. A few of the charities to which CMB.TECH
contributes financially, in line with its policy, are
described below.
TAJO - Talentenatelier voor
Jongeren
Through interactive Saturday workshops,
TAJO introduces young people between the
ages of 10 and 14 to a wide variety of
professions and the competencies and
talents that go with them. Experienced
guest teachers give these workshops in an
enthusiastic and experiential way. During 3
years several topics are handled, giving the
students the opportunity to get a broad view
on possible future career paths. In this way,
young
people
can
experience
for
themselves which fields appeal to them and
are encouraged to study in a direction that
will take them further, in school and in life.
TAJO is there for everyone, but with priority
for
those
who
need
it
most.
The
organisation
is
based
on
a
similar
programme in the Netherlands and was
already active in Belgium in Ghent & Kortrijk.
In September 2024, they opened the
weekend school in Antwerp.
Nakayale
Nakayale
Academy
for
Orphans
and
Marginalised Children is a school located in
Etunda in the western Omusati Region of
Namibia. The school opened its doors in
January 2016. It is a unique institution, the
only facility to take in children from this
remote region, who have been seriously
neglected, without access to education,
healthcare, clean water and proper feeding
and provide them with full board and
lodging, clothing, medical care, sports
training, art, music and exposure to the
world beyond their village. Enrolment is 100
percent free of charge and students are
exposed
to
the
highest
standard
of
education through partnership with St Paul’s
College. The education system is based on
the student-centred, rotation learning model
with one teacher per 15 children in a class,
allowing for continuous student-teacher
engagement. For more information visit:
https://nakayale.academy/
CMB.TECH - Annual Report 2024
93
Youngship
Youngship
is
a
non-profit
organisation
founded by and made-up for maritime
professionals aged up to 39 years old. Their
goal is to provide a platform for competence
and network development and promote
young professionals in the Belgian Maritime
Cluster. For more information visit: https://
youngship.com/belgium/
Sailor’s Society
The Sailor's Society, a global charity, operates
through a network of interdenominational Port
Chaplains who provide support to all seafarers,
regardless of their background, faith, or nationality.
CMB.TECH has donated funds which will help the
Sailors’ Society work with the Antwerp port chaplain
Marc Schippers. Marc visits vessels to offer his
assistance to the crew onboard. He takes practical
items such as phone cards to help seafarers to
contact their families and international news printed
from the internet to connect them with news from
home. As well as practical assistance, Marc offers a
listening ear to seafarers, providing emotional
support when requested.
Using his Sailors’ Society vehicle, the Antwerp Port
Chaplain also offers seafarers free transport to
wherever they need to go, such as the nearest phone
and internet facilities, the shops or the doctors. This
is a crucial service for visiting seafarers, as their time
ashore is often limited to just a few hours.
Valero Benefit for Children
In 2024, the Valero Benefit for Children, in
conjunction with the Valero Texas Open, raised over
$24 million in net proceeds, marking a significant
contribution to children's charities. This event, which
has been a long standing tradition since 2002, is
organised by the Valero Energy Corporation to
support children's causes in communities where
Valero operates. Over the past century, the Valero
Texas Open has amassed over $256 million in net
charitable
contributions,
reflecting
its
enduring
commitment to making a positive impact on the lives
of children in need.
Great Whale Conservancy
CMB.TECH is part of the Whale Guardian programme
of the Great Whale Conservancy to investigate how
to mitigate whales strikes across the globe. Under
the Whales Guardian programme we: a) map the key
whale habitats and identify areas for potential speed
limits, b) provide instructions to our mariners to either
temporarily reduce speed and/or deviate without
jeopardising navigational safety and commercial
purpose; these voluntary measures have immediate
effect at the Canadian East Coast, the west coast
waters at California (USA) and the Hellenic Trench, c)
work with well-known industry peers to amplify
impact, d)explore and cooperate with global and local
stakeholders
to
secure
safe
and
ecologically
sustainable passages; our support is lobbying for
reviewing big traffic separation at Sri Lanka, British
Channel, Malacca, etc.
CMB.TECH - Annual Report 2024
94
Health
Our approach to health
Supporting the health of personnel both on board and ashore is a
very important aspect of our Company Management system. Our
working environment is continually monitored to ensure that we
maintain healthy conditions. Our health standards and guidelines
pay specific attention to important issues such as general living
conditions, crew wellbeing, physical exercise, storage of food,
and nutrition practices. Medical advice and assistance, for
physical as well as mental health is available 24/7.
Shore
CMB.TECH creates an environment that supports the physical
and mental health of employees by encouraging regular exercise
and physical activity through offering discounted fitness
subscriptions or group participation in organised runs, promoting
healthy eating habits, and minimising hazards in the workplace.
We provide healthy meals and fruit in the office and ergonomic
workstations with adjustable desks and chairs that promote good
posture, as well as ergonomic keyboards and mice. In Antwerp,
we have introduced the concept of treadmill desks in an effort to
combat sedentary behaviour and give our employees the
opportunity to train while they are working.
Seafarers
Physical health on board is a crucial aspect of crew management.
Our goal is to have all our seafarers going on board in good health
and returning safely home after a successful contract, in the
same healthy condition. This can only be achieved by sea and
shore-staff working together and by focussing on multiple
aspects of physical health. More information on physical health
can be found on page 96.
CMB.TECH - Annual Report 2024
95
Policies
Health, hygiene and safety
policy
CMB.TECH holds health, hygiene and safety as first
priority in its operations, while its utmost concern is
to always ensure that all employees execute their
work under safe and hygienic conditions.
The group is furthermore committed to take all
reasonable precautions and measures, during the
operation of its vessels, in order to ensure safety at
sea, prevention of human injury or loss of life and
avoidance of damage to property.
Alcohol and drug policy
CMB.TECH is fully committed to maintaining a safe
and healthy working environment by implementing,
directly or through our third party ship managers,
strict drug and alcohol policies. Any violation of these
policies, including illegal possession, consumption,
distribution or sale of drugs or alcohol by any
shipboard and shore personnel, shall lead to instant
dismissal and will expose the person to legal
proceedings.
Mental health
Mental health is a state of mental wellbeing that
enables people to cope with the stresses of life,
realise their potential, learn well and work well, and
contribute to their community. It is an integral
component of health and wellbeing that underpins
our individual and collective abilities to make
decisions, build relationships and shape the world we
live in. Mental health is a basic human right and is
crucial to personal, community and socio-economic
development.
CMB.TECH takes mental health very seriously for its
sea and shore staff. A specific HSQ system is in place
with the highest standards of safety in marine
transportation and mental health is part of this system.
Relevant team building activities and company events
are organised for the shore staff, contributing to the
effort of relieving the daily work stress.
Physical health
Shore
CMB.TECH aims to encourage employees to
incorporate sports into their workday and to
participate in several sporting events, such as local
running competitions.
Seafarers
Physical health on board is a crucial aspect of crew
management.
Vessels’ trading patterns can have long sea-
passages, resulting in limited access to shore-based
medical facilities. Hence the hospital, medical
equipment and medical chest of all vessels is kept
with upmost care to assure preparedness round-the-
clock in case medical intervention is needed. All
vessels are equipped with a gym and we make sure
our catering providers and cooking staff pay attention
to healthy nutrition.
All officers and crew on board are trained in
compliance with the STCW-requirements, including
medical trainings. Next to this, specialised medical
services are available 24/7 to provide guidance and
advice on any medical matter. Procedures for medical
emergencies are put in place and also ashore
everybody directly involved in the management of the
fleet is guided and trained to take up their roles and
responsibilities in case of emergencies and medivac.
The group launched a physical health campaign at the
end of 2023 and elaborated this in 2024. The aim is
to investigate the risk factors for sickness on board,
to bring awareness to the seagoing staff about the
importance of pre-joining medical screening and
healthy living and to look for ways to improve the
overall health of the crew on board.
In February and March 2024, CMB.TECH participated
in an external health survey, questioning more than
35,000 seafarers about their mental and physical
health both on board and during leave. The high
response rates makes the insights gathered from this
survey very valuable. We can position our group
within the broader industry and global trends are
revealed through analysing the results.
At the same time, we collaborate throughout the year
with dedicated medical centres and physicians
worldwide in charge of the pre-joining medical
examinations and radio-medical advice. During
officers and crew conferences, medical practitioners
were invited to give a presentation on health
awareness. This covers both general risks of cardio-
vascular diseases, diabetes, hypertension, … but also
risks that are specific to the nature of a job at sea,
such as muscular pain because of heavy lifting and
dehydration when working in hot environments like
the engine room.
CMB.TECH is committed to keep this focus on
physical health and make every effort to contribute to
a healthy working environment on board our ships.
CMB.TECH - Annual Report 2024
96
Safety
CMB.TECH - Annual Report 2024
97
Safety
Safety & quality are
Paramount at
CMB.TECH
At CMB.TECH, safety and quality are not just
priorities but fundamental principles embedded in
every aspect of our operations. Whether managing
offshore vessels, hydrogen infrastructure, or our
ocean-going
fleet,
our
commitment
remains
unwavering:
to
safeguard
lives,
protect
the
environment, and ensure the highest quality of
service. In 2024, we reaffirmed our dedication to
"zero harm": zero injuries, zero ill health, zero property
damage, and zero environmental harm. We are
promoting an active safety and continuous quality
improvement culture among our personnel, both
ashore and onboard. By prioritising safety, quality,
and sustainability, we aim to lead the maritime and
hydrogen industries toward a safer and greener
future.
Health Safety, quality and
Environment (HSQE)
Management System
CMB.TECH’s HSQE management system ensures
operational excellence across all divisions. Onboard
and ashore organisations, along with external
partners, are viewed as a cohesive organism,
working collaboratively to achieve its commitment to
excellence through continuous improvement.
CMB.TECH and all its underlying brands are certified
for ISO 9001 (Quality Management Systems), ISO
14001 (Environmental Management Systems), and
ISO
45001
(Occupational
Health
&
Safety
Management
Systems),
reflecting
a
unified
commitment to excellence in quality, environmental
responsibility, and workforce safety.
In addition, our shipping brands—Euronav, Bocimar,
Delphis, Bochem and Windcat—comply with ISM
(International Safety Management Code), MLC
(Maritime Labour Convention), and ISO 27001
(Information Security Management) and ISO 50001
(Energy Management Systems), both of which we
are actively working to roll out across all divisions.
Meanwhile, H2 Infra & Industry focuses on rigorous
internal audits and compliance with ISO standards
and
legal
frameworks
specific
to
hydrogen
infrastructure.
Preparing for
emergencies
The maritime industry inherently involves risks to life,
property, and the environment. While advanced
technology, innovative ship designs, and strict
procedural controls mitigate many of these risks, the
potential
for
emergencies
remains.
A
robust
preparedness and response framework is essential to
managing these situations effectively.
–
Ocean-Going
and
Offshore:
Comprehensive
Emergency and Contingency Manuals (ECMs),
Ship Oil Pollution Emergency Plans (SOPEPs),
and
region-specific
plans
(e.g.,
California
Contingency Plans) ensure readiness for incidents
such as oil spills, vessel groundings, or other
operational emergencies.
–
H2 Infra and Industry: H2 Infra developed a three-
year training program in 2024 to address
hydrogen-specific risks, including fires and leaks.
This program emphasises enhanced coordination
with external emergency services and internal
readiness through tailored exercises and training
initiatives.
–
Unified
Response:
Tabletop
exercises
are
conducted regularly across divisions, bringing
together vessel crew, shore staff, class societies,
flag administrations, and other relevant third-party
participants. These exercises aim to enhance
coordination, refine response strategies, and
ensure readiness for potential emergencies. Post-
drill evaluations and lessons learned continuously
refine
emergency
preparedness
strategies,
fostering a culture of continuous improvement.
Raising Safety Standards
At CMB.TECH, raising safety standards is a
continuous and multi-faceted process rooted in
safety culture, quality improvement, and operational
excellence. This effort involves three primary pillars:
1. Proactive Safety Enhancements:
–
We leverage data from audits, near miss reports,
KPIs and customer feedback to identify areas for
improvement, identify risks and implement robust
mitigation measures
–
CMB.TECH fosters a culture that encourages
open
communication
and
continuous
improvement. Employees are empowered to
CMB.TECH - Annual Report 2024
98
report
safety
concerns,
near-misses,
and
incidents without fear of reprisal. Our strict
whistleblowing
policy,
combined
with
a
structured complaints process onboard and
ashore, ensures that all reports are handled with
confidentiality and fairness.
–
Blame-free reporting provides valuable insights
that help optimise processes, identify safety risks,
and enhance overall operational performance.
Employees are expected to act prudently and to
the best of their abilities. No one will be held
accountable for honest mistakes if they:
•
Have acted with due diligence and care.
•
Have sought advice when facing unfamiliar or
complex situations.
•
Have prepared adequately for their tasks.
–
By
reinforcing
a
culture
of
trust
and
accountability, CMB.TECH strengthens its safety
framework, ensuring that lessons learned lead to
tangible improvements rather than punitive
measures.
–
Division-specific Safety Days are organised to
include workshops, open discussions, and hands-
on training, tailored to reinforce awareness of
specific operational risks and foster a strong
safety culture. Additionally, group-wide training
programs have been established to address
emerging risks, including those associated with
hydrogen (H2) and ammonia (NH3), equipping
employees with specialised knowledge and
practical skills. By integrating industry best
practices into training programs and operational
procedures, employees remain prepared with up-
to-date expertise aligned with global standards.
Lessons learned from incidents are directly linked
to employee development initiatives, ensuring
that
continuous
learning
and
systemic
improvement are embedded in our operational
safety framework.
2. Incident Investigation:
–
Every incident, regardless of severity, is treated
as an opportunity for systemic improvement.
Investigations utilise structured methodologies
such as the Loss Causation Model to delve
beyond
immediate
causes
and
uncover
underlying issues.
–
Incident reviews are conducted by trained
personnel both at sea and ashore, ensuring
thoroughness and impartiality.
–
Corrective actions are developed from findings,
with a focus on addressing root causes,
preventing recurrence, and enhancing overall
system resilience.
3. Sharing Experiences:
–
Quarterly CMB.TECH HSQE community meetings
provide a platform for cross-divisional collaboration,
where safety alerts, lessons learned, and emerging
best practices are shared and discussed.
–
Internal
communication
channels,
including
CMB.TECH's internal communication platform
"ABOARD," play a critical role in disseminating
information and maintaining alignment across
teams. For the ocean-going fleet, these efforts
include quarterly publications to keep stakeholders
informed about key developments, bi-monthly
newsletters showcasing in-house case studies and
best practices, and tailored safety communications
to ensure crew awareness of company priorities,
safety trends, and operational focus areas.
Additionally, TV screens in common areas onboard
and ashore are regularly updated with key safety
messages
and
announcements,
ensuring
consistent and accessible communication for all
personnel.
–
Crew seminars focus on real-world case studies
derived
from
incidents,
enabling
leadership
engagement
and
discussion
of
actionable
strategies.
–
Active participation in industry forums such as the
Workboat
Association,
INTERTANKO
and
INTERCARGO
facilitates
benchmarking
and
adoption of cutting-edge safety practices.
By
leveraging
these
interconnected
pillars,
CMB.TECH builds a robust framework for safety that
not only addresses current challenges but also
anticipates and mitigates future risks. This holistic
approach underscores our commitment to fostering a
resilient safety culture and achieving industry-leading
operational excellence.
CMB.TECH - Annual Report 2024
99
Our safety performance
CMB.TECH tracks safety performance through clear metrics. Below is an overview of key safety indicators across divisions:
Table 11: Group safety data
KPIS
2022
2023
2024
Ocean-going
Offshore
Windcat
Ocean-going
Offshore
Windcat
Ocean-going
Offshore
Windcat
Fatal incidents
0
0
0
0
0
0
0
0
0
Lost Time Injuries (LTI)
5
0
0
4
0
0
3
0
2
LTI Frequency rate
0.36
0
0
0.29
0
0
0.34
0
3.15
Total Recordable Cases (TRC)
9
1
0
5
0
0
4
0
2
TRC Frequency rate
0.66
0.65
0
0.36
0
0
0.45
0
3.15
Manhours
13.730.544
1.540.824
512,096
13.681.918
1.679.856
658.177
8,787,120 1,301,256
634,130
Seastaff: a person working on board a vessel being
members of its crew including captains.
Fatal incident: a work-related incident with fatal
outcome
Lost Time Injuries (LTI): These are work-related
injuries which result in an individual being unable to
carry out any of his duties or to return to work on a
scheduled work shift on the day following the injury,
including fatalities.
LTI Frequency (LTIF) rate: This is the number of
Lost Time Injuries per million exposure (man-hours)
hours.
Total Recordable Cases (TRC): This is the sum of
LTI + less severe injuries which results in an
individual being unable to perform a normally
assigned work function during a scheduled work shift
and thus being given a less than normal assigned
work function on the day following the injury, and/ or
require only minor medical attendance.
TRC Frequency (TRCF) rate: This is the number of
Total Recordable Cases per million exposure (man-
hours) hours.
Exposure hours (man-hours): Number of persons
on board x days being on board x 24.
CMB.TECH - Annual Report 2024
100
Security
Cybersecurity and data protection
CMB.TECH gives high priority to cybersecurity.
Throughout the year, this heightened awareness
within
CMB.TECH
has
been
instrumental
in
identifying and addressing critical cybersecurity
challenges both onshore and offshore.
The evolving threat landscape, the broadening attack
surface, and the ongoing commitment to trans-
parency necessitate active collaboration with our
strategic partners. Together, we are dedicated to
securing and fortifying a reliable information security
data platform that prioritises data security. This
commitment aligns seamlessly with our enhanced
cybersecurity and data protection policy, inclusive of
comprehensive
mitigation
measures
and
a
meticulously formulated incident response plan. We
conduct
regular
risk
assessments
for
both
Operational
Technology
(OT)
and
Information
Technology (IT) systems, implementing correspond-
ing mitigating actions.
CMB.TECH places a strong emphasis on the
continuous training of shore-based personnel, crew,
and contractors in cybersecurity protocols. Regular
updates ensure that our team remains well-versed in
the latest developments. Additionally, cybersecurity
awareness training sessions and exercises are
conducted for both onshore and onboard personnel.
Our fleet endeavours to be at the forefront of
adopting secure technologies. Collaborating closely
with service and product vendors is pivotal in
validating real-world, standards-based cybersecurity
capabilities that effectively address business needs
onboard. Our goal is to introduce advanced
cybersecurity measures and secure infrastructure
that not only inspire technological innovation but also
foster the growth of our fleet.
We achieve this through:
Practical cybersecurity:
–
Implementation
of
standards-based,
cost-
effective, repeatable and scalable cybersecurity
solutions to secure data and digital infrastructure.
Cyber compliance:
–
Employing
methods
and
tools
to
ensure
compliance with cybersecurity best practices and
regulatory frameworks.
Vulnerability scans:
–
To enhance our cybersecurity posture, we have
also incorporated yearly vulnerability scans into
our cybersecurity strategy.
–
These scans play a pivotal role in identifying and
addressing potential weaknesses, contributing to
the overall resilience of our systems and data
protection measures.
–
This
proactive
approach
ensures
that
our
cybersecurity initiatives remain adaptive and
responsive to the evolving threat landscape.
Centralised management and monitoring:
–
Implementing
a
Remote
Management
and
Monitoring platform to gain a comprehensive
overview of the fleet.
–
Providing secure, monitored and recorded remote
access to all IT infrastructure, including vessel
assets, all user endpoint devices and other active
network components.
Advanced antivirus and Endpoint Detection and
Response (EDR):
–
Deploying an EDR solution for continuous
monitoring and response to advanced threats on
all endpoints.
–
Establishing a centralised dashboards for on-
shore and off-shore visibility into endpoint
security status and alerts.
CMB.TECH remains steadfast in its commitment to
fortifying
its
cybersecurity
posture,
embracing
technological advancements, and fostering a secure
environment
for
its
maritime
and
landbased
operations.
CMB.TECH - Annual Report 2024
101
Our Governance
CMB.TECH - Annual Report 2024
102
Our governance
Approach
Code of Business Conduct
and Ethics
CMB.TECH has adopted and applies a Code of
Business Conduct and Ethics. The purpose of the
Code of Business Conduct and Ethics is to help all
employees to enhance and protect the good
reputation of CMB.TECH. The Code of Business
Conduct and Ethics articulates the policies and
guidelines that highlight the values of CMB.TECH,
more particularly in its relation to customers,
suppliers, shareholders and other stakeholders, as
well as society in general.
The full text of the Code of Business Conduct and
Ethics can be consulted on the Company’s website
www.cmb.tech,
under
the
section
Corporate
Governance.
The Code of Business Conduct and Ethics (the
‘Code’) has been adopted by the Supervisory Board
(the ‘Board’) of CMB.TECH NV (together with its
subsidiaries, the ‘Company’) for all of the Company’s
employees,
directors
and
officers
(‘Relevant
Persons’).
The guidelines for the conduct of individuals in the
Code applies to relationships with colleagues,
customers, suppliers and government agencies with
equal importance. CMB.TECH should present itself
as a professional and responsible organisation and
the Code sets out a set of basic principles to guide
Relevant
People
regarding
the
minimum
requirements expected of them.
Third party risk policy and anti-
corruption policy
CMB.TECH is committed to conducting all of its
business operations around the world in an honest,
fair, transparent and ethical manner. The Anti-
Corruption Policy is applicable to employees and
persons
who
act
on
behalf
of
CMB.TECH.
CMB.TECH is a member of the Maritime Anti-
Corruption Network (MACN).
In general, any third parties who intend to trade with
CMB.TECH are subject to detailed scrutiny by the
Internal Control department. This also considers the
appropriateness of the business relationship in view
of the Company’s Anti-Corruption Policy, in addition
to the Third Party Risk Policy. Any concerns in
relation to the Anti-Corruption Policy may be raised
through
the
Company’s
Whistleblower
Hotline
Platform via https://cmbtech.speakup.report/en-
GB/cmbtech/home.
Transparency and
accountability
Capital markets are subject to existing structures and
controls. These provide robust and sustainable
frameworks to reassure investors that executive
management teams and boards conduct themselves
and execute strategy correctly and in a measurable
way. Several agencies play a role when a company is
listed as a publicly traded company. Stock exchanges
require high standards of accounting discipline and
regulatory compliance. Investors will also demand a
consistent application of best practice in terms of
presentation and detail of financial performance.
We participate on an annual basis in a number of
initiatives which help us maintain a continuous
dialogue with several stakeholders. Some of these
initiatives require us to fill detailed standardised
questionnaires covering a range of topics, to respond
to follow-up questions and to carry out interviews
with several of our people. As such, they ensure a
broad exposure of our practices and help us
benchmark and improve over time, by comparing us
to other companies but also to these stakeholders’
expectations, which tend to increase overtime. The
annual results for each of these initiatives are
discussed internally and are a useful starting point for
remediation and action plans. Some other initiatives
require us to adhere to a set of standards and norms,
as well as to actively promote certain best practices
internally.
The list of initiatives to which we participate is as
follows, and most are discussed elsewhere in this
report: PP, GtZ, MACN.
Analyst reports on our company are regularly written
based on our earnings releases and other public
announcements. Our publicly released information is
also reviewed on an annual basis by our auditors.
CMB.TECH, along with other responsible tanker
operators, has an obligation and duty to defend and
promote our business model and wider corporate
reputation. We believe that by signing up to initiatives
such as the Poseidon Principles, the Global Maritime
Forum and the Getting to Zero Coalition, the
company is contributing actively and positively to
improving shipping and crude tanker shipping’s
reputation by engaging with a diverse base of
stakeholders.
CMB.TECH - Annual Report 2024
103
GUBERNA
As CMB.TECH strongly believes in the merits of
corporate governance principles and is keen on
further
developing
its
corporate
governance
structure,
CMB.TECH
joined
GUBERNA
as
institutional member at the end of 2006. GUBERNA
(www.guberna.be) is a knowledge centre promoting
corporate governance in all its forms and offers a
platform for the exchange of experiences, knowledge
and best practices.
CMB.TECH - Annual Report 2024
104
Internal Control & Risk Management
Management develops and implements internal
control
to
oversee
the
Company's
activities,
efficiency and resource utilisation in a way suited to
its objectives, size and complexity.
Structured,
consistent
and
continuous
risk
management
identifies,
assesses,
decides
on
solutions to and reports on opportunities and risks
that may affect the company's goals.
The Supervisory Board approved a Risk Management
Charter to support the company's risk management
culture. Clear roles and risk management procedures
have been created.
Each risk has a risk owner in the register. Every
quarter, risk owners certify their risks. The Risk
Officer, who oversees the risk management system,
reports this quarterly certification to the Audit and
Risk Committee.
CMB.TECH's
Health,
Safety,
Quality,
and
Environmental (HSQE) Management System fully
conforms with the ISM Code's Safe Operation of
Ships and Pollution Prevention.
CMB.TECH has a system of internal control over
financial reporting, including rules and procedures to
appropriately reflect asset transactions and disposals.
The goal is to provide reasonable assurance that
transactions are recorded in accordance with generally
accepted accounting principles and that unauthorised
acquisition or use or disposition of the company’s
assets are detected promptly. Internal audits assess
compliance annually. The outcome is reported to the
corporate finance function and to the Audit and Risk
Committee. Our cybersecurity risk management and
strategy and governance is discussed in the Security
section on page 101 onwards.
CMB.TECH has established an internal audit function
for the purpose of reviewing and analysing strategic,
operational, financial and IT risks, to conduct specific
assignments in accordance with the annual internal
audit plan and to conduct investigations as needed and
to report and discuss the findings with the Audit and
Risk Committee. The scope of the internal audit
covers both operations and internal control over
financial reporting. The Internal Audit Department is
staffed with designated resources, including those of
other departments, and external service providers for
competencies that are not available within the
company. Part of the internal audit work on internal
control over financial reporting is outsourced to a
qualified service provider (EY). The Head of Internal
Audit reports both to the CEO and the Audit and Risk
Committee.
CMB.TECH has appointed BDO as its external auditor
to verify its financial results and compliance with
Belgian legislation. The external auditor issues a
report at least twice a year, which it presents to the
Audit and Risk Committee. The Audit and Risk
Committee has regular interactions with BDO,
including closed sessions without management
present. The external auditor is also invited to attend
the AGM to present its report.
Hedging policy
CMB.TECH may hedge part of its exposure to cover
changes in interest rates on borrowings. All borrow-
ings contracted for the financing of vessels are on the
basis of a floating interest rate, increased by a margin.
The group does not hold or trade derivatives for
speculative purposes. CMB.TECH uses derivative
financial instruments such as foreign exchange
forward contracts, interest rate swaps, purchase of
CAP options, sale of FLOOR options, currency swaps
and other derivative instruments solely to manage its
exposure to interest rates and foreign currency
exchange rates and to achieve an appropriate mix of
fixed and floating rate exposure as defined by the
group.
Risk factors
Summary
In addition to important factors and matters
discussed elsewhere in this report, and in the
documents
incorporated
by
reference
herein,
important factors that, in our view, could cause our
actual results and developments to differ materially
from
those
discussed
in
the
forward-looking
statements include:
–
The strength of world economies and currencies,
including the central banks policies intended to
combat overall inflation and rising interest and
adverse fluctuations of foreign exchange rates;
–
General market conditions, including the market
for fuel oil and hydrogen and ammonia engine and
fuel technology, and specifically for our vessels:
the fluctuations in charter rates and vessel values;
–
The state of the global financial markets which
may adversely impact the availability to us of
additional financing and refinancing at rates and on
terms acceptable to us, as well as our ability to
obtain such, or to comply with the restrictive and
other covenants in our financing arrangements, or
to obtain hedging instruments at reasonable costs;
–
The
impact
of
the
U.S.
presidential
and
congressional
election
results
affecting
the
economy, future laws and regulations and trade
policy matters, such as the imposition of tariffs
and other import restrictions;
CMB.TECH - Annual Report 2024
105
–
Our business strategy and other plans and objec-
tives for growth and future operations, including
planned and unplanned capital expen-ditures;
–
CMB.TECH’s hydrogen and ammonia engine and
fuel technology may not be successfully applied
in on our routes;
–
CMB.TECH may not complete as expected
various hydrogen and ammonia projects upon
which the company’s strategy is based around
the world both at sea and ashore;
–
Our ability to generate cash to meet our debt
service and other obligations;
–
Our levels of operating and maintenance costs,
including fuel and bunker costs, dry-docking and
insurance costs;
–
Potential liability from pending or future litigations,
including potential liability from future litigations
related
to
claims
raised
by
public-interest
organisations or activism with regard to failure to
adapt to or mitigate climate impact;
–
Environmental, Social and Governance (ESG)
expectations of investors, banks and other
stakeholders and related costs of compliance
with our ESG targets and objectives;
–
Stricter environmental regulations (International
Maritime Organization ("IMO")) 2025 greenhouse
gas ("GHG") emissions rules, EU Emissions Trading
System ("EU ETS") (for shipping) and related
compliance costs and operational complexity;
–
Our dependence on key personnel and the
availability of skilled workers, including seafarers
and the related labour costs;
–
Any failure to protect our information systems
against security breaches or the failure or
unavailability of these systems for a significant
period of time, for reasons such as a cyber-attack
which may disrupt our business operations and
our
inability
to
secure
cyber-insurance
at
reasonable costs;
–
A pandemic (such as the coronavirus COVID-19)
and governmental response thereto, including its
impacts across our business on demand for our
vessels, our global operations, counterparty risk
as well as its disruption to the global economy;
–
Increased frequency of extreme weather events
(hurricanes, typhoons and flooding) affecting
ports and shipping lanes, particularly in Southeast
Asia, the U.S. Gulf Coast, the Indian Ocean and
Australia.
–
General domestic and international geopolitical
conditions including trade tensions between
China and the United States, between the
European Union & the United States and Russia,
the numerous attacks on vessels in the Red Sea,
trade wars and disagreements between oil
producing countries, including illicit oil trades;
–
Any shift from oil and coal towards other energy
sources such as electricity, natural gas, liquefied
natural gas (LNG), hydrogen, ammonia or other
fuels;
–
Technology and product risk including those
associated with energy transition and fleet/
systems rejuvenation to alternative propulsion
including technological advances in vessel design,
capacity,
propulsion
technology
and
fuel
consumption efficiency;
–
International sanctions, embargoes, import and
export
restrictions,
nationalisations,
piracy,
terrorist attacks and armed conflicts, including
those taken in connection with the recent
conflicts between Russia and Ukraine, and Israel
and Hamas;
–
Piracy incidents in the Gulf of Guinea, Malacca
Strait, and off the Somali coast as global naval
resources remain focused on Middle Eastern
conflicts;
–
Any non-compliance with the U.S. Foreign
Corrupt Practices Act of 1977 or FCPA, or other
applicable regulations relating to bribery;
–
Potential disruption of shipping routes due to war
including the developments in the Red Sea,
accidents, environmental factors, political events,
public health threats, international hostilities
including the ongoing developments in the
Ukraine, Gaza and Syria, acts by terrorists or acts
of piracy on ocean-going vessels;
–
Vessel breakdowns and instances of off-hire;
–
The
supply
of
and
demand
for
vessels
comparable
to
ours,
including
against
the
background of possibly accelerated climate
change transition worldwide which would have an
accelerated negative effect on the demand for oil
and thus maritime transportation of crude oil;
–
Reputational risks, including related to public
perceptions in regards to climate change;
–
Compliance with governmental, tax (including
carbon
related),
environmental
and
safety
regulations and regimes and related costs;
–
Potential liability from future litigations related to
claims raised by public-interest organisations or
activism with regard to failure to adapt to or
mitigate climate impact;
–
Increased cost of capital or limiting access to
funding due to EU Taxonomy or relevant territorial
taxonomy regulations;
–
Any non-compliance with existing environmental
regulations such as but not limited to (i) the
amendments
by
the
International
Maritime
Organization, the United Nations agency for
maritime safety and the prevention of pollution by
vessels, or IMO, (the amendments hereinafter
referred to as IMO 2020), to Annex VI to the
International Convention for the Prevention of
Pollution from Ships, 1973, as modified by the
Protocol of 1978 relating thereto, collectively
referred to as MARPOL 73/78 and herein as
MARPOL, which reduced the maximum amount
of sulphur that vessels may emit into the air as
from January 1, 2020; (ii) the International
Convention for the Control and Management of
CMB.TECH - Annual Report 2024
106
Ships' Ballast Water and Sediments or BWM
which applies to us as of September 2019; (iii) the
EC Fit-for-55 regulation and specifically with EU
Emission Trading Schemes Maritime and FuelEU
Maritime; (iv) the European Ship Recycling
regulation for large commercial seagoing vessels
flying the flag of a European Union or EU,
Member State which forces shipowners to
recycle their vessels only in safe and sound
vessel recycling facilities included in the European
List of ship recycling facilities which is applicable
as of January 1, 2019;
–
Changes in laws, treaties or regulations, including
but not limited to any new environmental
regulations and restrictions, whether at a global
level stipulated by the International Maritime
Organization (IMO), and/or imposed by regional or
national authorities such as the European Union
(EU) or individual countries;
–
Our incorporation under the laws of Belgium and
the different rights to relief that may be available
compared to other countries, including the United
States;
–
Treatment of the company as a passive foreign
investment company (“PFIC”) by U.S. tax
authorities;
–
The failure of counterparties to fully perform their
contracts with us;
–
Adequacy of our insurance coverage;
–
Our ability to obtain indemnities from customers;
–
The inability of our subsidiaries to declare or pay
dividends, if any; and
–
The losses from derivative instruments.
Investing in our securities involves risk. We expect to
be exposed to some or all of the risks described
below in our future operations. Risks to us include,
but are not limited to, the risk factors described
below. Any of the risk factors described below could
affect our business operations and have a material
adverse effect on our business activities, financial
condition, results of operations and prospects,
capacity to distribute dividends and cause the value
of our shares to decline. Moreover, if and to the
extent that any of the risks described below
materialise, they may occur in combination with other
risks which would compound the adverse effect of
such risks on our business activities, financial
condition, results of operations and prospects.
Investors in our securities could lose all or part of
their investment. It is advised to carefully consider
the following information in conjunction with the
other information contained or incorporated by
reference in this document. The sequence in which
the risk factors are presented below is not indicative
of their likelihood of occurrence or of the potential
magnitude of their financial consequence.
Risks relating to our business
Potential disruption of shipping operations due to
market cycles, geopolitical conflicts, environ-
mental factors and regulatory changes
The shipping industry is cyclical and volatile, leading
to fluctuations in charter rates, vessel values,
earnings and available cash flow across different
shipping segments. The industry is subject to both
short- and long-term market disruptions, which may
materially impact our profitability, liquidity and
operational planning.
The market for crude oil tankers, chemical tankers, dry
bulk carriers, container vessels, offshore support
vessels (Commissioning Service Operation vessels
("CSOV") and Crew Transfer Vessels ("CTV")) and
tugboats remains volatile due to fluctuating supply and
demand dynamics, changes in global trade flows and
external macroeconomic factors. We expect continued
charter rate variability across all vessel classes,
affecting our short- and medium-term cash flows.
Fluctuations in charter rates and vessel values result
from changes in the supply and demand for shipping
capacity caused by external factors beyond our
control. The carrying values of our vessels may not
represent their fair market values, as second-hand
vessel prices tend to fluctuate with changes in charter
rates, shipbuilding costs and industry regulations.
We evaluate the carrying amounts of our vessels to
determine if events have occurred that would require
an
impairment
review.
The
assessment
of
impairment requires us to project future cash flows,
considering vessel values, freight rates, discount
rates, residual values and asset lifespan estimates.
Many of these factors are historically volatile and
adverse market conditions could lead to impairment
losses, impacting our financial performance. In
addition, if a vessel is sold below book value, we
could incur financial losses that may negatively affect
our results.
In general, the factors affecting supply and demand
in the shipping industry and the nature, timing and
degree of changes in industry conditions are
unpredictable and outside our control. A worsening of
global economic conditions could cause charter rates
to decline, affecting our ability to secure profitable
employment for our vessels. Any renewal or
replacement charters may not be sufficient to ensure
financial stability.
The main factors that influence demand for
shipping capacity include:
–
Global energy demand and commodity trade,
including the demand for alternative energy
resources, affecting the need for crude oil tankers,
chemical tankers and bulk carriers.
–
Containerised trade flows, driven by industrial
production,
e-commerce
growth
and
port
congestion levels.
–
Expansion of offshore wind projects, influencing
the demand for CSOVs and CTVs in renewable
energy sectors.
–
The
supply
and
demand
for
seaborne
transportation of oil, petroleum products, dry bulk
commodities and manufactured goods.
CMB.TECH - Annual Report 2024
107
–
Shifts in energy consumption due to the availability
of alternative fuels or changes in the relative cost
of oil, gas, hydrogen and renewables.
–
Increases in domestic energy production linked
by pipelines, reducing dependency on seaborne
transportation.
–
Refining capacity and inventory distribution,
affecting tanker demand based on geographic
energy supply imbalances.
–
National policies regarding strategic reserves,
including changes in emergency crude stockpiling
levels.
–
Geopolitical
conflicts
and
security
threats,
including the wars in Ukraine and Gaza, vessel
attacks in the Red Sea and Bab el-Mandeb Strait,
piracy in the Gulf of Guinea and East Africa and
rising tensions in the South China Sea.
–
Sanctions, embargoes and trade restrictions,
including measures against Russia impacting
crude oil and refined product transport.
–
Global and regional economic developments,
including recession risks, inflationary pressures
and disruptions in global shipping corridors.
–
Currency exchange fluctuations, particularly USD
volatility, impacting trade balances and bunker
fuel prices.
–
Changes in seaborne trade patterns, including
shifts in commodity sourcing and supply chain
realignments following geopolitical disputes and
trade wars.
–
Evolving regulatory requirements, such as the
IMO 2025 emissions targets, EU carbon pricing
(EU ETS for shipping), FuelEU Maritime and new
ballast water treatment mandates.
–
Environmental
and
sustainability
initiatives,
including the global push toward green shipping
corridors, alternative fuel adoption and stricter
emission standards.
–
Cybersecurity threats and digitalisation risks,
including
potential
cyberattacks
on
vessel
navigation and cargo tracking systems.
The factors that influence the supply of shipping
capacity include:
–
The
number
of
newbuild
vessel
orders,
constrained
by
shipyard
capacity,
financing
availability and regulatory uncertainty.
–
Recycling and scrapping rates, influenced by
vessel age, emission compliance costs and
second-hand market liquidity.
–
Oil and commodity market imbalances, affecting
tanker and bulk carrier charter demand.
–
The conversion of tankers and bulk carriers to
alternative uses, such as floating storage or
floating
production
storage
and
offloading
("FPSO") retrofitting.
–
Business disruptions caused by supply chain
bottlenecks,
including
shipyard
delays,
component shortages and port congestion.
–
The number of vessels laid up, dry-docked or
repurposed for non-transport activities (e.g.,
storage or offshore supply duties).
–
Decarbonisation
uncertainty
and
regulatory
delays, as shipowners hesitate to order new
tonnage amid evolving IMO and EU emissions
policies.
Future
market
outlook
and
strategic
considerations
We anticipate that future demand for our fleet will
depend on:
–
Global economic growth rates and industrial
production trends.
–
Seasonal and regional fluctuations in demand,
including winter fuel consumption spikes and
summer dry bulk trade flows.
–
Fleet expansion strategies across global shipping
segments.
–
Evolving energy policies and carbon reduction
commitments, shaping demand for conventional
fuel transport and offshore wind support vessels.
Given the current backlog of new ship orders, the
global fleet capacity is expected to grow, creating
potential overcapacity concerns in certain vessel
segments. Additionally, macroeconomic uncertainty,
rising interest rates and geopolitical disruptions could
dampen trade demand across multiple shipping
sectors.
The ongoing conflicts in Ukraine and Gaza, combined
with inflationary pressures and supply chain fragility,
have created additional risks in certain regions where
we operate. Continued sanctions on Russia, including
restrictions on maritime oil trade, have already
disrupted energy markets, impacting tanker charter
patterns. Attacks on commercial vessels in the Red
Sea
have
further
exacerbated
risks,
affecting
containerised trade routes and insurance costs.
Since 2022, various jurisdictions have expanded
economic sanctions against Russia, restricting the
maritime transport of key commodities such as oil
and
refined
products.
These
measures
have
reshaped global trade flows, increasing ton-mile
demand
for
certain
shipping
sectors
while
complicating compliance requirements for operators.
Furthermore, fluctuations in oil and natural gas prices
have created uncertainty in tanker and bulk carrier
demand. Periods of low oil prices discourage new
exploration and production investments, reducing
demand for crude transport. Conversely, high oil
prices can suppress consumption, impacting refined
product tanker utilisation. As the number of
jurisdictions imposing sanctions upon Russia grows
and/or the nature of sanctions being imposed
evolves, the charter rates we are able to obtain could
weaken.
CMB.TECH - Annual Report 2024
108
Market downturns and demand shocks can create
excess shipping capacity, intensifying competition
across vessel classes and forcing older, less efficient
vessels into lay-up or retirement. Given the volatile
nature of global trade, we cannot predict future
market conditions with certainty. However, continued
geopolitical instability, economic shifts and regulatory
changes could materially affect our fleet deployment
strategies and financial performance.
Political developments in the U.S. and the impact
of the new Presidency could directly impact the
shipping industry and our Company
The outcome of the U.S. presidential election in 2024
introduced significant shifts in trade policy, energy
markets and geopolitical stability, all of which could
directly impact the shipping industry.
–
Trade policy and tariffs: The Trump administration
announced to implement protectionist trade
policies, including higher tariffs on imported
goods, possibly reducing container shipping
demand, shift supply chains and disrupt traditional
trade flows.
–
Energy
independence
policies:
The
Trump
administration likely will prioritise U.S. energy
independence and is increasing U.S. domestic oil
and gas production. This could reduce the
demand for imported crude oil and impact tanker
utilisation rates. Conversely, an increase in U.S.
LNG exports to Europe and Asia could boost
demand for gas carriers and bulk commodities.
–
Geopolitical strategy and global stability: foreign
policy shifts, particularly regarding North Atlantic
Treaty Organization (“NATO”) commitments,
relations with China and Middle Eastern conflicts
lead to increased U.S. isolationism and a more
aggressive trade stance which could lead to
further global instability,reducing demand for
crude,
containerised
goods
and
dry
bulk
commodities.
–
Regulatory uncertainty in environmental policies:
A rollback of environmental regulations under the
Trump administration may slow down the global
decarbonisation push, affecting carbon trading
mechanisms, emission reduction targets and
investment in alternative fuel technologies.
Such shifts in U.S. trade and energy policies under
the new administration will impact seaborne trade
patterns, commodity pricing and fuel costs, which in
turn will influence charter rates, vessel deployment
strategies and shipping route optimisation.
As a diversified maritime group, we remain exposed
to a broad spectrum of economic, political, regulatory
and environmental risks affecting global maritime
trade. While we actively manage fleet diversification
and
market
adaptation,
external
disruptions
-
including military conflicts, energy transition policies
and global trade shifts - could significantly impact our
operational performance, revenue generation and
long-term financial stability and in turn our share
price..
We derive a substantial portion of our revenue
from a limited number of customers and the loss
of anyone of these customers could result in a
significant loss of revenues and cash flow.
We currently derive a substantial portion of our
revenue from a limited number of customers. For the
year ended December 31, 2024, FMG International
Ltd and Valero Energy Corporation, (“Valero”),
accounted for 8.47% and 8.11% respectively of our
total revenues in our marine segment. In addition, our
only
floating
storage
and
offloading
(“FSO”)
customer for both of our FSO’s as of December 31,
2024, was North Oil Company which accounted for
6.80% of our revenues as of such date. All of our
charter agreements have fixed terms, but may be
terminated early due to certain events, such as a
charterer’s failure to make charter payments to us
because of financial inability, disagreements with us
or otherwise.
In addition, a charterer may exercise its right to
terminate the charter if, among other things:
–
The vessel suffers a total loss or is damaged
beyond repair;
–
We default on our obligations under the charter,
including prolonged periods of vessel off-hire;
–
War, sanctions or hostilities significantly disrupt
the free trade of the vessel;
–
The vessel is requisitioned by any governmental
authority; or
–
A prolonged force majeure event occurs, such as
war, piracy, terrorism, global pandemic or political
unrest, which prevents the chartering of the
vessel, in each case in accordance with the terms
and conditions of the respective charter.
In addition, the charter payments we receive may be
reduced if the vessel does not perform according to
certain contractual specifications, such as if average
vessel speed falls below the speed we have
guaranteed or if the amount of fuel consumed to
power the vessel exceeds the guaranteed amount.
Additionally, compensation under our FSO service
contracts is based on daily performance and/or
availability of each FSO in accordance with the
requirements specified in the applicable FSO service
contracts. The charter payments we receive under
our FSO service contracts may be reduced or
suspended (as applicable) if the vessel is idle, but
available for operation, or if a force majeure event
occurs, or we may not be entitled to receive charter
payments if the FSO is taken out of service for
maintenance for an extended period, or the charter
may be terminated if these events continue for an
extended period. In addition, our FSO service
contracts have day rates that are fixed over the
contract term. In order to mitigate the effects of
inflation on revenues from these term contracts, our
FSO service contracts include yearly escalation
provisions.
These
provisions
are
designed
to
compensate us for certain cost increases, including
CMB.TECH - Annual Report 2024
109
wages, insurance and maintenance costs. However,
actual cost increases may result from events or
conditions that do not cause correlative changes to
the applicable escalation provisions.
If any of our charters are terminated, we may be
unable to re-deploy the related vessel on terms as
favourable to us as our current charters, or at all. We
are exposed to changes in the spot market rates
associated with the deployment of our vessels. If we
are unable to re-deploy a vessel for which the charter
has been terminated, we will not receive any
revenues from that vessel and we may be required to
pay ongoing expenses necessary to maintain the
vessel in proper operating condition. Any of these
factors may decrease our revenue and cash flows.
Further, the loss of any of our charterers, charters or
vessels, or a decline in charter hire under any of our
charters, could have a material adverse effect on our
business, results of operations, financial condition
and ability to pay dividends, if any, to our
shareholders.
To a large extent, we depend on spot charterers
and any decreases in spot charter rates in the
future may adversely affect our earnings and
ability to pay dividends, if any.
As of December 31, 2024, 46 of our vessels were
employed in the spot market (26 Euronav, 9 Bocimar,
2 Bochem, 7 Windcat and 2 Other). Of these vessels,
12 of our Very Large Crude Carrier (“VLCC”) tankers
were employed in the Tankers International Pool ("TI
Pool"), of which we became a founding member in
2000, and two of our stainless steel chemical tankers
were employed in the Stolt Tankers Joint Service
pool ("STJS Pool"). 74 of our vessels were employed
on long-term charters (12 Euronav, 4 Bochem, 4
Delphis, 53 Windcat, 1 Other), of which the average
remaining duration is 7 years (excluding the 53 CTVs
in the Windcat division), including 5 with profit
sharing components. We will be exposed to
prevailing charter rates in the different sectors when
these vessels’ existing charters expire, and to the
extent that the counterparties to our fixed-rate
charter contracts fail to honour their obligations to us.
We will also enter into spot charters in the future.
The spot charter market may fluctuate significantly
based upon vessel and commodity supply and
demand. The successful operation of our vessels in
the competitive spot charter market depends on,
among other things, obtaining profitable spot charters
and minimising, to the extent possible, time spent
waiting for charters and time spent travelling in
ballast to pick up cargo. When the current charters
for our fleet expire or are terminated, it may not be
possible to re-charter these vessels at similar rates,
or at all, or to secure charters for any vessels we
agree to acquire at similarly profitable rates, or at all.
As a result, we may have to accept lower rates or
experience off hire time for our vessels, which would
adversely impact our revenues, results of operations
and financial condition.
The spot market is very volatile and there have been
and will be periods when spot charter rates decline
below the operating cost of vessels. Furthermore, as
charter rates for spot charters are fixed for a single
voyage which may last up to several weeks, during
periods in which spot charter rates are rising, we will
generally experience delays in realising the benefits
from such increases. If future spot charter rates
decline, we may be unable to operate our vessels
trading in the spot market profitably, meet our
obligations, including payments on indebtedness, or
pay dividends, if any, in the future.
We continuously evaluate potential transactions
that we believe will be accretive to earnings,
enhance shareholder value or are in the best
interests of the company, and our activities in this
respect could have a material adverse effect on
our business.
We continuously evaluate potential transactions,
such as business combinations, as well as the
acquisition of vessels or related businesses, the
expansion of our operations, repayment of existing
debt, share repurchases, short term investments or
other transactions, that we believe will be accretive
to earnings, enhance shareholder value or are in the
best interest of the company. The diversion of
management’s attention, any delays or difficulties
encountered
in
connection
with
a
potential
transaction, the failure to realise any or all of the
anticipated benefits of the transaction or the ability to
close such transaction within the time periods
anticipated may have material adverse effect on our
business, results of operations, financial condition
and ability to pay dividends to our shareholders.
Potential organisational changes may impact us,
potentially resulting in loss of business and the loss
of
key
employees
or
declines
in
employee
productivity. Uncertainties associated with any senior
management transitions could lead to concerns from
current and potential third parties with whom we do
business, any of which could hurt our business
prospects. Turnover in key leadership positions
within the company, or any failure to successfully
integrate key new hires or promoted employees, may
adversely impact our ability to manage the company
efficiently and effectively, could be disruptive and
distracting to management and may lead to additional
departures of existing personnel, any of which could
have a material adverse effect on our business,
operating results, financial results and internal
controls over financial reporting.
Our business is affected by macroeconomic
conditions, including inflation, interest rates,
market
volatility,
economic
uncertainty
and
supply chain constraints.
Various macroeconomic factors could adversely
affect our business, operational results and financial
condition, including fluctuations in inflation, interest
rates and global economic uncertainty. These factors,
coupled with disruptions in supply chains and capital
markets, create challenges across the crude oil,
chemical, dry bulk, container and offshore support
shipping segments in which we operate.
CMB.TECH - Annual Report 2024
110
For instance, inflation has increased our labour costs,
particularly through higher wages for seafarers, port
workers and specialised crew members, and has
resulted in higher interest rates and increased
operating expenses across our fleet. Rising costs of
ship maintenance, spare parts, fuel and insurance
premiums have placed additional financial pressure
on our operations. Supply chain constraints, including
delays in obtaining critical vessel components, port
congestion and shipyard backlogs, have further
exacerbated inflationary trends. If these conditions
persist, they could have a negative impact on our
fleet operations, asset values and charter market
dynamics.
Increased inflation and commodity price volatility—
particularly in fuel, spare parts and logistics costs—
have raised our operating expenses. Our company
does not currently use financial derivatives to hedge
against commodity price volatility and we rely on
market-driven pricing for materials, energy and other
operational inputs. While we attempt to include cost
escalation clauses in our longer-term transportation
contracts to pass fuel and operational cost increases
onto customers, we cannot guarantee that all such
costs will be fully recoverable. If we are unable to
effectively mitigate these rising expenses through
contractual pricing mechanisms or increased freight
rates, our profitability and operating margins could be
negatively affected.
In 2024 and 2023, the global shipping industry was
significantly impacted by geopolitical events. The
enforcement of United States, EU and G7 sanctions
against Russian crude oil and petroleum products,
which officially took effect on February 25, 2023,
accelerated a global recalibration of trade patterns
across tanker, bulk and container shipping markets.
The shift in commodity flows and the emergence of
new trade routes created longer voyage distances,
impacting fuel costs, vessel availability and charter
rate volatility.
The military conflict in the Middle East and
subsequent attacks on commercial vessels in the
Red Sea have forced multiple vessels to reroute
away from the Suez Canal, increasing voyage times
and shifting global trade flows toward longer-haul
routes via the Cape of Good Hope. This disruption
affected not only oil tankers but also bulk carriers,
container vessels, and offshore support logistics,
leading to delays, higher insurance costs, and risk
premiums for operating in volatile regions.
Additionally, restrictions on Panama Canal transits
due to prolonged drought conditions and reduced
water levels have resulted in longer sailing patterns
and increased congestion at alternative shipping
routes. The rerouting of container and bulk shipping
flows has contributed to higher transport costs,
extended delivery times, and rate volatility across
multiple vessel types.
As global trade continues to adjust to geopolitical
tensions,
environmental
constraints,
and
new
regulatory requirements, we anticipate continued
disruptions,
shifts
in
regional
demand
and
fluctuations in charter rates across all segments of
our fleet, including oil and chemical transport, bulk
commodities, containerised cargo, offshore wind
support, and harbour services.
Ongoing macroeconomic uncertainty, rising costs
and geopolitical instability will continue to impact
fleet operations, shipping demand and financial
performance across our diversified shipping activities.
While we actively seek to mitigate these risks
through fleet diversification, contract optimisation
and operational efficiency, external factors—including
inflation, trade policy shifts and evolving security
threats—remain beyond our direct control and could
materially affect our business.
An
increase
in
trade
protectionism,
the
unravelling of multilateral trade agreements and a
decrease in the level of China’s export of goods
and import of raw materials could have a material
adverse impact on our charterers’ business and,
in turn, could cause a material adverse impact on
our results of operations, financial condition and
cash flows.
Our operations expose us to the risk that increased
trade
protectionism
will
adversely
affect
our
business.
Recently,
government
leaders
have
declared that their countries may turn to trade
barriers to protect or revive their domestic industries
in the face of foreign imports, thereby depressing the
demand for shipping.
The U.S. government has made statements and
taken actions that may impact U.S. and international
trade policies, including tariffs affecting certain
Chinese industries. Additionally, new tariffs seem
likely to be imposed by the second Trump
administration on imports from Canada, Mexico,
China and Europe as well as on imports of steel and
aluminium. It is unknown whether and to what extent
new tariffs (or other new laws or regulations) will be
adopted or the effect that any such actions would
have on us or our industry. If any new tariffs,
legislation and/or regulations are implemented, or if
existing trade agreements are renegotiated or, in
particular, if the U.S. government takes retaliatory
trade actions due to the ongoing U.S.-China trade
tension, such changes could have an adverse effect
on demand for our services and business, results of
operations and financial condition.
Additionally, the U.S. trade war with China may
escalate beyond tariffs with a plan by the Trump
administration to impose steep fees on Chinese
shipping
companies,
any
Chinese-built
vessels
entering U.S. ports and any ship operator that has a
Chinese-built vessel in its fleet or newbuilding on
order
at
a
Chinese
yard.
The
U.S.
trade
representative (USTR) will demand Chinese-owned
vessels to pay up to $1 million for port calls and
those operating Chinese-built vessels to be charged
up to $1.5 million per U.S. port call. It is unknown
whether and to what extent these new port fees on
CMB.TECH - Annual Report 2024
111
Chinese shipping companies and vessels will be
adopted or the effect that they would have on us or
our industry.
Furthermore,
the
government
of
China
has
implemented economic policies aimed at increasing
domestic consumption of Chinese-made goods. This
may have the effect of reducing the supply of goods
available for export and may, in turn, result in a
decrease of demand for container shipping. Many of
the reforms, particularly some limited price reforms
that result in the prices for certain commodities being
principally
determined
by
market
forces,
are
unprecedented or experimental and may be subject
to revision, change or abolition.
Restrictions on imports, including in the form of
tariffs, could have a major impact on global trade and
demand
for
shipping
generally.
Specifically,
increasing trade protectionism in the markets that our
charterers serve may cause an increase in (i) the cost
of goods exported from exporting countries, (ii) the
length of time required to deliver goods from
exporting countries, (iii) the costs of such delivery
and (iv) the risks associated with exporting goods.
These factors may result in a decrease in the quantity
of goods or products to be shipped. Protectionist
developments, or the perception they may occur,
may have a material adverse effect on global
economic conditions and may significantly reduce
global trade, including trade between the United
States and China. These developments could also
have an adverse impact on our charterers’ business,
operating results and financial condition which could,
in turn, affect our charterers’ ability to make timely
charter hire payments to us and impair our ability to
renew charters and grow our business. Any of these
developments could have a material adverse effect
on our business, results of operations and financial
condition, as well as our cash flows, including cash
available for dividends to our stockholders and on the
price of our ordinary shares.
Increasing scrutiny and changing expectations
from
investors,
lenders
and
other
market
participants with respect to our Environmental,
Social and Governance (ESG) policies may
impose additional costs on us or expose us to
additional risks.
Companies across all industries are facing increasing
scrutiny relating to their ESG policies. Investor
advocacy groups, certain institutional investors,
investment
funds,
lenders
and
other
market
participants
are
increasingly
focused
on
ESG
practices,
especially
as
they
relate
to
the
environment, health and safety, diversity, labour
conditions and human rights in recent years, and
have
placed
increasing
importance
on
the
implications and social costs of their investments.
In February 2021, the Acting Chair of the SEC issued
a statement directing the Division of Corporation
Finance to enhance its focus on climate-related
disclosure in public company filings and in March
2021 the SEC announced the creation of a Climate
and ESG Task Force in the Division of Enforcement
(the “Task Force”). The Task Force’s goal is to
develop initiatives to proactively identify ESG-related
misconduct consistent with increased investor
reliance on climate and ESG-related disclosure and
investment. To implement the Task Force’s purpose,
the SEC has taken several enforcement actions, with
the first enforcement action taking place in May 2022
and promulgated new rules. On March 21, 2022, the
SEC proposed that all public companies are to include
extensive climate-related information in their SEC
filings. On May 25, 2022, SEC proposed a second set
of
rules
aiming
to
curb
the
practice
of
"greenwashing" (i.e., making unfounded claims about
one's ESG efforts) and would add proposed
amendments to rules and reporting forms that apply
to registered investment companies and advisers,
advisers exempt from registration and business
development companies. On March 6, 2024, the SEC
adopted final rules to require registrants to disclose
certain climate-related information in SEC filings of all
public companies. The final rules require companies
to disclose, among other things: material climate-
related risks; activities to mitigate or adapt to such
risks; information about the registrant's board of
directors' oversight of climate-related risks and
management’s role in managing material climate-
related risks; and information on any climate-related
targets or goals that are material to the registrant's
business, results of operations or financial condition.
In addition, to facilitate investors' assessment of
certain climate-related risks, the final rules require
disclosure of Scope 1 and/or Scope 2 greenhouse
gas (GHG) emissions on a phased-in basis when
those emissions are material; the filing of an
attestation report covering the required disclosure of
such registrants’ Scope 1 and/or Scope 2 emissions,
also on a phased-in basis; and disclosure of the
financial statement effects of severe weather events
and other natural conditions including, for example,
costs and losses. The final rules include a phased-in
compliance period for all registrants, with the
compliance date dependent on the registrant’s filer
status and the content of the disclosure.
However, on March 18, 2024, the Fifth Circuit Court
of Appeals issued an administrative stay of the SEC's
recent climate disclosure rule, followed by a
voluntary stay by SEC pending judicial review. On
January 20, 2025, President Donald Trump issued a
Presidential Memorandum instituting a regulatory
freeze, impacting recent regulations, including the
SEC's climate disclosure rules. On February 11,
2025, Acting SEC Chairman Mark Uyeda directed
SEC staff to request a pause in the litigation
concerning the climate disclosure rules, signalling a
potential shift in the Commission's stance on these
regulations. These recent developments indicate a
significant reevaluation of the SEC's approach to
climate-related disclosures.
Failure to adapt to or comply with evolving investor,
lender or other industry shareholder expectations and
standards or the perception of not responding
CMB.TECH - Annual Report 2024
112
appropriately to the growing concern for ESG issues,
regardless of whether there is a legal requirement to
do so, may damage such a company’s reputation or
stock price, resulting in direct or indirect material and
adverse effects on the company’s business and
financial condition.
The increase in shareholder proposals submitted on
environmental matters and, in particular, climate-
related proposals in recent years indicates that we
may face increasing pressures from investors,
lenders and other market participants, who are
increasingly focused on climate change, to prioritise
sustainable energy practices, reduce our carbon
footprint and promote sustainability. As a result, we
may be required to implement more stringent ESG
procedures or standards so that our existing and
future investors and lenders remain invested in us
and make further investments in us, especially given
the highly focused and specific trade of crude oil
transportation in which we are engaged. If we do not
meet these standards, our business and/or our ability
to access capital could be harmed.
Additionally, certain investors and lenders may
exclude oil transport companies, such as us, from
their
investing
portfolios
altogether
due
to
environmental, social and governance factors. These
limitations in both the debt and equity capital markets
may affect our ability to grow as our plans for growth
may include accessing the equity and debt capital
markets. If those markets are unavailable, or if we
are unable to access alternative means of financing
on acceptable terms, or at all, we may be unable to
implement our business strategy, which would have
a material adverse effect on our financial condition
and results of operations and impair our ability to
service our indebtedness. Further, it is likely that we
will incur additional costs and require additional
resources to implement, monitor, report and comply
with wide ranging ESG requirements. Members of
the investment community are also increasing their
focus on ESG disclosures, including disclosures
related to greenhouse gases and climate change in
the energy industry in particular and diversity and
inclusion initiatives and governance standards among
companies more generally. As a result, we may face
increasing pressure regarding our ESG disclosures.
The occurrence of any of the foregoing could have a
material adverse effect on our business and financial
condition.
Moreover, from time to time, in alignment with our
sustainability priorities, we aim at establishing and
publicly announce goals and commitments in respect
of
certain
ESG
items,
such
as
shipping
decarbonisation. While we may create and publish
voluntary disclosures regarding ESG matters from
time to time, many of the statements in those
voluntary disclosures are based on hypothetical
expectations and assumptions that may or may not
be representative of current or actual risks or events
or forecasts of expected risks or events, including the
costs associated therewith. Such expectations and
assumptions are necessarily uncertain and may be
prone to error or subject to misinterpretation given
the long timelines involved and the lack of an
established standardised approach to identifying,
measuring and reporting on many ESG matters. If we
fail to achieve or improperly report on our progress
toward achieving our environmental goals and
commitments, the resulting negative publicity could
adversely affect our reputation and/or our access to
capital.
Finally, organisations that provide information to
investors on corporate governance and related
matters have developed ratings processes for
evaluating companies on their approach to ESG
matters. Such ratings are used by some investors to
inform their investment and voting decisions.
Unfavourable ESG ratings and recent activism
directed at shifting funding away from companies
with fossil fuel-related assets could lead to increased
negative investor sentiment toward us and our
industry and to the diversion of investment to other,
non-fossil fuel markets, which could have a negative
impact on our access to and costs of capital.
Servicing our current or future indebtedness
limits funds available for other purposes and if we
cannot service our debt, we may lose our vessels.
As of December 31, 2024 and December 31, 2023,
our total indebtedness was $2,622.3 million and
$930.7 million respectively, and we expect to incur
additional indebtedness as we further expand our
fleet. Borrowings under our credit facilities are
secured by our vessels and certain of our and our
vessel-owning subsidiaries’ bank accounts and if we
cannot service our debt, we may lose our vessels or
certain of our pledged accounts. Borrowings under
our credit facilities and other debt agreements
requires us to dedicate a part of our cash flow from
operations to paying interest and principal on our
indebtedness. These payments limit funds available
for working capital, capital expenditures and other
purposes, including further equity or debt financing in
the future.
Increases in prevailing rates could increase the
amounts that we would have to pay to our lenders,
even though the outstanding principal amount
remains the same and our net income and cash flows
would decrease. We expect our earnings and cash
flow to vary from year to year due to the cyclical
nature of the tanker industry. If we do not generate
or reserve enough cash flow from operations to
enable us to satisfy our short-term or medium- to
long-term liquidity requirements or to otherwise
satisfy our debt obligations, we may have to
undertake alternative financing plans, which could
dilute shareholders or negatively impact our financial
results.
However, these alternative financing plans, if
necessary, may not be sufficient to allow us to meet
our debt obligations. If we are unable to meet our
debt obligations or if some other default occurs under
our credit facilities, our lenders could elect to declare
CMB.TECH - Annual Report 2024
113
that our debt, totally or partially, together with
accrued interest and fees, to be immediately due and
payable and proceed against the collateral vessels
securing that debt even though the majority of the
proceeds used to purchase the collateral vessels did
not come from our credit facilities.
Our agreements governing our indebtedness also
impose certain operating and financial restrictions on
us, mainly to ensure that the market value of the
mortgaged vessel under the applicable credit facility
does not fall below a certain percentage of the
outstanding amount of the loan, which we refer to as
the asset coverage ratio, which means that the
facility size of the vessel loans can be reduced if the
value of the collateralised vessels falls under a certain
percentage of the outstanding amount under that
loan, as a result of which a repayment in the same
amount may be required. In addition, certain of our
credit facilities will require us to satisfy certain
financial covenants, which require us to, among other
things, to maintain:
–
An amount of current assets, which may include
undrawn amount of any committed revolving
credit facilities and credit lines having a maturity
of more than one year, that, on a consolidated
basis, exceeds our current liabilities;
–
An aggregate amount of cash, cash equivalents
and available aggregate undrawn amounts of any
committed loan of at least $50.0 million or 5% of
our total indebtedness (excluding guarantees),
depending
on
the
applicable
loan
facility,
whichever is greater;
–
An aggregate cash balance of at least $30.0
million; and
–
A ratio of stockholders’ equity to total assets of at
least 30%.
In general, the operating restrictions that are
contained in our credit facilities may prohibit or
otherwise limit our ability to, among other things:
–
Effect changes in management of our vessels;
–
Transfer or sell or otherwise dispose of all or a
substantial portion of our assets;
–
Declare and pay dividends, if any, if there is or will
be, as a result of any dividend, an event of default
or breach of a loan covenant; and
–
Incur additional indebtedness.
A violation of any such financial covenants or
operating restrictions may constitute an event of
default, which, unless cured within the grace period
set forth under the applicable credit facility, or waived
or modified by our lenders, provides our lenders with
the right to, among other things, require us to post
additional collateral, enhance our equity and liquidity,
increase our interest payments, pay down our
indebtedness to a level where we are in compliance
with our loan covenants, sell vessels in our fleet,
reclassify our indebtedness as current liabilities and
accelerate our indebtedness and foreclose their liens
on our vessels and the other assets securing the
credit facilities, which would impair our ability to
continue to conduct our business. Furthermore,
certain of our credit facilities contain a cross-default
provision that may be triggered by a default under
one of our other credit facilities, or those of our 50%-
owned joint ventures.
As a result of the CMB.TECH merger transaction in
2024,
we
have
assumed
substantial
existing
indebtedness, leading to increased operating and
financial restrictions beyond those previously in
place. These restrictions may limit our ability to
execute our business strategy, increase the risk of
default and impact our financial flexibility.
Additionally, as of the end of 2024, certain
outstanding
loans
remain
secured
by
CMB
guarantees, which in turn impose financial covenants
linked to CMB’s financial performance. As a result,
our financial position may be affected by CMB’s
compliance
with
its
financial
obligations.
Any
deterioration in CMB’s financial standing or breach of
covenants could have an adverse impact on our
financing conditions, ability to refinance debt and
overall financial stability.
As of December 31, 2024, and as of the date of this
annual report, we were in compliance with the
financial covenants contained and other restrictions in
our debt agreements. However in the case of certain
covenants, such as the stockholders’ equity to total
assets ratio, which was 30.5% as of December 31,
2024, there is only a minimum threshold below
which we would trigger an event of default on our
debt.
We monitor compliance with these covenants
continually and consider the risk of default to be low
based on current projections and the availability of
timely mitigating actions. In the event of a covenant
breach, many of our financing agreements also
provide grace or remedy periods during which we
may take corrective actions to restore compliance.
Such corrective actions may include, but are not
limited to:
–
posting additional collateral;
–
partial repaying outstanding debt to reduce
leverage;
–
infusing equity capital;
–
negotiating amendments or temporary waivers
with lenders; and
–
implementing
other
measures
that
would
positively influence the ratio.
In addition to the measures described above, the
Company has taken strategic and structural steps to
enhance
its
covenant
flexibility
and
financial
resilience. In early 2025, the Company gained control
over Golden Ocean through the acquisition of
CMB.TECH - Annual Report 2024
114
approximately 49% of its outstanding shares, thereby
consolidating its operational and asset base.
Furthermore, in order to finance the acquisition, the
Company entered into a new bridge facilities
agreement totalling $1.4 billion, which introduces
financial covenants based on adjusted asset values
rather than book values, providing a more industry-
aligned measure of leverage and capital adequacy.
The Company is also actively engaged in bringing its
existing covenant framework in line with industry
practice, particularly with respect to the use of
adjusted book values and fair value-based metrics.
These actions form part of the Company’s ongoing
effort to ensure that its capital structure and
covenant framework remain aligned with the volatile
and asset-sensitive market environment.
Failure to take such actions to resolve a breach within
the specified cure period or secure a waiver,
however, may result in an event of default,
potentially leading to debt acceleration, enforcement
of security interests, or cross-defaults in other loan
agreements or instruments. Consequently, we
maintain a forward-looking liquidity forecast, conduct
regular stress testing, and closely monitors covenant
headroom. Additionally, we actively engage with key
financing partners to ensure flexibility in the event of
unexpected changes in circumstances.
Should we fail to identify and resolve any such
covenant breach and ensuing default, there would be
a substantial negative impact on our ability to borrow
funds and on our liquidity and cash flows which in
turn would negatively impact our financial condition
and performance.
We depend on our executive officers and key
employees, and the loss of their services could, in
the short term, have a material adverse effect on
our business, results and financial condition.
We depend on the efforts, knowledge, skill,
reputations and business contacts of our executive
officers and other key employees. Accordingly, our
success will depend on the continued service of
these individuals. We may experience departures of
senior executive officers and other key employees
and we cannot predict the impact that any of their
departures would have on our ability to achieve our
financial objectives. The loss of the services of any of
them could, in the short term, have a material
adverse effect on our business, results of operations
and financial condition.
Fluctuating fuel prices may affect our profits.
The U.S. Energy Information Administration (EIA)
projects that global oil production will surpass
consumption in 2025, leading to an increase in
inventories and a subsequent decline in oil prices.
Specifically, the EIA forecasts Brent crude oil prices
to average $74 per barrel in 2025, decreasing to $66
per barrel in 2026.
This anticipated supply surplus is primarily driven by
record-high U.S. crude oil production, expected to
average 13.3 million barrels per day in 2025.
Additionally, the International Energy Agency (IEA)
forecasts global oil demand to grow by 1.1 million
barrels per day in 2025, primarily driven by China's
petrochemical sector and contributions from India
and other emerging Asian economies. However, the
IEA also projects that global oil supply will exceed
demand by approximately 1 million barrels per day,
leading to a surplus and putting downward pressure
on crude oil prices. Furthermore, increased adoption
of electric vehicles (EVs) and renewable energy in
China is expected to moderate oil demand growth in
transportation but this will likely be offset by rising
petrochemical
and
industrial
use,,
potentially
influencing downward price pressures.
The EIA additionally predicts increased outputs from
countries like Canada, Brazil, and Guyana which will
be contributing to the global supply growth.
Unexpected supply disruptions, the Organization of
the Petroleum Exporting Countries ("OPEC”) output
choices, and geopolitical events continue to have an
impact on oil prices. Maintaining limitations may
stabilise prices, but doing so could cost OPEC market
share to non-OPEC producers like the United States,
which is still increasing its output. This presents a
strategic dilemma for OPEC. OPEC must carefully
manage quotas to prevent long-term competitive
disadvantages, even though 2025 predictions indicate
sufficient supply and possible price decreases.
Furthermore, unanticipated changes in the market
may have an effect on fuel prices and operating
costs, necessitating ongoing observation.
Fuel is a significant, if not the largest, expense when
operating vessels on the spot market under voyage
charters. Additionally, regulations such as FuelEU
Maritime and EU ETS impose further cost burdens on
our operations. Failure to align compliance strategies
properly with charterers could negatively impact our
bottom line, as these regulations necessitate
additional administrative and financial planning to
mitigate emission-related expenses. Additionally, the
Mediterranean Sea Emission Control Area is set to
take effect on May 1, 2025, requiring vessels
operating in the Mediterranean to use marine fuels
with a sulfur content not exceeding 0.10% or make
use of Exhaust Gas Cleaning Systems (“scrubbers”).
This regulation will necessitate a shift from very low
sulfur fuel oil (“VLSFO”) to the more expensive low
sulfur marine gas oil, further increasing operational
expenses. Unexpected fuel price surges can directly
impact our profitability at the time of charter
negotiations. Additionally, regulatory requirements
have further increased fuel costs. Since January 1,
2020, the IMO has mandated a reduction in sulfur
emissions to 0.5%, which has increased operational
expenses
and
reduced
our
competitiveness
compared to alternative transportation methods such
as trucking and rail. Future regulations, including
potential carbon pricing mechanisms and stricter
emission controls, may similarly affect profitability.
2024 witnessed continued fluctuations in bunker
prices, influenced by geopolitical tensions and supply
CMB.TECH - Annual Report 2024
115
chain disruptions. The IEA notes that while oil
demand is set to grow, the projected supply surplus
in 2025 suggests a downward trend in oil prices,
potentially easing some of the cost pressures faced
in 2024. The ongoing price cap on Russian oil led to
market adjustments, particularly affecting high-sulfur
fuel oil (HSFO) availability. The spread between
HSFO and VLSFO narrowed temporarily in mid-2024
as demand in the Middle East utility sector absorbed
much of the price-capped Russian HSFO, but
remains volatile due to shifts in refining margins and
global demand for fuel oil.. In Singapore, HSFO prices
averaged approximately $478.20 USD/Metric Ton
("MT") in 2024, while VLSFO prices ranged between
$535 and $752 USD/MT, averaging $635.40 USD/MT
over the year.
Geopolitical risks continued to disrupt fuel oil supply
chains, particularly due to heightened attacks on
merchant shipping in the Red Sea by the Houthis in
response to the Israel-Hamas conflict. These attacks
have significantly impacted arbitrage flows, increased
lead times for VLSFO shipments into Singapore, and
stranded HSFO cargoes east of the Suez, as Persian
Gulf refiners face challenges in safely transiting the
Bab el Mandeb Strait. Such disruptions have caused
sustained
volatility
in
fuel
prices,
impacting
procurement strategies.
With the exception of four VLCC vessels and seven
Suezmax vessels, our fleet is not equipped with
scrubbers, and we continue to operate on IMO-
compliant
fuels.
We
actively
explore
various
compliance strategies, including collaboration with
suppliers and producers of scrubbers and alternative
technologies. Our procurement strategy involves
securing low-sulfur fuel oil directly from the
wholesale market to ensure compliance and leverage
price volatility between high- and low-sulfur fuel oils.
However, procuring large quantities of fuel oil
exposes us to commodity price risks due to
fluctuations between the purchase and consumption
periods. While we may implement financial strategies
to mitigate these risks, there is no assurance that
such measures will be fully effective. As a result, we
could face significant financial losses, which may
materially impact our business, financial condition,
results of operations, and cash flow. Additionally, the
storage, blending, or co-mingling of procured fuels
presents operational risks, potentially leading to loss,
contamination, or damage to both fuel and vessel
machinery. That said, in 2025, while downward
pressure on prices is expected, volatility risks remain
due to geopolitical uncertainties and potential supply
disruptions .
We rely on our information systems to conduct
our business and failure to protect these systems
against security breaches could adversely affect
our
business
and
results
of
operations.
Additionally, if these systems fail or become
unavailable for any significant period of time, our
business could be harmed and our operational
resilience weakened.
The safety and security of our vessels and efficient
operation of our business, including processing,
transmitting and storing electronic and financial
information, depend on computer hardware and
software systems, which are increasingly vulnerable
to security breaches and other disruptions. Our
vessels rely on information systems for a significant
part
of
their
operations,
including
navigation,
provision
of
services,
propulsion,
machinery
management, power control, communications and
cargo management. A disruption to the information
system of any of our vessels could lead to, among
other things, incorrect routing,, loss of navigational
control, collision, grounding and propulsion failure.
Beyond our vessels, we experience threats to our
data and systems, including malware and computer
virus attacks, internet network scans, systems
failures and disruptions. A cyberattack that bypasses
our information technology security systems, causing
an IT security breach, could lead to a material
disruption
of
our
information
technology
and
operational technology systems and adversely impact
our daily operations and cause the loss of sensitive
information,
including
our
own
proprietary
information and that of our customers, suppliers and
employees, including personal data. Such losses
could harm our reputation and result in competitive
disadvantages, litigation, regulatory enforcement
actions, lost revenues, additional costs and liability.
While we devote substantial resources to maintaining
adequate levels of cybersecurity, our resources and
technical sophistication may not be adequate to
prevent all types of cyberattacks.
We rely on industry accepted security and control
frameworks and technology to securely maintain
confidential and proprietary information and personal
data
maintained
on
our
information
systems.
However, these measures and technology may not
adequately prevent security breaches. In addition, the
unavailability of the information systems or the failure
of these systems to perform as anticipated for any
reason could disrupt our business and could result in
decreased performance and increased operating
costs, causing our business and results of operations
to suffer. Any significant interruption or failure of our
information systems or any significant breach of
security could adversely affect our business, results
of operations and financial condition, as well as our
cash flows. Furthermore, as from May 25, 2018, data
breaches on personal data as defined in the EU
General Data Protection Regulation 2016/679, could
lead to administrative fines up to EUR 20 million or
up to 4% of the total worldwide annual turnover of
the company, whichever is higher.
Additionally,
cybersecurity
researchers
and
government agencies have observed increased
cyberattack activity and warned of heightened risks,
particularly
against
critical
infrastructure,
transportation, and energy sectors, in connection
with the ongoing conflicts involving Russia-Ukraine
and Israel-Hamas.. To the extent such attacks have
CMB.TECH - Annual Report 2024
116
collateral effects on global critical infrastructure or
financial institutions, such developments could
adversely affect our business, operating results and
financial condition. While the full extent of these risks
is uncertain, the evolving geopolitical landscape
increases the probability of cyber incidents affecting
our sector, requiring continuous monitoring and
enhanced cybersecurity measures.
Furthermore, cybersecurity continues to be a key
priority for regulators around the world, and some
jurisdictions, namely the United States have enacted
laws requiring companies to notify individuals or the
general investing public of data security breaches
involving certain types of personal data. If we fail to
comply with the relevant laws and regulations, we
could suffer financial losses, a disruption of our
businesses,
liability
to
investors,
regulatory
intervention or reputational damage. In Europe, the
Network and Information Security Directive 2
(“NIS2”) introduces stricter obligations for companies
in critical sectors, including transport, energy and
manufacturing, requiring us to enhance cybersecurity
risk
management,
implement
stricter
access
controls, ensure supply chain security and report
cyber incidents within 24 hours. Non-compliance with
NIS2 could result in regulatory fines of up to €10
million or 2% of global turnover, operational
disruptions, reputational damage and increased legal
liabilities, particularly if a cyberattack compromises
vessel navigation, industrial hydrogen systems or
automated fuelling operations. We are actively
working to align our cybersecurity framework with
NIS2 requirements to mitigate these risks and
maintain secure, resilient operations across our
shipping and hydrogen industry activities.
In the highly competitive international market, we
may not be able to compete effectively for
charters.
Our vessels are employed in a highly competitive
market that is capital intensive. Competition arises
from other vessel owners, including major oil
companies, national oil companies or companies
linked to authorities of oil producing or importing
countries, as well as independent tanker companies
which may all have substantially greater resources
than us. Competition for the transportation of crude
oil and other petroleum products depends on price,
location, size, age, condition, sophistication and the
acceptability of the vessel operator to the charterer.
Competitors with greater resources could enter and
operate larger tanker fleets through consolidations or
acquisitions, and may be able to offer more
competitive prices and fleets. We believe that
because ownership of the world tanker fleet is highly
fragmented, however, no single vessel owner is able
to influence charter rates.
We are subject to certain risks with respect to our
counterparties and failure of our counterparties to
meet their obligations could cause us to suffer
losses or negatively impact our results of
operations and cash flows.
We have entered into, and may enter in the future,
various contracts, including shipbuilding contracts or
long-term contracts such as the FSO vessels
operating offshore Qatar, credit facilities, insurance
agreements, voyage and time charter agreements
and other agreements associated with the operation
of our vessels. Such agreements subject us to
counterparty risks.
CMB.TECH has implemented a comprehensive
counterparty risk policy to establish structured
processes for assessing, monitoring, mitigating and
managing the risk of financial default, regulatory
violations and reputational harm. This policy includes
a credit limit system that restricts the company’s
financial exposure to any single counterparty and
incorporates additional risk mitigation measures to
ensure financial stability and regulatory compliance.
Counterparty limits are monitored periodically and are
assessed based on a holistic risk assessment,
considering factors such as:
–
The financial strength and creditworthiness of the
counterparty, including credit ratings where
available.
–
The counterparty’s reputation and historical
compliance record.
–
Legal, regulatory and compliance risks, including
adherence to international sanction regimes (such
as U.S. Department of the Treasury's Office of
Foreign Assets Control ("OFAC"), United Kingdom
("U.K.") Sanctions and Anti-Money Laundering Act
and the EU Sanctions List).
–
The potential risk to earnings and assets arising
from counterparty noncompliance with laws,
regulations, prescribed practices, internal policies
and ethical standards.
Notwithstanding these measures, the ability and
willingness of each of our counterparties to perform
its payment and other obligations under a contract
with us will depend on a number of factors that are
beyond our control and may include, among other
things, general economic conditions, the condition of
the maritime and offshore industries, the overall
financial condition of the counterparty, charter rates
received for specific types of vessels, the supply and
demand for commodities, such as oil, iron ore, coal
and
grain,
work
stoppages
or
other
labour
disturbances, including as a result of the outbreak of
pandemic diseases and various expenses. Should a
counterparty fail to honour its obligations under any
such contract or attempt to renegotiate our
agreements, we could sustain significant losses
which could have a material adverse effect on our
business, financial condition, results of operations,
cash flows, ability to pay dividends, if any, to holders
of our ordinary shares in the amounts anticipated or
at all and compliance with covenants in our secured
loan agreements.
In addition, in depressed market conditions, our
charterers and customers may no longer need a
vessel that is currently under charter or contract or
CMB.TECH - Annual Report 2024
117
may be able to obtain a comparable vessel at lower
rates. As a result, charterers and customers may
seek to renegotiate the terms of their existing charter
agreements or avoid their obligations under those
contracts.
The current state of the global financial markets
and current economic conditions may adversely
impact
our
results
of
operation,
financial
condition, cash flows, ability to obtain financing
or refinance our existing and future credit facilities
on acceptable terms, which may negatively
impact our business.
Global financial markets and economic conditions
have experienced persistent volatility and uncertainty,
exacerbated by inflationary pressures, central bank
interest rate hikes, supply chain disruptions, and
geopolitical tensions. Economic growth is expected
to remain sluggish, with recession risks heightened
in key economies, including China, due to rising
indebtedness and declining real estate values. The
shipping industry, in particular, continues to face
restricted access to capital, as credit markets remain
cautious,
and
investors
demand
higher
risk
premiums. These conditions have made it more
challenging to secure financing on favourable terms
and may impact our ability to raise additional equity
without
significant
dilution
to
our
existing
shareholders. Additionally, economic uncertainty may
exert downward pressure on the market price of our
ordinary shares.
Concerns regarding financial market stability and
counterparty solvency have further reduced liquidity
in public and private debt and equity markets,
increasing borrowing costs and limiting refinancing
options.
Many
lenders
have
tightened
credit
conditions, raised interest rates, reduced lending
activity, or in some cases, ceased financing
altogether. As a result, we cannot guarantee that
financing or refinancing will be available when
needed, or that it will be obtainable on terms that
align with our financial and operational objectives. If
we are unable to secure necessary funding, we may
face challenges in meeting our obligations, executing
our growth strategy, acquiring additional vessels or
capitalising on new business opportunities.
Additionally, since 2019, major lenders in the
shipping
sector
have
adopted
the
Poseidon
Principles, a climate-aligned ship finance framework
assessing emissions and sustainability performance.
As a participant in these principles, the availability and
cost of bank financing for our vessels may be
impacted if our fleet does not meet the carbon
intensity and sustainability criteria required by lending
institutions.
Furthermore, we may not always have immediate
access to our existing cash due to banking sector
volatility. In recent years, including 2024, national
authorities have had to intervene in bank failures and
financial institution insolvencies, raising concerns
about the broader stability of the financial system. If
further bank failures or liquidity crises occur, our
ability to access funds may be disrupted, potentially
affecting our ability to meet short-term financial
obligations. Additionally, if a financial institution
perceives
liquidity
risks
or
faces
withdrawal
pressures, it may impose temporary restrictions on
fund access, which could have a material adverse
effect on our operations and financial condition.
Decline of economic conditions throughout the
world will impede our results of operations,
financial condition and cash flows.
There has historically been a strong link between the
development of the world economy and demand for
energy, including oil and gas. An extended period of
deterioration in the outlook for the world economy
could therefore reduce the overall demand for oil and
gas and consequently for our shipping services. Such
changes could adversely affect our results of
operations and cash flows.
We face risks attendant to changes in economic
environments, changes in margins or interest rates,
changes in sanctions regimes and trade restrictions
imposed by governments especially as implemented
in response to the invasion of Ukraine and the
conflict between Israel and Hamas. We also face risk
in changing government regulations, and instability in
the banking and securities markets around the world,
among other factors. Major market disruptions may
adversely affect our business or impair our ability to
borrow amounts under our credit facilities or any
future financial arrangements. In the absence of
available financing, we also may be unable to take
advantage of business opportunities or respond to
competitive pressures. We face risks attendant to
changes in economic environments, changes in
margins or interest rates, changes in sanctions
regimes
and
trade
restrictions
imposed
by
governments especially as implemented in response
to the invasion of Ukraine and the conflict between
Israel and Hamas. We face risk in changing
government regulations and instability in the banking
and securities markets around the world, among
other
factors.
Major
market
disruptions
may
adversely affect our business or impair our ability to
borrow amounts under our credit facilities or any
future financial arrangements. In the absence of
available financing, we also may be unable to take
advantage of business opportunities or respond to
competitive pressures.
Continuing concerns over inflation, rising interest
rates, energy costs, geopolitical issues, including the
war between Russia and Ukraine and the conflict
between Israel and Hamas, trade tensions, such as
new tariffs in the the United States, and the
availability and cost of credit have contributed to
increased volatility and diminished expectations for
the economy and the markets going forward. These
factors, combined with volatile oil prices, declining
business
and
consumer
confidence,
have
precipitated fears of a possible economic recession.
Domestic and international equity markets continue
to experience heightened volatility and turmoil. The
weakness in the global economy has caused, and
CMB.TECH - Annual Report 2024
118
may continue to cause, a decrease in worldwide
demand for certain goods and, thus, shipping.
Additionally, the recent election of President Trump
has introduced significant shifts in U.S. foreign policy
and trade policy, particularly concerning the conflict in
Ukraine and relations with other nations. The
administration's approach includes reducing support
for Ukraine, engaging in negotiations that may favour
Russian interests and adopting a more transactional
stance toward international alliances, consistent with
the "America First" doctrine. These policy changes
have introduced further economic volatility and
uncertainty in global markets, potentially impacting
our operations and financial stability.
An economic slowdown or changes in the
economic and political environment in the Asia-
Pacific region could have a material adverse effect
on our business, financial condition and results of
operations.
We anticipate that a significant number of port calls
made by our vessels, including oil tankers, bulk
carriers, chemical tankers, container vessels and
other specialised ships, will continue to involve
loading or discharging operations in ports within the
Asia-Pacific region. As a result, any negative changes
in economic conditions, trade volumes or industrial
activity in any Asia-Pacific country—particularly in
China,
given
rising
corporate
and
sovereign
indebtedness, financial instability and declining real
estate values—may have a material adverse effect on
our business, financial condition, results of operations
and future prospects.
We cannot assure you that the Chinese economy will
not experience a significant contraction in the future.
Furthermore, there is a rising threat of a financial
crisis in China resulting from high levels of personal
and corporate debt, trade policy uncertainties and
increasing protectionist measures. In recent years,
China and the United States have implemented
increasingly restrictive trade policies, leading to tariff
increases and ongoing trade tensions that could
impact global shipping demand. Although the United
States and China reached a partial trade deal in 2020,
the
stability
and
long-term
impact
of
these
agreements are uncertain. A decrease in the level of
imports to and exports from China, particularly in
commodities, chemicals, manufactured goods and
containerised cargo, could adversely affect demand
for
shipping
services,
thereby
impacting
our
business, operating results and financial condition.
Additionally, China is pursuing policies aimed at
reducing reliance on foreign energy and raw
materials, such as the Net Zero 2060 initiative,
increased domestic mineral and energy production
and shifts in industrial supply chains. These policies,
combined with evolving decarbonisation efforts in
manufacturing, shipping and logistics, could reduce
demand for bulk transport of fossil fuels, ores and
other raw materials. If China’s transition to a lower-
carbon economy leads to a structural decline in the
import and export of key commodities, this could
have a material adverse effect on our fleet utilisation,
revenues and financial condition.
Furthermore,
the
Chinese
government
may
implement policies that favour domestic shipping
companies, potentially limiting the competitive
position of foreign-owned bulk, container and
chemical shipping operators. For example, China
imposes
a
tax
on
non-resident
international
transportation
enterprises
engaged
in
services
involving cargo and passenger transport in and out of
Chinese ports. This regulation may increase operating
costs for international shipping companies and
impact the cost-effectiveness of shipping goods to
and from China. Additionally, China has introduced
environmental levies, such as taxes on coal and
emissions-intensive industries, which could affect
commodity demand and shipping trade flows. Any
such regulatory measures could reduce chartering
opportunities, impact freight rates and influence long-
term contract renewals with our charterers and
customers.
A shift in consumer demand from oil towards
other energy sources may have a material effect
on our business.
A significant portion of our earnings are related to the
oil industry and the demand for our oil tankers. In
2024, we still relied to a large extent on the cash
flows generated from charters for our vessels that
operate in the tanker sector of the shipping industry ,
such as decreased demand for oil and oil products,.
Adverse developments in the tanker shipping
industry could still have a significant impact on our
financial condition and results of operations. Adverse
developments in the tanker business could therefore
reduce our ability to meet our payment obligations
and our profitability.
The ongoing global energy transition is reshaping
demand patterns in the maritime and transportation
sectors. A shift from fossil fuels to alternative energy
sources such as electricity, natural gas, LNG,
renewable energy, hydrogen and ammonia may
significantly impact traditional oil transportation
markets. Additionally, the increasing adoption of
electric vehicles and stricter emissions regulations
may
further
reduce
demand
for
oil-based
transportation fuels, potentially affecting demand for
oil tankers.
While some projections, such as those from the
International Energy Agency (IEA), forecast “peak oil”
to occur in the late 2020s, OPEC and other industry
players maintain that oil demand will remain strong
well beyond 2040. Regardless of the timing, the
accelerating shift in consumer and industrial demand
toward renewable and low-carbon energy sources,
driven
by
government
policies,
corporate
sustainability
commitments
and
decarbonisation
targets, is reshaping global trade flows and impacting
vessel demand across multiple shipping segments
including potentially the demand for our vessels.
CMB.TECH - Annual Report 2024
119
At CMB.TECH, we recognise the structural shift and
have strategically positioned ourselves as an early
adopter and innovator in green fuel technologies,
particularly
in
hydrogen
and
ammonia-based
propulsion systems. Through our R&D initiatives,
investments in dual-fuel and mono-fuel hydrogen and
ammonia
engines
and
the
development
of
sustainable shipping solutions, we are proactively
adapting to the energy transition. Our diversified
fleet, including bulk carriers, chemical tankers,
container vessels and hydrogen-powered ships could
provide us with greater flexibility to navigate evolving
market conditions.
As the global regulatory landscape tightens and
industries accelerate the transition toward net-zero
emissions,
the
active
participation
in
the
development of sustainable maritime solutions could
provide competitive advantages. However, should
the
transition
outpace
technological
and
infrastructure readiness, or if new fuels such as
hydrogen and ammonia do not scale as expected,
market uncertainties could still impact our results of
operations, cash flows and financial position.
Our
expansion
during
2024
into
seaborne
transportation
sectors
beyond
tankers
—
including through the acquisition of CMB.TECH
Enterprises — has introduced us to new risks
associated
with
these
additional
market
segments, including:
–
The global clean energy transition may not
accelerate as expected, including in the shipping
industry;
–
Governmental and regulatory focus on a zero-
carbon future in accordance with current target
dates may be delayed, changed or abandoned;
–
The shipping industry may not adopt hydrogen
and ammonia as a primary fuel source for ocean-
going vessels or any adoption may take longer
than expected;
–
The obsolescence and scrapping of older vessels
that are powered by traditional fuels that emit
carbon and their replacement may not occur as
expected or at all;
–
Our hydrogen and ammonia engine and fuel
technology may not be successfully applied in
longer haul routes;
–
Continued increases in demand for service
vessels in the offshore wind industry may not
occur as expected;
–
Partnerships in which we cooperate with third
parties may fail; and
–
Intellectual
property
rights
owned
by
the
company may be challenged or may expire.
The accelerated adoption of electric vehicles (EVs)
and the transition toward renewable energy
sources are poised to significantly impact the
global trade and movement of crude oil and
refined products.
According to the IEA, global electric car sales reached
14 million in 2023, accounting for 18% of all cars
sold, up from 14% in 2022. Electric vehicles ("EVs")
sales for 2024 reached 17 million. The IEA anticipated
that the share of electric car sales would rise to 35%
of global car sales by 2030, an increase from previous
estimates
of
less
than
25%.
However,
this
estimation could require adjustment in view of the
recent shifts in US energy policy. Oil demand from
road transport is projected to peak around 2025, with
EVs displacing more than 5 million barrels of oil per
day by 2030. This shift toward electrification and
renewable energy could lead to a decrease in the
demand for oil transportation, potentially resulting in
lower charter rates and adversely affecting our
business, operational results, cash flows, financial
condition and ability to pay dividends.
However, it's important to note that while EV
adoption is increasing, the IEA forecasts that global
oil demand will continue to grow, albeit at a slower
pace, reaching a plateau of approximately 105.6
million barrels per day by 2030. While the rise of EVs
and renewable energy presents challenges, the
ongoing demand for oil, particularly in sectors less
susceptible to electrification, may continue to support
aspects of our operations.
Lack of technological innovation to meet quality
and efficiency requirements could reduce our
charter hire income and the value of our vessels.
Our customers, in particular those in the oil industry,
have a high and increasing focus on quality and
compliance standards with their suppliers across the
entire supply chain, including the shipping and
transportation segment. Our continued compliance
with these standards and quality requirements is vital
for our operations. The charter hire rates and the
value and operational life of a vessel are determined
by a number of factors including the vessel’s
efficiency, operational flexibility and physical life.
Efficiency includes speed, fuel economy and the
ability to load and discharge cargo quickly. Flexibility
includes the ability to enter harbours, utilise related
docking facilities and pass through canals and straits.
The length of a vessel’s physical life is related to its
original design and construction, its maintenance and
the impact of the stress of operations. More
technologically advanced vessels have been built
since our fleet was constructed, and vessels with
further advancements may be developed that are
even more efficient, more flexible, or have longer
operational lifespans, including new vessels powered
by alternative fuels or incorporating advanced energy
efficiency technologies that are perceived as more
environmentally friendly by charterers. We face
competition from companies operating more modern
vessels
with
fuel-efficient
designs,
alternative
propulsion
systems,
or
digital
optimization
technologies. If new vessels are introduced that are
significantly more efficient, more flexible, or have
longer operational lives than existing eco-design
vessels, competition from these newer models could
adversely affect the charter hire payments we
receive and significantly decrease the resale value of
our vessels. In these circumstances, we may be
CMB.TECH - Annual Report 2024
120
forced to charter our vessels to less creditworthy
counterparties, either because top-tier charterers
prioritise newer and more technologically advanced
vessels or because older vessels can only secure
lower contracted charter rates in the market.
Similarly,
technologically
advanced
vessels
are
needed to comply with environmental laws, the
investment, in which along with the foregoing, could
have a material adverse effect on our results of
operations, charter hire payments, resale value of
vessels, cash flows, financial condition and ability to
pay dividends, if any.
Newbuilding projects are subject to risks that
could cause delays, cost overruns or cancellation
of our newbuilding contracts.
As of December 31, 2024, we had forty-one vessels
under construction. These construction projects are
subject to risks of delay or cost overruns inherent in
any large construction project from numerous factors,
including shortages of equipment, materials or skilled
labour, unscheduled delays in the delivery of ordered
materials and equipment or shipyard construction,
failure
of
equipment
to
meet
quality
and/or
performance
standards,
financial
or
operating
difficulties experienced by equipment vendors or the
shipyard, unanticipated actual or purported change
orders, inability to obtain required permits or
approvals, unanticipated cost increases between order
and delivery, design or engineering changes and work
stoppages and other labour disputes, public health
threats, adverse weather conditions or any other
potential events of force majeure. Significant cost
overruns or delays could adversely affect our financial
position, results of operations and cash flows.
Additionally, failure to complete a project on time may
result in the delay of revenue from that vessel.
If for any reason we default under any of our
newbuilding contracts, or otherwise fail to take
delivery of our newbuilding vessels, we would be
prevented from realising potential revenues from
such vessels, we could also lose all or a portion of
our investment, including any instalment payments
made, and we could be liable for penalties and
damages under such contracts as well as suffer
reputational damage. Approved Time Charter (“TC”)
contracts could also be jeopardised and cause
penalties by late delivery.
In addition, in the event a shipyard does not perform
under its contract, we may lose all or part of our
investment, which would have a material adverse
effect on our results of operations, financial condition
and cash flows.
If our vessels call on ports located in countries or
territories that are the subject of sanctions or
embargoes, it could lead to monetary fines or
other
penalties
and
adversely
affect
our
reputation and the market for our ordinary shares.
Although none of our owned or operated vessels
have called on ports located in countries or territories
that are the subject of country-wide or territory-wide
comprehensive sanctions and/or embargoes imposed
by the U.S. government, the EU, the UK, or other
applicable governmental authorities (“Sanctioned
Jurisdictions”) in violation of sanctions or embargo
laws during 2024, and we endeavour to take
precautions reasonably designed to mitigate such
risks, it is possible that, in the future, our vessels
may carry cargo from or call on ports in Sanctioned
Jurisdictions
on
charterers’
instructions
and/or
without our knowledge and consent. Our Charterers
and other counterparties could also be involved in
sanctioned trade without their knowledge and
consent, this could have an effect on us being in the
line of parties. If such activities result in violation of
applicable sanctions or embargo laws, we could be
subject to monetary fines, penalties, suspension of
our license to operate or other sanctions, and our
reputation and the market for our ordinary shares
could adversely affected.
The laws and regulations of these different
jurisdictions vary in their application, and do not all
apply to the same covered persons or proscribe the
same activities. In addition, the sanctions and
embargo laws and regulations of each jurisdiction
may be amended to increase or reduce the
restrictions they impose over time, and the lists of
persons and entities designated under these laws
and regulations are amended frequently. Moreover,
most sanctions regimes provide that entities owned
or controlled by the persons or entities designated in
such lists are also subject to sanctions. The U.S. and
EU both have enacted new sanctions programs in
recent years. Additional countries or territories, as
well as additional persons or entities within or
affiliated with those countries or territories, have, and
in the future will, become the target of sanctions.
These require us to be diligent in ensuring our
compliance with sanctions laws. Further, the U.S.
has increased its focus on sanctions enforcement
with respect to the shipping sector. Current or future
counterparties of ours may be or become affiliated
with persons or entities that are now or may in the
future be the subject of sanctions imposed by the
U.S. Government, the EU, and/or other international
bodies. If we determine that such sanctions or
embargoes require us to terminate existing or future
contracts to which we, or our subsidiaries are a party
or if we are found to be in violation of such applicable
sanctions or embargoes, we could face monetary
fines, we may suffer reputational harm and our
results of operations may be adversely affected.
As a result of Russia’s actions in Ukraine and the
conflict between Israel and Hamas, the U.S., EU and
UK, together with numerous other countries, have
led to the imposition of sanctions which may
adversely affect our ability to operate in the region
and also restrict parties whose cargo we carry.
Sanctions against Russia have also placed significant
prohibitions on the maritime transportation of
seaborne Russian oil, the importation of certain
Russian energy products and other goods and new
investments in the Russian Federation. These
sanctions may adversely affect our ability to operate
CMB.TECH - Annual Report 2024
121
in
the
affected
regions
and
could
restrict
engagements with certain parties whose cargo we
transport. The evolving nature of these sanctions
necessitates
continuous
monitoring
to
ensure
compliance and to assess their potential impact on
our operations.
Since February 2022, the US, EU and allied nations
have imposed a series of escalating economic
sanctions against Russia in response to its ongoing
military actions in Ukraine. These measures have
intensified through the end of 2024, targeting various
sectors of the Russian economy, including energy
exports,
financial
institutions
and
maritime
operations. In December 2024, the EU adopted its
15th package of sanctions against Russia, introducing
measures aimed at vessels circumventing sanctions,
known as the "shadow fleet", and subjecting more
entities to tighter export controls, including several
Chinese entities. These sanctions include travel bans,
asset freezes and trade restrictions, significantly
impacting Russia's oil and gas industry. The EU has
also implemented prohibitions on the import of
certain Russian energy products, including crude oil,
petroleum fuels, LNG and coal, as well as restrictions
on new investments in Russia. Additionally, the EU
and the US have prohibited specified services related
to the maritime transport of Russian-origin crude oil
and petroleum products, such as trading, financing,
shipping, insurance, flagging and customs brokering.
These prohibitions took effect on December 5, 2022,
for crude oil and on February 5, 2023, for other
petroleum products. An exception exists to permit
such services when the price of the seaborne
Russian oil does not exceed the relevant price cap;
however, implementation of this exception relies on
a recordkeeping and attestation process that allows
each party in the supply chain to demonstrate
compliance. Violations of the price cap policy or the
risk of false documentation may pose additional risks
adversely affecting our business.
We believe that we have been in compliance with all
applicable sanctions and embargo laws and regulations
in 2024, and intend to maintain such compliance,
However, maintaining compliance with the evolving
sanctions
presents
significant
challenges.
The
complexity of the regulations, coupled with the
potential for rapid changes and varying interpretations,
increases the risk of inadvertent violations. Our vessels
may have, at times, carried cargo from or called on
ports in sanctioned jurisdictions based on charterers'
instructions, potentially without our full consent or
knowledge. The emergence of Russia's "shadow fleet",
comprising vessels used to circumvent sanctions,
further complicates the maritime transport landscape,
increasing scrutiny and regulatory oversight. Engaging
with third parties over whom we have limited control
heightens the risk of being implicated in sanctionable
activities, despite our commitment to compliance. Any
such violations could result in reputational damage,
substantial fines, penalties or other sanctions, severely
impacting our ability to access U.S. capital markets and
conduct our business. Moreover, these issues could
lead to investors divesting their interests or refraining
from investing in our company and could adversely
affect our loan agreements and transactions with
various banks.
Risks related to the technological, regulatory and
market aspects in the development, testing and
commercialisation of hydrogen and ammonia
combustion
engines
and
applications
could
adversely affect our business
CMB.TECH's H2 Industry division is engaged in the
development, testing and commercialization of mono
fuel and dual fuel hydrogen and ammonia combustion
engines and applications for various industries,
including marine, trucking, ports, mining, rail and
power generation. The division is at the forefront of
hydrogen-based decarbonisation solutions, but the
successful
deployment
and
scaling
of
these
technologies is subject to a variety of technological,
regulatory, financial and market-related risks, for
example:
–
The conversion and retrofitting of new diesel
trucks,
straddle
carriers,
generator
sets
("gensets") and vessels with the company’s dual
fuel hydrogen technology at our Dual Fuel
Workshop in Antwerp and other locations present
a set of manufacturing and operational risks.
–
The regulatory framework governing hydrogen-
and ammonia-powered vehicles, equipment and
vessels is still evolving, creating uncertainties in
certification,
permitting
and
compliance
requirements.
–
The success of CMB.TECH’s hydrogen and
ammonia solutions depends on market acceptance,
economic viability and competition with alternative
decarbonisation technologies.
–
The high capital costs associated with research and
development ("R&D"), testing and infrastructure
investments create financial exposure and potential
delays in achieving profitability.
–
Geopolitical and supply chain risks
The development, production and distribution of
green hydrogen and ammonia bears techno-
logical, regulatory and market risks which could
adversely affect our business
CMB.TECH’s H2 Infra division is engaged in the
development,
integration
and
management
of
infrastructure for green hydrogen and ammonia
production and distribution. This includes projects
such as the hydrogen production plant in Namibia,
which generates off-grid, pure green hydrogen, the
ammonia production plant, which will produce green
ammonia, and the ammonia terminal in Namibia,
designed to supply ammonia to power deep-sea
vessels. These initiatives expose the company to
technological, regulatory, operational, geopolitical and
financial risks, including the following:
–
Building and operating hydrogen and ammonia
infrastructure presents unique technical and logistical
challenges that could delay project execution,
increase costs or impact operational efficiency.
CMB.TECH - Annual Report 2024
122
–
The hydrogen and ammonia industry is subject to
complex, evolving regulatory frameworks that
impact project approvals, safety standards and
market access.
–
The success of the H2 Infra division depends on
the growth of the global hydrogen and ammonia
market, as well as the commercial viability of
large-scale production and distribution.
–
Developing large-scale hydrogen and ammonia
infrastructure requires significant capital expendi-
tures and long-term financial commitments.
–
Cybersecurity compliance risks.
Risks related to the acquisition of a controlling
interest in Golden Ocean Group Limited
The share purchase of 40.8% of Golden Ocean Group
Limited (Golden Ocean) could lead to the breach of the
compliance clauses on the loan agreements on the part
of Golden Ocean, leading to a risk of the lenders of
Golden Ocean declaring a default and consequentially to
cross defaults under their other loan agreements.
On March 4, 2025, CMB.TECH NV, through its
subsidiary CMB.TECH Bermuda Ltd., entered into a
share purchase agreement with Hemen Holdings
Limited (Hemen) to purchase all of Hemen’s 81,363,730
of the common shares of Golden Ocean Group Limited
(Golden Ocean) at a purchase price of 14.49 USD per
common share. Following the closing of the Share
Purchase on March 12, 2025, Hemen ceased to hold
any of the common shares of Golden Ocean, and
CMB.TECH
holds
approximately
40.8%
of
the
outstanding common shares. On 3 April 2025, the
Company indirectly held a total of 98,400,304 shares of
Golden Ocean, representing approximately 49.5% of
Golden Ocean's outstanding voting shares, as an
additional 17,036,574 shares have been acquired in the
market after the acquisition of the 81,363,730 shares
from Hemen on March 12, 2025.
As all of the loan agreements of Golden Ocean
contain a change of control compliance clause that
prohibits any person, other than Hemen and certain
of its affiliates, without the lenders prior written
approval from either acquiring (directly or indirectly):
(i) more than 33.33% of the shares or the votes of
Golden Ocean; or (ii) the right to control the
appointment of a majority of the members of the
Board of Directors of Golden Ocean. As a result, of
the transaction, Golden Ocean is in breach of certain
compliance
clauses
contained
in
their
loan
agreements, and if they are not successful in
obtaining amendments to the loan agreements or do
not refinance the outstanding indebtedness under
such agreements, the breach of the compliance
clauses may cause the lenders of Golden Ocean to
declare a default and accelerate the outstanding
indebtedness under the relevant agreements, which
may result in cross defaults under the other loan
agreements of Golden Ocean and would impair their
ability to continue to conduct their business.
Although Golden Ocean is currently not in default, their
lenders may declare a default if they serve a notice of
non-compliance and they fail to rectify the issue within
14 days period. As of March 20, 2025, Golden Ocean
has not received any request to rectify the non-
compliance. Golden Ocean is currently in discussions
with their existing lenders to address the breach related
to the change of control compliance clause discussed
above. They have sent a request to the banks to amend
the loan agreements to include a new change of control
clause that would require the Company to prepay the
outstanding borrowings in full if (i) two or more persons,
other than CMB.TECH and its subsidiaries, acquire
(directly or indirectly): (a) more than 33.33% of the
shares or the votes of the Company; or (b) the right to
control the affairs or composition of a majority of the
members of the Board of Directors of the Company, or
(ii) if any two or more persons, other than CMB NV,
Saverco NV or Marc Saverys acquire (directly or
indirectly): (a) more than 50.0 % of the shares or the
votes of the CMB.TECH; or (b) the right to control the
affairs or composition of a majority of the members of
the Board of Directors of CMB.TECH.
CMB.TECH has identified syndicate banks to refinance
all or part of the Golden Ocean's current outstanding
debt and has entered into credit committee approved
commitment letters with these banks as of March 4,
2025 for outstanding borrowings of up to USD 2.0
billion, that are subject only to the execution of
satisfactory documentation and customary covenants
and closing conditions. If Golden Ocean is unable to
reach agreements with their existing lenders, Golden
Ocean plans on refinancing the existing debt with the
committed financing described above, which may
have, among others, the expected terms, as follows:
Golden Ocean is the borrower, the guarantors are
CMB.TECH, and the subsidiaries of Golden Ocean that
own the vessels are serving as collateral under the
loan. The financing is expected to have a 5-year tenor
and a linear age adjusted amortization profile of 20
years. The facility is expected to be priced with an
interest rate of SOFR plus a market-based margin.
Moreover, in connection with any amendments to the
refinancing of the loan agreements of Golden Ocean,
their lenders may impose additional operating and
financial restrictions on them and/or modify the terms
of their existing loan agreements, which may limit
their ability to, among other things, pay dividends,
make capital expenditures and/or incur additional
indebtedness, including through the issuance of
guarantees. In addition, the lenders of Golden Ocean
may require the payment of additional fees, require
prepayment of a portion of the indebtedness to them,
accelerate
the
amortization
schedule
for
the
indebtedness and increase the interest rates they
charge us on the outstanding indebtedness. In
accordance with the loan agreements, Golden Ocean
has agreed to not make any financial distribution if an
event of non-compliance has occurred, has been
noticed by their lenders and is continuing. Golden
Ocean is currently in discussion with their existing
lenders to address the change in the Company’s
largest shareholder as a result of the Share Purchase,
and the discussions have not resulted in any rejections
as of 9 April, 2025. Because of the presence of cross
default provisions in the loan agreements of Golden
CMB.TECH - Annual Report 2024
123
Ocean, the refusal of the relevant lender or lenders
under any loan agreement to grant amendments could
result in all of the indebtedness of Golden Ocean
being accelerated even if the other lenders have
amended covenant defaults under the respective loan
agreements. A cross default provision means that if
Golden Ocean defaults on one loan, they would then
default on all of the other loans.
Terrorist attacks and international hostilities and
instability can affect the tanker industry, which
could adversely affect our business.
Terrorist attacks, the outbreak of war or the
existence of international hostilities could damage
the world economy, adversely affect the availability
of and demand for crude oil and petroleum products
and adversely affect both the Company’s ability to
charter its vessels and the charter rates payable
under any such charters. In addition, CMB.TECH
operates in a sector of the economy that is likely to
be adversely impacted by the effect of political
instability,
terrorist
or
other
attacks,
war
or
international hostilities. In the past, political instability
has also resulted in attacks on vessels, mining of
waterways and other efforts to disrupt international
shipping, particularly in the Arabian Gulf region and
most recently in the Black Sea in connection with the
ongoing conflicts between Russia and the Ukraine.
This could lead to certain areas or routes not being
available
for
shipping
and
therefore
creating
additional costs for alternative itineraries. In the Red
Sea for example, in connection with the persistent
targeting of commercial and naval vessels and the
Gulf of Aden, in connection with the ongoing conflict
between Israel and Hamas. These attacks have
compelled many vessels to reroute around the Cape
of Good Hope, bypassing the Suez Canal, which has
led to increased voyage durations and costs.
The developments in the Ukraine region and
continuing conflicts and instability in the Middle East
may lead to additional armed conflicts around the
world, which may contribute to further economic
instability in the global financial markets and
international commerce. Additionally, any escalations
between the NATO countries and Russia could result
in retaliation from Russia that could potentially affect
the shipping industry. The recent diplomatic efforts
between U.S. President Donald Trump and Russian
President Vladimir Putin have introduced potential
pathways toward a ceasefire in Ukraine. However,
these negotiations remain highly uncertain and could
result in a settlement unfavourable to Ukraine and
NATO allies, raising concerns about long-term
European security. This geopolitical rift could provide
Russia with opportunities to act more hostile toward
Europe, increasing instability in the region and raising
the risk of new conflicts.
Our business could also be adversely impacted by
trade tariffs (particularly those expected to be
implemented by the Trump administration), trade
embargoes or other economic sanctions that limit
trading activities by the United States or other
countries against countries in the Middle East, Asia
or elsewhere as a result of terrorist attacks, hostilities
or diplomatic or political pressures.
These uncertainties could also adversely affect our
ability to obtain additional financing or insurance on
terms acceptable to us or at all. Or could lead to
cancellations of insurances for certain areas. Any of
these occurrences could have a material adverse
impact on our operating results, revenues and costs.
These factors could also increase the costs to the
Company of conducting its business, particularly
crew, insurance and security costs, and prevent or
restrict the Company from obtaining insurance
coverage, all of which have a material adverse effect
on our business, financial condition, results of
operations and cash flows.
Maritime claimants could arrest or attach one or
more of our vessels, which could interrupt our
cash flow.
Crew members, suppliers of goods and services to a
vessel, shippers of cargo and other parties may be
entitled to a maritime lien against a vessel for
unsatisfied debts, claims or damages. In many
jurisdictions, a maritime lien-holder may enforce its
lien by "arresting" or "attaching" a vessel through
judicial or foreclosure proceedings. The arrest or
attachment of one or more of our vessels could result
in a significant loss of earnings for the related off-hire
period. In addition, in jurisdictions where the "sister
ship" theory of liability applies, such as South Africa, a
claimant may arrest the vessel which is subject to the
claimant's maritime lien and any "associated" vessel,
which is any vessel owned or controlled by the same
owner. In countries with "sister ship" liability laws,
claims might be asserted against us or any of our
vessels for liabilities of other vessels that we own.
Under some of our present charters, if the vessel is
arrested or detained as a result of a claim against us,
we may be in default of our charter and the charterer
may terminate the charter, which will negatively
impact our revenues and cash flows.
Volatility of interest rate benchmarks under our
financial agreements could affect our profitability,
earnings and cash flow.
In order to manage our exposure to interest rate
fluctuations under the SOFR or any other alternative
rate, we have and may from time to time use interest
rate derivatives to effectively fix some of our floating
rate debt obligations. No assurance can however be
given that the use of these derivative instruments, if
any, may effectively protect us from adverse interest
rate movements. The use of interest rate derivatives
may affect our results through mark to market
valuation
of
these
derivatives.
Also,
adverse
movements in interest rate derivatives may require
us to post cash as collateral, which may impact our
free cash position.
Variable rate indebtedness could subject us to
interest rate risk, which could cause our debt
service obligations to increase significantly.
CMB.TECH - Annual Report 2024
124
Our credit facilities use variable interest rates and
expose us to interest rate risk. If interest rates
increase and we are unable to effectively hedge our
interest rate risk, our debt service obligations on the
variable rate indebtedness would increase, even if
the amount borrowed remained the same, and our
profitability and cash available for servicing our
indebtedness would decrease.
Dependence on third party service providers.
The company currently outsources to third party
service providers certain management services of its
fleet,
including
certain
aspects
of
technical,
commercial and crew management. In particular, the
company has entered into ship management
agreements
that
assign
technical
and
crew
management responsibilities to third-party technical
managers for the majority of the Company’s fleet,
mainly to Anglo-Eastern Ship Management.
The
company
has
transferred
commercial
management of part of its fleet to pool managers,
mainly Tankers International Pool and STJS Pool.
In such outsourcing arrangements, the company has
transferred direct control over technical, crew and
commercial management of the relevant vessels,
while maintaining significant oversight and audit
rights, and must rely on third party service providers
to, among other things:
–
Comply
with
their
respective
contractual
commitments and obligations owed to the
company, including with respect to safety,
security, quality, proper crew management and
environmental compliance of the operations of
the company’s vessels;
–
Comply with requirements imposed by the U.S.
government, the UN and the EU (i) restricting
certain transactions and calls on ports located in
countries that are subject to sanctions and
embargoes and (ii) prohibiting bribery and other
corrupt practices;
–
Respond to changes in customer demands for
the company’s vessels;
–
Obtain supplies and materials necessary for the
operation and maintenance of the company’s
vessels;
–
Recruit crew members with training, licenses and
experience
appropriate
for
the
company's
vessels; and
–
Mitigate the impact of labour shortages and/or
disruptions relating to crews on the company’s
vessels.
The failure of third-party service providers to meet
such commitments could lead to legal liability for or
other damages to the company. The third-party
service providers the company has selected may not
provide a standard of service comparable to that
which the company would provide for such vessels if
the company directly provided such services. The
company relies on its third-party service providers to
comply with applicable law, and a failure by such
providers to comply with such laws, may subject the
company to liability or damage its reputation, even if
the company did not engage in the conduct itself.
Furthermore, damage to any such third party’s
reputation, relationships or business may reflect on
the company directly or indirectly and could have a
material adverse effect on the company’s reputation
and business.
The third-party managers have the right to terminate
their agreements. If the third-party manager exercises
that right, the company will be required either to enter
into substitute agreements with other third parties or
to assume those management duties. The company
may not succeed in negotiating and entering into such
agreements with other third parties and, even if it
does so, the terms and conditions of such agreements
may be less favourable to the company. Furthermore,
if the company is required to dedicate internal
resources to managing its fleet (including, but not
limited to, hiring additional qualified personnel or
diverting existing resources), that could result in
increased
costs
and
reduced
efficiency
and
profitability. Any such changes could result in a
temporary loss of customer approvals, could disrupt
the company’s business and have a material adverse
effect on the company’s business, results of
operations and financial condition.
Attracting and retaining motivated, well-qualified
seagoing personnel is a top priority. In addition to our
shore-based personnel, we employ officers and crew
members on our owned fleet. In crewing our vessels,
we employ certain employees with specialised
training who can perform physically demanding work.
If our crew are unable to adequately perform, it may
negatively impact our business, financial condition or
results of operations. This could harm our reputation
as a safe and reliable vessel owner and operator.
Certain of our directors, executive officers and
major shareholders may have interests that are
different
from
the
interests
of
our
other
shareholders.
CMB, our largest shareholder, beneficially owns the
178.726.458 of our ordinary shares, representing
92,02% of our outstanding shares, as of 1 April 2025.
As long as one of our key shareholders beneficially
owns a significant percentage of the outstanding
ordinary shares, it is able to exercise significant
influence over CMB.TECH and will be able to control
the outcome of shareholder votes, including the
adoption or amendment of provisions in our articles
of incorporation or bye-laws and approval of possible
mergers, amalgamations, control transactions and
other
significant
corporate
transactions.
This
concentration of ownership may have the effect of
delaying, deferring or preventing a change in control,
merger, amalgamations, consolidation, takeover or
other business combination. This concentration of
ownership could also discourage a potential acquirer
from making a tender offer or otherwise attempting
to obtain control of us, which could in turn have an
adverse effect on the market price of our ordinary
shares. CMB may not necessarily act in accordance
CMB.TECH - Annual Report 2024
125
with the best interests of other shareholders. The
interests of a key shareholder may not coincide with
the interests of other holders of our ordinary shares.
To the extent that conflicts of interests may arise,
key shareholders may vote in a manner adverse to
some other holders of our securities.
In addition, certain members of our Supervisory
Board, including Mr. Marc Saverys and Mr. Patrick De
Brabandere,
and
certain
members
of
our
Management
Board,
including
Mr.
Alexander
Saverys, Mr. Michael Saverys, Mr. Ludovic Saverys,
Mr. Benoit Timmermans and Mr. Maxime Van Eecke,
also serve on the boards of CMB. There may be real
or apparent conflicts of interest with respect to
matters affecting CMB whose interests in some
circumstances may be adverse to our interests.
To the extent that we do business with or compete
with CMB or participate in ventures in which CMB
may participate, these members of our Supervisory
Board and Management Board may face actual or
apparent conflicts of interest in connection with
decisions that could have different implications for
us. These decisions may relate to corporate
opportunities,
corporate
strategies,
potential
acquisitions of businesses, newbuilding acquisitions,
inter-company
agreements,
the
issuance
or
disposition of securities, the election of new or
additional directors and other matters. Such potential
conflicts may delay or limit the opportunities available
to us, and it is possible that conflicts may be resolved
in a manner adverse to us or result in agreements
that are less favourable to us than terms that would
be obtained in arm's-length negotiations with
unaffiliated third parties.
Risks relating to legal and regulatory
matters
We are subject to complex laws and regulations,
including environmental laws and regulations that
can increase our cost and liability exposure and
adversely
affect
our
business,
results
of
operations and financial condition.
We operate worldwide including, where appropriate,
through agents or other intermediaries. Compliance
with complex laws and regulations that apply to our
international operations increases our cost of doing
business.
These
numerous
and
sometimes
conflicting laws and regulations include, among
others, data privacy requirements (in particular the
European General Data Protection Regulation, and
the EU-US Privacy Shield Framework, labour relations
laws, tax laws, anti-competition regulations, import
and trade restrictions, export requirements, U.S.
federal laws such as the FCPA and other U.S. federal
laws and regulations established by the OFAC or
other agencies, local laws such as the UK Bribery Act
2010 or other local laws which prohibit corrupt
payments to governmental officials or certain
payments or remunerations to customers.
Given the high level of complexity of these laws,
there is a risk that we, our agents or other
intermediaries may inadvertently breach certain
provisions thereunder. Violations of these laws and
regulations could result in fines, criminal sanctions
against
us,
our
officers
or
our
employees,
requirements to obtain export licenses, cessation of
business
activities
in
sanctioned
countries,
implementation
of
compliance
programs,
and
prohibitions on the conduct of our business.
Violations of laws and regulations could also result in
prohibitions on our ability to operate in one or more
countries and could materially damage our reputation,
our ability to attract and retain employees, or our
business,
results
of
operations
and
financial
condition. Furthermore, detecting, investigating and
resolving actual or alleged violations is expensive and
can consume significant time and attention of our
senior management. Though we have implemented
monitoring
procedures
and
required
policies,
guidelines, contractual terms and audits, these
measures may not prevent or detect failures by our
agents or intermediaries regarding compliance.
Our operations are also subject to numerous laws
and
regulations
in
the
form
of
international
conventions and treaties, national, state and local
laws and national and international regulations in
force in the jurisdictions in which our vessels operate
or are registered, which can significantly affect the
ownership and operation of our vessels. Compliance
with such laws and regulations, where applicable,
may require installation of costly equipment or
operational changes and may affect the resale value
or useful lives of our vessels. We may also incur
additional costs in order to comply with other existing
and future regulatory obligations, including, but not
limited to, costs relating to air emissions including
greenhouse gases, the management of ballast
waters, maintenance and inspection, development
and implementation of emergency procedures and
insurance coverage or other financial assurance of
our ability to address pollution incidents. Oil spills that
occur from time to time may also result in additional
legislative or regulatory initiatives that may affect our
operations or require us to incur additional expenses
to comply with such new laws or regulations.
These costs could have a material adverse effect on
our business, results of operations, cash flows and
financial condition and our available cash. A failure to
comply with applicable laws and regulations may
result in administrative and civil penalties, criminal
sanctions or the suspension or termination of our
operations.
Environmental laws can also affect the resale value
or useful lives of our vessels, can require a reduction
in cargo capacity, ship modifications or operational
changes or restrictions, lead to decreased availability
of insurance coverage for environmental matters or
result in the denial of access to certain jurisdictional
waters or ports or detention in certain ports. We
could incur material liabilities, including clean-up
obligations and natural resource damages liability, in
the event that there is a release of hazardous
materials
from
our
vessels
or
otherwise
in
CMB.TECH - Annual Report 2024
126
connection with our operations. Environmental laws
often impose strict liability for remediation of spills
and releases of hazardous substances, which could
subject us to liability without regard to whether we
were negligent or at fault. We could also become
subject to personal injury or property damage claims
relating to the release of hazardous substances
associated with our existing or historic operations.
Violations of, or liabilities under, environmental laws
can result in substantial penalties, fines and other
sanctions, including, in certain instances, seizure or
detention of our vessels and could harm our
reputation with current or potential charterers of our
vessels. We are required to satisfy insurance and
financial responsibility requirements for potential oil
(including marine fuel) spills and other pollution
incidents. Although we have arranged insurance to
cover certain environmental risks, there can be no
assurance that such insurance will be sufficient to
cover all such risks or that any claims will not have a
material adverse effect on our business, results of
operations, cash flows, financial condition and
available cash.
We
are
subject
to
sustainability
reporting
standards which impose substantial costs on our
operations.
Companies like us subject to the Corporate
Sustainability Reporting Directive ("CSRD") and other
such sustainability reporting standards will have to
report risks and opportunities arising from social and
environmental
issues
according
to
European
Sustainability Reporting Standards ("ESRS"). The
standards will be tailored to EU policies, while
building
on
and
contributing
to
international
standardization initiatives. The CSRD also makes it
mandatory for companies to have an audit of the
sustainability information that they report. The rules
became applicable in the financial year 2024, for
reports to be published in 2025. CMB.TECH is
defined as a listed small-and medium-sized entity
("SME") for both CSRD and EU Taxonomy. SMEs with
securities listed on EU regulated markets, have no
longer any reporting requirements under CSRD and
EU Taxonomy. Hence, CMB.TECH will only report
Sustainability and Taxonomy-related information on a
voluntary and case-by-case basis.
The EU ETS makes polluters pay for their greenhouse
gas emissions, helps bring emissions down and
generates revenues to finance the EU’s green
transition. It operates in all EU countries, Iceland,
Liechtenstein and Norway, and, as of 2024, regulates
the shipping industry. Under the EU ETS, shipowners
will need to register, open accounts and report their
emissions within the methodology required by the
system. Charterparties need to include new ETS-
related clauses and divide responsibilities between
Owners and Charterers in order to comply with the
regulations. This will generate additional operational,
legal and administration work. Non-compliance with
the rules could lead to sanctions, whether due to
unfamiliarity with the new regulations , making
errors in the submission data , or poor agreements
between Owners and Charterers, etc. This could
have a material adverse effect on our business. We
have therefore prepared terms and conditions for
insertion into our trading contracts such as but not
limited to time, voyage and bareboat charters, ship
management
agreements
and
other
trading
documents, aiming at protecting our best interests by
limiting compliance and administration costs as well
as
other
financial
burdens.
In
view
of
the
administration of our EU ETS rights and obligations,
we
have
opened
Maritime
Operator
Holding
Accounts ("MOHA accounts") so as to enable us to
buy, trade and surrender emission allowances online.
In addition, many environmental requirements are
designed to reduce the risk of pollution, such as from
oil spills, and our compliance with these requirements
is costly. To comply with these and other regulations,
including: (i) the sulfur emission requirements of
Annex VI of MARPOL, which instituted a global 0.5%
(lowered from 3.5% as of January 1, 2020) sulfur cap
on marine fuel consumed by a vessel, unless the
vessel is equipped with a scrubber, and (ii) the BWM
Convention of the IMO, which requires vessels to
install expensive ballast water treatment systems, we
may be required to incur additional costs to meet new
maintenance and inspection requirements, develop
contingency plans for potential spills, and obtain
insurance coverage. The increased demand for low
sulphur fuels may increase the costs of fuel for our
vessels that do not have scrubbers. Additional
conventions, laws and regulations may be adopted
that could limit our ability to do business or increase
the cost of doing business and which may materially
and adversely affect our operations.
We are subject to international safety regulations
and if we fail to comply with these regulations, we
may be subject to increased liability, which may
adversely affect our insurance coverage and may
result in a denial of access to, or detention in,
certain ports.
The operation of our vessels is regulated by
international conventions, national, state and local laws
and regulations in force in the jurisdictions in which
the vessels operate, as well as in the countries of their
registration. As such, we are subject to the
requirements set forth in the IMO’s International
Safety Management Code for the Safe Operation of
Ships and for Pollution Prevention, or the ISM Code,
the International Ship & Port Facility Security Code (“
ISPS Code”), promulgated by the IMO under the
International Convention for the Safety of Life at Sea
of 1974, (SOLAS Convention”), as well as to other
conventions, mainly MARPOL, the International
Convention on Standards of Training, Certification and
Watchkeeping for Seafarers, or (“STCW”), etc. Failure
to comply with these requirements may subject us to
increased liability, may decrease available insurance
coverage for the affected ships, and may result in
denial of access to, or detention in, certain ports. The
U.S. Coast Guard (“USCG”) and E.U. Authorities
enforce compliance with the ISM and ISPS Codes and
prohibit non-compliant vessels from trading in U.S. and
CMB.TECH - Annual Report 2024
127
E.U. ports. This could have a material adverse effect
on our future performance, results of operations, cash
flows and financial position.
Because such conventions, laws, and regulations are
often revised, we cannot predict the ultimate cost of
complying
with
such
conventions,
laws
and
regulations or the impact thereof on the resale prices
or useful lives of our vessels and what effect, if any,
such regulations might have on our operations.
Additional conventions, laws and regulations may be
adopted which could limit our ability to do business
or increase the cost associated with doing business
and which may materially adversely affect our
operations. We are required by various governmental
and quasi-governmental agencies to obtain certain
permits,
licenses,
certificates,
and
financial
assurances with respect to our operations.
Developments
in
safety
and
environmental
requirements relating to the recycling of vessels
may result in unexpected costs.
The 2009 Hong Kong International Convention for the
Safe and Environmentally Sound Recycling of Ships,
(“the Hong Kong Convention”), aims to ensure ships
are being recycled once they reach the end of their
operational lives, and do not pose any unnecessary
risks to the environment, human health and safety.
Upon the Hong Kong Convention's entry into force
on 26 June 2025, each ship that gets recycled will
have to carry an inventory of its hazardous materials.
Ships will be required to have surveys to verify their
inventory of hazardous materials initially, throughout
their lives and prior to the ship being recycled.
In 2013, the European Parliament and the Council of
the EU adopted the EU Ship Recycling Regulation (“
ESSR”), which, among other things, retains the
requirements of the Hong Kong Convention and
requires that certain commercial seagoing vessels
flying the flag of an EU Member State may only be
recycled in facilities included on the European List.
Under the ESSR, commercial EU-flagged vessels of
500 gross tonnage and above may only be recycled
at shipyards included on the European List. The
European List currently includes nine facilities in
Turkey but no facilities in the major ship recycling
countries in Asia. The combined capacity of the
European List facilities may prove insufficient to
absorb the total recycling volume of EU-flagged
vessels. This circumstance, taken in tandem with the
possible decrease in cash sales, may result in longer
wait times for divestment of recyclable vessels as
well as downward pressure on the purchase prices
offered by European List shipyards. Furthermore,
facilities located in the major ship recycling countries
generally offer significantly higher vessel purchase
prices, and as such, the requirement that we utilise
only European List shipyards may negatively impact
revenue from the residual values of our vessels.
These regulatory requirements may lead to cost
escalation by shipyards, repair yards and recycling
yards. This may then result in a decrease in the
residual recycling value of a vessel which could
potentially not cover the cost to comply with the
latest requirements, which may have an adverse
effect on our future performance, results of
operations, cash flows and financial position.
Regulations relating to ballast water discharge
result in increased costs.
The IMO has imposed updated guidelines for ballast
water
management
systems
specifying
the
maximum amount of viable organisms allowed to be
discharged from a vessel’s ballast water. Depending
on the date of the International Oil Pollution
Prevention
(“IOPP”)
renewal
survey,
vessels
constructed before September 8, 2017 are required
to comply with the updated D-2 standard. For most
vessels, compliance with the D-2 standard will
involve installing on-board systems to treat ballast
water and eliminate unwanted organisms.
The regulatory landscape in the United States
concerning vessel discharges is currently evolving.
While the 2013 Vessel General Permit (“VGP”)
program and the U.S. National Invasive Species Act
(“NISA”) remain in effect, the Vessel Incidental
Discharge Act (“VIDA”) introduces a new regulatory
framework. On September 20, 2024, the U.S.
Environmental Protection Agency (“EPA”) finalized
the Vessel Incidental Discharge National Standards of
Performance, establishing national standards for
approximately 30 types of incidental discharges,
including ballast water, similar to those previously
covered under the VGP. Following this, the U.S.
Coast Guard (“USCG”) is now responsible for
developing
the
corresponding
implementation,
compliance, and enforcement regulations, which are
expected by September 2026. Until the USCG
finalizes these regulations, vessels must continue to
comply with the existing EPA 2013 VGP and
applicable
USCG
ballast
water
requirements.
However, the future implementation of the VIDA
framework may necessitate the installation of new
equipment or modifications to existing systems to
meet
updated
discharge
standards.
These
developments could result in substantial additional
costs, which may adversely affect our operational
flexibility and profitability.
Climate change and greenhouse gas restrictions
may
adversely
impact
our
operations
and
markets.
Due to concern over the risk of climate change, a
number of countries, the EC and the IMO have
adopted, or are considering the adoption of,
regulatory frameworks to reduce greenhouse gas
emissions. These regulatory measures may include,
among others, adoption of cap-and-trade regimes,
carbon taxes, taxonomy of ‘green’ and ‘brown’
economic activities, increased efficiency standards
and incentives or mandates for renewable energy.
More
specifically,
in
2016,
IMO's
Marine
Environment
Protection
Committee
(“MEPC”)
announced
its
decision
concerning
the
implementation of regulations mandating a reduction
in sulphur emissions to 0.5% as of the beginning of
CMB.TECH - Annual Report 2024
128
2020. Additionally, in 2018, nations at the MEPC 72 nd
session ("MEPC 72") adopted an initial strategy to
reduce greenhouse gas emissions from ships. The
initial strategy identifies levels of ambition to reduce
greenhouse gas emissions, including (1) decreasing
the
carbon
intensity
from
ships
through
implementation of further phases of the Energy
Efficiency Design Index (“EEDI”) for new ships; (2)
reducing carbon dioxide emissions ("CO2") per
transport work, as an average across international
shipping, by at least 40% by 2030, pursuing efforts
towards 70% by 2050, compared to 2008 emission
levels; and (3) reducing the total annual greenhouse
emissions by at least 50% by 2050 compared to
2008 while pursuing efforts towards phasing them
out entirely. At the MEPC 73rd session in 2018 IMO
approved a follow-up programme. At the MEPC 80th
session ("MEPC 80") in July 2023, the IMO adopted
the 2023 IMO Strategy on Reduction of GHG
Emissions from Ships: to reduce carbon intensity
through further design improvements to the energy
efficiency for new ships; to reduce CO2 emissions
per transport work, as an average across international
shipping, by at least 40% by 2030, compared with
2008; to increase the uptake of zero or near-zero
GHG emissions technologies, fuels or energy
sources by at least 5%, striving for 10%, of the
energy used by international shipping by 2030; and to
peak GHG emissions from international shipping as
soon as possible and to reach net-zero GHG
emissions close to 2050.
At the conclusion of the MEPC 82nd session ("MEPC
82"), IMO member states identified further areas of
convergence in their positions. They produced a draft
legal text to use as a basis for ongoing talks around
the proposed “mid-term measures” for GHG
reduction, which are expected to be adopted at the
MEPC 83rd session ("MEPC 83"),, which will be held
from 7 April 2025 to 11 April 2025.
The EU has also included shipping in its EU ETS, The
EU has established a regulatory framework for
monitoring and reducing greenhouse gas emissions
from maritime transport under the EU ETS.
Accordingly, shipowners will need to purchase and
surrender a number of emission allowances that
represent their recorded carbon emission exposure
for a specific reporting period. The person or
organisation responsible for the compliance with the
EU ETS should be the shipping company, defined as
the shipowner or any other organisation or person,
such as the manager or the bareboat charterer, that
has assumed the responsibility for the operation of
the ship from the shipowner. The inclusion of
maritime shipping emissions within the scope of the
EU ETS is on basis of a gradual introduction of
obligations for shipping companies to surrender
allowances: 40% for verified emissions from 2024,
70% for 2025 and 100% for 2026. Most large
vessels are included in the scope of the EU ETS as
from the outset. Starting in 2025, large offshore
vessels of 5,000 gross tonnage and above will be
subject to the Monitoring, Reporting, and Verification
(MRV) regulation for CO₂ emissions from maritime
transport. These vessels will then be included in the
EU ETS from 2027. General cargo vessels and off-
shore vessels between 400-5,000 gross tonnage will
be included in the MRV regulation from 2025 and
their inclusion in EU ETS will be reviewed in 2026.
Compliance with the Maritime EU ETS could result in
additional compliance and administration costs to
properly incorporate the provisions of the Directive
into our business routines. Furthermore, starting in
2026, the ETS regulations will expand to include
emissions of two additional greenhouse gases:
nitrous
oxide
and
methane.
Additionally,
the
European Council of the EU has adopted the
Maritime Fuel Regulation under the FuelEU Initiative
of its “Fit-for-55” package which sets limitations on
the acceptable yearly greenhouse gas intensity of the
energy used by covered vessels. Among other
things, the Maritime Fuel Regulation requires that
greenhouse gas emissions from covered vessels are
reduced by 2% as of 1 January 2025, with additional
reductions contemplated every five years (up to 80%
as of 1 January 2050). Additional EU regulations that
are part of the EU’s Fit-for-55, could also affect our
financial position in terms of compliance and
administration costs when they take effect.
The EU ETS became applicable to maritime shipping
as of 2024 with a phase-in period. Shipowners will
need to purchase and surrender a number of
emission allowances that represent their MRV-
recorded carbon emission exposure for a specific
reporting period. The geographical scope covers
emissions generated at berth and on intra-EU
voyages, as well as 50% of the energy sources used
on voyages inbound and outbound to/from the EU.
The person or organisation responsible for the
compliance with the EU ETS should be the shipping
company, defined as the shipowner, or any other
organisation or person, such as the manager or the
bareboat
charterer,
that
has
assumed
the
responsibility for the operation of the ship from the
shipowner. Compliance with the Maritime EU ETS
will result in additional compliance and administration
costs to properly incorporate the provisions of the
Directive into our business routines. Additional EU
regulations that are part of the EU’s Fit-for-55, could
also affect our financial position in terms of
compliance and administration costs when they take
effect. We have therefore prepared terms and
conditions for insertion into our trading contracts,
such as but not limited to time, voyage and bareboat
charters, ship management agreements and other
trading documents, aiming at protect our best
interests by limiting compliance and administration
costs as well as other financial burdens. In view of
the administration of our EU ETS rights and
obligations, we have opened MOHA accounts so as
to enable us to buy, trade and surrender emission
allowances online.
While an EU ETS could accelerate building more
efficient ships, any regional system comes with
significant administrative burden and a risk of market
distortion. To drive the market towards more energy
CMB.TECH - Annual Report 2024
129
efficient ships, it is crucial that the EU polluter pays
principle is applied. In terms of charter agreements,
the 'polluter' might be considered as the body
responsible for the decision of speed. The level of
speed is dictating the fuel consumption during
voyage and impact of GHG emissions. Therefore, we
believe that compliance accountability should lie to
the entities that decide on the operational speed of
the vessel.
Territorial taxonomy regulations in geographies
where we are operating and are regulatory liable,
such as EU Taxonomy, might jeopardise the level of
access to capital. For example, the EU has already
introduced a set of criteria for economic activities
which should be framed as ‘green’, called EU Green
Taxonomy. The EU taxonomy is a classification
regulatory system which attempts to identify
environmentally sustainable economic activities. The
requirement to deliver sustainability indicators under
Article 8 of the Taxonomy Regulation became
applicable in 2022, to companies subject to the
obligation to publish non-financial statements in
accordance with Article 19a or Article 29a of the
Accounting Directive 2013/34/EU. The Non-financial
Reporting Directive (Directive 2014/95/EU (“NFRD”)
is an amendment to the Accounting Directive
(Directive 2013/34/EU). Under the NFRD, large listed
companies, banks and insurance companies with
more than 500 employees are required to publish
reports on the policies they implement in relation to
social responsibility and other sustainability related
information (Act 14, Art. 1 and Art. 29a). Article 8 of
the Taxonomy Regulation requires companies falling
within the scope of the existing NFRD, and additional
companies brought under the scope of the proposed
CSRD, to report certain indicators on the extent to
which their activities are sustainable as defined by
the EU Taxonomy.
Taxonomy and NFRD application apply to companies
with an average number of employees during the
specific financial year exceeding 500 and a balance
sheet total exceeding €20 million or net turnover
exceeding €40 million on balance sheet date.
Seafarers are not classified as full-time equivalents
("FTEs") as they are associated with external ship
managers and agents. CMB.TECH had 252 FTEs
registered on our payroll (2024). Given that condition,
the Company does not qualify for mandatory
reporting of EU Taxonomy eligibility and alignment.
On 26 February 2025, the EC introduced an Omnibus
package to streamline reporting while maintaining
transparency, proposing changes to the scope and
timing of the CSRD, EU Taxonomy, and Corporate
Sustainability Due Diligence Directive ("CSDDD").
CMB.TECH is defined as listed SME for both CSRD
(less than 1000 employees) and EU Taxonomy (less
than 1000 employees). SMEs with securities listed
on EU regulated markets, no longer have any
reporting
requirements
under
CSRD
and
EU
Taxonomy. Hence, CMB.TECH will only report
Sustainability and Taxonomy-related information on a
voluntary and case-by-case basis.
Sulphur Oxide Emissions:
To mitigate the sulphur oxides emissions from
shipping, a global cap on the sulphur percentage of
0.5 % in the fuel oil burnt has been enforced since 1
January 2020. Additionally, the fuel oil sulphur % limit
of 0.1 % was established for the ships operating
inside special areas. The interpretation of "fuel oil
used on board" includes use in main engine, auxiliary
engines and boilers. Shipowners are required to
comply with this regulation by:
i.
using 0.5% sulphur or 0.1% sulphur fuels on
board, which are available around the world
but at a higher cost;
ii.
installing scrubbers for cleaning of the
exhaust
gas
which
required
capital
investment; or
iii.
by retrofitting vessels to be powered by
liquefied natural gas or other alternative
energy sources, which may not be a viable
option due to the lack of supply network and
high costs involved in this process.
Costs of compliance with these regulatory changes
are significant and have a material adverse effect on
our future performance, results of operations, cash
flows and financial position. From 1st May 2025, the
Canadian
and
Mediterranean
areas
would
be
Emission control areas requiring stricter sulphur
compliance and this affects the vessels operating
costs in these regions.
Decarbonisation:
The globally increasing focus on GHG emissions and
climate change discussions led to the IMO, at the
MEPC 62 in 2011, to adopt the carbon emission
reduction regulations, through the introduction of
technical and operational measures in Chapter 4
under MARPOL Annex VI.
The technical measures introduced in 2011 required all
the new build vessels to achieve a ship type specific
energy efficiency level, measured as Energy Efficiency
Design Index (EEDI), gradually increasing to more
efficient new build ships, in a phased manner after
entering into force in 2013. The increased investment
into
energy
efficiency
enhancing
designs
and
technologies was balanced by the reduction in the fuel
consumption
costs.
Further,
at
MEPC
75,
amendments were made to Annex VI extending the
EEDI regulations to reduce greenhouse gas emissions
from existing ships (EEXI) which required ships to
assess and measure their energy efficiency and to
achieve a 20% reduction in the design energy
efficiency index from 2008 baseline, measured as
EEXI or EEDI. These EEXI regulations were enforced
from January 2023, driving the investment in energy
efficiency technologies, retrofits and reduction of
engine power (and associated speed).
The operational measures introduced in 2011,
required the ships above 5000 gross tonnage to
CMB.TECH - Annual Report 2024
130
develop and implement a Ship Energy Efficiency
Management Plan (SEEMP). In 2016, MEPC 70
introduced the IMO Data Collection System (DCS)
which
mandated
these
ships
to
collect
the
consumption data for each type of fuel and additional
data reporting requirements with effect from 1st
January 2019.
Further, the IMO introduced mandatory operational
measures to reduce the carbon emissions intensity
(Carbon Intensity Indicator- CII) from ships and to
achieve a target of a 40% reduction in carbon
emissions intensity by 2030 compared to 2008. This
required ships of 5,000 gross tonnage to document
and verify their actual annual operational CIIattained
basis the DCS submission against a determined
annual operational CIIrequired. The CIIrequired values is
gradually made more stringent each year in alignment
to the IMO’s decarbonisation trajectory short term
goals. A vessel with CIIattained lower than its CIIrequired
has a superior energy efficiency rating of A or B
which may provide commercial benefits to us.
Vessels that continually receive inferior CII ratings of
D for 3 years or E for a year, are required to submit
corrective action plans to ensure compliance and this
affects the operational speeds. The CII ratings are
negatively affected by the charterer’s operational
decisions such as increased speed and extended
time spent in anchorages or at port, which adversely
impacts the vessel’s future tradability. This requires
new clauses in the Charterparties which increase
administrative burden but are needed to legally
protect Owners in case Charterers do not comply
with requirements. Inferior CII ratings could lead to
adverse effects on our vessel’s tradability, our legal
and financial situation.
Presently our fleet of vessels meet the compliance
values as per the EEDI / EEXI regulations.
Investments in our vessels design and operational
energy efficiency provides us commercial edge over
the
competition
and
improves
the
vessel’s
acceptability in the market.
In July 2023, MEPC 80 approved the plan for
reviewing CII regulations and guidelines, which must
be completed at the latest by 1 January 2026 and
decide on the CII reduction factor for 2027 and
beyond. There will be no immediate changes to the
CII framework, including correction factors and
voyage adjustments, before the review is completed.
Also in July 2023, IMO adopted the revised 2023
IMO Strategy on Reduction of GHG Emissions from
Ships setting increased levels of ambition for the
shipping industry:
–
to reduce CO2 emissions per transport work, as
an average across international shipping, by at
least 40% by 2030, compared with 2008;
–
to increase the uptake of zero or near-zero GHG
emissions technologies, fuels or energy sources
by at least 5%, striving for 10% of the energy
used by international shipping by 2030; and
–
to peak GHG emissions from international
shipping as soon as possible and to reach net-
zero GHG emissions close to 2050.
It also introduced 2 indicative check points in the
strategy:
–
to reduce total GHG emissions by 20%, striving
for 30% by 2030 compared to 2008; and
–
to reduce total GHG emissions ay at least 70%,
striving for 80% by 2040, compared to 2008.
Discussions are presently underway to decide on the
IMO’s midterm measures consisting of market-based
measures (MBM) like introducing fund, tax or levy
based on GHG total emissions or GHG fuel intensity
calculated basis the life cycle emissions (well to
wake) of fuels. Intention of the MBM is to drive the
demand
for
alternate
fuels,
finance
the
decarbonisation projects and provide regulatory
impetus to ships owners to invest in zero or near
zero GHG emissions ships. This is in line with the
European Union’s Emissions trading Scheme (EU
ETS) and the FuelEU Maritime which are in force.
These upcoming regulations will have significant
impact on the charterparty clauses, overall trade
patterns and will affect the company’s financial
position. As ship owners, we face the uncertainty of
the alternate fuel availability and increased fuel costs,
requiring us to carry out comprehensive market
assessment prior taking decisions on investments in
alternate fuelled vessels.
On November 13, 2021, the Glasgow Climate Pact
was announced following discussions at the 2021
United
Nations
Climate
Change
Conference
(“COP26”). The Glasgow Climate Pact calls for
signatory states to voluntarily phase out fossil fuels
subsidies. A shift away from these products could
potentially affect the demand for our vessels and
negatively impact our future business, operating
results, cash flows and financial position. COP26 also
produced the Clydebank Declaration, in which 22
signatory states (including the United States and
United Kingdom) announced their intention to
voluntarily support the establishment of zero-
emission shipping routes. Governmental and investor
pressure to voluntarily participate in these green
shipping routes could cause us to incur significant
additional expenses to “green” our vessels.
In addition, although the emissions of greenhouse
gases from international shipping currently are not
subject to the Kyoto Protocol to the United Nations
Framework Convention on Climate Change, which
required adopting countries to implement national
programs to reduce emissions of certain gases, or
the Paris Agreement (discussed further below), a
new treaty may be adopted in the future that
includes restrictions on shipping emissions.
Compliance with changes in laws, regulations and
obligations relating to climate change could increase
our
costs
related
to
owning,
operating
and
maintaining our vessels and require us to install new
CMB.TECH - Annual Report 2024
131
emission controls, acquire allowances or pay taxes
related to our greenhouse gas emissions or
administer and manage a greenhouse gas emissions
program. Revenue generation and strategic growth
opportunities may also be adversely affected.
Biodiversity
Ballast Water discharges and hull biofouling are
identified as threat to biodiversity by transfer of
invasive species due to ship operation and introduced
the ballast water regulations and biofouling guidelines
to mitigate this risk. The ballast water regulations
initially required the vessels to carry out ballast water
exchange and with the entry of the convention into
force in 2017 for new builds and 2019 for existing
vessels, it became mandatory for the vessels to
install an IMO Type approved Ballast water treatment
plants onboard. The company overcame this
challenge
through
capital
investment
in
the
installation of Ballast Water Management Systems
(BWMS) by retrofitting in the existing ships or in new
builds. In 2023 at MEPC 80, IMO amended the
Biofouling guidelines, recommending the ships to
incorporate a biofouling management plan, detailing
on the routine hull inspection and cleaning.
The MEPC 76 adopted amendments to the
International Convention on the Control of Harmful
Anti-Fouling Systems on Ships, 2001, or the AFS
Convention, which have been entered into force on
January 1, 2023. From this date, all ships shall not
apply or re-apply anti-fouling systems containing
cybutryne on or after January 1, 2023; all ships
bearing
an
anti-fouling
system
that
contains
cybutryne in the external coating layer of their hulls or
external parts or surfaced on January 1, 2023 are
required to either to remove the anti-fouling system
or apply a coating that forms a barrier to this
substance
leaching
from
the
underlying
non-
compliance anti-fouling system.
Black Carbon
MEPC 75 approved draft amendments to MARPOL
Annex I to prohibit the use and carriage for use as fuel
of heavy fuel oil by ships in Arctic waters on and after
July 1, 2024. The draft amendments introduced at
MEPC 75 were adopted at the MEPC 76 session held
on June 2021, entered into force on November 1,
2022 and became effective on January 1, 2023. MEPC
77 adopted a non-binding resolution which urges
Member States and ship operators to voluntarily use
distillate or other cleaner alternative fuels or methods
of propulsion that are safe for ships and could
contribute to the reduction of Black Carbon emissions
from ships when operating in or near the Arctic.
Adverse effects upon the oil and gas industry relating
to climate change, including growing public concern
about the environmental impact of climate change,
may also adversely affect demand for our services.
For example, increased regulation of greenhouse
gases or other concerns relating to climate change
may reduce the demand for oil and gas in the future
or create greater incentives for use of alternative
energy sources. In addition to the peak oil risk from a
demand perspective, the physical effects of climate
change, including changes in weather patterns,
extreme weather events, rising sea levels, scarcity of
water resources, may negatively impact our own
operations or that of suppliers and service providers
in our value chain, including with respect to
infrastructures on which we rely to be able to
conduct our operations. Any long-term material
adverse effect on the oil and gas industry could have
a significant financial and operational adverse impact
on our business that we cannot predict with certainty
at this time.
Risk Factors Relating to Tax Matters
United States tax authorities could treat us as a
“Passive Foreign Investment Company” ("PFIC"),
which could have adverse United States federal
income tax consequences to United States
shareholders.
A foreign corporation will be treated as a PFIC for
United States federal income tax purposes if either (1)
at least 75% of its gross income for any taxable year
consists of certain types of "passive income" or (2) at
least 50% of the average value of the corporation's
assets produce or are held for the production of those
types of "passive income." For purposes of these
tests, "passive income" includes dividends, interest,
and gains from the sale or exchange of investment
property and rents and royalties other than rents and
royalties which are received from unrelated parties in
connection with the active conduct of a trade or
business. For purposes of these tests, income derived
from the performance of services does not constitute
"passive income." United States shareholders of a
PFIC are subject to a disadvantageous United States
federal income tax regime with respect to the income
derived by the PFIC, the distributions they receive
from the PFIC and the gain, if any, they derive from
the sale or other disposition of their shares in the
PFIC.
Based on our current and proposed method of
operation, we do not believe that we will be a PFIC
with respect to any taxable year. In this regard, we
treat the gross income we derive or are deemed to
derive from our time chartering activities as services
income, rather than rental income. Accordingly, the
income from our time and voyage chartering
activities should not constitute "passive income," and
the assets that we own and operate in connection
with the production of that income should not
constitute assets that produce or are held for the
production of "passive income."
There is substantial legal authority supporting this
position, consisting of case law and United States
Internal Revenue Service “IRS”, pronouncements
concerning the characterisation of income derived
from time charters and voyage charters as services
income for other tax purposes. However, it should be
noted that there is also authority that characterises
time charter income as rental income rather than
CMB.TECH - Annual Report 2024
132
services income for other tax purposes. Accordingly,
no assurance can be given that the IRS or a court of
law will accept this position, and there is a risk that the
IRS or a court of law could determine that we are a
PFIC. Moreover, no assurance can be given that we
would not constitute a PFIC for any future taxable year
if the nature and extent of our operations change.
If the IRS were to find that we are or have been a
PFIC for any taxable year, our United States
shareholders would face adverse United States
federal income tax consequences and incur certain
information reporting obligations. Under the PFIC
rules, unless those shareholders make an election
available under the United States Internal Revenue
Code of 1986, as amended (“Code”), (which election
could itself have adverse consequences for such
shareholders), such shareholders would be subject to
United States federal income tax at the then
prevailing rates on ordinary income plus interest, in
respect of excess distributions and upon any gain
from the disposition of their ordinary shares, as if the
excess distribution or gain had been recognized
ratably over the shareholder's holding period of the
ordinary shares.
We may have to pay tax on United States source
shipping income, or taxes in other jurisdictions,
which would reduce our net earnings.
Under the Code, 50% of the gross shipping income of
a corporation that owns or charters vessels, as we and
our
subsidiaries
do,
that
is
attributable
to
transportation that begins or ends, but that does not
both begin and end, in the United States may be
subject to a 4% United States federal income tax
imposed by Section 887 of the Code on a gross basis
without
allowance
for
deductions,
unless
that
corporation qualifies for exemption from taxation
under Section 883 of the Code and the regulations
promulgated
thereunder
by
the
United
States
Department of the Treasury or an applicable U.S.
income tax treaty. Since under the sourcing rules
described above, no more than 50% of our shipping
income is treated as being derived from United States
sources, the maximum effective rate of United States
federal income tax on our shipping income will not
exceed 2% under the 4% gross basis tax regime.
We and our subsidiaries continue to take the position
that we qualify for, either this statutory tax
exemption, or exemption under an income tax treaty
for United States federal income tax return reporting
purposes. However, there are factual circumstances
beyond our control that could cause us to lose the
benefit of this tax exemption and thereby become
subject to United States federal income tax on our
United States source shipping income. For example,
we may no longer qualify for exemption under
Section 883 of the Code for a particular taxable year if
shareholders with a five percent or greater interest in
our ordinary shares (5% shareholders) owned, in the
aggregate, 50% or more of our outstanding ordinary
shares for more than half the days during the taxable
year, and there does not exist sufficient 5%
shareholders that are qualified shareholders for
purposes of Section 883 of the Code to preclude non-
qualified 5% shareholders from owning 50% or more
of our ordinary shares for more than half the number
of days during such taxable year or we are unable to
satisfy certain substantiation requirements with
regard to our 5% shareholders. Due to the factual
nature of the issues involved, there can be no
assurances on the tax-exempt status of us or any of
our subsidiaries.
If we or our subsidiaries were not entitled to
exemption under Section 883 of the Code or
exemption under an income tax treaty for any taxable
year, we or our subsidiaries could be subject for such
year to an effective 2% United States federal income
tax on the shipping income we or they derive during
such year which is attributable to the transport of
cargoes to or from the United States. The imposition
of this taxation would have a negative effect on our
business and would decrease our earnings available
for distribution to our shareholders.
We may also be subject to tax in other jurisdictions,
which could reduce our earnings.
Our shareholders residing in countries other than
Belgium may be subject to double withholding
taxation with respect to any dividends or other
distributions made by us.
Any dividends or other distributions we make to
shareholders will, in principle, be subject to
withholding tax in Belgium at a rate of 30%, except
for shareholders that qualify for an exemption of
withholding tax such as, amongst others, qualifying
pension funds or a company qualifying as a parent
company in the sense of the Council Directive
(90/435/EEC) of 23 July 1990, or the Parent-
Subsidiary Directive or that qualify for a lower
withholding tax rate or an exemption by virtue of a
tax treaty. Various conditions may apply and
shareholders residing in countries other than Belgium
are advised to consult their advisers regarding the tax
consequences of dividends or other distributions
made by us. Our shareholders residing in countries
other than Belgium may not be able to credit the
amount of such withholding tax to any tax due on
such dividends or other distributions in any other
country than Belgium. As a result, such shareholders
may be subject to double taxation in respect of such
dividends or other distributions.
Belgium and the United States have concluded a
double tax treaty concerning the avoidance of double
taxation, (“U.S.-Belgium Treaty”). The U.S.-Belgium
Treaty
reduces
the
applicability
of
Belgian
withholding tax to 15%, 5% or 0% for U.S.
taxpayers, provided that the U.S. taxpayer meets the
limitation of benefits conditions imposed by the U.S.-
Belgium Treaty. The Belgian withholding tax is
generally reduced to 15% under the U.S.-Belgium
Treaty. The 5% withholding tax applies in cases
where the U.S. shareholder is a company which
holds at least 10% of the shares in the Company. A
0% Belgian withholding tax applies when the
shareholder is a company that has held at least 10%
CMB.TECH - Annual Report 2024
133
of the shares in the Company for at least 12 months,
or is, subject to certain conditions, a U.S. pension
fund. The U.S. shareholders are encouraged to
consult their own tax advisers to determine whether
they can invoke the benefits and meet the limitation
of benefits conditions as imposed by the U.S.-
Belgium Treaty.
Changes to the tonnage tax or the corporate tax
regimes applicable to us, or to the interpretation
thereof, may impact our future operating results.
Shortly after its incorporation in 2003, the Company
applied for treatment under the Belgian tonnage tax
regime. It was declared eligible for this regime by the
Federal Finance Department on 23 October 2003, for
a ten-year period. In line with the tonnage tax
regulations, which are part of the normal corporate
tax regime in Belgium, profits from the operation of
seagoing vessels are determined on a lump sum
basis based on the net registered tonnage of the
particular vessels. After this first ten-year period had
elapsed,
the
tonnage
tax
regime
has
been
automatically renewed for another ten-year period.
The application for prolongation of this Tonnage Tax
Regime as from 2024 was timely filed before the end
of 2023 and was approved in 2024 by the Belgian
Ruling Commission. The Belgian Ruling Commission
formally confirmed that the Tonnage Tax Regime
applies for a ten-year period as from 1 January 2024
and thereafter will be automatically renewed for
another ten-year period. This tonnage tax replaces all
factors that are normally taken into account in
traditional tax calculations, such as profit or loss,
operating
costs,
depreciation,
gains
and
the
offsetting of past losses of the revenues taxable in
Belgium.
Changes to the tax regimes applicable to us, or
the interpretation thereof, may impact our future
operating results.
We also operate vessels under Belgian, French,
Greek, Marshall Islands, Liberian and Madeira Flag
for which the Company is paying the required
tonnage tax in these particular jurisdictions.
There is, however, no guarantee that the tonnage tax
regime will not be reversed or that other forms of
taxation will not be imposed such as, but not limited
to, a global minimum tax, a carbon tax or emissions
trading system in the context of the discouragement
of the use of fossil fuels. To the extent such changes
would be implemented on the EU level only, the
global level playing field may be distorted and put the
Company in a weaker competitive position compared
to its non-EU peer companies.
Changes in tax regulations from other countries
we are involved with due to our global trade may
affect our business and future operations.
Foreign countries may impose new tax laws which
can impact the shipping industry. It is also possible
that already existing foreign tax law is not known by
us and can have a material effect on our financial
position. We can not be sure that we are always
aware of all tax law in each country our vessels trade
to or all countries we are involved with due to our
global trade.
The lack of this information may lead to heavy tax
claims from foreign countries directed to us as a
shipowner. This could affect us financially for the
past, current and future trade of our vessels.
The Nigerian Federal Inland Revenue Service (FIRS) has
commenced a tax compliance exercise for the period of
2010-2019 towards non-resident companies trading in
Nigeria. The Federal Government of Nigeria granted a 3-
month window from 19 June 2023 for international
shipping companies operating in Nigeria to regularise
their tax status in Nigeria and another window from 19
September 2023, to 31 December 2023, for affected
companies to pay all their outstanding taxes to the
Federal Government of Nigeria. An extension was
provided till March 2024 with a degree on the waiver for
penalties and interests claimed. Despite the Double Tax
Treaty between Belgium and Nigeria, the Nigerian
government has shown to be difficult in cooperating on
the subject. If the legal tax issues are not handled with
proper care, this could result in an adverse effect on our
financial situation, our trade and operations going
forward.
Other foreign tax regulations which are not or not
well known by us can affect our business in an
adverse way even for events taking place in the past.
This could be for taxes due because of our global
trade, the flag of our vessels, the places where our
offices are located, places where our vessels are
moored or because of some underlying contracts we
might have (e.g. Charterparty, insurance, etc.). The
impact of these tax laws could have an adverse
effect on our legal and financial position and influence
our trade and operations going forward.
Changes in tax laws and unanticipated tax
liabilities could materially and adversely affect the
taxes we pay, results of operations and financial
results.
We are subject to income and other taxes in the
United States and foreign jurisdictions, and our
results of operations and financial results may be
affected by tax and other initiatives around the world.
For instance, there is a high level of uncertainty in
today's tax environment stemming from global
initiatives put forth by the Organisation for Economic
Co-operation and Development's (“OECD”) two-pillar
base erosion and profit shifting project. In 2021,
members of the OECD put forth two proposals: (i)
Pillar One reallocates profit to the market jurisdictions
where sales arise versus physical presence; and (ii)
Pillar Two compels multinational corporations with
€750 million or more in annual revenue to pay a
global minimum tax of 15% on income received in
each country in which they operate. The reforms aim
to level the playing field between countries by
discouraging them from reducing their corporate
income taxes to attract foreign business investment.
Over 140 countries agreed to enact the two-pillar
solution to address the challenges arising from the
digitalisation of the economy and, in 2024, these
CMB.TECH - Annual Report 2024
134
guidelines were declared effective and must now be
enacted by those OECD member countries. It is
possible that these guidelines, including the global
minimum corporate tax rate measure of 15%, could
increase the burden and costs of our tax compliance,
the amount of taxes we incur in those jurisdictions
and our global effective tax rate, which could have a
material adverse impact on our results of operations
and financial results.
Risks Relating to Investment in our
Ordinary Shares
The price of our ordinary shares has fluctuated in the
past, has been volatile and may be volatile in the
future, and as a result, investors in our ordinary
shares could incur substantial losses.
Our share price may be highly volatile and future
sales of our ordinary shares could cause the market
price of our ordinary shares to decline.
The market price of our ordinary shares has historically
fluctuated over a wide range and may continue to
fluctuate significantly in response to many factors,
such as actual or anticipated fluctuations in our
operating results, changes in financial estimates by
securities analysts, economic, regulatory and ESG
trends, general market conditions, rumours and
fabricated news and other factors, many of which are
beyond our control. The price of our ordinary shares
has ranged between $17.59 and $9.93 during 2024.
Our stock prices may experience rapid and substantial
decreases or increases in the foreseeable future that
are unrelated to our operating performance or
prospects. The stock market in general and the market
for shipping companies in particular have experienced
extreme volatility that has often been unrelated to the
operating performance of particular companies. As a
result of this volatility, investors may experience
substantial losses on their investment in our ordinary
shares. The market price for our ordinary shares may
be influenced by many factors, including the following:
–
Investor reaction to the execution of our business
strategy, including mergers and acquisitions;
–
Shareholder activism;
–
Our continued compliance with the listing standards
of NYSE and/or Euronext Brussels;
–
Regulatory or legal developments in the United
States and other countries, especially changes in
laws or regulations applicable to our industry,
including those related to climate change;
–
Variations in our financial results or those of
companies that are perceived to be similar to us;
–
Our ability or inability to raise additional capital and
the terms on which we raise it;
–
Declines in the market prices of stocks generally;
–
Trading volume of our ordinary shares;
–
Shorting activity in relation to our share;
–
Sales of our ordinary shares by us or our
stockholders;
–
General economic, industry and market conditions;
and
–
Other events or factors, including those resulting
from such events, or the prospect of such events,
including war, terrorism and other international
conflicts, public health issues including health
epidemics or pandemics, such as the COVID-19
pandemic, adverse weather and climate conditions
could disrupt our operations or result in political or
economic instability.
These broad market and industry factors may cause
the market price of our ordinary shares to drop,
regardless of our operating performance, and may be
inconsistent with any improvements in actual or
expected operating performance, financial condition
or other indicators of value. Since the stock price of
our ordinary shares has fluctuated in the past, has
been recently volatile and may be volatile in the
future, investors in our ordinary shares could incur
substantial losses. In the past, following periods of
volatility in the market, securities class-action
litigation
has
often
been
instituted
against
companies. Such litigation, if instituted against us,
could result in substantial costs and diversion of
management’s attention and resources, which could
materially and adversely affect our business, financial
condition,
results
of
operations
and
growth
prospects. There can be no guarantee that our stock
price will remain at current prices.
In addition, securities of certain companies have
recently experienced significant and extreme volatility
in stock price due to short sellers of ordinary shares,
known as a “short squeeze”. These short squeezes
have caused extreme volatility in those companies
and in the market and have led to the price per share
of those companies to trade at a significantly inflated
rate that is disconnected from the underlying value of
the company. Many investors who have purchased
shares in those companies at an inflated rate risk
losing
a
significant
portion
of
their
original
investment, as the price per share has declined
steadily as interest in those stocks have abated.
While we have no reason to believe our shares would
be the target of a short squeeze, there can be no
assurance that our shares will not be in the future,
and if so it could cause you to lose a significant
portion or all of your investment.
From time to time our Supervisory Board may
authorise a share buyback within the Belgian legal
framework. There is no guarantee that we will
repurchase shares at a level anticipated by
stockholders or at all, which could reduce returns
to our stockholders. Once authorised, decisions to
repurchase our common stock will be at the
discretion of our Management Board, based upon
a review of relevant considerations.
In accordance with the authorization granted by a
general meeting of shareholders held on 23 June
2021, we have the option but not the obligation until
July 2026 of buying our own shares back should we
believe there is a substantial value disconnect
between the share price and the real value of the
Company.
CMB.TECH - Annual Report 2024
135
As of 9 April 2025, we owned 25,807,878 of our own
shares (11.73% of the total issued shares). We may
continue to buy back our shares opportunistically under
the conditions laid down by law and subject to a valid
authorisation. The extent to which we do so and the
timing of these purchases, will depend upon a variety of
factors,
including
market
conditions,
regulatory
requirements and other corporate considerations.
The Supervisory Board’s determination to authorize the
repurchase of ordinary shares will depend upon our
profitability
and
financial
condition,
contractual
restrictions, restrictions imposed by applicable law and
other factors that the Supervisory Board deems
relevant. Based on an evaluation of these factors, the
Supervisory Board may determine not to repurchase
shares or to do so at reduced levels compared to
historical levels, any or all of which could reduce returns
to our stockholders. The Supervisory Board may
suspend or discontinue this authorisation at any time.
The Supervisory Board decided to amend the
dividend policy to a full discretionary dividend
policy. We therefore cannot assure you that we
will declare or pay any dividends. The shipping
industry is volatile and we cannot predict with
certainty the amount of cash, if any, that will be
available for distribution as dividends in any
period.
The Supervisory Board amended our dividend policy to
a full discretionary dividend policy at the end of 2023.
Consequently, our Supervisory Board may from time
to time, declare and pay cash dividends in
accordance
with
our
Coordinated
Articles
of
Association
and
applicable
Belgian
law.
The
declaration and payment of dividends or other
distributions, if any, will always be subject to the
approval of either our Supervisory Board (in the case
of “interim dividends”) or of the shareholders (in the
case of “regular dividends”, "intermediary dividends"
or “repayment of capital”).
Our Supervisory Board will continue to assess the
declaration
and
payment
of
dividends
upon
consideration of our financial results and earnings,
restrictions
in
our
debt
agreements,
market
prospects,
current
capital
expenditures,
commitments, investment opportunities, and the
provisions of Belgian law affecting the payment of
dividends to shareholders and other factors. We may
stop paying dividends at any time and cannot assure
you that we will pay any dividends in the future or of
the amount of such dividends.
In general, under the terms of our debt agreements,
we are not permitted to pay dividends if there is or
will be a default or a breach of a loan covenant as a
result of the dividend. Our credit facilities also contain
restrictions and undertakings which may limit our and
our subsidiaries' ability to declare and pay dividends
(for instance, with respect to each of our joint
ventures, no dividend may be distributed before its
loan agreement, as applicable, is repaid in full).
Belgian law generally prohibits the payment of
dividends unless net assets on the closing date of
the last financial year do not fall beneath the amount
of the registered capital and, before the dividend is
paid out, 5% of the net profit is allocated to the legal
reserve until this legal reserve amounts to 10% of
the share capital. No distributions may occur if, as a
result of such distribution, our net assets would fall
below the sum of (i) the amount of our registered
capital, (ii) the amount of such aforementioned legal
reserves, and (iii) other reserves which may be
required by our Coordinated Articles of Association or
by law, such as the reserves not available for
distribution in the event we hold treasury shares.
We may not have sufficient surplus in the future to
pay dividends and our subsidiaries may not have
sufficient funds or surplus to make distributions to
us. We can give no assurance that dividends will be
paid at a level anticipated by stockholders or at all. In
addition, the corporate law of jurisdictions in which
our
subsidiaries
are
organised
may
impose
restrictions on the payment or source of dividends
under certain circumstances.
Future issuances and sales of our ordinary shares
could cause the market price of our ordinary
shares to decline.
As of 31 December 2024, our issued (and fully paid
up) share capital was $239,147,506.82 which was
represented by 220,024,713 shares. As of 31
December 2023, we had:
–
194,216,835 ordinary shares outstanding, and
–
25,807,878 treasury shares.
Our
Shareholders’
Special
Meeting
in
2021
authorised our Supervisory Board to acquire a
maximum of 10% of the existing shares or profit
shares during a period of five years, at a price per
share not exceeding the maximum price allowed
under applicable law and not to be less than EUR
0.01.
On 21 March 2024, the Supervisory Board had
authorised the Management Board to repurchase up
to 10 million shares at a maximum purchase price per
share of $17.86 (dividend or other distribution paid
should be deducted from this amount as of the ex-
dividend date) with a term from 21 March 2024 to 28
June 2024. Shares that we repurchase can be
cancelled or can be held as treasury shares, at the
option of the Company.
Under Belgian corporate laws, the voting rights
related to treasury shares are suspended and
treasury shares give no entitlement to dividend. We
may at any time transfer all or part of our treasury
shares to a third party, at which time the
corresponding voting rights will cease to be
suspended and the shares will again give their holder
entitlement to dividend. Our shareholders may incur
dilution from any such future transfer.
CMB.TECH - Annual Report 2024
136
Additionally, by decision of our shareholders’ meeting
held in 2020, our Supervisory Board is authorized to
increase our share capital in one or several times by a
total maximum amount of $25,000,000
(with
possibility for our Supervisory Board to restrict or
suspend the preferential subscription rights of our
existing shareholders) or $120,000,000 (without the
possibility for our Supervisory Board to restrict or
suspend the preferential subscription rights of our
existing shareholders) during a period of five years as
from the date of publication of the decision, subject
to the terms and conditions to be determined by our
Supervisory Board.
Issuances and sales of a substantial number of
ordinary shares in the public market, or the
perception that these issuances or sales could occur,
may depress the market price for our ordinary shares.
These sales could also impair our ability to raise
additional capital through the sale of our equity
securities in the future. We intend to issue additional
ordinary shares in the future. Our shareholders may
incur dilution from any such future equity offering.
We are incorporated in Belgium, which provides
for different and in some cases more limited
shareholder rights than the laws of jurisdictions in
the United States.
We are a Belgian company and our corporate affairs
are governed by Belgian corporate law. Principles of
law relating to such matters as the validity of
corporate
procedures,
the
fiduciary
duties
of
management, the dividend payment dates and the
rights of shareholders may differ from those that
would apply if we were incorporated in a jurisdiction
within the United States.
For example, there are no statutory dissenters’ rights
under Belgian law with respect to share exchanges,
mergers and other similar transactions, and the rights
of shareholders of a Belgian company to sue
derivatively, on the company’s behalf, are more
limited than in the United States.
Civil liabilities based upon the securities and other
laws of the United States may not be enforceable
in original actions instituted in Belgium or in
actions
instituted
in
Belgium
to
enforce
judgments of U.S. courts.
Civil liabilities based upon the securities and other
laws of the United States may not be enforceable in
original actions instituted in Belgium or in actions
instituted in Belgium to enforce judgments of U.S.
courts. Actions for the enforcement of judgments of
U.S. courts will prevail only if the Belgian court
confirms
the
substantive
correctness
of
the
judgment of the U.S. court and is satisfied that:
–
The effect of the enforcement judgment is not
manifestly incompatible with Belgian public
policy;
–
The judgment did not violate the rights of the
defendant;
–
The judgment was not rendered in a matter
where the parties transferred rights subject to
transfer restrictions with the sole purpose of
avoiding the application of the law applicable
according to Belgian international private law;
–
The judgment is not subject to further recourse
under U.S. law;
–
The judgment is not incompatible with a
judgment rendered in Belgium or with a
subsequent judgment rendered abroad that might
be enforced in Belgium;
–
A claim was not filed outside Belgium after the
same claim was filed in Belgium, while the claim
filed in Belgium is still pending;
–
The Belgian courts did not have exclusive
jurisdiction to rule on the matter;
–
The U.S. court did not accept its jurisdiction solely
on the basis of either the nationality of the
plaintiff or the location of the disputed goods; and
–
The judgment submitted to the Belgian court is
authentic.
Any shareholder acquiring 30% or more of our
issued ordinary shares is required to make a
mandatory unconditional public takeover bid.
According to the Belgian law, any shareholder who
acquires 30% or more of our issued shares is
required to make a mandatory unconditional public
takeover bid in the remaining shares in CMB.TECH
that it and its affiliates do not already own. The
purpose in making the offer for the remaining shares
in CMB.TECH is to comply with its obligations under
Article 5 of the Takeover Law and Article 50 of the
Takeover Decree. Any shareholder who comes into
possession, other than following a voluntary takeover
bid, directly or indirectly, of more than 30% of the
capital or voting rights of the Company, shall launch a
takeover bid on all the shares and securities granting
access to the shares or voting rights, and on terms
that comply with applicable U.S. securities laws, and
SEC and NYSE rules and regulations.
CMB.TECH - Annual Report 2024
137
Corporate Governance
Statement
Introduction
Reference Code
During 2020, the company adopted the Belgian Code on Corporate Governance of
2020 as its reference code within the meaning of Article 3:6(2)(4) of the Belgian
Code on Companies and Associations (the ‘BCCA’) and updated its Corporate
Governance Charter accordingly. The full text of the Corporate Governance Charter
can be consulted on the Company’s website, under the Corporate Governance
section:
https://cmb.tech/investors/corporate-governance/policies-and-
documentation.
New York Stock Exchange Listing
Following the dual listing of the Company’s shares on the New York Stock Exchange
on 23 January 2015, the New York Stock Exchange Corporate Governance rules for
Foreign Private Issuers became applicable to the Company. The Company therefore
registered as a reporting company under the US Securities and Exchange Act of
1934, as amended. As a further result of this listing, the Company is subject to the
US Sarbanes-Oxley Act of 2002 and to certain US Securities laws and regulations
relating to corporate governance applicable to reporting companies that are foreign
private issuers and are subject to suspended reporting obligat ions (SEC).
Corporate Governance
As of 20 February 2020 the company adopted a two-tier governance model including
a Supervisory Board and a Management Board as set out in article 7:104 and
following of the BCCA, which entered into force on 1 May 2019.
CMB.TECH - Annual Report 2024
138
Capital, shares and shareholders
Capital and shares
On 31 December 2024 the registered share capital
of CMB.TECH amounted to USD 239,147,505.82
and was represented by 220,024,713 shares
without par value.
The shares are in registered or dematerialised form
and may be traded on the New York Stock
Exchange or Euronext Brussels, depending on
which component of the share register they are
registered in. Shares may be transferred from one
component to the other after completion of a
procedure for repositioning.
Senior unsecured bonds
On September 2, 2021, the Group successfully
placed $200 million senior unsecured bonds. The
bonds, issued by Euronav Luxembourg and
guaranteed by Euronav NV, mature in September
2026 and carry a coupon of 6.25%. The bonds are
listed on the Oslo Stock Exchange as of March 22,
2022.
Treasury shares
On
31
December
2024
CMB.TECH
held
25,807,878 of its own shares.
Shareholders and
shareholders’ structure
On 31 December 2024, and taking into account the
transparency declarations available on that date,
the shareholders’ structure was as shown in the
table.
Shareholder
Shares
Percentage of total #
shares
Percentage of total #
of voting shares
CMB.TECH (treasury shares)
25,807,878
11.73 %
— %
Saverco NV
24.400
— %
— %
CMB NV
178,726,458
81 %
92 %
Total
204,558,736
92.97 %
92.04 %
Shareholder
Shares
Percentage
Other
15,465,977
7.03 %
7.96 %
Total
220,024,713
100.00 %
100.00 %
CMB.TECH - Annual Report 2024
139
Table 12: Shareholder structure on 31 December 2024
Supervisory Board
Name
Type of mandate
First appointed
End term of office
Marc Saverys
Non-Independent Member - Chair (as from November 2023)
March 2023
AGM 2026
Patrick De Brabandere*
Non-Independent Member
March 2023
AGM 2026
Julie De Nul
Independent Member
May 2023
AGM 2025
Patrick Molis
Independent Member
November 2023
AGM 2026
Catharina Scheers
Independent member
November 2023
AGM 2026
Bjarte Bøe
Non-Independent Member
November 2023
AGM 2026
*Patrick De Brabandere - (as of 1 January 2024 as Permanent Representative of Debemar BV)
CMB.TECH - Annual Report 2024
140
Hereunder follows a list of biographies of the members of the Supervisory Board
in the composition on 31 December 2024.
Marc Saverys -
Non-Independent Member - Chair
Mr. Marc Saverys serves on the Supervisory
Board since the SGM of 23 March 2023 as a non-
independent member.
Marc Saverys holds a degree in law from the
University of Ghent. In 1975 he joined Bocimar’s
chartering department, the dry bulk division of the
CMB Group. In 1985 he left Bocimar and became
Managing Director of Exmar, which at that time
became a diversified shipowning company,
where he was in charge of the drybulk division.
He became a director of CMB Group in 1991 and
was Managing Director of CMB Group from April
1992 until September 2014 when he was
appointed as chairman. During the period from
2003 to July 2014, he served as the Chairman of
the Board of Euronav, and served as a Vice-
Chairman of the Board of Euronav from July 2014
until December 2015.
Patrick De Brabandere -
Non- Independent Member
Mr. Patrick De Brabandere serves on the
Supervisory Board since the SGM of 23 March
2023 as a non-independent member. He is the
Chairman of the Audit and Risk Committee and a
member of the Remuneration Committee.
Patrick De Brabandere holds a degree in Applied
Economic Sciences from UCL Louvain-la Neuve.
He started his career at the audit firm Arthur
Andersen. In 1987, he joined Almabo, the former
holding company of the Saverys family, as Project
Controller. He became CFO of CMB NV in 1998
and was appointed director of CMB NV in 2002.
In 2003, following the partial demerger of Exmar
NV from CMB NV, he became director and CFO
of Exmar NV, then COO. In 2020 he became CFO
of Exmar NV again until June 2022. He currently
is a director of CMB NV & Golden Ocean.
Julie De Nul -
Independent Member
Mrs. Julie De Nul serves on the Supervisory
Board since the AGM of 17 May 2023 as an
independent member. She is Chair of the
Sustainability Committee and a member of the
Remuneration Committee and of the Corporate
Governance & Nomination Committee.
Julie De Nul is CEO of Jan De Nul Dredging NV
since 2020 and has been a member of the board
of directors of Jan De Nul NV since 2010. Prior to
that, she was Legal Counsel at Jan De Nul Group
Belgium from 2007 to 2010. She is currently also
a member of the board of directors of VCB (the
Flemish Construction Confederation), VOKA (the
Flanders’ Chamber of Commerce and Industry)
and Museum Dr. Guislain Ghent. She holds a
Master’s degree in law from the University of
Ghent.
CMB.TECH - Annual Report 2024
141
Patrick Molis -
Independent Member
Mr. Patrick Molis serves on the Supervisory Board
since the SGM of 21 November 2023 as an
independent member.
Mr. Patrick Molis graduated from the Institut d’Etudes
Politiques de Paris and holds a Master’s degree in law
from Paris X Nanterre. He started his career as a
Magistrate at the Cour des Comptes after joining the
National School of Administration. Mr. Patrick Molis
was
General
Manager
of
Union
Normande
Investissement (1989-1992), CFO of Worms & Cie
Group (1994-1997), General Manager of Compagnie
Nationale de Navigation (1995- 1998), Chairman of the
Board of Compagnie du Ponant (2012-2015) and
Chairman and CEO of Héli-Union (2013-2022). He is
currently Chairman of Compagnie Nationale de
Navigation (since 1998), director of Sabena Technics
and serves on the board of Golden Ocean.. He has
previously served as member of the board of directors
of
Euronav
Luxembourg
(1995-2001),
Euronav
(2004-2010),
Compagnie
Maritime
Nantaise
(1995-2017), Compagnie Méridionale de Navigation
(2008- 2022) and of the Conseil d’orientation du
Domaine national de Chambord (2007-2017). Mr.
Patrick Molis has been awarded the titles of Knight of
the Legion of Honour and Officer of the Order of
Merit.
Catharina Scheers -
Independent Member
Mrs. Catharina Scheers serves on the Supervisory
Board since the SGM of 21 November as an
independent member.
Mrs. Catharina Scheers holds a Master’s degree
in Communication and Media from KU Leuven
and a Bachelor’s degree in Political and Social
Science from the University of Antwerp. She
started her career with Fast Lines in 1993. She is
the owner and managing director of Fast Lines
Belgium and has been appointed Chair of the
company since 2003. She is currently also a
member of the board of directors of BSF (Belgian
Shipping Federation), a member of the board of
BRABO and a member of WISTA (Women’s
International Shipping and Trading Association). In
2021, Mrs. Catharina Scheers received the ESPA
“Maritime Figure of the Year” award.
Bjarte Bøe -
Non-Independent Member
Mr. Bjarte Bøe serves on the Supervisory Board
since the SGM of 21 November 2023 as a non-
independent member.
Mr. Bjarte Bøe graduated from the Norwegian
School
of
Economics
and
Business
Administration (NHH) in 1983. He joined RS
Platou and worked as a shipbroker in Houston
and Oslo. In 1986 he joined Christiania Bank, later
named Nordea, and worked in Oslo and London
until 1995, when he joined SEB. He worked in
various managerial positions, including head of
Shipping Finance and head of Investment Banking
in Oslo and Stockholm until 2019. He has served
as a director of Seadrill, Hermitage Offshore and
Agera Venture. He also sat on the board of
CMB.TECH Enterprises (named CMB.TECH at
the time) from April 2021 until February 2022. He
is a serving board member of Eika Group (a
Norwegian savings bank group) since April 2023.
He is Chairman of Merkantilbygg (a Norwegian
property company) since August 2024. He was
Chairman of Ellos AB (a Swedish retail company)
during restructuring from July '24 until October
'24. He is Chairman of Jøtul (a Norwegian wood
stove producer) since January 2025 (under
restructuring).
CMB.TECH - Annual Report 2024
142
Composition
As of November 2023, the Supervisory Board
currently consists of six members. Three are
Independent Members under the Belgian Corporate
Governance rule, Rule 10A-3 promulgated under the
US Securities Exchange Act of 1934, and the rules of
the NYSE. The articles of association provide that the
members of the Supervisory Board can be appointed
for a period not exceeding four years per mandate but
are eligible for re-election. The company's articles of
association do not set an age limit for the members of
the Supervisory Board.
Gender diversity
In accordance with the Corporate Governance Code,
the Supervisory Board must be composed in a manner
compliant with the principles of gender diversity, as
well as of diversity in general. The Supervisory Board of
CMB.TECH currently consists of four men and two
women with varying yet complementary expertise. The
Supervisory Board has been made aware of the law of
28
July
2011
on
gender
diversity
and
the
recommendations issued by the Corporate Governance
and Nomination Committee following the enacting of
the law with regard to the representation of women on
Supervisory Boards of listed companies.
As of 21 November 2023, the Management Board
consists of five men: they are all based in Belgium. They
all hold academic degrees in various disciplines such as
law and finance. Their ages vary between 41 and 64.
Functioning of the Supervisory Board
In 2024 the Supervisory Board formally met twelve times for a Board meeting. The attendance rate of the
members was the following:
Name
Type of mandate
Meetings attended
Marc Saverys
Non-Independent Member -
Chairman
12 out of 12 (start mandate March 2023)
Patrick De Brabandere
Non-Independent Member
12 out of 12 (start mandate March 2023)
Julie De Nul
Independent Member
10 out of 12 (start mandate May 2023)
Patrick Molis
Independent Member
12 out of 12 (start mandate November 2023)
Catharina Scheers
Independent Member
12 out of 12 (start mandate November 2023)
Bjarte Bøe
Non-Independent Member
12 out of 12 (start mandate November 2023)
Besides formal meetings, the Board members of CMB.TECH are regularly in contact with each other, by
conference call or via e-mail.
CMB.TECH - Annual Report 2024
143
Working procedures
On 20 February 2020 the extraordinary shareholders
meeting implemented the BCCA and adopted new
articles of association including a two-tier governance
model. The powers and responsibilities of the
Supervisory Board are those outlined in article 7:109
of the BCCA and section III.1 of the Corporate
Governance Charter. All decisions of the Supervisory
Board are taken in accordance with article 19 of the
articles of association. A copy of the articles of
association and the new Corporate Governance
Charter can be consulted at https://cmb.tech/
investors/corporate-governance.
The Supervisory Board is the ultimate supervisory
body of the company. It is responsible for the general
policy and strategy of the company and has the
power to perform all acts that are exclusively
reserved to it by the Code of Companies and
Associations. The Supervisory Board drafts all reports
and proposals in accordance with books 12 and 14 of
the Code of Companies and Associations. It
supervises the Management Board.
The Supervisory Board pursues the success of the
company in terms of shareholder value while giving
consideration to the corporate, social, economic and
environmental responsibility, gender diversity and
diversity in general. In doing so, members of the
Supervisory Board shall act honestly and in good faith
with a view to the best interests of the company.
Activity report 2024
In 2024 CMB.TECH’s Supervisory Board deliberated
on a variety of topics, including but not limited to:
–
Mid- and long-term strategic perspectives for the
company;
–
Capital allocation strategy and implementation,
including quarterly return to shareholders by way
of dividend and/or share buybacks;
–
Sustainability matters, including developments
regarding alternative fuels, propulsion methods
and ESG related regulatory developments;
–
The name change of the company;
–
The acquisition and integration of CMB.TECH
Enterprises NV;
–
The launch and respective reopening of the
mandatory public takeover bid by one of the
company’s shareholders, CMB NV;
–
The
diversification,
decarbonisation
and
optimisation of the company’s fleet;
–
The impact of Russia’s invasion of Ukraine on the
crude oil and transport markets;
–
The impact of the Houthi attacks on shipping in
the Red Sea
–
The impact of sanctions on Iran with regards to
the carriage of crude oil by the dark fleet
–
Fleet management strategy and implementation,
including sales and purchases of vessels;
–
Overseeing the sale of several Suezmaxes and
VLCCs and the purchase of several eco-type
VLCCs and Suezmax newbuilds;
–
The sale of five Suezmaxes in the context of
related party transactions;
–
(Re-)financing of existing as well as newly
acquired vessels;
–
The global refinancing of all outstanding loans;
–
Corporate governance matters;
–
The company culture and its values;
–
Risk management, including third party risk
management policy and processes;
–
Health, Safety, Quality and Environment (HSQE)
matters.
Procedure for conflicts of interest and
related party transactions
The procedure for related parties transactions within
the Supervisory Board is set out in the BCCA. In the
course of 2024, two decisions taken by the
Supervisory Board required the application of the
conflict of interest procedure as set out in provision
7:115 of the BCCA.
Both decisions requiring the application of the
conflicts of interest procedure, as set out in provision
7:116 BCCA, involved the sale of Suezmax vessels to
Bocimar International NV. As counterparty to the
respective Transactions, Bocimar International NV is
a related party within the meaning of IAS 24 given
that it is a wholly owned subsidiary of CMB NV,
majority
shareholder
of
the
company.
The
transactions were therefore subject to the procedure
laid out in Article 7:116 BCCA. In accordance with
this procedure, the Committee of Independent
Directors of the Supervisory Board assessed the
Transactions and delivered its respective advice in
accordance with Article 7:116 BCCA. Accordingly, the
Supervisory Board determined that the procedure laid
out in Article 7:116 BCCA has been complied with in
full for both Transactions.
The annual report contains a summary of all
announcements during the financial year, which can
be found on p 31-36. More detailed information can
be found on our website: https://cmb.tech/investors/
press-releases
CMB.TECH - Annual Report 2024
144
Supervisory Board Committees
Audit and Risk Committee
Composition
In accordance with Article 7:119 of the BCCA and provision 4.3 of the Belgian
Corporate Governance Code 2020, the Audit and Risk Committee must count at least
three Supervisory Board Members, of which at least one is an Independent Member.
On 31 December 2024 the Audit and Risk Committee of CMB.TECH counts three
Supervisory Board members, of which two are Independent Members.
As of 31 December 2024, the composition of the Audit and Risk Committee was as
follows:
Name
End term of office
Independent
Member
Patrick de Brabandere1
2026
Catharina Scheers
2026
x
Patrick Molis
2026
x
1 Expert in accounting, internal control over financial reporting and audit related matters (see
biography) in accordance with Article 3:6 paragraph 1, °9 of the Belgian Companies and
Associations Code
Powers
The Audit and Risk Committee handles a wide range of financial reporting,
controlling and risk management matters and is responsible for the appointment,
the compensation and the oversight of the independent auditor. Its main
responsibilities and functions are described in the Corporate Governance Charter.
The Audit and Risk Committee reviews its terms of reference periodically and
where changes are useful or required, makes recommendations to the Supervisory
Board with the aim of ensuring the composition, responsibilities and powers of the
Committee comply with applicable laws and regulations.
Activity report 2024
Name
Type of mandate
Meetings attended
Patrick de
Brabandere (Chair)
Chair & non-independent
member
9 out of 9 (start mandate
March 2023)
Catharina Scheers
Independent Member
9 out of 9 (start mandate
November 2023)
Patrick Molis
Independent Member
9 out of 9 (start mandate
November 2023)
During these meetings, the key elements discussed within the Audit and Risk
Committee included financial statements, impairment methodology, assumptions
(including residual values used for vessels) and depreciations, fuel inventory
valuation, external and internal audit reports, quality and performance of the
external audit process, external audit approach and independence, the internal audit
function, old and new financing and related covenants, ESEF implementation,
accounting policies, matters related to section 302 and 404 of the Sarbanes-Oxley
Act and the effectiveness of the internal control over financial reporting, third party
risk management policy and procedures, the Belgian annual report, the annual
report on Form 20-F, certain company policies, significant transactions or important
claims, organisation and staffing of the finance teams, GDPR implementation and
monitoring, cybersecurity, tax matters, risk management process and framework
and the risk register, and whistleblowing.
CMB.TECH - Annual Report 2024
145
Remuneration Committee
Composition
As of 31 December 2024, the Remuneration Committee of CMB.TECH counted
three Supervisory Board members, two of which are Independent Members. In this
respect, CMB.TECH is in compliance with Article 7:120 of the BCCA and Article 4.3
of the Belgian Corporate Governance Code 2020, pursuant to which a
Remuneration Committee should comprise at least three members, a majority
being Independent Members.
As of 31 December 2024, the Remuneration Committee was composed as follows:
Name
End term of office
Independent members
Julie De Nul
2025
x
Patrick De Brabandere
2026
Catharina Scheers
2026
x
Powers
The Remuneration Committee has various advisory responsibilities related to the
remuneration policy of members of the Supervisory Board, members of the
Management Board and employees in general. The Corporate Governance Charter
contains a detailed list of the powers and responsibilities of the Remuneration
Committee.
The Remuneration Committee makes recommendations to the Supervisory Board
related to the remuneration of the Supervisory Board members and Management
Board members, including variable remuneration, incentives, bonuses etc. in line
with suitable industry benchmarks.
The Remuneration Committee reviews its terms of reference periodically and
where changes are useful or required, makes recommendations to the Supervisory
Board with the aim of ensuring the composition, responsibilities and the powers of
the Committee comply with applicable laws and regulations.
Activity report 2024
In 2024 the Remuneration Committee met two times. The attendance rate of the
members was as listed hereafter:
Name
Type of
mandate
Meetings attended
Julie De Nul
Chair &
Independent
member
1 out of 2 (start of mandate
May 2023)
Patrick De Brabandere
Non-independent
member
2 out of 2 (start of mandate
March 2023)
Catharina Scheers
Independent
member
2 out of 2 (start of mandate
November 2023)
During these meetings the key elements discussed within the Remuneration
Committee included the remuneration report in the annual report, the remuneration
of the Supervisory Board Members and members of the Management Board, the
KPIs for the members of the Management Board and the annual bonus for the
members of the Management Board and employees.
CMB.TECH - Annual Report 2024
146
Corporate Governance and Nomination Committee
Composition
On 31 December 2024, the Corporate Governance and Nomination Committee of
CMB.TECH counted three Supervisory Board members, two of which are
independent members. In this respect, CMB.TECH is in compliance with provision
4.19 of the Belgian Corporate Governance Code of 2020, pursuant to which a
Nomination Committee should comprise a majority of independent members. The
composition of the Committee was further determined taking into account
members’ expertise in this area and their availability, given other Committee
memberships.
As of 31 December 2024, the Corporate Governance and Nomination Committee
was composed as follows:
Name
End term of office
Independent member
Patrick Molis
2026
x
Julie De Nul
2025
x
Bjarte Bøe
2026
Powers
The Corporate Governance and Nomination Committee’s role is to assist and advise
the Supervisory Board on all matters related to the composition of the Supervisory
Board and its Committees as well as the composition of the Company’s
Management Board, evaluation of the performance of the Supervisory Board, its
Committees and the Management Board, and in any other matters relating to
corporate governance. The Corporate Governance Charter contains a detailed list of
the powers and responsibilities of the Corporate Governance and Nomination
Committee.
Activity report 2024
In 2024 the Corporate Governance and Nomination Committee met two times. The
attendance rate of the members was as follows:
Name
Type of mandate
Meetings attended
Patrick Molis
Chair & Independent
member
2 out of 2 (start of mandate
November 2023)
Julie De Nul
Independent member
1 out of 2 (start of mandate May
2023)
Bjarte Bøe
Non-Independent
member
2 out of 2 (start of mandate
November 2023)
During these meetings the key elements discussed within the Corporate
Governance and Nomination Committee included the composition of the
Supervisory Board and its Committees, including gender diversity considerations,
U.S. and Belgian law and Corporate Governance requirements, the assessment of
the Supervisory Board and its Committees, succession planning, the Supervisory
Board education and leadership development, as well as governance structure.
CMB.TECH - Annual Report 2024
147
Sustainability Committee
Composition
As of 31 December 2024, the Sustainability Committee of CMB.TECH counted five
members: two Supervisory Board members, one is Independent, and three
members of the Management Board. The composition of the Committee is
determined taking into account members’ expertise given other Committee
memberships. The Chair of the Audit and Risk Committee, as well as the remaining
members of the Management Board attended the meetings of the Sustainability
Committee as well as observers.
As of 31 December 2024, the Sustainability Committee is composed as follows:
Name
End term of office
Independent Member
Catharina Scheers
2026
x
Bjarte Bøe
2026
Alexander Saverys
n/a
n/a
Ludovic Saverys
n/a
n/a
Benoit Timmermans
n/a
n/a
Powers
The Committee is an advisory body to the Supervisory Board. The main role of the
Committee consists of assisting and advising the Supervisory Board to monitor the
performance, as well as to determine the key risks and opportunities that the
company faces in relation to environmental, social and climate matters. In this
respect, the Committee oversees the company’s conduct and performance on
sustainability matters as well as its reporting thereon. The Committee informs the
Supervisory Board and makes recommendations to the Supervisory Board when it
deems appropriate on any area within its remit where action or improvement is
needed. Additionally, the Sustainability Committee monitors the effectiveness of
the organisation to meet stated goals and targets in relation to sustainability
matters.
Activity report 2024
In 2024, the Sustainability Committee met once. The attendance rate of the
members was as follows:
Name
Type of mandate
Meetings attended
Catharina Scheers
Chairwoman &
Independent Member
1 out of 1 (start of mandate
November 2023)
Bjarte Bøe
Non-Independent
Member
1 out of 1 (start of mandate
November 2023)
Alexander Saverys
CEO
1 out of 1 (start of mandate
November 2023)
Ludovic Saverys
CFO
1 out of 1 (start of mandate
November 2023)
Benoit Timmermans
CSO
0 out of 1(start of mandate
November 2023)
During this meeting, the Committee took stock of existing ESG initiatives within the
company and discussed the Sustainability Chapter in the Annual report 2023 and
the ESG focus for 2024, monitored ESG developments at the level of the IMO and
the European Union and discussed ESG and climate change risks as well as
technical developments with regard to decarbonisation and alternative fuels and
methods of propulsion.
CMB.TECH - Annual Report 2024
148
Evaluation of the
Supervisory Board and its
Committees
The main features of the process for the evaluation
of the Supervisory Board, its Committees and the
Individual Members are described in CMB.TECH’s
Corporate Governance Charter.
In 2024 an internal Supervisory Board assessment
was conducted, assessing its size, composition and
performance, as well as that of its committees. The
assessment was discussed amongst all board
members during a Board meeting and the results of
the assessment were overall satisfactory.
CMB.TECH - Annual Report 2024
149
Management Board
Composition
As of 2021, and in application of Article 7:104 of the BCCA, the
operational management of the Company was entrusted to the
Management Board, chaired by the CEO. The members of the
Management Board are appointed by the Supervisory Board
upon recommendation of the Corporate Governance and
Nomination Committee and in consultation with the CEO,
taking into account the need for a balanced Management
Board.
Powers
The Management Board has the power to carry out all acts
necessary or useful to the realisation of the Company's
objectives, with the exception of those reserved by law to the
Supervisory Board or the general shareholders’ meeting.
Accordingly, the Management Board is exclusively empowered
for the operational functioning of the Company and has all
residual powers. The powers of the Management Board are
outlined in article 7:110 of the BCCA.
Procedure for conflicts of interest
The procedure for conflicts of interest within the Management
Board is set out in article 7:117, §1 of the BCCA and in the
Company’s Corporate Governance Charter. In the course of
2024, no decision taken by the Management Board required
the application of the conflict of interest procedure.
At 31 December 2024, the Management Board was composed
as follows:
1. Alexander Saverys - Permanent representative of Hof Ter Polder BV
2. Ludovic Saverys - Permanent representative of Succavest NV
3. Michaël Saverys - Permanent representative of Gemadi BV
4. Maxime Van Eecke - Permanent representative of MAVECOM BV
5. Benoit Timmermans - Permanent representative of Blacksquare BV
CMB.TECH - Annual Report 2024
150
Alexander Saverys1
Chief Executive Officer
Ludovic Saverys2
Chief Financial Officer
Michael Saverys3
Chief Chartering Officer
Benoit Timmermans5
Chief Strategy Officer
Maxime Van Eecke4
Chief Commercial Officer
Remuneration report
The remuneration report describes the remuneration
of the CMB.TECH Management Board members and
how executive compensation levels are set. The
Remuneration Committee (hereinafter “RemCo”)
oversees the executive compensation policies and
plans.
CMB.TECH remuneration policy
Objectives
The purpose of the CMB.TECH remuneration policy
(hereinafter referred to as ‘the Policy’) is to define,
implement
and
monitor
an
overall
group
remuneration philosophy and framework, in line with
group and local regulatory requirements. More
specifically, the Policy is intended to:
–
Reward fairly and competitively, ensuring the
organisation’s ability to attract, motivate and
retain highly skilled talent in an international
marketplace by providing them with a balanced
and competitive remuneration package;
–
Promote accountability through the achievement
of demanding performance targets and long-term
sustainable growth, coherent with CMB.TECH’s
values, identity and culture;
–
Differentiate
reward
by
performance
and
recognise
sustained
(over)achievement
of
performance against pre-agreed, objective goals
at the corporate, operating, company and
individual level;
–
Pursue long-term value creation and alignment
with the strategy, purpose and core values of
CMB.TECH,
taking
into
consideration
the
interests of all stakeholders;
–
Align remuneration practices while respecting
local (country) market practice and regulation;
–
Follow sound principles of corporate governance,
of responsible business conduct and comply with
all legal requirements;
–
Observe principles of balanced remuneration
practice
that
contribute
to
sound
risk
management and avoid risk-taking that exceeds
the risk tolerance limits of CMB.TECH.
Legal framework
The policy is drafted in compliance with the
requirements for listed companies such as:
–
The Directive (EU) 2017/828 of the European
Parliament and of the Council of 17 May 2017
amending Directive 2007/36/EC as regards the
encouragement
of
long-term
shareholder
engagement
(so-called
Shareholders’
Rights
Directive II, or Say on pay Directive);
–
The Belgian Companies and Associations Code
(the Act of 23 March 2019 introducing the
Companies and Associations Code);
–
The Belgian Corporate Governance Code of 2020
(within the meaning of Article 3:6(2) of the
Companies and Associations Code by the Royal
Decree of 12 May 2019).
Scope
This
policy
is
established,
implemented,
and
maintained in line with the CMB.TECH business and
risk management strategy, with the company
objectives
and
the
long-term
interests
and
performance of CMB.TECH. It aims to encourage
responsible business conduct, fair treatment, and to
avoid conflict of interest in the relationships with
internal and external stakeholders.
This policy consists of an overall framework
applicable to all staff members of CMB.TECH NV
(further
referred
to
as
CMB.TECH)
and
its
subsidiaries. It contains specific arrangements for the
Members of the Supervisory Board and the Members
of the Management Board.
Governance
General
The general principles set out in this policy are drawn
up by the Supervisory Board, which assumes the
ultimate responsibility for this policy and shall ensure
that it is applied properly.
The Supervisory Board submits this policy to the
General Shareholders’ meeting to enable the
Shareholders to vote on it for approval. CMB.TECH
shall take the necessary steps to address concerns in
case of non-approval, and consider adapting it.
The remuneration policy shall be submitted to a vote
by the General Meeting at every material change, and
in any case at least every four years.
The policy is reviewed annually to ensure that the
internal control systems and mechanisms and other
arrangements are effective and that its principles are
appropriate and consistent with the objectives
defined in article 1 of this Policy.
This assessment will be carried out, under the
supervision
of
the
Supervisory
Board,
upon
recommendation of the Remuneration Committee
and Human Resources.
At the advice of the Remuneration Committee the
Supervisory Board may deviate from any items of this
policy under exceptional circumstances, to protect
the long-term interests and sustainability of the
company as a whole, or to guarantee its viability, on
the understanding that any such deviation shall be
temporary
and
shall
only
last
until
a
new
remuneration policy has been established. Any
deviation from this policy will be reported in the
remuneration report.
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151
Bodies and functions implied regarding
the remuneration
The following bodies or functions are involved in the
definition, implementation and monitoring:
(a) The Supervisory Board
The Supervisory Board determines the general
principles of the remuneration policy and the specific
principles,
upon
recommendation
of
the
Remuneration Committee and Human Resources. It
decides on the remuneration of the members of the
Management
Board
based
on
input
and
recommendations provided by the Remuneration
Committee.
(b) The Remuneration Committee (RemCo)
The RemCo advises the Supervisory Board on the
development, the implementation and the continuous
assessment of the remuneration policy to be in
alignment with the objectives defined in Article 1 of
this Policy.
It advises in all matters relating to the remuneration
of the Supervisory Board members, the Management
Board members and other identified staff, ensuring
that all legal and regulatory disclosure requirements
are fulfilled. To safeguard coherence throughout the
group, the RemCo makes recommendations to the
Supervisory Board on the implementation of the
group’s remuneration principles.
The
RemCo
makes
recommendations
to
the
Supervisory Board on the annual objectives and
subsequent evaluation of the performance of the
CEO and of the other Management Board members
(based on an evaluation of the performance of each
member submitted by the CEO).
(c) The Management Board
The implementation of this policy is ensured by the
Management
Board,
with
assistance
of
the
Remuneration Committee and Human Resources.
(d) Human Resources
The Head of HR
–
Assists the Management Board in ensuring the
implementation and review of this policy and
induces action whenever appropriate;
–
Monitors market practice and regulation and
proposes required changes to this policy to the
RemCo for approval by the Supervisory Board
accordingly;
–
Consults
with
the
local
HR
Manager
(or
repsonsible)
to
ensure
and
facilitate
the
implementation of this policy at the level of the
local entities.
The local HR Manager or local HR
Responsible
–
Ensures the execution and implementation of this
policy;
–
Establishes a compliant local remuneration policy;
–
Consults first with the Management Board and
Head of HR on any fundamental change in the
local remuneration policy due to local regulations.
General principles of the CMB.TECH
remuneration policy
General Principles
This policy will be applied fairly, ensuring that equal
opportunities are given to all employees regardless of
age, gender, race, beliefs, (dis)ability or any other
difference.
CMB.TECH has a Performance Management system
which provides for:
–
The setting of annual business targets;
–
The setting of annual individual targets agreed
upon between the individual and her/his line
manager;
–
An annual appraisal of job fulfilment, targets and
values.
Severance payments are based on contractual terms
and conditions and cannot reward failure.
Any
substantive
structural
changes
of
the
remuneration structure shall be subject to a formal
assessment by the Head of HR, prior to being
presented to the Management Board, RemCo or
Supervisory Board.
CMB.TECH Remuneration Structure
Remuneration consists out of an adequate fixed
(base salary + benefits) component and the
possibility of variable remuneration.
The fixed component of the remuneration has to
represent a sufficiently high proportion of the total
remuneration to avoid the staff member being overly
dependent on other components.
a. Fixed remuneration
Fixed remuneration consists of a base compensation
and fringe benefits and is set on an individual basis
with regards to internal benchmark and external
benchmark (the market salary) of the position, the
relevant professional experience and organisational
responsibility, as set out in the job description.
The determination and evolution of the base
remuneration is based on an objective categorising of
the function according to a validated framework of an
external provider, defined at country level in
accordance with local market practice.
The target salary will be positioned on the median of
the chosen and predefined market benchmark.
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152
Fringe benefits include health insurance plans, death
and disability coverage and other benefits. These
benefits are developed according to local regulation
and local market practice.
b. Variable remuneration
Variable remuneration is yearly decided (discretionary
bonus). If there is an award of bonus then the
calculation is x times gross monthly salary.
Variable remuneration is based on the beneficiary’s
actual working hours. Hence, if the employee has
been absent from work or worked part-time during
the
relevant
performance
year,
the
variable
remuneration will be adapted accordingly (pro-rata).
The variable remuneration can be partly deferred.
As a general principle, the variable remuneration is
only due and paid if the beneficiary is still actively in
service of the Company on the payment date and has
not resigned or been fired. In case of termination
prior to the end of the performance year, the variable
remuneration is forfeited.
The remuneration of the Board
members
Members of the Supervisory Board
The amount and structure of the remuneration of
Supervisory Board members is submitted to approval
at the General Meeting of Shareholders by the
Supervisory Board, based on recommendations of
the RemCo and taking into account the Members’
general and specific responsibilities and per general
market principle.
Supervisory Board members receive a fixed fee and
an attendance fee per Board and Committee meeting
attended. The table below gives an overview of the
fixed fees and attendance fees applicable.
Fixed fee
Attendance fee
Chair
Member
Chair
Member
Cap
Supervisory Board
€ 160,000
€ 60,000
€ 10,000
€ 10,000 maximum of € 40,000
per year
Audit and Risk Committee
€ 40,000
€ 20,000
€ 5,000
€ 5,000 maximum of € 20,000
per year
Remuneration Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000 maximum of € 20,000
per year
Corporate Governance and
Nomination Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000 maximum of € 20,000
per year
Sustainability Committee
€ 7,500
€ 5,000
€ 5,000
€ 5,000 maximum of € 20,000
per year
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153
Table 23: Remuneration of the board members
Supervisory
Board
members
do
not
receive
performance related remuneration, such as bonuses
or remuneration related shares or share options, nor
fringe benefits or pension plan benefits.
Members of the Management Board
The remuneration of the Management Board
members is subject to the principles laid down in this
policy, following the same framework as the wider
employee’s population with specific stipulations for
the following parts:
Fixed remuneration
–
Management Board members working under a
consultancy agreement do not participate in
CMB.TECH’s collective pension scheme, nor are
they entitled to customary fringe benefits as this
has been taken into account and integrated in the
fixed salary;
–
The size of the total remuneration is reviewed every
three years, based on an objective predefined
market benchmark done by an external provider.
After reference to the detailed benchmark data, the
remuneration awarded is then based on the
experience
of
the
post
holders,
required
competencies and responsibilities of the position;
–
No fixed annual remuneration or attendance fees of
any kind are due to Management Board members
for attending Board or Committee meetings.
Variable remuneration
Variable remuneration is yearly decided by the
Supervisory Board on recommendation of the RemCo.
Contractual terms
The members of the Management Board have
entered
into
consultancy
agreements
with
CMB.TECH, and the terms and conditions are aligned
with the provisions of The Corporate Governance
Code of 2020.
Duration and notice period
The consultancy agreements are contracts with an
open end and can be terminated by both parties at a
notice period of:
Executive Member
Notice
period*
Change of
control
CEO
12/6
months
18 months
CFO
12/6
months
18 months
Chief Chartering Officer
12/6
months
18 months
Chief Strategy Officer
12/6
months
18 months
Chief Commercial
Officer
12/6
months
18 months
*Terminated by company / terminated by Consultant
Change of control arrangements are based on a
‘double -trigger’ structure. This means that both a
specified change of control event and a termination
of the Management Board member’s employment
must take place for any change of control based
severance payment to materialise.
Compensatory Awards
The RemCo has the flexibility to make compensatory
awards to new Management Board members, to
compensate the Management Board member for
benefits lost as a result of joining CMB.TECH. These
awards will consider the value of the forfeited awards
at the time of resignation. and will be in a similar
form as the awards which are being lost.
Clawback policy
On 5 December 2023, the company adopted a policy
regarding
the
recovery
of
erroneously
awarded
compensation in accordance with the applicable rules of
the New York Stock Exchange and the Exchange act.
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154
Remuneration report
Introduction
The remuneration of the Management Board members is subject to the principles laid down in the remuneration policy. (see above). The executive remuneration consists of
a fixed and variable remuneration. The fixed and variable remuneration in 2024 of the Management Board members is reflected in the table below.
Total remuneration
The remuneration in 2024 of the members of the Supervisory Board is reflected in the table below:
Name
Fixed fee
Attendance
fee Board
Audit and
Risk
committee
Attendance
fee Audit and
Risk
Committee
Remuneration
Committee
Attendance
fee
Remuneration
Committee
Corporate
Governance
and
Nomination
Committee
Attendance
fee Corporate
Governance
and
Nomination
Committee
Sustainability
committee
Attendance
fee
Sustainability
Committee
Total
Marc Saverys
€ 16,0000
€ 40,000
€ 0
€ 0
€ 0
€ 0
€ 0
€ 0
€ 0
€ 0
€ 200,000
Patrick De
Brabandere
€ 6,0000
€ 40,000
€ 40,000
€ 20,000
€ 5,000
€ 10,000
€ 0
€ 0
€ 0
€ 0
€ 175,000
Julie De Nul
€ 60,000
€ 40,000
€ 0
€ 0
€ 7,500
€ 5,000
€ 5,000
€ 5,000
€ 0
€ 0
€ 122,500
Catharina
Scheers
€ 60,000
€ 40,000
€ 20,000
€ 20,000
€ 5,000
€ 10,000
€ 0
€ 0
€ 7,500
€ 5.000
€ 167,500
Patrick Molis
€ 60,000
€ 40,000
€ 20,000
€ 20,000
€ 0
€ 0
€ 7,500
€ 10,000
€ 0
€ 0
€ 157,500
Bjarte Boe
€ 60,000
€ 40,000
€ 0
€ 0
€ 0
€ 0
€ 5,000
€ 10,000
€ 5,000
€ 5,000
€ 125,000
Total
€ 460,000
€ 240,000
€ 80,000
€ 60,000
€ 17,500
€ 25,000
€ 17,500
€ 25,000
€ 12,500
€ 10,000
€ 947,500
The Supervisory Board, following a recommendation by the Corporate Governance and Nomination Committee, decided at this stage not to comply with Clause 7.6 of the
Belgian Corporate Governance Code 2020 with regard to share remuneration for Supervisory Board members, taking into account several factors including the cyclicality of
the company’s business and share price which does not match well with the relevant holding requirements, the risk of debate as to potential conflicts of interest, adversely
impacting swift decision making, logical consistencies with CMB.TECH’s development to strong independent board composition and complicated tax ramifications and
practicalities related to the international composition of the Supervisory Board.
In 2024, the Supervisory Board remained the same:
CMB.TECH - Annual Report 2024
155
Table 25: Total remuneration in 2024
Supervisory Board Members
Name
Age
Position
Date of Expiry of Current Term
Marc Saverys
71
Chairman of the Supervisory Board
Annual General Meeting 2026
Patrick De Brabandere
66
Non-Independent Director*
Annual General Meeting 2026
Julie De Nul
43
Independent Director
Annual General Meeting 2025
Patrick Molis
67
Independent Director
Annual General Meeting 2026
Catharina Scheers
57
Independent Director
Annual General Meeting 2026
Bjarte Bøe
68
Non-Independent Director*
Annual General Meeting 2026
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156
Remuneration of the new Management Board for the reported financial year 2024
Name
Position
Fixed remuneration
One-year
variable
remuneration
(1)
Extra
ordinary
items
Pension
Total
Remuneration
Proportion of
fixed
remuneration
Proportion of
variable
remuneration
Base
Remuneration
Director
Fees
Fringe
benefits
Alexander Saverys
represented by Hof ter
Polder BV
CEO
€ 20.833
€ 0
€ 0
€ 83,332
€ 333,328
75%
25%
Ludovic Saverys
represented by Succavest
NV
CFO
€ 20.833
€ 0
€ 0
€ 83,332
€ 333,328
75%
25%
Michael Saverys
represented by Gemadi BV
Chief
Chartering
Officer
€ 20.833
€ 0
€ 0
€ 83,332
€ 333,328
75%
25%
Maxime Van Eecke
represented by Mavecom
CommV
Chief
Commerci
al Officer
€ 20.833
€ 0
€ 0
€ 83,332
€ 333,328
75%
25%
Benoit Timmermans
represented by
Blacksquare BV
Chief
Strategy
Officer
€ 20.833
€ 0
€ 0
€ 83,332
€ 333,328
75%
25%
(1) Discretionary bonus: 4 months Base monthly Remuneration.
CMB.TECH - Annual Report 2024
157
Table 27: Remuneration of the new Management Board for the reported financial year
Use of claw-back rights
No occurrence during the reported year.
Evolution of the remuneration and of the company’s performance
Table 28: Comparative table on change of remuneration and company performance over the last 4 financial years
Annual change
2021
2022
2023
2024
Aggregate executive compensation (1)
€ 2,670,830
€ 2,479,921
€ 2,305,812
€ 1,249,980
Company's performance
Net profit achievement (M$)
(338.70)
203.3 M$
858.0 M$
870.8 M$
Opex and Overhead performance G&A
32.4 M$
51.7 M$
62.5 M$
77.8 M$
Opex
199.1 M$
192.4M$
210.5M$
185.3M$
Average remuneration on a full-time equivalent basis of employees (2)
€ 65,960
€ 63,625
€ 75,445
€ 68,840
Ratio between highest remunerated Executive and least remunerated employee (3)
2.47%
2.57%
2.28%
5.51%
(1) Only takes into account the fixed remuneration
(2) Situation as per December 2024, taken into account annual salaries, not including fringe benefits, not including variable remuneration
(3) Situation as per December 2024, taken into account annual salaries, not including fringe benefits, not including variable remuneration
CMB.TECH - Annual Report 2024
158
Remuneration of the auditor BDO
Bedrijfsrevisoren
Réviseurs d’entreprises (BDO)
Permanent representative: Veerle Catry
For 2024, the worldwide audit and other fees in respect of services provided by the
statutory auditor BDO can be summarised as follows:
Table 29: Audit fees
In USD
2024
2023
Audit services for the annual financial
statements
2,090,730
1,914,792
Audit related services
—
—
Tax services
—
19,250.00
Other non-audit services
3,478
78,365
TOTAL
2,094,208
2,012,408
The limits prescribed by Article 3:62 of the BCCA were observed.
CMB.TECH - Annual Report 2024
159
Information to be included in the annual report as per article 34
of the Royal Decree of 14 November 2007
Capital structure
At the time of preparing this report, the registered
share
capital
of
CMB.TECH
was
USD
239,147,505.82, represented by 220,024,713 shares
without par value. The shares are in registered or
dematerialised form. CMB.TECH currently holds
25,807,878 treasury shares. At the time of preparing
this report, no convertible bonds or perpetual
preferred equity instruments of the Company were
outstanding. Besides the share buy back program in
place as communicated on 22.03.2024, no other
share plans, stock options or other rights to acquire
shares of the company are in place.
Restrictions on the exercise of
voting rights or on the transfer
of securities
Each share entitles the holder to one vote. There are
no securities issued by the Company which would
entitle the holder to special voting rights or control.
The articles of association contain no restrictions on
voting rights, and shareholders can exercise their
voting rights provided they are validly admitted to the
Shareholders’ Meeting and their rights are not
suspended. Pursuant to Article 12 of the articles of
association, the Company is entitled to suspend the
exercise of rights attached to shares belonging to
several owners. No person can vote at the
Shareholders’ Meeting using voting rights attached to
shares for which the formalities to be admitted to the
general meeting as laid down in Article 33 of the
articles of association or the law have not been
fulfilled in time or accurately. Likewise, there are no
restrictions in the articles of association or by law on
the transfer of shares.
General shareholders’ meeting
The ordinary General Shareholders’ Meeting is held in
Antwerp on the third Thursday of the month of May,
at 10.30am, at the registered office or any other
place mentioned in the convening notices. If such
date
would
be
a
bank
holiday,
the
Annual
Shareholders’ Meeting would take place on the
preceding business day.
Shareholders’ meeting
As of the date of this report, the Supervisory Board is
not aware of any agreements among major
shareholders or any other shareholders that may
result in restrictions on the transfer of securities or
the exercise of voting rights. To the best knowledge
of the Supervisory Board, the major shareholders
have not entered into a shareholders’ agreement or a
voting agreement, nor do they act in concert. There
are no agreements between the Company and its
employees or the members of its Supervisory Board
providing for any compensation in case of resignation
or dismissal on account of a public acquisition offer.
However, if the agreement with a member of the
Management Board is terminated for reasons of a
Change of Control, the member of the Management
Board shall be entitled to a compensation.
Apart from the foregoing and from the customary
change of control provision in the financing
agreements, the terms of the bonds issued by
Euronav
Luxembourg
S.A.
which
have
been
guaranteed by the Company, the bareboat charter
parties in the framework of sale-and-lease-back
transactions CMB.TECH has entered into, there are
no other important agreements to which the
Company is a party and which enter into force, be
amended or be terminated in case of a change of
control of the Company following a public offer.
Appointment and replacement
of members of the Supervisory
Board
The articles of association (Article 15 and following)
and the CMB.TECH Corporate Governance Charter
contain specific rules concerning the (re)appointment,
the replacement and the evaluation of members of
the Supervisory Board. The General Shareholders’
Meeting appoints the Supervisory Board. The
Supervisory Board submits the proposals for the
appointment or re-election of members of the
Supervisory Board, supported by a recommendation
of the Corporate Governance and Nomination
Committee, to the General Shareholders’ Meeting for
approval. If a Supervisory Board member's mandate
becomes vacant in the course of the term for which
such
member
was
appointed,
the
remaining
Supervisory Board members may provisionally fill the
vacancy until the following General Shareholders’
Meeting, which will decide on the final replacement.
A Supervisory Board member nominated under such
circumstances is only appointed for the time required
to terminate the mandate of the member whose
place he has taken. Appointments of Supervisory
Board members are made for a maximum of four
years. After the end of his/her term, each member is
eligible for re-appointment.
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160
Amendments to articles of
association
The articles of association can be amended by the
Extraordinary General Meeting in accordance with
the Belgian Companies and Associations Code. Each
amendment to the articles of association requires a
qualified majority of votes.
Authorisation granted to the
Supervisory Board to increase
share capital
The articles of association (Article 7) contain specific
rules concerning the authorisation to increase the
share capital of the Company. By decision of the
Shareholders’ Meeting held on 20 February 2020, the
Supervisory Board has been authorised to increase
the share capital of the Company on one or several
times by a total maximum amount of USD
25,000,000 (with possibility for the Supervisory Board
to restrict or suspend the preferential subscription
rights
of
the
existing
shareholders)
or
USD
120,000,000
(without
the
possibility
for
the
Supervisory Board to restrict or suspend the
preferential subscription rights of the existing
shareholders) during a period of five years as from
the date of publication of the decision, subject to the
terms and conditions to be determined by the
Supervisory Board.
Authorisation granted to the
Supervisory Board to acquire or
sell the company’s own shares
Article 13 of the articles of association contains the
principle that the Company and its direct and indirect
subsidiaries may acquire and sell the Company’s own
shares under the conditions laid down by law. With
respect to the acquisition of the Company’s own
shares, a prior resolution of the General Meeting is
required to authorise the Company to acquire its own
shares. Such an authorisation was granted by the
Special General Meeting of 23 June 2021 and
remains valid for a period of five years as from the
publication in the Annexes to the Belgian Official
Gazette of the decision taken by such General
Meeting. Pursuant to this authorisation, the Company
may acquire a maximum of 10% of the existing
shares of the Company at a price per share not
exceeding the maximum price allowed under
applicable law and not to be less than EUR 0.01.
Appropriation of profits
The Supervisory Board may, from time to time,
declare and pay cash distributions in accordance with
the Articles of Association and applicable Belgian law.
The declaration and payment of distributions, if any,
will always be subject to the approval of either the
Supervisory Board (in the case of ‘interim dividends’)
or of the shareholders (in the case of ‘regular
dividends’, ‘intermediary dividends’ or ‘repayment of
share premiums’).
In general, under the terms of the debt agreements,
CMB.TECH is not permitted to pay dividends if there
is or will be as a result of the dividend a default or a
breach of a loan covenant. Belgian law generally
prohibits the payment of dividends unless net assets
on the closing date of the last financial year do not
fall beneath the amount of the registered capital and,
before the dividend is paid out, 5% of the net profit is
allocated to the legal reserve until this legal reserve
amounts to 10% of the share capital. No distributions
may occur if, as a result of such distribution, the net
assets would fall below the sum of (i) the amount of
the registered capital, (ii) the amount of such
aforementioned
legal
reserves,
and
(iii)
other
reserves which may be required by the Articles of
Association or by law, such as the reserves not
available for distribution in the event CMB.TECH
holds treasury shares. CMB.TECH may not have
sufficient surplus in the future to pay dividends and
the subsidiaries may not have sufficient funds or
surplus to make distributions to the company.
CMB.TECH can give no assurance that dividends will
be paid at all. In addition, the corporate law of
jurisdictions in which the subsidiaries are organised
may impose restrictions on the payment or source of
dividends or additional taxation for cash repatriation,
under certain circumstances.
The Supervisory Board decided to amend the
dividend policy to a full discretionary dividend policy
as of 5 December 2023.
Appropriation accounts
The result to be allocated for the financial year
amounts to USD 779,269,157.80. Together with the
profit of USD 469,050,759.40 from the previous
financial year, this results in profit balance to be
appropriated of USD 1,248,319,917.20.
During 2024 the shareholders’ distribution already
paid for amount to USD 1.15 per share as return to
shareholder.
The allocation of profits will be as follows:
Addition to equity (other reserves)
USD 127,001,568.32
Dividends
USD 52,438,545.45
Carried forward
USD 1,068,879,803.43
CMB.TECH - Annual Report 2024
161
Measures regarding
insider dealing and
market manipulation
In view of Regulation (EU) No 596/2014 of the
European Parliament and of the Council of 16 April
2014 on market abuse (market abuse regulation) and
repealing Directive 2003/6/EC of the European
Parliament and of the Council and Commission
Directives 2003/124/EC, 2003/125/EC and 2004/72/
EC (the ‘Market Abuse Regulation’ or ‘MAR’), the
Supervisory Board approved the current version of
the Company’s Dealing Code. The Dealing Code
includes restrictions on trading in CMB.TECH shares
during so called ‘closed periods’, which have been in
application for the first time in 2006, as well as other
procedures and safeguards the Company has
implemented in compliance with the Market Abuse
Regulation.
The members of the Supervisory and Management
Boards and the employees of the CMB.TECH Group
who intend to deal in CMB.TECH shares must first
request clearance from the Compliance Officer.
Transactions that are to be disclosed in accordance
with the Market Abuse Regulation are being
disclosed at the appropriate time.
CMB.TECH - Annual Report 2024
162
CMB.TECH - Annual Report 2024
163
Market prospects for 2025
CMB.TECH - Annual Report 2024
164
Market prospects for 2025
Euronav – tanker markets prospects [1]
Crude tanker ton-mile demand +1.9%
The tanker market faced headwinds in 2024, primarily
driven by weaker economic growth in China and
increased dark fleet exports out of Iran, both of which
negatively impacted demand for regulated seaborne
crude oil transportation.
2025 started with a new "sanctions reality" as U.S.
authorities intensified measures against Russia and
Iran, with more effective enforcement (Jan’25: 21%
of all VLCC and 12.0% of all Suezmax vessels on
either OFAC or UANI sanction list). China’s response
has been notable, with indications that Shandong
Port, a major import hub, banned OFAC-listed ships.
If Iran-related vessels face similar restrictions, this
could generate demand for 2-3 mb/d of "clean" crude
imports into China. Such a shift could trigger
immediate demand for an additional 60-90 VLCC
equivalents, representing a 5-8 % increase in fleet
utilisation.
Should
Iran/Russia
export
volumes
decline, non-OPEC barrels, primarily from North
America, are expected to fill the gap. On the
downside, a potential resolution to the Houthi attacks
in the Red Sea, leading to a full reopening of this
critical route, could theoretically dampen ton-mile
demand. Nonetheless, Red Sea re-routing had limited
impact on the Suezmax trade and negligible impact
on the VLCC trade.
The global average oil demand forecast for 2025
stands at on average 104.6 mb/d (IEA, EIA, Rystad,
OPEC). The delay of OPEC+ production cuts has
removed a substantial amount of production quota
for 2025 – resulting in a global supply of 103.8 mb/d.
Hence, 2025 is forecasted to result in a production
surplus in the total liquids balance of 0.8 mb/d and in
the crude-only balance of 0.3 mb/d (with OPEC+
holding significant spare capacity).
Crude tanker fleet supply +1.2%
2024 ended as the first year with negative fleet
growth for VLCCs since 2002 and crude tankers
overall were only marginally higher. 2025 will mirror
last year, with overall low fleet growth and VLCCs
again standing out at 0.5% growth (gross) (Suezmax
1.5%). Only 5 VLCCs are scheduled for delivery this
year, two in Q1 and three in Q4. Newbuilding
deliveries for Suezmax vessels will pick-up in 2025
(27) and 2026 (34). In addition, the impact of
regulation (CII, EU ETS, Fuel EU Maritime, IMO
Global Fuel Levy) or phasing out of the grey fleet
should eventually help offset rising tanker deliveries
over the coming years.
Market improvements in 2025
Despite potential stability in OPEC+ production, the
compliant crude tanker freight rates are poised for
growth if effective sanctions can be enforced
towards the dark fleet. Especially benefiting the
VLCC segment – trading long-haul Atlantic to China
and/or Middle East to China (if OPEC + substitutes
part of today’s dark fleet volumes). In addition,
questions
remain
regarding
OPEC+
discipline,
especially given the risk of market oversupply even
under firm demand scenarios. A scenario reminiscent
of late 2014, where Saudi Arabia significantly
increased production to push prices into contango,
could be highly favourable for tanker demand and
equities.
Waiting for Godot or has the
super-cycle finally arrived?
“We anticipate a relatively
balanced crude tanker market
in 2025, with VLCCs well-
positioned to benefit. This
outlook is underpinned by
limited fleet growth and a
potential recovery in demand.
The current state of
geopolitics and sanctions -
which can be a negative drag
on tanker markets at times -
could be a significantly positive
catalyst for the crude tanker
market in 2025”
Alexander Saverys
[1] Own data analysis basis Clarksons SIN, IEA, EIA,
Rystad, OPEC, UANI, OFAC, ABGSC, Morgan Stanley,
SEB
CMB.TECH - Annual Report 2024
165
Bocimar – dry-bulk markets prospects [1]
Iron ore Capesize ton-mile demand +1.4%
Deutsche Bank's China Macro research team
anticipates the announcement of significant fiscal
stimulus measures, coinciding with a 4.5% GDP
growth target. This stimulus package is expected to
include
direct
government
spending,
bank
recapitalisation and further support for stabilising the
property sector. However, there remains uncertainty
regarding whether increased domestic consumption
and property sector stabilisation will be sufficient to
drive a substantial increase in seaborne dry bulk
import demand, particularly when compared to the
large infrastructure investments seen in the past.
Compounding this uncertainty are ongoing trade
tensions or a potential escalating "trade war" with the
United States, which could reduce global trade flows
and negatively impact China's export sector. Overall,
Morgan Stanley, is forecasting iron ore to grow by
0.2% in 2025 (-2.5% China).
Both Vale and Rio are guiding essentially flat iron ore
volumes year-over-year for 2025, but growth from
FMG and Mineral Resources could be more
meaningful. Overall iron ore volumes are guided
flattish in 2025 (+10 m ton) with 2026 looking to
bring meaningful volume growth due to the
Simandou project. Seaborne iron ore trade can
further profit from increased Chinese iron ore import
as local production pricing remains above CFR iron
import. Simandou, the iron ore mining project in
Guinea, is projected to commence production at the
end of 2025, with a ramp-up period of 30 months to
reach an annualised capacity of 60 million tons. This
output would require a consistent deployment of at
least 90 Capesize vessels, in contrast to the
scheduled delivery of approximately 80 Capesize
ships throughout 2025 and 2026.
Geopolitical uncertainty remains a significant concern
for the maritime shipping sector. Inefficiencies and
disruptions related to the Russia-Ukraine conflict and
Red Sea diversions continue to exert upward
pressure on tonne-mile demand across various
shipping segments. Any normalisation of trade in
these regions could potentially lead to downward
pressure on shipping rates - albeit with limited impact
on the typical Newcastlemax trade routes.
Capesize fleet supply +1.3%
The overall dry bulk order book remains one of the
smallest in the shipping industry, at 10.3% of existing
capacity. Fleet additions are projected to grow by just
3.6% in 2025, followed by 3.4% in 2026 and 2.0% in
2027. The Capesize order book is the smallest,
representing only 7.8% of the current fleet capacity,
with growth of about 2.0% expected annually over
the next three years.
Given increasing environmental regulations and
downward pressure on rates, increased scrapping/
retirement of dry bulk vessels could be expected in
2025, which could offset some of the expected fleet
growth. The average age of the fleet is now over
12.4 years, the highest level since 2010.
Market implications
Dry bulk fleet capacity utilisation is expected to rise
to 89.0% in 2024, up from 88.0% in 2023, and to
remain constant in 2026. Hence, Capesize vessels
will continue to outperform in 2025, as this segment
is anticipated to experience moderate tightening,
whereas the non-Cape segments are expected to
loosen somewhat.
Stagnation before
acceleration
“While global Capesize ton-
mile demand and fleet supply
are expected to remain
balanced for 2025 and 2026,
long-term market
improvements are anticipated
due to the rapidly ageing
Capesize fleet and the
segment’s historically low
order book-to-fleet ratio.
Stricter regulations, reduced
sailing speeds, and potential
increases in port congestion
are additional catalysts that
enhance the long-term
attractiveness of the Capesize
market.”
Michael Saverys
[1] Own data analysis basis Clarksons SIN, Deutsche
Bank, Rio Tinto, Vale, Mineral Resources, Morgan
Stanley, Kepler Cheuvreux
CMB.TECH - Annual Report 2024
166
Delphis – container markets prospects [1]
Container ton-mile demand +3.0%
A repeat of the 2024 6.0% trade growth in 2025 is
unlikely, a more moderate 3.0% is expected, basis
continued Red Sea re-routing through full year 2025.
If the Red Sea disruption would ‘unwound’ through
the course of 2025, TEU-mile demand could decline
by ~5-10% over the course of 2025. On the off
chance that a reversal is observed within ’25, this
would be followed by an extensive adaption period
and port delays, pushing “back-to normal” status
further out.
The US share of Chinese exports currently sits at
~15.0%, while Asian exports to North America make
up 14.0% of global container trade. Prior to the
election of President Trump, the IMF projected global
GDP growth to come in at a very moderate 3.3% for
2025. The implementation of tariffs introduces
further downside to the estimate. President Trump
has been very vocal regarding his stance on the trade
with China – and hence, 2025 entails potential
disruptions in global trade mechanics.
Container fleet supply +5.5%
New vessel additions moderate in 2025, to 5.5%
from 10.1% in 2024. New orders have boosted the
orderbook size from 20.0% to 26.0% of existing
capacity, spread out into 2029. The different size
segments have substantially different age-profiles
and order book to fleet ratios, whereas the orderbook
increases with vessel size, the scrapping potential
(vessels >25yrs) is declining by size, providing a
much more favourable backdrop for smaller vessel
from a supply perspective (e.g. 6,000 TEU segment).
Gradual easing in freight market conditions
A gradual easing in freight market conditions is
expected from the firm levels seen in 2024.
However, a range of uncertainties and risk factors
need monitoring. Policy impacts from the US election
point towards increased trade ‘friction’ ahead (US-
China box trade accounts for ~5.0% of global
volumes and ~9.0% of TEU-miles). While the final
form and implementation of Trump’s proposed tariffs
remains uncertain, trade wars are generally not
supportive for container freight demand in the long
term. Meanwhile, a scenario where Red Sea
disruption eventually ‘unwinds’ would drive a decline
in TEU-mile demand, leading to a much more
challenging outcome for freight markets (even if a
greater reduction in speeds could help to absorb
some excess supply).
Capacity utilisation is forecasted at 86.0% for 2025.
At the eye of the storm?
“We remain cautious about
the sector’s outlook,
considering the fragile
foundations of the recent
market upturn and the risk of
oversupply if Red Sea transits
normalize. However, we have
secured 10-year contracts for
our 1,400 TEU vessel. In
addition, our unique expertise
in dual-fuel technology
positions us to capitalise on
emerging opportunities in the
months and years ahead - and
to potentially order dual fuel
tonnage with long-term
contract attached.”
Maxime Van Eecke
[1] Own data analysis basis Clarksons SIN, Arctic,
Jefferies
CMB.TECH - Annual Report 2024
167
Bochem – chemical markets prospects [1]
Chemical ton-mile growth + 3.0-5.5%
Global GDP growth for 2025 is projected to remain
steady at approximately 3.2%, consistent with
2023/24 levels. Advanced economies are expected to
experience subdued growth, while Asia continues to
drive global production gains, albeit at a decelerating
pace. Global chemical production is forecasted to
expand at a similar rate of around 2.9% in 2025. In
Europe and the United States, chemical production is
anticipated to stabilise at approximately 1.0-1.2%
between 2024 and 2026, constrained by high
comparative costs and slower economic momentum.
Japan is expected to stagnate at around 0.4% during
the same period. Conversely, emerging Asia is
projected to grow at approximately 3.4%, with India
serving as the primary growth driver. China's
chemical production is expected to stabilise at around
4.1% for the period 2024-2026.
Leading forecasters predict chemical ton-mile growth
of 3.0-5.5% for both 2025 and 2026, reflecting
ongoing demand for chemical transportation.
Stainless steel chemical tanker fleet to grow 2.0%
annually from 2024-2027
Based on the current order book, stainless steel
chemical tankers represent 12.7% of the fleet,
leading to an average net fleet growth of 2.0% from
2024 to 2026, down from 3.6% observed between
2021 and 2023. Additionally, 9.0% of the existing
fleet is over 28 years old. However, no stainless-steel
chemical tankers were recycled in 2024, and shipyard
capacity is increasing – being key trends to monitor.
Meanwhile, the rising order book for product tankers
presents a potential risk of swing tonnage and
increased fleet growth for 2025-26 and beyond.
While it is anticipated that the product tanker market
will absorb these new vessels, partly due to a limited
order book for crude tankers and the transition of
older LR vessels to dirty trading, the risk of elevated
swing tonnage persists heading into 2025.
Balanced market
The outlook for 2025 appears balanced, supporting a
stable yet modest seaborne chemical tanker market.
Global markets are closely watching the anticipated
economic
transition
in
the
U.S.
and
the
accompanying policy changes. While inflation has
receded as a major concern, persistent geopolitical
risks remain significant. The U.S. economy is
expected to continue outperforming expectations,
bolstered by tariffs, tax cuts and regulatory easing.
After
a
prolonged
period
of
contraction
in
manufacturing, particularly in China, activity is now
stabilising and growing ahead of potential shifts in
U.S. economic and trade policies.
With chemical production expected to remain stable
in 2025-2026, the trajectory of the chemical seaborne
freight market will largely be influenced by tanker
supply
dynamics.
Additionally,
recent
sanction
developments affecting crude and product tanker
trade suggest that swing tonnage may stabilise at
current levels or even contract if product rates
experience a significant improvement. Despite a
slight decline in the second half of 2024, spot rates
remain robust, with the Chemical Tanker Spot Index
hovering near historical highs. On the downside, a re-
opening of the Red Sea could have a gradual easing
effect on the ton-mile demand (product/chemical
tankers ~5%).
Steady-as-she-goes
“We anticipate the Chemical
Tanker market will remain
relatively strong in 2025,
supported by favourable
supply-side fundamentals
that enhance its long-term
appeal. Six of our eight
stainless steel chemical
tankers are secured under 10-
year time charter contracts.
Additionally, we are actively
exploring newbuilding
opportunities to leverage
CMB.TECH’s expertise in
dual-fuel technology, opening
new opportunities for long-
term charter commitments.”
Benoit Timmermans
[1] Own data analysis basis Clarksons SIN,
Fearnleys, SEB, BASF, MSI, Richardson Lawire
CMB.TECH - Annual Report 2024
168
Windcat – offshore wind markets prospects [1]
Offshore wind capacity +13.0% CAGR
The global offshore wind capacity is projected to
reach approximately 427 GW by 2035, with an
average annual addition of around 28.1 GW from
2024 to 2035. Europe is expected to contribute 14
GW annually over the same period, translating to a
Compound Annual Growth Rate (CAGR) of 13.0%.
For 2025, a rebound in capital expenditures (CAPEX)
commitments is expected, with global investments
projected at USD 79 billion, including USD 43 billion
outside of China. This anticipated growth is driven by
governments’ continued pursuit of net-zero targets,
heightened concerns over energy security and the
growing recognition of offshore wind's role in
providing reliable, low-carbon electricity. Despite the
uncertain macroeconomic outlook, the sector’s long-
term growth trajectory remains robust. The recent
U.S.
presidential
election
has
introduced
uncertainties for the offshore wind industry in the
United States. Albeit, The EU energy commissioner
assured that the EU is sticking to its offshore wind
ambitions.
CTV CAGR +4.9% for the European market
Global demand for CTVs, excluding China, is
forecasted to grow at a CAGR of 6.8%, an increase
of 0.6% from 2024. This indicates a steady growth
trajectory in the global market. By 2035, global CTV
supply is expected to reach 1,169 vessels. The
regional nature of CTV demand continues to create
opportunities for local shipyards and local operators,
fostering discrete markets with minimal vessel
movement between Asia and Europe.
The European offshore wind market remains a key
area of opportunity for Windcat. Demand is driven by
both well-established markets and emerging players
such as France, Poland and Norway, resulting in a
4.9% CAGR for CTV demand in the region.
Construction demand is expected to improve from
2026. Nearshore projects in France, Ireland and
Poland will account for most of the demand.
While construction activity in Europe will persist, it is
expected to shift further offshore, necessitating sea-
based Walk-to-Work (W2W) vessel support. Despite
this shift, Operations and Maintenance (O&M) work
will continue to dominate future CTV utilisation in
Europe. The forecast reflects steady growth over
time, even as some demand transitions to W2W
vessels.
Decommissioning
activity
will
remain
limited, with few projects reaching this phase of their
lifecycle during the upcoming years.
Global demand for Walk-to-Work CAGR +16.4%
The global forecast for Walk-to-Work (W2W) vessel
demand, excluding China, has once again increased,
with the CAGR now set at 16.4%. This suggests that
approximately 216 W2W vessels could be required
over the next decade, up from the 150 vessels
projected in 2023. Long-term confidence in the
European market remains robust, with a significant
shift in future vessel demand from low to medium
and high confidence levels. The demand for CSOVs
in Europe is particularly notable, with substantial
growth expected from 2030 into the mid-2030s.
The European market is set for a significant increase
in vessel supply, with 14 CSOVs scheduled for
delivery to European owners in 2025. While this
marks a sharp rise in newbuilds, the impact on overall
supply-demand balance is expected to be moderated
by the movement of second- and third-tier W2W
vessels back to the O&G sector. Additionally, wind
farm construction data indicates a roughly 30.0%
increase in turbine installations in 2026 compared to
2025, with similar levels projected for 2027, helping
to sustain demand for vessels.
At the same time, demand for CSOVs from the O&G
sector is increasing, offering an attractive alternative
market and contributing to overall market balance.
The stronger O&G demand, combined with the
steady rise in wind installations, reduces the
likelihood of a prolonged oversupply. This strategic
shift allows vessel owners to optimise utilisation
across both sectors, ensuring flexibility in response
to fluctuating market conditions.
Versatile CSOVs: Navigating
Diverse End Markets
“We are excited about the
upcoming delivery of our first
Windcat CSOV. These future-
proof and versatile vessels are
designed to be employed
across a range of diversified
end markets, positioning us to
capitalise on emerging
opportunities and during
changing macroeconomic
circumstances.”
Willem van der Wel
[1] Own data analysis basis Clarksons SIN/RIN, TGS 4C
Offshore, CSO Shipbrokers
CMB.TECH - Annual Report 2024
169
CMB.TECH fleet
CMB.TECH - Annual Report 2024
170
Fleet of the CMB.TECH Group
as of 31 December 2024
Euronav
Owned VLCCs and V-Plus
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
Aegean
100 %
2016
299,999
21.62
Belgian
332.97
Hyundai H.I.
Alsace
100 %
2012
320,350
22.5
French
330
Samsung H.I.
Antigone
100 %
2015
299,421
21.6
Greek
333
Hyundai H.I.
Daishan
100 %
2007
306,005
22.49
Marshall Islands
332
Daewoo H.I.
Dalma
100 %
2007
306,543
22.49
Liberian
332
Daewoo H.I.
Dia
100 %
2015
299,999
21.52
French
336
Daewoo H.I.
Donoussa
100 %
2016
299,999
21.54
French
336
Daewoo H.I.
Hakata
100 %
2010
302,550
21.03
French
333
Universal
Hakone
100 %
2010
302,624
21.03
Greek
333
Universal
Hirado
100 %
2011
302,550
21.03
Greek
333
Universal
Hojo
100 %
2013
302,965
21.64
Belgian
330
Japan Marine
United
Ilma
100 %
2012
314,000
22.37
Belgian
319.03
Hyundai H.I.
Ingrid
100 %
2012
314,000
22.38
Belgian
319.03
Hyundai H.I.
Iris
100 %
2012
314,000
22.37
Belgian
333.14
Hyundai H.I.
CMB.TECH - Annual Report 2024
171
Newbuildings
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
TK300K-1
100 %
2026
319,000
22.5
Belgian
339.5
CSSC Qingdao Beihai Shipbuilding Co., Ltd.
TK300K-2
100 %
2026
319,000
22.5
Belgian
339.5
CSSC Qingdao Beihai Shipbuilding Co., Ltd.
TK300K-3
100 %
2026
319,000
22.5
Belgian
339.5
CSSC Qingdao Beihai Shipbuilding Co., Ltd.
TK300K-4
100 %
2027
319,000
22.5
Belgian
339.5
CSSC Qingdao Beihai Shipbuilding Co., Ltd.
TK300K-5
100 %
2027
319,000
22.5
Belgian
339.5
CSSC Qingdao Beihai Shipbuilding Co., Ltd.
Owned Suezmax vessels
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
Brest
100 %
2023
156,851
17.65
Greek
270
Hyundai Samho Heavy Industries Co., Ltd.
Bristol
100 %
2024
156,851
17.65
Greek
270
Hyundai Samho Heavy Industries Co., Ltd.
Brugge
100 %
2023
156,851
17.65
Belgian
270
Hyundai Samho Heavy Industries Co., Ltd.
Cap Corpus Christi
100 %
2018
156,600
17.15
Greek
277
Hyundai H.I.
Cap Lara
100 %
2007
158,826
17
Liberian
274
Samsung H.I.
Cap Pembroke
100 %
2018
156,600
17.15
Greek
277
Hyundai H.I.
Cap Port Arthur
100 %
2018
156,600
17.15
Greek
277
Hyundai H.I.
Cap Quebec
100 %
2018
156,600
17.15
Greek
277
Hyundai H.I.
Cap Theodora
100 %
2008
158,819
17
Greek
274
Samsung H.I.
Capt. Michael
100 %
2012
157,648
17
Greek
274.82
Samsung H.I.
Cedar
100 %
2022
157,310
17.2
Greek
274
Daehan Shipbuilding Co. Ltd.
Cypres
100 %
2022
157,310
17.2
Greek
274
Daehan Shipbuilding Co. Ltd.
Fraternity
100 %
2009
157,714
17.02
Belgian
274.2
Samsung H.I.
Helios
100 %
2024
156,790
17.2
Belgian
274
DH Shipbuilding Co., Ltd.
Maria
100 %
2012
157,523
17
Greek
274.82
Samsung H.I.
Orion
100 %
2024
156,790
17.2
Belgian
274
DH Shipbuilding Co., Ltd.
Sienna
100 %
2007
150,205
16.02
Liberian
274.2
Universal
Sofia
100 %
2010
165,000
17.17
Greek
274.19
Hyundai H.I.
Stella
100 %
2011
165,000
17.17
Greek
274.19
Hyundai H.I.
CMB.TECH - Annual Report 2024
172
Newbuildings
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
H5105
100 %
2026
156,000
17.2
Greek
274
DH Shipbuilding
H5106
100 %
2026
156,000
17.2
Greek
274
DH Shipbuilding
Owned FSOs (Floating, Storage and Offloading)
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
FSO Africa
100 %
2002
432,023
24.53
Marshall Islands
380
Daewoo H.I.
FSO Asia
100 %
2002
432,023
24.53
Marshall Islands
380
Daewoo H.I.
CMB.TECH - Annual Report 2024
173
Bocimar
Owned Newcastlemaxes
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
Mineral België
100 %
2023
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Deutschland
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Eire
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Espana
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Danmark
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral France
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Hellas
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Italia
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Luxembourg
100 %
2024
210,204
18.522
Belgium
300
Qingdao Beihai
Mineral Nederland
100 %
2023
210,204
18.522
Belgium
300
Qingdao Beihai
CMB.TECH - Annual Report 2024
174
Newbuildings
Name
Owned
Built
Dwt
Draft
Length (m)
Shipyard
BC210K-43
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-44
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-45
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-46
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-47
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-48
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-49
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC10K-50
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-51
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-52
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-53
100 %
2025
210,000
18.5
300
Qingdao Beihai
BC210K-54
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-55
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-56
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-63
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-64
100 %
2026
210,000
18.5
300
Qingdao Beihai
BC210K-79
100 %
2027
210,000
18.5
300
Qingdao Beihai
BC210K-80
100 %
2027
210,000
18.5
300
Qingdao Beihai
Owned Coasters
Newbuildings
Name
Owned
Built
Dwt
Shipyard
DQS-02
100 %
2025
5000
Damen Shipyards Hai Long Bay
DQS-04
100 %
2026
5000
Damen Shipyards Hai Long Bay
CMB.TECH - Annual Report 2024
175
Delphis
Owned Post-panamaxes
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
CMA CGM Dolomites
100 %
2024
77,000
14
Belgium
240
Yangfan
CMA CGM Etosha
100 %
2024
77,000
14
Portugal
240
Yangfan
CMA CGM Masai Mara
100 %
2023
75,833
14
Belgium
240
Yangfan
CMA CGM Zingaro
100 %
2024
75,826
14
Portugal
240
Yangfan
Owned Feeders
Newbuildings
Name
Owned
Built
Dwt
Flag
Shipyard
1400 TEU #1
100 %
2026
1,400 TEU
TBD
Qingdao Yangfan Shipbuilding
CMB.TECH - Annual Report 2024
176
Bochem
Owned Chemical carriers
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
Bochem Brisbane
100 %
2024
25,000
10.24
Portugal
158.98
CMJL Dingheng
Bochem Casablanca
100 %
2024
25,000
10.24
Portugal
158.98
CMJL Dingheng
Bochem Houston
Bareboat charter
2023
25,000
10.24
Portugal
158.98
China Merchants Jinling
Bochem New Orleans
100 %
2024
25,000
10.24
Portugal
158.98
CMJL Dingheng
Bochem Rotterdam
Bareboat charter
2023
25,000
10.24
Portugal/Liberia
158.98
China Merchants Jinling
Bochem Shanghai
100 %
2024
25,000
10.24
Portugal
158.98
CMJL Dingheng
Newbuildings
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
CMYZ0121
100 %
2025
25000
10.238
TBD
158.98
CMJL Dingheng
CMYZ0122
100 %
2025
25000
10.238
TBD
158.98
CMJL Dingheng
Owned Product Tankers
Newbuildings
Name
Owned
Built
Dwt
Shipyard
Bitumen carrier CMJL #1
100 %
2026
17000
China Merchants Jinling Shipyard
Bitumen carrier CMJL #2
100 %
2026
17000
China Merchants Jinling Shipyard
CMB.TECH - Annual Report 2024
177
Windcat
Owned Windcat vessels (CTV)
Name
Owned
Built
Flag
Length (m)
Shipyard
Windcat 1
100 %
2004
UK
16.50
AF Theriault
Windcat 2
100 %
2005
Ireland
15.00
AF Theriault
Windcat 3
100 %
2005
UK
14.90
AF Theriault
Windcat 4
100 %
2005
UK
14.90
AF Theriault
Windcat 6
100 %
2007
UK
15.87
AF Theriault
Windcat 7
100 %
2007
UK
15.86
Island Boats Inc
Windcat 10
100 %
2010
UK
20.30
AF Theriault
Windcat 11
100 %
2008
UK
20.30
AF Theriault
Windcat 14
100 %
2009
UK
17.25
Dok en Scheepsbouw Woudsend
Windcat 15
100 %
2009
UK
20.30
Dok en Scheepsbouw Woudsend
Windcat 16
100 %
2008
UK
17.45
AF Theriault
Windcat 17
100 %
2009
UK
20.30
AF Theriault
Windcat 18
100 %
2008
UK
22.00
AF Theriault
Windcat 19
100 %
2008
UK
20.30
AF Theriault
Windcat 20
100 %
2009
UK
17.25
Dok en Scheepsbouw Woudsend
Windcat 21
100 %
2010
UK
17.75
AF Theriault
Windcat 22
100 %
2010
UK
20.30
Dok en Scheepsbouw Woudsend
Windcat 23
100 %
2010
UK
17.75
AF Theriault
Windcat 24
100 %
2010
UK
20.30
Dok en Scheepsbouw Woudsend
Windcat 25
100 %
2010
UK
17.46
Dok en Scheepsbouw Woudsend
Windcat 26
100 %
2011
UK
17.46
Dok en Scheepsbouw Woudsend
Windcat 27
100 %
2011
UK
17.75
AF Theriault
Windcat 29
100 %
2011
UK
20.30
AF Theriault
Windcat 30
100 %
2012
UK
17.46
Dok en Scheepsbouw Woudsend
Windcat 31
100 %
2013
UK
17.40
Dok en Scheepsbouw Woudsend
CMB.TECH - Annual Report 2024
178
Windcat 32
100 %
2013
UK
17.46
Dok en Scheepsbouw Woudsend
Windcat 33
100 %
2013
UK
17.46
Dok en Scheepsbouw Woudsend
Windcat 36
100 %
2014
UK
18.21
Dok en Scheepsbouw Woudsend
Windcat 37
100 %
2015
UK
21.05
Dok en Scheepsbouw Woudsend
Windcat 38
100 %
2015
UK
18.21
Dok en Scheepsbouw Woudsend
Windcat 39
100 %
2016
UK
18.21
Dok en Scheepsbouw Woudsend
Windcat 40
100 %
2017
UK
21.85
Dok en Scheepsbouw Woudsend
Windcat 41
100 %
2018
UK
21.92
Dok en Scheepsbouw Woudsend
Windcat 45
100 %
2019
UK
23.63
Dok en Scheepsbouw Woudsend
Windcat 46
100 %
2020
UK
23.63
Dok en Scheepsbouw Woudsend
Windcat 47
100 %
2020
UK
23.05
Dok en Scheepsbouw Woudsend
Hydrocat 48
100 %
2021
UK
24.57
Dok en Scheepsbouw Woudsend
Windcat 50
100 %
2022
UK
23.05
Dok en Scheepsbouw Woudsend
Windcat 51
100 %
2022
UK
23.05
Dok en Scheepsbouw Woudsend
Windcat 101
100 %
2011
UK
25.55
Bloemsma & van Bremen
Windcat Dorothea
100 %
2011
UK
17.50
South Boats Special Projects
FRS Windcat 28
50%***
2012
German
17.88
Dok en Scheepsbouw Woudsend
FRS Windcat 34
50%***
2013
German
21.68
Dok en Scheepsbouw Woudsend
FRS Windcat 35
50%***
2014
France
18.66
Dok en Scheepsbouw Woudsend
FRS Windcat 42
50%***
2018
German
23.81
Dok en Scheepsbouw Woudsend
FRS Windcat 43
50%***
2018
German
23.81
Dok en Scheepsbouw Woudsend
FRS Hydrocat 55
50%***
2023
German
23.81
Kuipers Wouds
TSM Windcat 44
50%***
2019
France
23.63
Dok en Scheepsbouw Woudsend
TSM Windcat 49
50%***
2021
France
23.94
Dok en Scheepsbouw Woudsend
TSM Windcat 52
50%***
2022
France
24.03
Neptune Shipyards
TSM Windcat 53
50%***
2022
France
25.60
Neptune Shipyards
TSM Windcat 54
50%***
2022
France
25.50
Neptune Shipyards
TSM Windcat 56
50%***
2024
France
27.00
Neptune Shipyards
Windcat 57
100 %
2024
UK
27.00
Dok en Scheepsbouw Woudsend
CMB.TECH - Annual Report 2024
179
Newbuildings
Name
Owned
Built
Flag
Length (m)
Shipyard
Windcat 58
100 %
2025
27.00
Dok en Scheepsbouw Woudsend
TSM Windcat 59
50%***
2025
France
27.00
Neptune Shipyards
Hydrocat 60
100 %
2025
27.00
Dok en Scheepsbouw Woudsend
FRS Windcat 61
50%***
2025
27.00
Dok en Scheepsbouw Woudsend
FRS Windcat 62
50%***
2025
27.00
Neptune Shipyards
Windcat 63
100 %
2025
27.00
Neptune Shipyards
FRS Windcat 64
50%***
2025
27.00
Dok en Scheepsbouw Woudsend
FRS Windcat 65
50%***
2025
27.00
Neptune Shipyards
*** These vessels are 100% owned by FRS Windcat Offshore logistics Limited and TSM Windcat Offshore Logistics Limited or JPN H2DRO Co. Ltd, respectively, and as these entities are joint
venture entities, CMB.TECH indirectly owns 50% of these vessels.
Owned CSOVs
Newbuildings
Name
Owned
Built
Dwt
Draft
Flag
Length (m)
Shipyard
552205
100 %
2025
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
552206
100 %
2025
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
552207
100 %
2025
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
552208
100 %
2026
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
552209
100 %
2026
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
552210
100 %
2026
2000
5.3
Belgium
89
Damen Shipyards Hai Long Bay
CMB.TECH - Annual Report 2024
180
Port vessels
Owned Hydro vessels
Name
Owned
Built
Pax/bp
Shipyard
Hydroville
100 %
2017
14 pax
N/A
HydroBingo
50%***
2020
60 pax
TFC
HydroTug
100 %
2023
60 bp
Armon Shipyard
CMB.TECH - Annual Report 2024
181
Glossary
CMB.TECH - Annual Report 2024
182
Glossary
Aframax - A medium-sized crude oil tanker of
approximately 80,000 to 120,000 deadweight tons.
Aframaxes can generally transport from 500,000 to
800,000 barrels of crude oil and are also used in
lightering. A coated Aframax operating in the refined
petroleum products trades may be referred to as an
LR2.
AER - Abbreviation of ‘Annual Efficiency Ratio’. This
is the ratio of a ship’s carbon emissions per actual
capacity distance (e.g. dwt x nm sailed). The AER
uses the parameters of fuel consumption, distance
travelled, and design deadweight tonnage. It reflects
an index based on the tonnage supply.
Ammonia (NH3) - Ammonia is a promising clean
energy alternative for maritime transportation. It
offers zero carbon emissions when produced using
renewable
sources,
helping
us
align
with
sustainability goals and reduce environmental impact.
Backwardation - When the future or forward price of
oil is lower than the current or ‘spot’ price.
Ballast - Seawater taken into a vessel’s tanks to
increase draft, to change trim or to improve stability.
Ballast can be taken in segregated ballast tanks
(SBT), located externally to the ship's cargo tanks
(double hull arrangement), and in fore and aft peak
tanks.
Bareboat Charter - A Charter under which a
customer pays a fixed daily or monthly rate for a fixed
period of time for use of the vessel. The customer
pays all costs of operating the vessel, including
voyage and vessel expenses. Bareboat charters are
usually long-term.
Barrel - A volumetric unit of measurement equal to
42 U.S. gallons or 158.99 litre. There are 6.2898
barrels in one cubic metre. Note that while oil tankers
do not carry oil in barrels (although vessels once did
in the 19th century), the term is still used to define
the volume.
BIMCO - Baltic and International Maritime Council
Organisation for shipowners, charterers, ship brokers
and agents. In total, around 60% of the world’s
merchant fleet is a BIMCO member, measured by
tonnage (weight of the unloaded ships).
BITR - Baltic Index Tanker Routes. The Baltic
Exchange is a source of independent, freight market
data. Information collected from a number of major
ship brokers around the world is collated and
published
daily.
The
Exchange
publishes
the
following daily indices: the Baltic Panamax Index, the
Baltic Capesize Index, the Baltic Handymax Index and
the Baltic International Tanker Routes. The Exchange
also publishes a daily fixture list.
BPD - Barrels Per Day. This is a measure of oil
output, represented by the number of barrels of oil
produced in a single day.
Bulk cargo - Bulk cargo is commodity cargo that is
transported unpackaged in large quantities. The
containment for this type of cargo is the tanks of the
ship.
Bunkers – Bunkers includes all dutiable petroleum
products loaded aboard a vessel for consumption by
that vessel. International maritime bunkers describe
the quantities of fuel oil delivered to ships of all flags
that are engaged in international navigation. It is the
fuel used to power these ships.
CBA - Collective Bargain Agreement is a written
contract negotiated through collective bargaining for
employees by one or more trade unions with the
management of a company (or with an employers'
association) that regulates the terms and conditions
of employees at work. This includes regulating the
wages, benefits, and duties of the employees and
the duties and responsibilities of the employer or
employers and often includes rules for a dispute
resolution process.
Charter - Contract entered into with a customer for
the use of the vessel for a specific voyage at a
specific rate per unit of cargo (Voyage Charter), or for
a specific period of time at a specific rate per unit
(day or month) of time (Time Charter).
Charterer - The company or person to whom the use
of the vessel is granted for the transportation of
cargo or passengers for a specified time.
Chemical carrier - A chemical carrier is a type of
cargo ship that is specifically constructed or adapted
to carry liquid chemicals in bul. Chemical carriers are
also known as chemical tankers. They are required to
comply with the various safety aspects detailed in
Part B of SOLAS Chapter VIII, but are additionally
required to comply with the mandatory International
Bulk
Chemical
Code
(IBC
Code)
(source:
lawinsider.com).
CII - The Carbon Intensity Indicator is a response to
the company's need to move towards a business
model compatible with the Paris Agreement,
achieving net zero emissions by 2050. This indicator
is used to monitor progress and apply the most
suitable and timely efficient levers.
Coaster - Coaster vessels are cargo ships that are
mainly used in coastal areas. They are designed to
sail closer to the coast as opposed to across the
ocean. Coaster vessels are capable of sailing both at
sea and in inland waters. They are used for
transporting cargo along a coastline. It is possible to
transport general cargo and bulk goods but also
containers (source: Martide)
CMB.TECH - Annual Report 2024
183
Commercial
Management
or
Commercially
Managed - The management of the employment, or
chartering, of a vessel and associated functions,
including seeking and negotiating employment for
vessels, billing and collecting revenues, issuing
voyage instructions, purchasing fuel and appointing
port agents.
Contango - A term used in the futures market to
describe an upward sloping forward curve. Such a
forward curve is said to be ‘in contango’. Formally, it
is the situation where and the amount by which the
price of a commodity for future delivery is higher than
the spot price, or a far future delivery price higher
than a nearer future delivery. The opposite market
condition to contango is known as backwardation.
COA - A Contract of Affreightment is an agreement
providing for the transportation between specified
points for a specific quantity of cargo over a specific
time period but without designating specific vessels
or voyage schedules. This allows flexibility in
scheduling since no vessel designation is required.
COAs can either have a fixed rate or a market-related
rate.
Crude oil - Oil in its natural state that has not been
refined or altered.
CSOV - A Commissioning Service and Operation
Vessel is a vessel that stays in an offshore wind farm
for an extended period of up to 30 days, providing
maintenance materials and housing technicians in
hotel-style accommodation. (source: Windcat).
CTV - A crew transfer vessel is a vessel to transfer
offshore personnel between shore, offshore wind
turbines, construction vessels and other offshore
assets. The vessels offer passengers space and
comfort during transit and a safe and stable platform
for safe transfers giving high accessibility to offshore
assets. (source: Windcat).
DTA - A deferred tax asset is an item on the balance
sheet that results from overpayment or advance
payment of taxes.
DTL - A deferred tax liability is a tax that is assessed
or is due for the current period but has not yet been
paid -- meaning that it will eventually come due. The
deferral comes from the difference in timing
between when the tax is accrued and when the tax is
paid.
dwt - Deadweight Tonnage is the lifting or carrying
capacity of a ship when fully loaded. This measure is
expressed in metric tons when the ship is in salt
water and loaded to her marks. It includes cargo,
bunkers, water, lubricants, stores, passengers and
crew.
Demurrage - Additional revenue paid to the ship
owner on its Voyage Charters for delays experienced
in loading and/or unloading cargo that are not
deemed to be the responsibility of the ship owner.
The revenue is calculated in accordance with specific
Charter terms.
Double hull - A design of tanker with double sides
and a double bottom. The spaces created between
the double sides and bottom are used for ballast and
provide a protective distance between the cargo
tanks and the outside world.
Draft - The vertical distance measured from the
lowest point of a ship’s hull to the water surface.
Draft marks are welded onto the surface of a ship’s
plating. They are placed forward and aft on both sides
of the hull, and also amidships. The Plimsoll lines
which designate maximum drafts allowed for vessels
under various conditions are also found amidships.
Dry dock - An out-of-service period during which
planned repairs and maintenance are carried out,
including all underwater maintenance such as
external hull painting. During the dry-docking, certain
mandatory Classification Society inspections are
carried out and relevant certifications issued. Modern
vessels are designed to operate for five years
between dry-dockings. Normally, as the age of a
vessel increases, the cost and frequency of dry
docking increase. After the third Special Survey, dry-
docks will be conducted every 2.5 years.
Dual fuel engine - These engines can operate on
both traditional fossil fuels, such as diesel, and
cleaner alternatives like hydrogen.
EBITDA - Stands for Earnings Before Interest, Taxes,
Depreciation, and Amortisation and is a metric used
to evaluate a company's operating performance. It
can be seen as a proxy for cash flow. In finance, the
term is used to describe the amount of cash
(currency) that is generated or consumed in a given
time period
EEDI - Energy Efficiency Design Index. The EEDI for
new ships is the most important technical measure
and aims at promoting the use of more energy
efficient (less polluting) equipment and engines. The
EEDI requires a minimum energy efficiency level per
capacity mile (e.g. tonne mile) for different ship type
and size segments. Since 1 January 2013 new ship
design needs to meet the reference level for their
ship type.
EEOI - The Energy Efficiency Operational Index is the
amount of CO2 emitted by the ship per ton-mile of
work. It is the ratio of the CO2 emitted to the ton-
mile (amount of cargo x nm sailed). The total
operational emissions to satisfy transport work
demanded is usually quantified over a period of time
which encompasses multiple voyages. It measures
the ratio of a ship’s carbon emissions per unit of
transport work.
EEXI - Energy Efficiency Existing Ship Index
describes, in principle, the CO2 emissions per cargo
ton and mile. It determines the standardised CO2
emissions
related
to
installed
engine
power,
transport capacity and ship speed. The EEXI is a
design index, not an operational index. The EEXI is
applied to almost all ocean-going cargo and
passenger vessels above 400 gross tonnage.
EIA - The US Energy Information Administration is
the statistical agency of the Department of Energy. It
CMB.TECH - Annual Report 2024
184
provides policy-independent data, forecasts, and
analyses to promote sound policy making, efficient
markets, and public understanding regarding energy,
and its interaction with the economy and the
environment.
FPSO - Stands for Floating Production, Storage and
Offloading. FPSOs are designed to receive all of the
hydrocarbon fluids pumped by nearby offshore
platforms (oil and gas), to process it and to store it.
FPSOs are typically moored offshore ship-shaped
vessels, with processing equipment, or topsides,
aboard the vessel’s deck and hydrocarbon storage
below, in the hull of the vessel.
FSO - A Floating Storage and Offloading vessel is
commonly used in oil fields where it is not possible
or efficient to lay a pipeline to the shore. The
production platform will transfer the oil to the FSO
where it will be stored until a tanker arrives and
connects to the FSO to offload it.
GHG - Green House Gas. Greenhouse gases are
compound gases that trap heat or longwave radiation
in the atmosphere. Their presence in the atmosphere
makes the Earth's surface warmer. The principal
GHGs, also known as heat trapping gases, are carbon
dioxide, methane, nitrous oxide, and the fluorinated
gases.
GEI - The Bloomberg Gender-Equality Index tracks
the performance of public companies committed to
disclosing their efforts to support gender equality
through policy development, representation and
transparency.
Green Passport - The Green Passport contains
details of all materials, especially which are harmful
to human health, used in the construction of a vessel.
The green passport will be delivered by the shipyard
during the construction and it will be later updated
with all the changes made to the ship during its
lifetime.
H2 (Hydrogen) - Hydrogen is a clean energy source
revolutionising maritime transport. It powers ships
with zero greenhouse gas emissions, aligning with
global decarbonisation goals and demonstrating our
commitment to sustainability.
HydroBingo - This is the world’s first hydrogen-
powered ferry, operating in Japan. (source:
CMB.TECH).
HydroTug - This is the first tugboat in the world to
be powered by combustion engines that burn
hydrogen in combination with diesel. (source:
CMB.TECH).
Hydroville - This is the first certified passenger
shuttle that uses hydrogen to power a diesel engine
(Source: CMB.TECH).
Hull - The watertight body of a ship or boat. The hull
may open at the top (such as a dinghy), or it may be
fully or partially covered with a deck.
IFRS - IFRS standards are International Financial
Reporting Standards that consist of a set of
accounting rules that determine how transactions
and other accounting events are required to be
reported in financial statements.
IGO
-
An
intergovernmental
organisation
or
international
organisation
is
an
organisation
composed primarily of sovereign states (referred to
as member states), or of other intergovernmental
organisations.
IHM - The Inventory of Hazardous Materials is a list
that provides ship-specific information on the actual
hazardous materials present on board, their location
and approximate quantities.
IMO - The International Maritime Organization’s main
task is to develop and maintain a comprehensive
regulatory framework for shipping including safety,
environmental concerns, legal matters, technical co-
operation, maritime security and the efficiency of
shipping. It was established by means of a
Convention adopted under the auspices of the United
Nations in 1948. https://www.imo.org/en
IoT - The Internet of Things describes the network of
physical objects—“things”—that are embedded with
sensors, software, and other technologies for the
purpose of connecting and exchanging data with
other devices and systems over the internet. These
devices range from ordinary household objects to
sophisticated industrial tools.
Intertanko
-
The
International
Association
of
Independent Tanker Owners is a trade association. It
has served as the voice for independent tanker
owners since 1970 on regional, national, and
international levels. The association actively works on
a range of technical, legal, commercial, and
operational issues that have an influence on tanker
owners and operators around the world.
ISM Code - International Safety Management Code
is a set of IMO regulations that ship operators and
ships must comply with. The purpose of the ISM
Code is to provide an international standard for the
safe management and operation of ships and for
pollution prevention.
ITF - The International Transport Workers’ Federation
is a democratic, affiliate-led federation recognised as
the world’s leading transport authority. The ITF has
been helping seafarers since 1896 and today
represents the interests of seafarers worldwide, of
whom over 600,000 are members of ITF affiliated
unions. The ITF is working to improve conditions for
seafarers of all nationalities and to ensure adequate
regulation of the shipping industry to protect the
interests and rights of the workers. The ITF helps
crews regardless of their nationality or the flag of
their ship.
ITOPF - The International Tanker Owner Pollution
Federation is a not-for-profit organisation established
on behalf of the world's shipowners to promote an
effective response to marine spills of oil, chemicals
and other hazardous substances.
Knot - A unit of speed equal to one nautical mile
(1.852 km) per hour, approximately 1.151 mph.
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KPI - KA performance indicator or key performance
indicator is a type of performance measurement. An
organisation may use KPIs to evaluate its success, or
to evaluate the success of a particular activity in
which it is engaged.
LNG - Liquefied Natural Gas has been made over
millions of years of transformation of organic
materials, such as plankton and algae. Natural gas is
95% methane, which is actually the cleanest fossil
fuel. The combustion of natural gas primarily emits
water vapour and small amounts of carbon dioxide
( CO2). This property means that associated CO2
emissions are 30 to 50% lower than those produced
by other combustible fuels.
LR1/LR2 - Abbreviations for Long Range oil tankers.
Tankers with approx. 50-80,000 dwt (LR1) and
approx. 80-120,000 dwt. (LR2).
MACN - The Maritime Anti-Corruption Network is a
global business network working towards its vision of
a maritime industry free of corruption that enables
fair trade to the benefit of society at large.
mbpd - Million Barrels Per Day
MLC - The Maritime Labour Convention, 2006 sets
minimum requirements for nearly every aspect of
working and living conditions for seafarers including
recruitment and placement practices, conditions of
employment, hours of work and rest, repatriation,
annual leave, payment of wages, accommodation,
recreational facilities, food and catering, health
protection, occupational safety and health, medical
care, onshore welfare services and social protection.
Mt - Metric Ton (or Tonne) of fuel – quantity in litres
depends on fuel type.
MOPU - A Mobile Offshore Production Unit is any
type of portable structure that can be reused when
procuring oil and gas from the seabed. These are
typically used when the depth of drilling is over
500m. If the water is any shallower, then fixed
platforms are constructed.
NAMEPA - The North American Marine Environment
Protection Association is a marine industry-led
organisation of environmental stewards preserving
the marine environment by promoting sustainable
marine industry best practices and educating
seafarers, students and the public about the need
and strategies for protecting global ocean, lake and
river resources.
Newcastlemax - The Newcastlemax bulk carrier is a
large vessel used to transport bulk cargo such as
coal, iron ore, and grain across the world’s oceans.
NGO – a non-governmental organisation is a non-
profit group that functions independently of any
government. NGOs, sometimes called civil societies,
are
organised
on
community,
national
and
international levels to serve a social or political goal
such as humanitarian causes or the environment.
NOx - In atmospheric chemistry, NOx is a generic
term for the nitrogen oxides that are most relevant
for air pollution, namely nitric oxide (NO) and nitrogen
dioxide (NO2). These gases contribute to the
formation of smog and acid rain, as well as affecting
tropospheric ozone.
OCIMF - The Oil Companies International Marine
Forum is a voluntary association of oil companies
with an interest in the shipment and terminalling of
crude oil, oil products, petrochemicals and gas.
OCIMF focuses exclusively on preventing harm to
people and the environment by promoting best
practice in the design, construction and operation of
tankers, barges and offshore vessels and their
interfaces with terminals.
OECD - The Organisation for Economic Co-operation
and Development is an international organisation that
works to build better policies for better lives. The
goal is to shape policies that foster prosperity,
equality, opportunity and well-being for all.
OPEC - The Organization of Petroleum Exporting
Countries is an organisation of 13 oil-producing
countries. The mission of the organisation is to
"coordinate and unify the petroleum policies of its
member countries and ensure the stabilisation of oil
markets, in order to secure an efficient, economic
and regular supply of petroleum to consumers, a
steady income to producers, and a fair return on
capital for those investing in the petroleum industry.
OPEC+ - The Organization of the Petroleum
Exporting Countries Plus is a loosely affiliated entity
consisting of the 13 OPEC members and 10 of the
world's major non-OPEC oil-exporting nations.
P&I Insurance - Protection and indemnity insurance,
commonly known as P&I insurance, is a form of
marine insurance provided by a P&I club. A P&I club
is a mutual (i.e. a co-operative) insurance association
that provides cover for its members, who will
typically be ship owners, ship operators or charterers.
Plimsoll line - A reference mark located on a ship's
hull that indicates the maximum depth to which the
vessel may be safely immersed when loaded with
cargo. This depth varies with a ship's dimensions,
type of cargo, time of year, and the water densities
encountered in port and at sea.
Pool - A pool is a group of similar size and quality
vessels with different ship owners that are placed
under one administrator or manager. Pools allow for
scheduling and other operating efficiencies such as
multi-legged charters and Contracts of Affreightment.
Pool points - A system of pool points creates a
model for a vessel with a performance equating to
the average of those being pooled. This ship is
awarded 100 pool points. All other ships in the pool
are then given more or less pool points adjusted for
the characteristics of each vessel. Pool points, by
their nature, can only be used to address the
differences between the vessels as described, and
not the vessel as performed.
Product tanker - These tankers are designed for the
carriage
of
liquified
asphalt
or
bitumen
at
temperatures up to 250°-260°. This type of tanker is
equipped with an independent tank and a powerful
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cargo heating system to maintain the required
temperature of the cargo during transport.
Profit share - A mechanism where, depending on the
outcome of the negotiations and under certain Time
Charter contracts it is being agreed that the owner of
the vessel is entitled to an increase of the agreed
base hire rate (minimum or floor) amounting to a
certain percentage of the difference between that
base rate and the average of rates applicable for a
certain period on certain routes.
SBT - Segregated ballast tanks are dedicated tanks
constructed for the sole purpose of carrying ballast
water on oil tanker ships. They are completely
separated from the cargo, and fuel tanks and only
ballast pumps are used in the SBT.
Scrubbers - Shortened term for Exhaust Gas
Cleaning Systems (EGCS), or SOx (sulphur dioxide)
scrubbers. These are used to remove harmful
elements (mainly sulphur oxides) from exhaust gases
from vessels by using wash water from the sea to
neutralise the exhaust product. There are two key
categories - open loop scrubbers which discharge
wash water used into the ocean and closed loop
which retain the waste product until it can be
delivered to an appropriate location.
SEEMP - The Ship Energy Efficiency Management
Plan is an operational measure that establishes a
mechanism to improve the energy efficiency of a
ship in a cost-effective manner. The SEEMP also
provides an approach for shipping companies to
manage ship and fleet efficiency performance over
time using, for example, the Energy Efficiency
Operational Indicator (EEOI) as a monitoring tool.
Shale oil - Crude oil that is extracted from oil shale
(fine grained sedimentary rock containing kerogen) by
using techniques other than the conventional (oil
well) method, for example heating and distillation.
SOx - The two main pollutants from the ship’s
emission are Nitrogen oxides (NOx) and Sulphur
oxides (SOx). These gases have adverse effects on
the ozone layer in the troposphere area of the earth’s
atmosphere which results in the greenhouse effect
and global warming.
Spar - A Single Point Mooring and Reservoir is a type
of floating oil platform typically used in very deep
waters and is named for logs used as buoys in
shipping that are moored in place vertically. Spar
production platforms have been developed as an
alternative to conventional platforms.
Special Survey - The survey required by the
Classification Society that usually takes place every
five years and usually in a dry-dock. During the
Special Survey all vital pieces of equipment and
compartments and steel structures are opened up
and inspected by the classification surveyor.
Spill - Oil getting into the sea, in any amount, for any
reason.
Spot (Voyage) Charter - A charter for a particular
vessel to transport a single cargo between specified
loading port(s) and discharge port(s) in the immediate
future. The contract rate (spot rate) covers total
operating expenses such as port charges, bunkering,
crew expenses, insurance, repairs and canal tolls.
The charterer will generally pay all cargo-related costs
and is liable for Demurrage, if incurred. The rate is
usually quoted in terms of Worldscale.
Spot Market - The market for the immediate charter
of a vessel.
Spot Price - Current market price for an asset or
commodity
Suezmax - The maximum size vessel that can sail
loaded through the Suez Canal. This is generally
considered to be between 120,000 and 199,999 dwt
and mostly about 150,000 dwt, depending on a ship’s
dimensions and draft. These tankers can transport up
to one million barrels of crude oil.
Sustainability-linked Loan - Sustainability-linked
Loans or ESG Linked Loans are general corporate
purpose loans used to incentivise borrowers'
commitment
to
sustainability
and
to
support
environmentally and socially sustainable economic
activity and growth. Under this lending model,
borrowers pay higher interest rates when they fail to
meet certain environmental, social and governance-
linked goals. By the same token, they pay less when
they exceed ESG targets.
SDG - The Sustainable Development Goals, also
known as the Global Goals, were adopted by all
United Nations Member States in 2015 as a universal
call to action to end poverty, protect the planet and
ensure that all people enjoy peace and prosperity by
2030.
T&Cs - Terms and Conditions
Technical Management - The management of the
operation of a vessel, including physically maintaining
and repairing the vessel, maintaining necessary
certifications and supplying necessary stores, spares
and lubricating oils. Responsibilities also generally
include selecting, engaging and training crew and
could also include arranging necessary insurance
coverage.
TEU - Twenty-foot equivalent unit. A twenty-foot
equivalent unit is a shipping container whose internal
dimensions measure about 20 feet long, 8 feet wide,
and 8 feet tall. It can hold between 9 and 11 pallets,
depending on whether they are standard pallets or
EUR-pallets. Two TEUs have the capacity of a single
FEU.
Time Charter (T/C) - A charter for a fixed period of
time, usually between one and ten years, under
which the owner hires out the vessel to the charterer
fully manned, provisioned and insured. The charterer
is usually responsible for bunkers, port charges, canal
tolls and any extra cost related to the cargo. The
charter rate (hire) is quoted in terms of a total cost
per day. Subject to any restrictions in the charter, the
customer decides the type and quantity of cargo to
be carried and the ports of loading and unloading.
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187
TCE - Time Charter Equivalent rate is a standard
shipping
industry
performance
measure
used
primarily to compare period-to-period changes in a
shipping company's performance despite changes in
the mix of charter types (i.e. spot charters, time
charters and bareboat charters) under which the
vessels may be employed between the periods.
A standard method to compute TCE is to divide
voyage revenues (net of expenses) by available days
for the relevant time period. Expenses primarily
consist of port, canal and fuel costs.
TLP - A tension-leg platform or extended tension leg
platform (ETLP) is a vertically moored floating
structure normally used for the offshore production
of oil or gas and is particularly suited for water depths
greater than 300 meters (about 1,000 ft.) and less
than 1,500 meters (about 4,900 ft). Use of tension-
leg platforms has also been proposed for wind
turbines.
Tonnage Tax Regime - An alternative way of
calculating taxable income of operating qualifying
ships. Taxable profits are calculated by reference to
the net tonnage of the qualifying vessels a company
operates, independent of the actual earnings (profit
or loss).
Ton-mile - A unit for freight transportation equivalent
to a ton of freight moved one mile.
Ton-mile demand - A calculation that multiplies the
average distance of each route a tanker travels by the
volume of cargo moved. The greater the increase in
long-haul movement compared with shorter haul
movements, the higher the increase in ton-mile
demand.
Tramp - As opposed to freight liners, tramp vessels
trade on the spot market with no fixed schedule,
itinerary or ports-of-call. Trampers go wherever the
cargo is and carry it to wherever it wants to go,
within reason, like taxi cabs.
Treasury shares - Treasury stock, also known as
treasury shares or reacquired stock refers to
previously outstanding stock that is bought back from
stockholders by the issuing company.
ULCC - Ultra Large Crude Carriers are the largest
shipping vessels in the world with a size ranging
between 320,000 to 500,000 dwt. Due to their
mammoth size, they need custom built terminals. As
a result they serve a limited number of ports with
adequate facilities to accommodate them. They are
primarily used for very long distance crude oil
transportation from the Persian Gulf to Europe, Asia
and North America. ULCC are the largest shipping
vessels being built in the world with standard
dimensions of 415 meters length, 63 meters width
and 35 meters draught.
Vessel Expenses - Includes crew costs, vessel
stores and supplies, lubricating oils, maintenance and
repairs,
insurance
and
communication
costs
associated with the operation of vessels.
Vetting - Ship Vetting is a risk assessment process
carried out by charterers and terminal operators in
order to avoid making use of deficient ships or barges
when goods are being transported by sea or by inland
waterways.
VLCC - The abbreviation for Very Large Crude Carrier.
Tankers with a capacity between 200,000 and
320,000 dwt. These tankers can transport up to two
million barrels of crude oil.
VLCC Equivalent - The capacity of 1 VLCC or 2
Suezmax vessels.
Voyage Expenses - Includes fuel, port charges, canal
tolls, cargo handling operations and brokerage
commissions paid by the ship owner under Voyage
Charters. These expenses are subtracted from
shipping
revenues
to
calculate
Time
Charter
Equivalent revenues for Voyage Charters.
V-Plus - A crude oil tanker (ULCC or Ultra Large
Crude Carrier) of more than 350,000 dwt which
makes it one of the biggest oil tankers in the world.
These tankers can transport up to three million
barrels or more of crude oil and are mainly used on
the same long-haul routes as VLCCs. To differentiate
them
from
smaller
ULCCs,
these
ships
are
sometimes given the V-Plus size designation.
Worldscale - The New Worldwide Tanker Nominal
Freight Scale is a catalogue of theoretical freight
rates expressed as USD per ton for most of the
conceivable spot voyages in the tanker trade. The
final rate agreed will be determined as a percentage
of the ‘Worldscale’ rate, based upon a guaranteed
minimum quantity of cargo. That allows for charter
parties to cover a wide range of possible voyage
options without the need to calculate and negotiate
each one separately.
WTI oil price - (US Oil) West Texas Intermediate,
one of three main benchmarks for oil pricing.
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189
GRI Content Index
CMB.TECH - Annual Report 2024
190
Tabel 47: GRI index
Indicators
Reference Standard
Reference in
AR2024
SDGs
SASB
GRI
ESRS
GHG
Protocol
TOTAL GHG EMISSIONS
Scope 1 GHG emissions
SDG 13
TR-MT-110a.1
GRI 305-1
E1-7
•
page 74
Scope 2 GHG emissions
SDG 13
TR-MT-110a.1
GRI 305-2
E1-8
•
page 74
GHG emission intensity
SDG 13
TR-MT-110a.1
GRI 305-4
E1-11
•
page 75
GHG emission management and
long-term strategy to manage
emissions
SDG 13
TR-MT-110a.2
GRI-DMA
305-1, GRI
305-5
D Rq. E1-E4
•
page 75
Scope 3 GHG emissions
SDG 13
GRI 305-3, GRI
308-2
E1-9
•
page 74
Scope 3 - Category 1 - Purchased
Goods and Services
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
Scope 3 - Category 1 - Capital
Goods
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
Scope 3 - Category 3 - Fuel and
Energy related activities
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
Scope 3 - Category 4 -
Transportation and Distribution
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
Scope 3 - Category 6 - Business
Travel
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
Scope 3 - Category 8 - Upstream
Leased assets
SDG 13
GRI 305-3
E1-9 par 46
•
page 74
ENERGY USE
Energy Mix (1) Total energy
consumed; (2) percentage heavy
fuel oil; (3) percentage renewable
SDG 13
TR-MT-110a.3
GRI 302-1,
302-3
D Rq. E1-5
•
page 59
CARBON INTENSITY
Annual Efficiency Ratio (AER)
SDG 13
TR-MT-110a.2
GRI 305-1
Not Defined
•
page 75
AIR POLLUTANTS
Air emissions of the following
pollutants: (1) NOx (excluding
N2O), (2) Sox, (3) PMs
SDG 3
TR-MT-120a.1,
MARPOL Annex
VI Reg. 14
GRI 305-7
D Rq. E2-4
•
page 59
SHIP RECYCLING
Responsible ship recycling
SDG 8, 12, 14
GRI 102-12
D Rq. E5-5
pages 79
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191
MARINE BIODIVERSITY
& POLLUTION
PREVENTION
Biodiversity
SDG 14, 17
TR-MT-160a.1
GRI 304-2
D Rq.
E4-1...E4-6
Under
Taxonomy Reg.
pages 79
Percentage of fleet implementing
ballast water (1) exchange and (2)
treatment
SDG 14
TR-MT-160a.2
GRI 303-4
D Rq. E3-1…
E3-7, OG 5-E3
page 79
Number and aggregate volume of
spills and releases to the
environment
SDG 14
TR-MT-160a.3
GRI 306-3
D Rq. E3-1…
E3-7
page 59
HEALTH
Health policies
SDG 3
GRI 403-2,
403-3, 403-6
D. Rq. S1-1
page 96
SAFETY
Safety performance indicators
SDG 8
TR-MT-320a.1
GRI 403-9
D Rq. S1-11
page 100
SECURITY
Security and Cybersecurity policy
SDG 9
GRI 418-1
D. Rq. S1-5,
S1-26
page 101
COLLABORATIONS
Number and type of initiatives
and collaborations - Society
SDG 17
GRI 102-12,
102-13
D. Rq. S3-2,
S3-3, 2-GOV-1
page 93-94
Number and type of initiatives
and collaborations - Environment
SDG 17
GRI 102-12,
102-13, 413-1
D. Rq. S3-2,
S3-3, 2-GOV-1
pages 80
TRANSPARENCY AND
ETHICAL BEHAVIOR
Social policies
SDG 8
GRI: 103-1,
103-2, 103-3,
403-6, 412-2
D. Rq. S1-1
pages 84
HUMAN VALUE
Diversity of workforce
SDG 5, 10
GRI 405-1,
102-1, 102-2,
102-3, 102-8
D Rq. G1-1,
G1-4, G1-9
page 89
Gender equality
SDG 5
GRI 102-12
D. Rq. G1-4,
G1-9
page 89
Human rights
SDG 8
D. Rq. 2-GOV
5, S1-1
page 84
Talent attraction
SDG 8
GRI 103-1,
103-2, 103-3
D. Rq. S1-7
pages 87
Training hours
SDG 4
GRI 103-1,
103-2, 103-3,
404-1, 404-2,
404-3
D. Rq. S1-1
pages 88
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192
GOVERNANCE
Code of Business Conduct and
Ethics
SDG 8, (17)
GRI 102-12,
102-5, 102-16,
102-18, 405-1,
102-16, 205-1,
206-1, 406-1,
407-1, 408-1,
409-1, 412-1
D. Rq. 2-
GOV-1, D. Rq.
G2-1
page 103
CORRUPTION
Port state control Number of (1)
deficiencies and (2) detentions
received from regional port state
control (PSC) organisations.
SDG 8, 14
TR-MT-540a.3
page 59
Anti-corruption policy
SDG 16
TR-MT-510a.1
GRI 205-2
D.Rq. G2-2
page 103
Corruption risk Number of calls at
ports or net revenue in countries
that have the 20 lowest rankings
in Transparency International’s
Corruption Perception Index
SDG 16
TR-MT-510a.1
GRI 205-2
D Rq. G2-2
page 59
Fines
SDG 16
TR-MT-510a.2
GRI 419-1
D Rq. E2-6
page 84
Internal control system
D. Rq. G1-7,
G1-8
page 105
RISK MANAGEMENT
Risk factors and management
D. Rq. G1-7,
G1-8
page 105-107
OPERATIONAL
PERFORMANCE
Number of seafarers
SDG 8
TR-MT-000.A
GRI 102-8
D Rq. S1-7
page 59
Total distance travelled by vessels
SDG 8
TR-MT-000.B
page 59
Operating days
SDG 8
TR-MT-000.C
page 59
Deadweight tonnage
SDG 8
TR-MT-000.D
page 59
Number of vessels in total
shipping fleet
SDG 8
TR-MT-000.E
page 59
Number of vessel port calls
SDG 8
TR-MT-000.F
page 59
GHG reduction strategies
SDG 13
TR-MT-110a.2
GRI 201-2
D Rq. E1-E4
page 59
GHG emissions data for all years
between the base year and the
reporting year
SDG 13
TR-MT-110a.2
GRI 305-1
page 75
CMB.TECH - Annual Report 2024
193
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Website https://cmb.tech/
Responsible editor
Ludovic Saverys
De Gerlachekaai 20,
B-2000 Antwerp - Belgium
Registered within the jurisdiction of the
Commercial Court of Antwerp
Dit verslag is ook beschikbaar in het
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