Downe House School Annual report and financial statements for the year ended 31 August 2023 Registered Number: 2645228 Registered Charity Number: 1015059 Downe House School Annual report and financial statements for the year ended 31 August 2023 Contents Page Trustees, officers and advlsors Report of the Trustees and Strategic Report 2-16 Independent auditors, report 17-19 Consolidated statement of financial activities 20 Consolidated summary income and expenditure account 21 Note of consolidated historical cost profits and losses for the year 21 Consolidated and School balance sheets 22 Consolidated cash flow statement 23 Notes lo the finanaal slalemenls 24-48 Downe House School Trustees, Officers and Advisors Trustees, Governors and Directors Ms AF Hazlitt (Chair of Governors) Mr TM Boucher (Chair of Finance & General Purposes Commstteel BA,FCA Mr JJ Smith (Chair of Education Committèe) Ms VJ Richards IExelbyl Mrs FM Holmes Dr C O'Kane Mr MK Ridley Ichair of Eslales Sub-committee} Ms EJ Clarke Dr Cl Ralnage (Chair of Safeguarding Committee) (due lo leave Board November 2023} Ms P Dlana Ms CE Ross Ms SK McNair Scoll (Chair of Business D&velopment Commill8e} Mr NJD Woods IAppoinled 10 November 20221 Memb&rship of Commlttees BA F.ES.N.8 BA, MEd. PGCE ED, SG. N MA ED, SG Bcomm ES.F MA, MB Bchir, MSC. Dphil ED BA. MA, MRICS ES.F.B MlnstFICertl MBCh8, MRCGP ED,B,N ED, SG ED. SG SG,F,N B.ES.F NB .. Key lo membership of Committees above is as follows. Education Committee Safeguarding Committee Finance & Genèral Purposes Committee Estates Sub-commsttee Nominations, Govemance and Remuneration Committee Business Development Committee ED SG ES Headmistross Mrs E McKendrick, BA Secrètary Mr EFP Vallett8 (Appointed 2 March 20231 Principal and Registered offlce The Bursary Downe House School Cold Ash Thalcham Berkshire RG18 9JJ Independent Auditors Pricewaterhousecoopers LLP One Chamberlain Square 8lrmingh8m B3 3AX Solicitors Farrer & Co 66 Lincoln's Inn Fields London WC2A 3LH Bankers Lloyds Bank plc 5 Bridge Street Newbury Berkshiro RG14 5BQ Investment advisors C8zenove Capital Management Limited 12 Moorgate London EC2R 6DA Downe House School Report of the Trustees and Strategic Report The Trustees present their annual report and the audited financial slatsmenls of the group for the year ended 31 August 2023. The irsforniation with ￿spect to Trustees, Officers and Advisors set out on page 1 forms part of this report. The financial statements comply wlh the Statement of Recommended Practice"Accounting and Reporbng by Charibes IFRS 1021° (revised 20151. STRUCTURE. GOVERNANCE AND MANAGEMENT Status and Administration Downe House Sd)ool I'lhe Schoof) is a charitable company limited by guarantee an(J a registered charity govemed by its Memorandum and Articles of AsSocial￿n company registered number 2645228 and Charity Tegistration number 1015059, registered in England. The School is the sole corporate Trustee ol the Downe House Trust, a reglslered charity. number 309091, established by trust deed on 1 January 1944. which owns the land and buildings from which the School operates. The School owns Downe House School Services Limited, company Teg151ered number 2664010, the trading activities of which include lettings of the School facilities and the provision of goods and services to the parents and pupils of Downe House School and third parties, the taxable profits ofwhich are donated to the School. On 28 November 2006 the exisling Trustees of the Olive Willis Trust resigned and Downe House SchcK>I became the sole cort>oral8 Trustee of the Olive Willis Trust. From that date the Olive Willis Trust bècame a reslricled Bursary and Scholarships fund within Downe House School. Under a Charities Commission Scheme dated 31 July 2011 the Olive Willis Trust 8ursary and Sc*olarships lund be￿rne an Expendable Endowment Fund (Note 171. Under the same scheme Downe House School became the sole Trustee of the Downe Hous Foundation, ¢harity number 1044896. On 5 June 2014 the name of the Foundation was changed lo 'Downe House Appeal Fund120091' which has no assets and is dormant. An application was rll8de lo esiablish a new Downe House Foundation in June 2014. The new Downe House Foundation, charity number 1159259, has a separate board of Trustees and is managed independently ol the School. The Teport and consolidated financial stalgmenls for the year ènded 31 August 2023 relate to the total activities of the above lfjgal entities. Related parties The School's relalDnship with Downe House School ServScgs Limited. Downe House Trust and Downe House Foundation are disclosed above and that wilh related parties in note 27. Connectsd organlsation There is one connected organisation.. The Downe House Seniors AssocialK)n facilitates communicatton amongst former pupils of Downe House School who a￿ members of the Downe House Seniors Association. Induction and tralnlng of Tru$tses All new Trusle8s undertake an induction and training day at the School the content of whlch depends on the individuafs knowledge of the Schwl and professional experience. Trusle8s ale encouraged to attend seminars arranged by AGBIS IAssoclalK)n of Governlng Bodies of Independent Schoolsl and other such bodies. Downe House School Report of the Trustees and Strategic Report (continued) The Trustees. organisational structure and decision making The Trustees I'the Governing Body'l cornprise all the directors of the company. Directors are elected at the Annual General Meeting and hold office until the third anniversary of the dale of their election when they resign from office bul are eligible for re-election up to a total ol nine years. Tho Chair be elected to setvg LJP to an additional 5 years and the Vi¢e-Chair Can be elected lo serve up lo ari 8dditional 3 years. The Trustees, all of whom served IhrDughoul the year to 31 August 2023. excgpl where olhenM8e disdosed below. are as listed on page 1. The following Directors were elected al the Annual General Meeting on 24 November 2022 Paola Diana Sally McNair Scott Nick Woods The following Directors were re-elected al the Annual General Meeting on 24 November 2022.. Tim Bouther Mark Ridley The following Director resigned al the Board meeting held on 24 November 2022.. Nick Hornby The strategic direcllon of the School Is sel by the Trustees who approve the pL4ns and budgets presented by the Headmistress and management team. The School takes out Direelors, liabilty Insuran￿ with a cover limit of £20 million. The day to day running of the School is delegated lo the Headmistress, the Finance Bursar and the Director of Estates, Propety and Services who attend meetings of the committees referred to below as appropriate. To assist the Twstees in their duties the following committees are established.. Education Committe• The members of this Committee meet al least four times a year to submit reFK)rts and recommendations to the Board of Trustees on the following matters.. To review and to makg recommendations lo the Goveming Body on any aspect of edu¢81ional policy, provision and practice delegated by the Board in order lo support the work of the Headmistress and her staff. To review any academic department suggested by the Governing Body and lo make propos81s con¢8mlng its curriculum development, slaffSng and resources. To Investigate any aspect of slafflng policy or any particular staffing issue delegated by the GoveTning Body and make appropriate recommendations. To review any aspect of pastoral care of students as delegated by the Governing Body an make appropriate recommendations. To propose lo the Goveming Body the review of any aspgct of thg School's educational provision which may arise from the Committee's discussions. vl. To invite the attendanee of Heads of Department, or any relevant member of stsff, lo an 8genda item as advised by the Head and when appropriale, Downe House School Report of the Trustees and Strategic Report (continued) Finance and General Purposes Commlttee Thé members of this Committee meet al least four limes per year lo submit reports and recommendations to the Boaid of Trustees on the following matters-. To formulate business plans and annual budgets, in aGcordance with the School's aims and objectives, for consideration by the Board of Trustees and to monilor their execution once approved. To recommend an annual programme of capital expenditur8 to the 8oard of Trust6es. To recommend the levol of fees for the forthcoming year to the Board of Trustees. iv. To determine appropriate financial controls and procedures. To propose policy objectives lo the Board of Trustees on.. Charging and fee remissions Salaries Bursaries Contracts Investments Estatès Sublommittee The niem￿r$ of this SuWommittee meet at least four times per year to submtt reports and recommendations to the Board of Trustees andlor Ihg Finance and General Purposes Committee on the following matt8rs'. The overall development of the School's buildings and properties. The planning. design and management of Current and future construction projects. Th8 annual maintenance and improvement programme for the School's buildings, induding Health and Safety issues. Any other buildings or property related matters referTed to the Sub-committee by the Board of Governors or the Finance and General Purposes Committee. The Nominations. Governance and RBmuneratlon Committee The members of this Committee rneel a minimum of On￿ per year, or when convened by the Chair. lo consider norninations lo the Board and to have oversight of Governance. The Board of Trustees decides on the need for new appointments based on its succession planning and examination of its effectiveness. The Committee considers candidates for approval by the Board based on spectf￿allonS such as eligibility, spe¢ialist skills, p8rsonal competence and availability. The Cofflmittee also considers remuneration for the He8dmislress having due regard to the need lo retain the best staff available and taking dua consideration of competitor salary informatiDn available in the public domain. Remuneration for other key management personnel is discussed by the Headmistress. Chair and Chair of the Finance and General Purposes Committee. Downe House School Report of the Trustees and Strategic Report (continued) Bu$lness Development Committee The members of this Committee meet a minimum of once per year, or when convengy by the Chair. to consider the following matters.. Take a lead. from a Governanee perspeclwe, on the assessment of material business d&velopmenl opportunities outside the core activity of providing education al Cold Ash. Ensuring that tbe Board of Governors remains appropriately infonned of potential proj¢cts under consideration and their progress. Decision moking remains a matter for the Board of Governors, although it may choose to delegate responsibility for executioii of a particular PToject to the Business Developinent Committee. Safeguardlng and Chlld Protg¢tFon The School is committed lo Safeguarding and Protecting all the children in its care. The Designated Safeguarding Lead IDSLI is the Boarding Depulywho is SUPPDrted by the Deputy Head 88 Deputy DSL. The Headmistress is also fully trained as a DSL. Staff are trained and u￿ated regulady in Safeguarding and Child Protection rnatters, as are Governors and all those who would have unsLtpervised access to pupils. All policies are in place to meet regulatory requir8menls and give due consideration to West 88rkshire Guidance. The appoinlmenl of staff, Governors and all other individuals for whom it is necessary. su¢h as o)ntraetors and regular taxi drivers, are Subject lo tho appropriat8 pre-employmenl checks, for example, Enhanced D8S checks and refeTences. TheTe are five Board members on the Safeguarding Committee including the current Board Chair. The DSL and Headmistress of the sthool also sit on the Comn)ittee as ex-efficio members. The Commiitee meets al 8 minimum termly throughout the academic year to: agree protocols and Procedures that ret)ect a best practt'ce approach to safeguarding in line Tmth the latest government KCSIE guidelines. iv. ensure clear accountability and training for those across the school community wlh responsibility for safeguarding. sharo leaming and casework developments lo improve awareness and compliance around S8f8guarding. The DSL produces lemity reports that are shared with the committee and an abridged version is then shared with the Board. For detslls of the members of e8ch of these commlttees see page 1. Compllance Framework The School is committed lo ensuring that il compl￿5 with all relevant legislalion.11 is regularty inspected and Governors are updated by the Headmistress and the Sen￿r management team on any changes required to meet statutory obligations throughout the School. These updates are provKled temTrly al Board Meetings. LOCATION OF THE SCHOOL Downe House School is situated on a sile of 110 acres in the village of Cold Ash in Betkshire. Pupils from the ages of 1110 18 are &(Jucaled on the sile. The School also owns the Chateau de Sauvelerre n&ar Toulouse Sn France. This slle was ulilised by the school in the first terms of the year and welcomed year 7 pupils from a number of Prep Schools Trust schools in the Summer lerm A particular emphasis is placed on the development ol the boarding facilities as nearly all pupils board at the School full-tirr>e. A limited amount of staff housing is also provided in order lo support Downe House School the strong boarding èthos that exists. Report of the Trustees and Strategic Report (continued) OBJECTJVES AND ACTIVITIES Objects The objects of Downe House School are: to promote and provide for tt)e advancement of education and in connection Iherewith to conduct and acquire and carry on any l)oarding or day school for the education of chiklren. The objects of Downe House Trust are: the provision and conduct al or near Cotd Ash, near Newbury. of a day or day and boarding school for girts. The objects of Downe House Foundation are.. lo advance education by the proviS￿n of funding, assistance and support lo Downe bbuse School. The objects of Down8 House School Services Limited are: lo carry on business as a general commercial company. Aims and intended impact The School exists lo provide girfs with, and promote, an excellent holisti¢ education. The School is boarding s¢h(x)I for girls from a9es 11 10 18. The Schod aims to promote the development of the individual by enabling girls lo strive for the highest academic results of which they are capable. At tha same time, they should be able lo enjoy the opportunities and support which alSow them lo develop the personal, social, Splfilual and emotional awareness that is the balance to aGademi¢ excellence and thus prepares them for adult 1ifg and work. The financial results lacililale the educational, pastoral and charitable objectives of the School. Pollcy and objectives for the year The main policies and objectives for the year were to.. Maintain excellent academic standards in the School. be al the forefronl of best educational practice and development and prepare students for any appropriate natsonal assessments and public examinations to enable each to succeed according lo ability. Sustsin the highest standards of pastoral care in the School. low pupi5s to develop wlder Interosts such as music, sport and extra-curricular activities to ensure a holistic education. To (lemonstrale the full Public Benefit that the School provldes. Maintain totsl pupil numbers befvleen $50 and 590 wilh at least 900/0 oflhos6 being boarding pupils. Pursue a financial strategy whiGh enables the aims of the School's Strategic Development Plan to be rnel. Downe House School Report of the Trustees and Strategic Report (continued) Strategies for achlevement of objectives The School is committed to the recruilmenl of staff of the highest quality and to their continued training. The School has appropriate policies in place lo ensure that pastoral care is of th8 highest stsndard. Pupils, development of wider interests and the Provision of a holisliG education is actively encouraged throughout the School. The School fosters and develops good links with existing parents, prospective parents and feeder schools encouraging them to promote the School. The School is also promoted by actively seeking new areas of Tecruilment. Financial objectives and strategy of the School are an Sntegral part of th8 Slraleglc Development Plan and are regularly reviewed. Estatè Strat•yy A regular review of faalilies is undertaken to ensure that they are fil for purpose and will continue lo meetthe needs of a firstryclass boarding education for girfs and Downe House School's agreed strategic objectives. All S￿keh01derS including pupils, staff, parents, past parents and alumnae hav8 been involved in the fomiulaiion of a capital wotks davelopment programme within the Estatè Strategy. This has proved lo ￿ vary succèssful and a Centenary Devèlopment Plan has been ¢onstrucl8d which will lead lo improvements in the School's facilities that have been identified as current or futUTe needs. This plan builds on the very successful Ten-year Plan just completed whlch Induded the bullding of new lower-school boarding houses and the completion of the Murray Centre in 2019. Running alongside the development programme is a schedule of routine works and maintenance. As well as an emphasis on improving boarding and classroom accommodation, the School has also been focusing on developing a robust infrastructure of services to support and sustain C￿r￿nt and ftjture needs, for example, lo take account of increasing demands of technology and new buildings. It should be noted that ensuring 811 developments are sustsinable and environmentally triendty 18 a key aim. Grant Maklng Policy Bursarfe$ The reduction in the monetary value of s¢holarships noted below means that il will be possible lo make increasing provision for means-lesle(J bursaries. including those from the Oliv8 Willis Trust, in ordey lo ensure broad access lo the School. Applications for Bursaries are considered by the Headmistress and D1￿ctor of Finance and Business Enterprise who make recommendations lo the Chair of Governors and the Chair of the Finance and General Purposes Committee. Award5 are means-tested on the basis of financial information provided by the applicant. To ensure that no section of society is excluded from the School the maximum level ot bursary awards is 100 /0 plus extras. This Bursary po5icy is advertised in the appropriate media and the School also works ￿th Ihts Royal National Children's SpringBoard Foundation lo identify suitable Candidates. In 2022, the Board of Governors approved funding for two 100Yo equival&nl additional bursaries for day pupils resident in the local cornmunily. These Centenary Bursaries are lo mark the School's move to ils current site in 1922. Scholarships Scholarships are awarded by the Headmistress as 8 result of academic achievement in the stholarship examinations sel by the School. From 201912020 the financial component of new s¢holarships was reduced lo Nil a>though those granted before that date may continue. Those gaining Music Scholarships do receive tuition for leaching in up lo two individual musical instruments. Downe House School Report of the Trustees and Strategic Report (continued) Public Beneflt Having regard lo the general guidance on Public Benefit from the Charity Commisslon, as sel out in section 17 of the Charities Act 2011, the School continues to develop its overall contribution and build partnerships with local schools and organisalions, as well as open facililies and events. where possible. lo thè local community. These developments are in addition lo the increased number ol means-tested Bursaries. Communlty Engagement Downe House is committed lo playing an active part in the local Community. To that end, as w$ll as supporting local businesses, the School supports a number of local ¢harilies through fundraising activities but also through the girls conlribuling to the work of local organisationslcharities. This ¢an take the form of visiting Care Homes. supporting children who ride al the Riding for the Disabled Charity, supporting Children at the respite care Charity. Swings and Smiles, and reading in local primary schools. This will tsithtrr be done through the Duk& of Edinburgh Award schem& or through Downe House's own Community Servico s¢hem&. Our musicians play annually for the parishionèrs at Sl John's Church in Nowbury lo raise funds for Chrisb'an Aid and also House choirs will visit local residential homes to provide entertainment as requ&sted. The Art Department is also active in providing work lor the Royal British Legion each year for their displays in Newbury and at the parish church in Cold Ash. for example. Downe House is currently planning to expand this range of activities and our Head of C0￿CUrricUlar Activllies is leading this initiative. Collaboration with local schools lakes place through a growing number of initiatives including our Oxbridge Interview evening or, as mentioned above. by opening up appropriate events and le¢tures. for example. our Classics Day and our Educational Confèrènces lo students and staff from olher schoo15 and welcoming members of the local Community lo plays, concerts and other appropriate events. Somè of our staff also aot as Govemors al local sch¢)ols and share thelr expertise. Bursaries A me8ns tested bursary scheme, 111 Part funded by the Olive Willis Trust Fund, is in operation potentially r8mitting up to 10DO/o of fee5 plus extras from which 32 girls bengfiled al a cost of £931,000 {2022.. 28 girls bengfited at a cost of £898,000). The School had 16 pupils on high level bursaries between 75¥0 and IOO°/o plus extrds lor 202212023. For 202312024 21 high level bursaries between 750A and 1000A of feès plus extras have been awarded. The Olive Willis Trust Fund principally provides for the advancement of education in connection with the School for the public benefll, in particular, bul not limited lo, the provision of financial assistance lo prospective, current and former pupils of Downe House School who ale in need. Fundraislng Girfs are encouraged to raise money for charities as part of their general education. During the past three years over £10.000 has bèen raisod the wide variety of charities suprx)rted incSudes: Alzheimerfs Association BowglBabe Fund Chadie Waller Memorial Trust EDCLUB Movement Hope & Hornes for Children Operation Smile Reality Gives Riding for the Disabled Royal Brillsh Legion Swings and Smiles The Bishop of Oxford Oulreaeh Fund Downe House School Report of the Trustees and Strategic Report (continued) Downe House School Services Limited Downe House School Services Limited's trading activities include leltings of the School's facilib'es. The Company's major activities are the Global Academy., the rental ofthe School in Sauvelerre,. and Summer lets all of which havo betrn successful and contributed significantly to the profits donated lo its parent undertaking the details of which are provided note 2. Downe House Trust Downe Hous& Trust provldes the 110 acre site and properties used by Downe House School. Downe House Foundation Downe House Foundation. charity number 1159259. was estsblished In June 2014. Downe House Foundation is managed independently ol the School, has a separate board of Trustees and raises funds for educational building projects al Downe House School. All major fundraising is undertaken by the Downe House Foundation. Investmènt P•rfonnane8 Investment performance Ss revlewed regularly and Investments have performed adequately ir> the year and in line with sel performance. Leadership team and staff The Trustees would like lo lake this opportunity lo recogni5e the hard Work and dedication of the Headmistress, Seadership team and the teaching. pastoral, operational and support stsff of the School during the year. Employment Poll¢l&$ Downe House School is committed lo recruiting and retaining the highest quality members of staff. To that end il ensures that staff are well rewarded through competitive salary packages and opportunities for career developm&nt. Our salary package and lemis and conditions ats kept urider review by the Director of HR and the Director of Finance and Business EnlerpTise. Opportunities lor In-service training Ilnsell are provided to all staff and applications for day courses and extended Inset can be made to improve their ski115 and qualifications. Such applications are Teviewed by the Deputy Head, or appropriate line-manager, and assess￿ against the needs of the School's Strategic Development Plan, the House or Departmental Development Plans and the individual's own performance revlew. In addition. regular whole-slaff 8nd departmental training is provided by the School al the start of each term and regularly throughout the term. The Performance Review Syslern is comprehensive and applies to all staff. 11 has recenlty been streamlined and cornpulerised so that il is more effective, efficient and ensures that staff are provided with feedback on all aspg¢1s of their role. 36￿degree performance reviews are currently being trialled at Leadership Team level. The School regularly provldes employees wth informatlon on matters of concem lo them, consulting them or their representatives regularly, so that their views can be taken into account when making decisions that ar¢ likely to affect their inleresls. Employee involvement in the School Is encouraged, as achieving a common awareness on the part of all employeès of the financial and economic factors affecting the S¢hoo5 plays a major role in maintsining the success of the School. The School encourages the involvement of employees by means of regular departmental meetings, working parties. as well as whole-slaff meetings. The School Is committed to employment pollcies, whlch follow best practice. based on equal opportunities for all employees, irrespective of gender, raee. ethnicity, disability, sexual orientation. age or marttal status and gives full and fair consideration to applications for employment. Downe House School 10 Report of the Trustees and Strategic Report (continued) STRATEGIC REPORT Achievements and Pgrfomiance Raview of 202212023 The Publi¢ ExaminaliDn results this year remained very positive, particularly against a national return to 2019 grading and standards. GCSE passes al 4-9 grade IA. lo C} or eouivalenl grades - 99.4Vo 12022= 99.7°h} with 81 OA baing al 7- 9 grade12022.. 88'AI and 590/0 al 8- 9 grade12022= 71%). Pr8 U l A levgl passes A" to B or equivalent grades = 85 /.12022.. 911¢). The range of universities al which puplls achleved places indudes Oxford, C8mbrSdge. Bristol, Durham, Edinburgh, Exeler, London. Leeds and Mancheslor, as well as leading universities acioss the globe including in the US, Canada and Europe. With the complete return to the provision of 'normal' in-person education for everyone, no online lessons are now offerèd as a matter of course. They may be offered to support childr8n who ar8 absent and unwell for signific8nl periods of time or lessons may also be recorded from time lo lime where a teacher sees this as beneficial tor a class. The return to a completely normal academic year has afforded the School the opportunity to begin lo review the curriculum provision and methods ofdelivery once again. Our new Dire¢torof Learning and Research appointed last year has seen the completion of the first cycle of research led by students and staff on a Variety of areas. This is being fed back across the School lo ensure meaningful outcomes are delivered. In addition. our newly appointed Director of Digital Learning has already started lo look at ways in which Al can be embraced to enhance leaching and learning. A number of slaff-led Working Groups have a150 been constituted, including one looking at Outdoor Education. one looking 8t Literacy and one Neurodiversily. Slaff-led INSET sessions have also become rouline and this sharing of good practice is both energising and enlightening for everyone. The School seeks to be at the forefront of &du¢ational development and pra¢li¢o. We have continued to build our academic and pastoral partnership with parents through our 'Parenling and Educating in Partnership Programme, thatwas launched last year. 11 has been further refined and has once again been very successful in sharing inforfflalion and expertise with parents on academic and pastoral matters through online talks. The conlinualion of the delivery of online seminars and lectures post pandemic has meant that many more parents are able to access material and indeed do so. These tslks are very often ￿corded and thè tske-up of parents watching them al a later stage is high. Following on from the completion of all OUT Housemistresses becoming Mental Health First Aid Iralned last year. OUT Health C8nlrg staff and Assistant Housemistresses have now had that training loo. We continue to develop our use of STEER tracking with Tutors now having access to thè information to enable them to support the girls, and older students now also have a￿esS to their data in readiness lo help them lo understsnd themselves better and so Sook after themselves more effectively when they leave school. Our anonymous reporting platform for pupi15, Whisper. has continued to prove ustrlul in enabling girls to reach out for help or report concerns in a protected way. Our Director of Pupil Wellbeing has taken over the management of Learning for Life {PSHEI, as well as responsibility for EDI and has introduced a more formal programme of limelabled Learning for Lif8 lessons in the Sixth Fomi. Downe House School Report of the Trustees and Strategic Report (continued) EDI (Equity. Diversity and Inelusionl remains an area of focus. A full Race Equality Review was undertaken through Farrer & Co with All-in Education this year and recommendations arDs8 from that which have been very helpful. As a result, a member of 51aff has now been appointed as our EDI lead and she is consulting wlh staff and pupils lo ensure that we build a strategy that is fil for purpose. Opportunities to discuss racial prejudice, sexual harassrnent, discrimination generally and inclusion continue to be provided through PSHE and in the Houses. There has also been greater awareness raised through Black History Month. Prid8 Week and a Neurodiversity Vveek. Our strategic partnership d8veloped with Radley College, a near-by boys, school, also pl8ys a significant Part in helping lo explore healthy and respectftjl relationships with pupils in Year 9 upwards. Chloe Combi, an expert in the field. continues to guide us and analyse the work that we are doing lo ensure that il is achieving its aim. This work is being further developed with a partnership being developed with Ludgiove School, a boys, Preparatory School, for years 7 an(J 8. Safegu8rding the Welfa￿ of all our young people remains a key PriOTily for all the adults connected with the School. Appropriate training and checks are in place and the School continues lo have a team of Senior Staff trained lo level 3 so that the Designated Safeguarding Lead IDSLI has good support. The appointment of an external Safeguarding Adviser who has visited the School regularly (four timgs this yearl has providgd very useful fgedback following tho audit of hls work of th Safeguarding Team. He has worked closely with the DSL and also the Safeguarding GovernoT. From January 2024, it has been decided that to further strengthen the work of the Safeguarding team, the role of Deputy Head Pastoral and DSL will be separated. The academic life of the School has continued to flourish with the development of the use of technology in leaching continuing. There has been a continuation of the training offered across departments with colleagues supporting one another through a channel in Microsoft Teams and we main a Microsoft Showcase School. Our programme for our Scholars has been further dev@loped ignificantly with a larger nurnber of events taking place and students producing magazines for the community where their knowledge. interest and expertise are shared. In particular a new STEM m8oazine has been18unched very suc¢essftJlly. Participation in 8C8demic ¢ompeth'tions, for example Olympiads, is high and success rates very pleasing. A further Aca(lemic Symposium has also taken place wrth Radley College for our Year 10 and 12 students focused Dn Science and Debating has b8en introduced throughout the School and is thriving. We were fortunate to have Lord Slrathclyde, fomier Leader of the House of Lords, judging our first House Debabng Competition. The World Ready Programme, a programme that draws together all the activities that a￿ offered to the students al Downe House to ensure that they are ready lo take their place in the world. is now in ils second year and continues lo be a success. 11 is a Ihree-part programme with Years 7 and 8 being the Wortd Aware section, Years 9- 11 being the World Explore section and Years 12 and 13, the World Ready section. 11 includès at its heart a broad and rich academi¢ curriculum, excellent pastoral support and a varied and challenging co-curricular programme complemented by a range of inilialives lo help all students lo develop the Downe House DNA (Compassion. Collaboration, Creativity, Resilience, Aspiration, Communication. Ou￿ard-loOkingl. This includes. for example, all students having the option to developlgadgrship skills throughout Iheir time al Downe, all students having the opportunity lo do a Mini MBA. run by Hull Ashridge Colleg8, the Microsoft Office Specialist qualification, the Ivy House Leadership qualification, Leiths Cookery qualifi¢alion and much more. After review, we have also added an opportunity lo complete a TEFL qualification. Developing the whole person is al the heart of a Downe House edLJcalion. Drama and Music have continued lo m8intsin a high profile throughout the ygar. Productions of 'Grimms Fairy Tales,, 'Chicago' and 'Fame', 'Cinderella' and much more all ensured that girls from a variety of ages were able lo shine and they were excellent. Our annual House Drama. House Dance and House Gym Competitions all took place and showcased a wonderful range of talent. Founder's Weekend took place wslh the some of th8 productions mentioned above formlng a key part of the programme. There were also wonderful displays of Art, Textiles, DT and Photography in the Murray Centre. The choirs and some of our inslrumentalisls and ensembles performed in oulslanding concerts al Founder's Weekend. al Sl John's Church on Newbury and as part of the Newbury Sprin9 Festival. We enjoyed iwo &x¢eptional Carol SÈtvices. one in London and one in Newbury. A Musical Theatre Day and a Dance Day for Prep School and Primary School children respectively were Ix)th extreTnely well attended and enjoyedl Downe House School 12 Report of the Trustees and Strategic Report (continued) In Sport there was advity in overy area in the MiGha8lmas, Lent and Summer lerms incjuding Lacrosse. Netball, Hockey, Swimming. Alhlelics. Cricket, Riding, Tennis, Badminton, Basketball, and Squash with various inler-school Competitions 2nd matches being won and many girls being hosen to represent their region or country in lacrosse in particular. Pre-season training is now a strong feature of the preparation for each season and valued by the girls and the staff. A lacrosse training camp for prospective sludenls and students new lo the School look place again this year. An excellent Sports Workshop was also run for feeder school children. The Programme for our scholars in each Df the other separate disciplines. outside the academic, AJt, Music, Drama and Sport- has continued to flourish and develop and the support which each receives is now well recognised and highly valued by the girSs and tho staff. We continue lo invest in this programme with a selectlon of speakers. workshops and traininglpra¢lice taking place each week. The range of activities offered both at weekends and in the evenings remains a very important part of the life of the School as il enables girls to develop interests and skills and gain experience which wiS1, we hope, help to build their confidence. The girfs have enjoyed the programme of trips lo the cinema, socials with other schools to a trip lo Harry Potter World, Cadbury World. Thorpe Park and so on. Commitment lo the Ouke of Edinburgh remains strong al Bronze and Gold levtrl as does the commilmenl lo Peor Support and Academic Mentor Programffle in the Sixth Form. It has also been very good to reinstate a full programme of overseas trips too. includlng language. curriculum and sports trips. Developing global awareness and understanding in our girls also remains a priority and our Global Schools, Exchange Prograrnme always attracts strong interest. In order to continue to build global awareness our Global Ambassador team has arranged a series of Celebrations of inlemational festivals which have been represenlalive ol the countries from which our girts come. They ran a Global Feslwals. Oay very successfully too. 11 is our aim too to have four staff going out on Global Staff Exchanges with the aim of bringing back good practi¢9 from around the wodd. It was a great feat of organisalion to also ba able lo set up a ground-breaklng series of Global Inl8rnships for members of the LVI. These are often kept as the preserve of universilios bul the benefit of such opportunlties Is prlceless. In addition to our education programme, the School's two new frarichise campuses opened in September 2022, Downe House Muscal and Downe House, Riyadh have completed 5uc¢essful first year5. We are looking forward lo developing partnership activities across Ihe three schools and offering opportunities for the pupils and staff lo enhance their understanding ol this wonderful part of the globe. Our online Global Academic offering enrichment Courses in partnership with Elile K-12 in China continues to be successful and grow. Additronal income for Downe House in the UK will be generated by all of these projects. The School continues lo use its F￿nch campus, Chateau de Sauveterre, near Toulousts in France In order to offer OUT unique opportunity for the Year 8 girls lo spend a term there. It has been very good lo see tho girls benefiting from this experience both academically and pastorally. An area of focus for next year will bo to maximise this asset for income generation. As well as supporting charities overseas, the School maintains strong links with a number of local charities which it supports and the Upper School Houses have maintained their support of a local UK based charity as well as their link charity overseas. Charities and causes high on our list include Swings and Smiles, the EOCLUB Movement, and Riding for the Oisab1ed. as well as giving support to Ukraine. The Governors also agreed lo offor a full Bursary lo a Ukrainian refugee student. Individual girls continu& to be able to present eharities that are partSculady meaningful lo them or their families in order to raise money through a mufti day at the School. Downe House School 13 Report of the Trustees and Strategic Report (continued) The School continues lo welcome more members of the local community into the School, including for concerts. plays, talks, Founder's Weekend, and staff provided an afternoon of projects for the local Primary School including opportunities to use a laboratory, leam coding, Chinese and more. Our Year 9 students also spent a day out working in the community. The aslrolurf and swimming pool have also been opened for community use. Nonè of this would be possible wlhoul a highly dedicated and professional stsff body. We continue lo be committed lo investing in our staff and regular training opportunities ar8 offered In different areas, from t8chnology to EQI to classroom practice and well-being. As already mentioned. we continue to encourage them to share their Considerable expertise with one another loo. A comprehenslve Inductlon programme is in place for all staff so that they are able to gain a good understanding of the School and have appropriate support. Investment in our f2cilitias on the School site continues and saw the start of the refurbishment of one of the Sixth Fomi Houses, Willis, as well as the nexl phase ol Classroom refurbishment being undertaken too. A Director of Development was also appointed with a view to starting our fundraising activities for our maths, computing and music developrnenl. Although pupll numbers remaln reslllenl and there Is reason to be opumistic about the lutUTe, it is Important that we are never complacent. The p8ndemic had a significant impact on the economy and we acknowledge the political and broad financial challenges, particularly the likety imposits'on of VAT on school fees and loss of 8usiness Rale Relief, that will face the independent education sector and always seek to address these. Of primary importance is that we mainlain a high-qualily provision of education which we share as widely as possible. In addition, il is key that we contain costs and seek to in¢rease revenue through appropriate diversification in activities. To this end, the Governors decided lo consult the staff on a possible exil from the TPS scheme which is underway. We also recognise particularly the challenge of parents wanting lo commit lo full boarding and therefore we will be increasing the nurnber of our day students lo a target 10Vv and allowing students home at weekends as long as they meet their school commitments. Flnanclal Revlew Investment Powers and Policy The School has the powers lo invest and lo delegate Ihese powers lo professional investment managers. Those investments which represent the comw)silion of fees fund are held in gilts to facililale parents who wish lo make advanced fee payments. Investments Tepresenting the Olive Willis Bursary and Scholarship fund are held primarily in equity-based managed funds to generate capil81 growth lo expand the fund and finance future bursary provision. In order lo safeguard as$8ls arising from donations. the assets of the Foundation are held as cash balances. It is considered inappropriate to expose such assets to possible investment risks and losses. Reserrfes Pollcy The School's tangible assets are all held for use in the School. Note 16 to the financial statements sets out an analysis of the assets attributable to the various funds which constitute the group. These assets are sufficient to meet the group's obligations on a fund by fund basis. As described in note 16, the Group's reserves are fully represented by investments, tsngible fixed assets and aSS￿lated liabilities. There are no free funds beyond the extent of th￿ assets and commrtmenls. The Trustees consider that Ihe existing level of reserves ￿ appropriate forthe needs of the SchoDI. This policy is reviewed at least annualty. Funds summary al 31 August INote 171.. Total funds held £26.7m12022 £27.8ml Restricted funds £1.6m12022 £1.6ml Endowed funds £1.4m12022 £1.4ml Downe House School 14 Report of the Trustees and Strategic Report (continued) Financial Results The r6sutts are shown in the financial statements and notes thereto on pages 20 10 48. Fee income, nel of bursaries and scholarships was £23.3m12022.. £22.8fft1. To¢a5 resources expended have increased from £23.2m lo £25.4m. Nel incomin9 resources b8fore gains and losses on inveslments amounted lo a £1.1 m nel expense 12022: £0.Im nel incoming resourcès}. There has been a decrease in the Group's positive cash POSltion from £6.7m to £5.5m (note 24} The activities of Downe House School Services Limited (Note 21, Downe House Inlemational (Omanl Limited (Note 21. Oowna House Trust (Note 211 and Downe House Foundation (Note 211 ¢onlribuled significantly lo the Consolidated Financial Rèsults. Prln¢lpal Key Porformancè Indicators IKPlsl The School regularly reviews Ks performance against an agreed set of KPIS. These include educational (academic and paslorall, financial. operational, marketing and admissions targets, recruilmenl and retention of Staff, as wèll as tai9ets related lo the development and management of the estate and support functions. These targets are reviewed annually by the Board and more regularly by the School's LeadeTship Team. Changes In Tanglble Assets The movements in tangible assets during the year are sel out in note 9 lo the financial ststements. Prin¢ipal Risks and Un¢ertainll•s. In ihe light of the Corporate Govemance guidance contained within the Slalemenl of Recommended Practice "Accounting and Reporting by Charities. (revised 20051, the Trustees have examined the major risks faced by the School and the group. A system of controls has been put in plaee lo monitor and mitigate, where possible, the major risks identified and their impact on the School. Risks are idenlrfied and assessed via a risk matrix. mitigation measures and ¢ontrols. A formal revlew of the School's risk management process is undertaken on a lermly basis. The following key risk areas are considered.. Impact of Covid-19 A material redu¢lion in pupil numbers. Pastoral Care and Education of Pupils. Governance & Management. Material changes in the regulatory environment. Health & Safely. The operational gearlng of Ihg School, in particular the significant level of fixed costs. Areas of Hlgh Risk The Key Risks lo the School are recortled in a Corporate Governance Risk Assessment Document that is reviewed by the Board of Governors and the Leadership Team termly. Area5 of medium and high risk have been identified and strategies lor rnitigating these pul in place. Areas of high risk relate lo factors outside the School's immediate control such as an economic downturn or d&mographi¢ changes and in each case mitigating Bclions are in place to reduce the potential impact of the risk. Prlce and cost rlsk The School reviews its lees charged to parents on an annual basis. The fees charged are based on the principles of full cost re¢overy. These fees are factored into the School's plans and income forecasts. Salary levels are sel by ￿ference lo prevailing market rates in the Education sector and are communi¢ated to staff each year during the annual salary review piocess. Other costs are controlled by contract negotiations and competitive tendering with suppliers. Downe House School Report of the Trustees and Strategic Report (continued) Credlt rlsk Risk on amounts owed lo the School by parents is low, as the fees are due at the start of each term, non-payrnent is followed up ear5y in each term and some fees are paid in advance. Llquldlly rlsk The School has no long term borrowings. the current loan facility is due to be repaid by 31 July 2024, and makes use of a short term overdraft facility when required INole 131. Intorest rate cash Ilow rlsk The School places surplus fsjnds on short term deposit with ils bankers. This is deemed to be low risk. The interest rale risk from the short term overdraft facility has been considered and is deemed lo be low. Plans for Future Perlods The School intends lo.. Maintain excellent academic standards in the School, be at the forefront of best educational practice and development and prepare students for any appropriate nallonal assessments and public examinations lo enable each to succeed according lo ability. Sustain the highest standards of pastoral care in Ihe Sch¢)ol. low pupils lo develop wider interests such as music, sport and Co-curricular actNities to ensure a holistic education. Actively demonstrate thè full Public Benefit that the School provides. having regard lo the general guidance on Public 8enefil from the Charity Commission and where possible enhance that benefit. Maintain lolal pupil numbers between 550 and 590 with al least 90% ofthose being boarding pupils. Pursue a financial slralegy which gnables the aims of the School's Strategic Development Plan lo be met. Downe House School 16 Report of the Trustees and Strategic Report (continued) Statement of Trustees, responslbilEties The Trustees (who are also directors of Downe House School for the purposes of company law} ar8 responsible for preparing the Trustees, Annual Report (including the StralegSc Report) and the financial slalements in accordance with applicable law and regLtlations. Company law Tequires the Trustees to prepare financial ststemenls for each financial year. Under that law the Trustees have prepared the financial ststements in accordance with United Kingdom Generally Acc8pled Accounting Practice IUnit8d Kingdom Accounting Stsndards and applicable lawl. Under eompany law the Trustees must not approvg the financial statements unless they are satisfied that they give a true and fair view of the slate of the affairs of the charitable company and the group and of the incoming resources and application of resources. including the income and expenditure, of the group for that period. In preparing these financial slalements, the Trustees are required lo= select suitable accounting policies and then apply thom wnsistenlly., observe the methods and principles in the Charities SORP-, make judgments and estimates that are reasonable and prudent; state whether applicable UK Accounting Standards have been followed, subject to any material departures dis¢losed and explained in the financial ststemenls., and prepare the financial statements on the goin9 concern basis unless it is inappropfiale to presume that the charitable company will continue in business. The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company's transactions and disclose with reasonable accuracy 81 any lime the financial position of the charitable company and the groijp and enable them to ensu￿ that the financial slalements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and the group and hence fof taking reasonable steps for the prevention and detection ol fraud and other irregularities. The Trustees a￿ responsiblo for the maintenance and inlegrily of the charitable company's website. Legislation in tho United Kingdom governing Ihe preparation and dissemination of financial statements may differ fiom legislation in other jurisdicts'ons. Statement on dls¢lo$urg of 5nfomiatlon to the audltors So far as th8 Trustees are awaTe-. there is no relevant audit information of which the charitable company's auditors are unaware., and the Trustees have taken all steps that they ought lo have taken lo make themselves aware of any ￿levant audrt information and lo estsblish that the auditors are aware of that information. Ind•pondent Auditors The audrtors, Pric9waterhous8Coopers LLP. have indicated their willingness to eontinue in office and a resolutton concerning their appointment will be propos8d at the Annual General Meeting. Report of the Trustees includlng the Strategic Report Slgned on behalf of the Board of Trustees on 4 Dec&m￿r 2023 ucher Trusto0lDirertor 17 ## **Downe House School** ## _**Independent auditors’ report to the members of Downe House School**_ ## **Report on the audit of the financial statements** ## **Opinion** In our opinion, Downe House School’s group financial statements and parent charitable company financial statements (the “financial statements”): - give a true and fair view of the state of the group’s and of the parent charitable company’s affairs as at 31 August 2023 and of the group’s and parent charitable company’s incoming resources and application of resources, including its income and expenditure, and of the group’s cash flows, for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law); and - have been prepared in accordance with the requirements of the Companies Act 2006. - We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise: the consolidated and school balance sheets as at 31 August 2023; the consolidated statement of financial activities, the consolidated summary income and expenditure account, the note of consolidated historical cost profits and losses, and the consolidated cash flow statement for the year then ended and the notes to the financial statements, which include a description of the significant accounting policies. ## **Basis for opinion** We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ## _Independence_ We remained independent of the group and parent charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. ## **Conclusions relating to going concern** Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group’s and the parent charitable company’s ability to continue as a going concern for a period of at least twelve months from the date on which the financial statements are authorised for issue. In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group’s and the parent charitable company’s ability to continue as a going concern. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. ## **Reporting on other information** The other information comprises all of the information in the Annual Report and the financial statements other than the financial statements and our auditors’ report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 17 18 ## **Downe House School** If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these responsibilities. With respect to Report of the Trustees and Strategic Report, we also considered whether the disclosures required by the UK Companies Act 2006 and Charities Act 2011 have been included. Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below. ## _Report of the Trustees and Strategic Report_ In our opinion, based on the work undertaken in the course of the audit the information given in the Report of the Trustees and Strategic Report, for the period ended 31 August 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the group and parent charitable company and their environment obtained in the course of the audit, we did not identify any material misstatements in the Report of the Trustees and Strategic Report. ## **Responsibilities for the financial statements and the audit** ## _Responsibilities of the trustees for the financial statements_ As explained more fully in the Statement of Trustees’ Responsibilities, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing the group’s and parent charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the group or the parent charitable company or to cease operations, or have no realistic alternative but to do so. ## _Auditors’ responsibilities for the audit of the financial statements_ Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. Based on our understanding of the group and its industry/environment, we identified that the principal risks of non-compliance with laws and regulations related to employer related legislation, health and safety law and standards imposed by the Independent Schools Inspectorate, and we considered the extent to which noncompliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Charities Act 2011 and Regulation 15 of The Charities (Accounts and Reports) Regulations 2008. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to fraudulent transactions designed to overstate the financial performance and position of the charity. Audit procedures performed by the engagement team included: - Reviewing Board minutes and holding discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; - Using computer based audit techniques to identify and test higher risk manual journals, in particular those having unusual account combinations; - Understanding the design and implementation of controls in relation to management override of control; - Challenging key judgements and estimates; and - Incorporating unpredictability into the nature, timing and/or extent of our testing. There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through collusion. 18 19 ## **Downe House School** A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report. ## _Use of this report_ This report, including the opinions, has been prepared for and only for the parent charitable company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. ## **Other required reporting** ## **Companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept by the parent charitable company or returns adequate for our audit have not been received from branches not visited by us; or - certain disclosures of trustees’ remuneration specified by law are not made; or - the parent charitable company financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. Mark Billingham (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors Birmingham 4 December 2023 19 Downe House School 20 Consolidated statement of financial activities for the year ended 31 August 2023 Unr¢$trScted fund5 Restrl¢ted Endowed Total Totsl Notès S¢hool Others £'ooo £'ooo Funits £'ooo Fund5 £'ooo 2023 £'ooo 2022 £'ooo INCOMING RESOURCES Donatlons ènd lèga¢leg Other tradlng activltl¥$: Trading income Premises hir9 87 87 18 907 927 462 24 24 21 Income from rnv85tments 12 26 38 19 Income from charitable activltiès: School actimties 23,265 23,321 23,265 22,809 26 24,341 23,329 Total In¢om8 and Endowments 907 87 RESOURCES EXPENDED Expendlturo on rabslng funds.. Trading expenditLJf8 Govemance costs 1136} 181 11361 {1051 181 11221 11451 G8n8rating voluntary incomg Expendituro on charftal>le activities School actfvities 11221 123,8651 19541 1581 1751 1531 113} 124.8851122,891 } 1731 157} Govemancts wsts O¢hgr axpenditur•- Los8 on disposal of fix￿ assets Total expanditure {218) 124,2631 11.1131 {9421 12061 {2181 1131 {25,4421 {23,198) 13 11.1011 131 1531 NET IEXPENSESI I INCOME BEFORE GAINS I ILOSSESI ON INVESTMENTS Net gainslllossesl on investments NET IEXPENSESI I INCOME BEFORE TRANSFERS 20 {321 {121 {191 11,1131 1571 74 19221 12061 Tr8n5f8rs beiween funds 17 1.935 11,9111 1,013 {2.1171 23,292 1,493 24305 (6241 1241 10 NET MOVEMENTIN FUNDS {191 {1,1131 1,448 27,835 27,761 1.429 26,722 27,835 74 Total funds brought forward TOTAL FUNDS CARRIED FORWARD 17 1,602 17 1,612 l amounts derive from continuing activities. All gains and losses recognised in the yaar are induded in the consolidated slalemenl of financial activities. Included within total funds is an investment revaluation resarvg of £292,00012022'. £292,000) for th8 consolidated balance she8t. Downe House School 21 Consolidated summary income and expenditure account for the year ended 31 August 2023 2023 £'ooo 2022 £'ooo Notes Nel charitable income 23,414 22,867 Less Endowed fund income {261 1161 Non-Charitab￿ trading income 927 462 Total income 24,315 23,313 Charitable expenditure 125,0801 123.0801 Add back Endowed fund expenditure 13 13 Loss on disposal {2181 NonHcharilabSe trading expenditure 11441 11051 Not lexpense5}Ilncome before Investment asset dlsposals {1.114) 141 ILossllGain on disposal of fixed asset investments {81 1411 Interest payable and similar charges 199) 1131 Interest receivable 38 19 IDefi¢it}ISurplus of income over expenditure {1,183) 106 Reconclllatlon to Consolldated $tat¢m¢nt of financlal actlvRles 2023 £'ooo 2022 £'ooo Net loutgoingl l incoming resources before re¢ognise(I gains & losses 1,101} 131 Loss on dlsposal of fixed asset Investments 18) 1411 Less nel income and expenditure on endowed funds 13 (Dgflcllllsurplus of Income over expendlturo 11.0961 93 Note of consolidated historical cost profits and losses for the year ended 31 August 2023 2023 £'ooo 2022 £'ooo Reported {éeficitysurplus of income over expenditure 11.096) 93 Realisation of investment gains of previous years 181 141} Historical {deficitllsurplus on ordinary activities 11.1041 52 Downe House School 22 Consolidated and School balance sheets as at 31 August 2023 Con$olidatgd 2023 £'ooo School 2022 £'ooo 2023 £'ooo 2022 £'ooo Notss Fix¥d assets TangiL)le assets Investrnenls 29,740 2.037 31.777 30,180 2,146 32,326 2,648 2,037 4,685 2,741 2,146 4,887 10 Curr¢nt assats stocks 11 39 20 2.563 164 6,658 9,405 39 Debtors 12 3,132 195 43,235 185 39,802 154 5,793 45.769 Investments 10 Cash al bank and in hand 5,503 8,869 4.579 48.038 Creditors- 8m¢xJnts falling d¢Je within one year Nèt current Iliabilitiesllassats Totsl a$sets less current liabilitigs Croditor$.' amounts falling due 8fter more than one year Advance fees 13 111.9661 110,0321 124,2681 {21,265} (3.0971 16271 23,770 24,504 28,680 31,699 28.455 29,391 15 {4121 (6401 18,5001 11,1751 13,3151 15491 27,835 {4121 16401 (1,5001 {1,1751 {3,3151 15491 25,527 Bank Loans Final lem deposits 14 11,3101 11,7221 12361 26.722 11,3101 11,7221 12361 26,497 Penslon defiat 20 Net assets Represented by: Endowed funds Rèstricted funds 17 1.429 1.612 1.448 1.602 1,429 763 7.448 787 17 Unrastrlctod funds Designated Retained income 17 158 126 158 24,147 126 17 23,523 24,659 23,166 Non-charitsble trading funds Total Unrostrlcled funds 17 23,681 26,722 24,785 27,835 24.305 26,497 23,292 25,527 Tolal funds The finanaal statements on pages 20 10 48 were approved by the Trustees on 4 December 2023 at d on their behalf by-. chor TrustoolDlrKtor Downe House School 23 Consolidated cash flow statement for the year ended 31 August 2023 2023 £'ooo 2022 £'ooo Notes Net cast) loufflow)linflow from operating ac￿vIlle$ 22 1369} 11.286} 3.689 Net cash oufflow from investing activities 23 11,8241 Net cash loufflowllinflow before financing Net cash inflow from financing activities 11,655} 500 1,865 1,000 (Decreaselllncrease In cash in the year Cash and cash equivalents at start ofyear 24.25 11.155) 6,658 2,865 3,793 Cash and cash equivalents at end of year 5,503 6,658 Downe House School 24 Notes to the financial statements for the year ended 31 August 2023 Principal accounting policies Downe House School I'lhè School") is a charitable company limited by guarantee and a UK registered charity governed by its Memorandum and Articles of Association company registered number 2645228 and charity registration number 1015059. The School is a public benefit entity. The address of ils registered office is Downe House School, Cold Ash, Thal¢ham. Berkshirts, RG18 9JJ. Tho financial slalèm8nts have been prepared in accordance with applicable Accounting Standards in the United Kingdom including Financial Reporting Standard 102 IFRS 1021, Companies Act 2006 and the Charilies Act 2011. In preparing the financial statements the School has followed best practice as set out in the Statement of Recommended Practice Accounting and Reporting by Chari¢4'es IFRS 1021" Irevised 20151. A summary ofthe more important accounting policies of the School, which have been applied consisl8nlly, is set out below. Basls of accountlng The financial slalemenls have been prepared on a going concem and accruals basis under the historical cost convention modified by the revaluation of fixed and current asset investments. The groups functional and presentatsonal currency is £ sledin9. The Directors consider it appropriat8 10 adopt the going concern basis and have not identffied any material uncertalnties in the period of al least 12 months from the dale of approval of the financial stslements. After making enquiries the Dlrectors have a reasonable expectation that the group has adequate resources lo Continue in operation for th8 foreseeable future. Basls of con$olidation The financial ststements of the School and ils subsidiary undertakings Itogelher'the gr04Jp'I include the consolidated financial statements of all the enlilies lo 31 August each year. The School has taken advantsge oftho exemption from publishing its own Income and Expenditure account conferred by s408 of the Companies Act 2006. The afflount of the surplus or deficit for the year dealt with in the School's financial statements is disclosed in note 17. Golng Concern The Trustees have reasonablè èxpeclalion thal the group has adgquale resources lo continue ils activities for the foreseeable future. The Trustees 8xpecl that the group will continue lo meet applicablg financial covenants for 2023124 and that the group will be able lo meet its debt repayment obligations as they fall due. Accordingly. the Tfuslee5 consider that there are no material uncertainties over the group's financial viability and thus continue lo adopt the going concern basis in preparing the financial stalemenls as outlined in the Slalernent of Trustees, Responsibilities on page 16. The nel cu￿ent liabilities position al the end of the financial year arises mainly due to the classification of the £2.0 milllon loan faolity as a current liability, which will be repaid once new banking faalilies are in place. Fees and similar Incom Fee5 receivable and charges for services and use of premises are accounted for in the period in which the service is provided. Fees receivable ale staled after deducting allowances. scholarships and other remissions granted by the School. Fees received in advance of education to be provided In future years under the Advance Fees scheme are held as liabilities until Ih&y are $ilher taken lo Income in the term when ulilised or refunded. Any residual balanG@ is transferred to a dasignaled Advance Fees fund once all future fee liabilities have been mel. Downe House School Notes to the financial statements for the year ended 31 August 2023 (continued) 25 Donatlons All donatlons are shown in the consolidated slalement of financial activities under incomlng resources and are accounted for on a receivable basis. Gains on dl$posal of flxed assets On disposal of tangible T￿ed assets. the profil or loss on disposal is accounted for as the difference between the nel sale proceeds and the nel carrying amount of the tangible fixed asset. The profil or loss on disposal of langibltr fixed assets is recognised in the Sialemenl of Financial Activities for the year in which the disposal occurs. Trading Ineome Turnover represents amounts receivable for goods and services provided. nel of VAT and trade discounts. Lettings income and other sundry income is recognised al the time the activity takes placg. Irrecoverable VAT Any irrecoverabl& VAT is charged to the consolidated statement of financial activities, or capltalised as part of the cost of the related asset. where appropriate. Expenditurè All gxpendilure 15 included on an accruals basis and is recognised when there is a legal or conslruclive obligation lo pay for expenditure. Overhead and other costs not directly attributable to p8rticularfunctional cate9ories are apportioned over the relevant categorles on the basis of management eslimales of the amount altribulable to that activity in the ygar. by referen￿ to the level of costs in the functional categories. Expenditure on raising funds includes the lola) costs allribulable lo each category from the subsidiarWs trading aclivikn'es and the fundraising Costs which are incurred in securing income ftsr the appeal fund. Governance costs comprise the costs of running the School, including extemal audit, any legal advice for the Trustees and all the costs of complying wlh constitutional and slalutory requirements such as the Costs of Board and Committee meetings. Recognltlon of Ilabllltles Liebililies are recognised when an obligation arises lo transfer economic benefits as a result of past transactions OT events. Fund accountlng Unrestricted funds comprise accumulated su￿luseS and defiats on general funds. They ar8 available for use at the discretion of the Trustees in fvrtherance of the general charitable objectives. Designated funds are unreSt￿cle￿ funds earmarked by the Trustees for speciflc projects. Restricted funijs are subject to speciffc conditions Imposed by the donors. Endowed funds are expendable capital funds where there is power to convert capital into incorn@. Income from endowed funds is added lo tha relevant endowed fund. 26 Downe House School Notes to the financial statements for the year ended 31 August 2023 (continued) Tanglblg Ilxed assets and depre¢iatlon Tangible fixed assets are stated al cost, lèss 8ccumulated depreciation, at ralos ealculated to write off the ¢ost. less their 8slimated resldu81 values on 8 Straight line basis ovèr the expected useful economic lives of the assets concerned. The annual rales used for this purpose are.. Equipment and lumishings 12.50A straighi line Computer equipment straight line Motor vehi¢l&s 250 slraighl line Freehold land and buildings held on tnjst are included at cost incurred prior to completion. Land Is not depreciated. Buildings are dep￿CIated at rates calculated lo write off the cost less their estimated residual values on a straight line basis over the expected useful economic life ol each building. The range ol annual rate5 used for Ihis purpose is between 10 and 50 years. Assets with a cost below £1,000 are not capitalised. Fixed and curr•nt assgt Inv•stments and investment Income Inve5tni8nts, representing quoted securities, are staled in the balance sheet at market value. Any gain or loss on Ihe revaluation ol investments is shown on the consolidated ststemenl ol financial aclNilies. Investment income is accounted for in the period in which the Schwl 8nd the group is entitt8d to the income. Stocks Stocks of dolhing, stationery and consumables are slated al the lower ol cost, on a first-in, first-oul basis, and net realisable value. Registratlon fees Registration foes placed for prospective pupils are non-refundable and are credited to fres income when TeceNed. Final tsrm deposits Final tsrm deposits are deposits placed when pupils join the School which are offset against fees and disbursements due for the last term each pupil attends. All deposits are classffied as credrtors. Pension ¢05ts Retirement benefits to employees of the School are provided by the Teachers, Pension Schème {TPS) and the Indep8ndent Schools. Pension Scheme (ISPSI. These are definod benefit schem8s, which are extemally funded and contTacl8d out of the Stale Second Pension. Contributions lo the TPS and ISPS are charged lo the slatemenl of financial activities so as to spread the cost ol pensions over employees, working lives with the School in SLKh a way that the pension cost is a substantsally levol percentsge of currerit and future perisionable payroll. The ¢onlribulions are determined by qualrfied actuaries on the basi5 of valuations not less than every four years using 8 prospective benefit meth￿A forthe TPS and three yearly valuations using the projected unil methul lor lh8 ISPS. As stated in Notè 20. the TPS and ISPS schemes are both multi-employer schemes and the School is unable lo identify its share of the underlying assets and liabilrties of the schemes on a consistent and reasonable basis. The TPS and ISPS schemes aro therefore Irealed as defined contribut￿)n schemes and the contributions are recognised as they are paid each year. In addition, the School pays Contributions to the Downe House stsff Pension Schemes, which are defined conlributs.on pension schemes arranged on btrhalf of individual employees al an agreed percentage of gross salary. The assets ol the pension schemes are held separately lo those ol the School. Contributions payable to the schemes are charged in the statement ol financial actwilies 8$ they fall due as part of the employment costs. Downe House School 27 Notes to the financial statements for the year ended 31 August 2023 (continued) Grants and allowances Grants and allowances from restricted and unrestricted funds are included as expenditure in the period for which the award is given. Concesslonary Loans Loans due from the subsidiary, Downe House Trust (note 121 are made lo further the charitable purposes of the Group, are repayable on demand and Irealed as concessionary loans. Crltlcal accounllng ludg9ments and estlmatlon uncertalnty Eslimales and judgements are continually evaluated and are based on hislorfcal experiènce and other relevant factors including expectations of future events that are believed lo be reasonable in the circumstances. The Directors believe that no critical judgements have been made that affgct th financial statements bul the following significant eslimales have been made. Depreciation Tales have been set following consideration of the expected useful lives of each asset classification and annual review. Aceruals and Prepayments are primarily a reflects'on of liming differences. Where eslimales are required these are based on historic evid&nc&. Trading income Thè School owns Downe House School Services Limited. whose trading activities include lettings of the School facilities and the provision of goods and services lo the parents and pupils of Oowne House School and third pa￿9$. It donates ils tsxable profits to the School. Ils resulls for Ihe year to 31 August were.. 2023 £'ooo 2022 £'ooo Turnover 749 462 Cost of sales 1981 651 1971 365 Gross pfofl Administration expenses Donation lo other registered charities Profit on ordlnary a¢tivitles before taxation Tax on profil on ordinary activities Profil for the flnandal year 191 131 151 357 642 357 Donation lo Downe House School 642 357 Cost of sales include £23.63012022'. £21.3631 for accommodatSon servlces provlded by the School. 2023 £'ooo 2022 £'ooo Total assets 735 428 Totsl liabilf(ies 17351 14281 Nel assets Downe House School 28 Notes to the financial statements for the year ended 31 August 2023 (continued) Trading income (continued) The School owns Downe House International {Om8nl Limited, whose trading acllvilies include issuing licenses lo local partners lo open Downe House Riyadh and Downe House Muscat. 11 donates its taxable profits to the School. Its results for the year lo 31 August W9re'. 2023 £'ooo 2022 £'ooo Tumover 158 Cost of sales 120) 138 Gross profil Admlnistmtion expenses Donation to other registered charities Profit on ordinary aclivitie5 belore taxatlon Tax on profit on ordinary 8Ctiviti8S Profil for the financial year 1171 121 121 Donation lo Downe House School 121 2023 £'ooo 2022 £'ooo Total assets 121 Total liabilits'es 1121) Nel assets Incoming resources from school activities 2023 £'ooo 2022 £'ooo Gross fees receivable 24,090 23,653 Bursaries. grants and scholarships 19731 19441 Net fee incomg 23.117 22,709 Registration fees 148 100 23.265 22,809 Downe House School 29 Notes to the financial statements for the year ended 31 August 2023 (continued) 4 Net (expenses)lincome before transfers 2023 £'ooo 2022 £'(x)O r4el {expenses)Ancome before transfers is slated after charging: Depreciation on owned assets Oparaling leas8 rentals- equipment 1,509 1.435 51 30 Auditors, remuneration - for audit services, nel of vat (School.. £50,000 {2022.. £33,00011 58 40 V81 on 8udit services 12 - Other assurance services 22 39 - Tax compliance Se￿1¢eS Staff costs Wages and salaries 12,233 11,677 Social security costs Pension contributions 1,768 1.554 1,868 1,774 Pension provision release {2781 15,591 15,005 The average number of employees in the year, calculated on a full time equivalenl bosis, was 310 12022.. 2871 of which 13912022.. 1271 were teaching staff. The number of employees whose emoluments exceeded £60,000 were.. 2023 2022 Number Number £60,001- £70.000 14 £70.001- £80.000 £80.001- £90.000 £90.001- £100,000 £100,001- £110,000 £110,001 £120,000 £130,001- £140,000 £260.001- £270.000 21 of the employees abov& {2022.' 151 have pension benefits accrulng under defined benefit schemes and 412022.. 41 have pension benefits accruing under a defined contribution scheme. The emoluments of the highest paid employee above reflects nel employer contributions of 23.68Q/o of salary to the Tea¢hers' Pension s¢hem& which Ceased with effect from 1 September 2019 al whlch lime the salary was increased by an amount equivalent lo the contributions foregone. Downe House School 30 Notes to the financial statements for the year ended 31 August 2023 (continued) 4 Net {expenses)lincome before transfers (continued) Total emolumenls for key management personnel during the year were £612.000 12022 £590,0001. With the exception of reimbursed expenses shown in nole 19 and related party transactions in note 27, neither the Trustees nor persons connected with them received any remuneiation or other benefits from the School or any connected organisation. Analysis of total resources expended Total 2023 £'ooo Stsff costs DeprecialK)n £'ooo £'u)o Other £'ooo ExpenditUTe on raisin9 funds.. Trading expenditure 136 136 Govemance costs Generating voluntary Income 63 59 122 63 203 266 Expenditure on school a¢livibes Teaching 9.094 257 1.912 11.263 Welfare 3,962 126 2.029 6.117 Pfemises 771 1,061 2.344 4176 Support costs for schooling 1,701 65 1,563 3,329 15.528 1,509 7.848 24885 Governance Costs 73 73 Loss on disposal of fixed assets 218 218 Totsl expenditure 15.591 1.s09 8,342 25.442 Downe House School 31 Notes to the financial statements for the year ended 31 August 2023 (continued) 5 Analysis of total resources expended (continued) Total 2022 £'ooo Staff costs Depreciation £'ooo £000 Other £'ooo ExperKliture on ralsing funds: Trading expenditure 105 105 Generating volunl8ry income 69 76 145 69 181 250 Expenditure on school activities Teaching 8,437 239 1,571 10,247 Welfare 3,768 117 1,7fJ) 5,585 Premlses 727 1,018 2,121 3,866 Support costs for schooling 2.004 61 1,128 3,193 14,936 1,435 6,520 22,891 Govemance Costs 57 57 Tol81 expenditure 15,005 1.435 6.758 23,198 Governance costs 2023 £'ooo 2022 £'ooo Aud 70 48 Other 11 81 57 Interest payable and similar charges 2023 £'ooo 2022 £'ooo Interest payable and similar charg&s On bank overdr8ft ané other borrowings 99 13 Downe House School 32 Notes to the financial statements for the year ended 31 August 2023 (continued) Taxation The Sch¢)ol and its subsidiary undertakings, Downe House Trust and Downe House Foundation were registered charities throughout the year and. as such, were not liable to corporation lax on the surplus of income over expenditure for the year, nor lo capital taxes on gains arising from the disposal of assets. The School is nol registered for VAT and accordingly. all its expenditure is rgcorded inclusive of any VAT incurred. Downe House Foundation and Downe House International (Omanl Limited are nol registered for VAT and a￿rdInglY, all their expenditure is recorded inclusive of any VAT incurred. Downe House Trust is registered for VAT and, where applicable. expendiluro is recorded net of recoverable VAT. Downe House School Services Limited is registered for VAT, and consequently all income and exptrndilure is rgcorded nel of VAT. Downe Hous8 School Services Limited gifts all ils profits lo tho School. Tangible assets Freehold Equipment land & buildings fumishings £'ooo £'ooo Computsr equipment £'ooo Motor Vehicles £'ooo Total £'ooo lal Consolidated Cost As at 1 September 2022 Addibons 40,257 9,576 2.858 246 52.937 872 140 466 52 1.530 Disposals 1609} 16091 As at 31 August 2023 40,520 9,716 3,324 298 53,858 Accumulatgd depreciation As al 1 September 2022 Charge for year 11,643 8.685 2,230 199 22,757 1,034 214 234 27 1.509 Disposals 11481 11481 As at 31 August 2023 12,529 8,899 226 24,118 Nel book value As at 31 August 2023 27,991 817 860 72 29,740 As at 31 August 2022 28,614 891 628 47 30,180 Downe House School 33 Notes to the financial statements for the year ended 31 August 2023 (continued) Tangible assets {continued) Included within freehold land and buildlngs is land al a cost of £92,47312022'. £92.4731 which is not depreciated. The TTuslees' assessment is that Freehold land & buildings rented by Downe Hous8 Trust to Downe House School are being held for the provision of soclal benefit within the public benefit group and as such have been treated as fixed assets. At 31st August 2023 the group had committed to spend £Nil on its capital projects in the Coming year.12022.' £Nill. Freehold Equipment land & bulldings furnlshlngs £'ooo £'ooo Computer equlpm¢nt £'ooo Motor Vehicles £'ooo Total £'ooo Ib) School Cost As at 1 September 2022 1.333 9,442 2,858 246 13.879 Addit'ons 213 140 466 52 871 Disposals 16091 16091 As at 31 August 2023 937 9,582 3.324 298 14,141 Accumulated depreci8tion As at 1 Sept8mb&r 2022 158 8,551 2,230 199 11,138 Charge for y8ar 28 214 234 27 503 Disposals 1148} 11481 As at 31 August 2023 38 8.765 2,464 226 11,493 Net book value As at 31 August 2023 899 817 860 72 2.648 As at 31 August 2022 1,175 891 628 47 2,741 Downe House School 34 Notes to the financial statements for the year ended 31 August 2023 (continued) 10 Investments (a) Consolidated Restricted- Appeal Funil 8ulldln9 prolects £'ooo Expendabl• Endowm¢nL' 8ursary and Designated.. scholarships Advance Fund £'ooo Tolal £'ooo £'ooo As at 1 September 2022 10 1.448 852 2.310 Additions 411 149 560 Disposals at opening market valuélcost {4061 {2281 1634) RevaluatK)ns {24} 20 141 As at 31 August 2023 10 1.429 793 2.232 UK Li51ed securities 1,344 693 2,037 Cash arid short term deposits 10 85 100 195 10 1,429 793 2.232 Historical cost As at 31 August 2023 10 1,309 787 2.106 A5 at 31 August 2022 10 1,156 852 2,018 Movement on gains Unrealised gains al 1 September 2022 Less.. Disposals in year 292 292 18) 181 284 Revaluati)ns in year {24} 20 141 As at 31 August 2023 260 20 280 All investments are considered to be programme related inveslmenls. The investments am included in the consolidated balance sheet as follows-. 2023 £'ooo 2022 £'ooo Fixed asset inveslmants 2,037 2.146 Current asset investrnents 195 164 2,232 2,310 There are no individually material investment holdin9S. Downe House School 35 Notes to the financial statements for the year ended 31 August 2023 {continued) 10 Investments (continued) (b) School Expendabl• Endowment: Bursary and Deslgnated.. s¢holar5hlps Advance Fund f8•5 £'ODO £'ooo Total £'ooo As at 1 September 2022 Additions 1,448 852 2.300 411 149 $60 Disposals at opening Ma￿et valuelcost 14061 1228) 16341 Revaluations 1241 20 141 As at 31 Augu$t2023 1.429 793 2,222 UK Listed socurities 1,344 693 2.037 Cash and short temi deposits 85 100 185 1,429 793 2,222 Historical cost As at 31 August 2023 1,309 787 2,096 As at 31 August 2022 1.156 852 2,008 Movemènt on gains Unrealised gains al 1 September 2022 292 292 Less.. Disposals in year 161 181 Revaluallons In year 1241 260 20 141 A$ at 31 August2023 20 280 All investments are conside￿d lo be programme related investments. The investments are included in the School balance Sheet 85 follows.. 2023 £'ooo 2022 £'uoo Fixed asset investments 2,037 2,146 Current asset investments 185 154 2.222 2,300 There are no indivi(5ually material investment holdings. Downe House School 36 Notes to the financial statements for the year ended 31 August 2023 (continued) 11 Stocks Consolldatod School 2023 £'ooo 2022 £'ooo 2023 £'ooo 2022 £'ooo Stationery and consumables 39 20 39 20 There is no significant drfference between the replacement cost of stocks and the value stated. 12 Debtors Consolldatgd School 2023 £'ooo 2022 £'ooo 2023 £'ooo 2022 £'ooo Fees 2,375 2,416 2.375 2.416 Sundry debtors and prepayments Amounts owed by group undertakings (see below) 757 147 265 137 40.S95 37.249 3,132 2,563 43.235 39.802 Fees invoiced in advance are shown within creditors Inote 131 and amounts not received by the balance sheet date shown above as fee debtors. Consolidated School Amounts owed by group undertakings.. (see above) Due within one year 2023 £'ooo 2022 £'ooo 2023 £'ooo 2022 38.729 35.383 Loan due after more than one year 1.866 1,866 40.595 37,249 Interest is payablè from the subsidiary, Downe House Trust, on Ihg amount due within one year al the rate of 10/0 over bank base rate. Interest is payable frorn the subsidiary. Downe House Trust, on loan advances due after more than one year in excess of £866,000 at the rale of 1.kn over bank base rate. No interest is paid on the remaining loan 8dvan¢es due after more than one year of £866,000. Amounts due from subsidiary undertakings are unsecured, payable on demand and have been trèated as a concessionary Loan. Downe House School 37 Notes to the financial statements for the year ended 31 August 2023 (continued) 13 Creditors: amounts falling due withln one year Consolidated S¢hool 2023 £'ooo 2022 £'ooo 2023 £'ooo 2022 £'ooo Bank loans and overdrafts 2.000 2,000 Trade creditors 788 777 788 777 Concessionary loans due to subsidiary undertakillgs 12.379 11.733 Taxation and social security Other creditors and accruals 85 329 52 311 655 907 611 425 Refundable deposits 180 180 180 980 Fees invoiced in advance 8,030 7,611 8.030 7,611 11.738 9,804 24,040 21,037 Advance fees {nole 151 228 228 228 228 11,966 10,032 24,26B 21,265 The School has a bank focility of £2.5m which commenced in July 2021 with Inte￿$t payable at 1.45°ts ovef base rate per annum expiring on 31 July 2024. Both facilities are secured by a guarantee of £2.5m given by Downe House Trust. Downe House Trust has given a legal charge over each of the fr6&hold properties of the Trust. No interest is payable lo the subsidiary, Downe House Trust, on thè amount due within one year. This amount is treated as a conc&ssionary loan is unsecured, interest free and repayable on demand. 14 Final term deposits Consolldated School 2023 £'ooo 2022 £'ooo 2023 £'ooo 2022 £'ooo Due betwgen 1 and 2 years 186 336 186 336 Due in greater than 2 years 1.124 839 1.124 839 1.310 1,175 1.310 1,175 The creditor arises from th& composition of fees fund and retained deposits. Funds 8re drawn down 88 they b8come due. No interest is char9ed. Downe House School 38 Notes to the financial statements for the year ended 31 August 2023 (continued) 15 Advance fees Parents may pay lo the School up to the equivalent ol seven ye8rs' turtion fees in advance which is held in a balancg of Treasury Stocks and cash deposits as appropriate. Such payments may be retumed, subject lo specific conditions, on the receipt of one term's notSce. Assuming pupils remain in the advance fees payment scheme, payments will be applied lo offset fees as follows.. 2023 £'ooo 2022 £'ooo Consolidated and School After 5 years Within 2 to 5 years 412 Within 110 2 years 228 228 412 640 Wilhln 1 year {note 131 228 228 640 868 The balance represents the accrued liability un¢Jer the contracts. The movements dsjring the year were.. £'ooo As at 1 September 2022 868 New contracts Amounts accrued lo contracts Withdrawal from fund 868 Amounts ulilised In payment of fees.. To the School 1228) As at 31 August 2023 640 Any residual balance 15 Ir8nsferrgd to a designated Advance fees fund once 811 fLJtiJre fee liabilrfcies have been mel. Downe House School 39 Notes to the financial statements for the year ended 31 August 2023 (continued) 16 Analysis of net assets between funds (a} Consolidated The net assets are held for the various funds as follows.. Tangible flxed assets Investmgnts £'ooo £'ooo Net current Ilabllltles £'ooo Long temi 2023 2022 Total £'ooo Total £'ooo £'ooo Endowed lunds 1,429 1,429 1,448 Restricted funds 1.602 10 1.612 1,602 Unreslricled funds 28.138 793 {3,2921 11,9581 23,681 24,785 29,740 2,232 13,2921 11,9581 26,722 27,835 Ib) School The net assets are held fof the various funds as follows.. Tangibl8 rixed assets Investments £'ooo £'ooo Net ¢urrent Long temi assots Ilabilities £'ooo £'ooo 2023 2022 Total £'ooo Total £'ooo Endowgd funds 1,429 1,429 1,448 Restricted ftjnds 763 763 787 Unrestrited funds 1,885 793 23,585 11,9581 24,305 23,292 2,648 2,222 23,585 11.958) 26,497 25,527 Downe House School 40 Notes to the financial statements for the year ended 31 August 2023 (continued) 17 Funds {a} Consolldated Total S8Pt8rnber Incomlng Resoureès 2022 resources expended Transfers £'ooo £'ooo £'ooo £'ooo Total Investment 31 Augus¢ galnlllossl 2023 £'ooo £'ooo Endowed funds lexpendabl&l Olive Willis Bursary and Scholarships fvnd 1,448 26 (131 {321 1,429 Rs$trl¢tod funds Ap￿31 funds (building projeclsl 1,368 1531 1241 1,291 Fouridalion 234 87 321 1,602 87 1531 1241 1,612 Unre$trl¢ted funds Designated funds Advance fees 126 12 20 158 Nonrycharltablé tradlng Fund5 907 11441 17631 Other unrestrlctod funds Retained income 24,659 23,309 125.2321 787 23,523 Total unrestricted funds 24,785 24.228 125.3761 24 20 23,681 Total funds 27,835 24,341 {25,442} {121 26,722 The Olive Willis Bursary and Scholarships expendable Endowed fund provides financial assistsn¢8 by way of bursaries and scholarships to enable daughters offomier pupils of Downe House School and others who, in the opinion of the Trustees, are in need of such financial assistance to be educated al the School. Expenditure in the year related to investment management cost5 only. The Appeal funds (building projects) represents cumulatsve donations made lo tjnd the conslmction of new facilities and the net book value of those faalilies. Tho Foundation fund ￿preSentS funds raised by the Downe House Foundation for educallonal building projects al Downe House School. The designated Advan￿ fees fund represents amounts sel aside lo cover any shortfall in the advance fees account (note 151. Included within total funds is an investment revaluation reserve of £280,00012022- £292.0001 for the consolidated balance sheel. Transfer5 belween funds arise on elimination of intra gTOUP transadions on consolidation. Downe House School 41 Notes to the financial statements for the year ended 31 August 2023 (continued) 17 Funds {bl School Total 1 September Incomlng Resources Investment 2022 resources expended Transfers galnl{lossl £'ooo £'ooo É'ooo £'ooo £'ooo Total 31 August 2023 £'ooo Endowed funds OINe Willis Bursary and Scholarships fund 1,448 26 113} 1321 1,429 Restricted funds Appeal fund (building projects) 787 1241 763 Unrestrlctgd fund$ De$lgnatod funds Advance fees 126 12 20 158 other unrostrfct8d funds Rgtained income 23,166 23,309 124,2631 1,935 24,147 Total unrestrfcted funds 23,292 23.321 124.263} 1.935 20 24.305 Total fund5 25,527 23.347 124,276) 1,911 1121 26,497 Downe House School 42 Notes to the financial statements for the year ended 31 August 2023 (continued) 18 Financial commitments Operating l¢as?s At 31 August 2023 the School, and group. had total commltmonts for (tems other than land and buildings under nonvcancellable operats'ng leases as follows.. 2023 £'ooo 2022 £'ooo Consolidated Less than one year 40 41 1 to S years 60 Greater than 5 years 100 109 School Less than one year 39 40 1105yoa 60 68 Greater than 5 years 99 19 Trustees The Trustees do not receive any remuneratK>n. Expensès reImt￿rsed for trav8lllng undgrtaken on behaK ol the School amounted to £52312022.. £5431- Downe House School 43 Notes to the financial statements for the year ended 31 August 2023 (continued) 20 Pensions and pension schemes Teachers, Pension Scheme The School participates in the Teachers, Pension ScheTne (England and WaSes} I'lhe TPS"). for its teaching staff. This is a mulli-employer defined benefits pension scheme and il is not possible or appropriate lo consislenliy identify the liabilities ol the TPS which are attributable to the School. As required by FRS 102. the School accounts for this scheme as if il were a defined contribution scheme. The pension charge for the year includes contributions payable lo the TPS of £1.490.00012022.' £1,390,000). The last valuation of the scheme was as al 31 March 2016. The Government Actuary's report of January 2019 revealed that the total liabilities of the Scheme (pensions currentty in payment an(J the estimalgd ¢osl of fulure benefits) amounled lo £218.1 billion. The value of the assets (estimated future contributions together with the proceeds frorn the notiona5 inveslmenls held at the valuation datel was £191.5 billion. As from 1 April 2015, and as part of the cost-sharing agre&menl belween employers. and teachers, representatives, the standard Contribution rale w8s assessed 8120.4Vo, and the supplementary contribution rale was assessed lo be 5.60/0 (to balance assets and liabilities as required by the regulations within 15 y8arsl. This resulted in a lotsl contribution rate of 26.0'1o, which translated into an average employee contributhon rale of 9.6'/0 and employer contribution rate of 16.4% payable. The cosl-sharing agre&menl also introduced a 10.9 /0 cap on employer ¢onlribulioTrs payable which were implemented from I September 2015. From 1 September 2020, the employer Contribution Tale increased lo 23.68°A. From 1 April 2015, the TPS was reformed, with 8 different benefit slrucluTe for a number of members. These changes have been allowed for in the contribution rale sel out above. Independènt S¢hools' Penslon S¢hem8 Certain non-acadernic staff are members of The Independent Schools, Pension Scheme I'ISPS'I. This scheme was introduced wth effect from 5 Sept&mber 1996, to which both the School and staff contribute. The Independent Schools, Pension Scheme is an Industy-wide. funded defined benefit scheme. Under definitions set out in FRS102, the ISPS is a mulli-employer pension scheme. The School Ss unable lo identify ils share of the underfyng assets and liabilities of the scheme. A¢coTdingly, the School has accounted for its conlribulions as if it were a defined contribution scheme. During the year to 31 August 2023, the school has paid an employer contribution rale of 42.6Vo. Due lo the nature of the scheme. the charge lo the statemenl of financial activities for the year under FRS102 ropresenls the employer contribution payable. The lalesl ftjll actuarial valuation of the Scheme was at 30 September 2020. The market value of the Scheme's assets al the valuation date was £201.1rn and the value of the liabilities al that (late was £256.3m giving a deficit of £55.2m. The superannuation cost represents contrtbulK)ns payable to the fund and amounted lo £49.00012022: £46.0001. Downe House School 44 Notes to the f inancial statements for the year ended 31 August 2023 (continued) 20 Pensions and pension schemes (contlnued) Followng conslderallon of the results of the actuarial valuatson in 2020 il was agreed that the shortFall would be éeall with by the payment of deficit contributions of £2.69 million per annum from 1 Seplembor 2022 10 30 June 2032. If the valualK)n assumptions are bome out in practice this pallem of contributions should be sufficient to eliminate the past seNice deficit on an ongoing funding basis. The School pays a pro rats proportion of the defieil contributions based on details provKled by the ISPS. A provision has been recognized for this obligation of £236,00012022 £549,OQIOI'. £'ofy) Provlsion as al 1 September 2022 Deficit contribution made 549 1351 Decrease in provision 12781 Provlslon as at 31 August 2023 236 Other pension $¢h&mes Certain non-acadernic staff are members of the Downe House Staff Pension Schemes, which arg defjned contribution insured funds administered by a private pensions company lo which contributions are paid as they become due. The superannuation cost represents contributions payable to the funds and amounted to £429,000 12022.. £338,000). The balance of contributions payable at the year-end was £50.000 (2022.. £48,000). 21 Subsidiary undertakings The principal place of business for all subsidiary undertakings is the same as that f￿ Downe House Schwl as noted on page 1. Downe House School owns the entire share capital of a trading subsidiary undertaking, Downe House School Services Limited, a company registered in England and Wales126640101 with £2 Sha￿ capital, called up and fully paid (Note 2}. Downe House School owns the entire share Capital of subsidiary Downe House Intemational Limited, a company registered in England and Vvales 1122324411, which owns the entire share capital of Downe House Intemational (Omanl Limited, also registerod in England and Wales 112332320). Downe House School is the sole corporate Trustee of tho Downe House Trusl13090911. The trust is Managed by the Trustees of the School. The Downe House Trust owns property used by the School for which il received rental payments of £646,00012021.. £646,000) for the year. The results reported below have been consolidated in the group financial ststements after making appropriate intra group adjvstments. Downe House School 45 Notes to the financial statements for the year ended 31 August 2023 (continued) 21 Subsidiary undertakings (contlnued) 2023 £'ooo 2022 £'ooo Downg Hou$0 Trust Totsl incoming resources 646 Total ￿$OurceS expendeLI {2.809) 11.5451 Net movomenl in funds {2,163) 18991 Total assets 39,482 39,184 Total liabilities 139,7741 137,3131 Total funds 1292} 1,871 Downe House School is the sole member of Downe House Foundation. The Downe House Foundation is managed independently of the School. has a separate board of Trustees and faises funds for educational building projects al Downe House School. Thg results reported below have been consolidated in the group financial statements after making appropriate intra group adjustments. 2023 £'ooo 2022 £'ooo Down& Housè Foundation Total incoming resources 87 18 Total rgsources expended 17) 131 Net movement in funds 80 15 Total assets 521 445 Totall￿?bilitIeS 14) 517 181 Total funds 437 As noted on page 2 the Downe House Appeal Fund 120091, charity number 1044896. is dormant with no assets OT liabilities. Downe House School 46 Notes to the financial statements for the year ended 31 August 2023 (continued) 22 Reconciliation of net (expenses)lincome to net cash (outflow)linflow from operating activities 2023 £'ooo 2022 £'ooo Net lexpensesllincome before transfers (1.1131 74 Depreciation charge5 Loss on disposal ol frAed assets Losses on investments 1.509 1.435 21B 12 57 Interest payable 13 Investment income 1381 1191 IlncreaseyDecreaso in stocks 1191 IlncreaseyDetxease in debtors IDecreaseylncrease in creditors Nel cash loufflowyinflow from operating 8CtNilies 15691 14681 1369) 1.115 1,014 3,689 23 Cash flows from investing activities 2023 £'ooo 2022 £'ooo Investment income 19 Interest payable Purchase of tangible fixed assets 199) 113} 11.5301 11,9831 Receipts from sale ot lixed assets Purchase of investments 243 ($601 1513) Receipts from Sa￿ of investments 622 666 Net ¢a$h outflow 11.2861 11.8241 24 Analysis of changes in net funds during the year Cash at bank and In hand less overdraft Total £'ooo £'ooo Balance as at 1 September 2022 Cash flows 6,658 6,658 11,1551 11,1551 5,503 Balan¢tr as at 31 August 2023 5.503 Downe House School 47 Notes to the financial statements for the year ended 31 August 2023 (continued) 25 Reconcillation of net cash flow to movement in net funds 2023 £'ooo 2022 £'ooo (Decreaseylncrease in cash in the year 11.1551 2,865 Movement in nel funds in year 11,1551 2,865 Nel funds at the beginning ol the ygar 6,658 3,793 Net lunds at th8 end of the year 5,503 6,658 26 Capital The School is a company limited by guarantee. Each member has undertaken lo contribute £1 10 the assets of the company to meet ils liabilities if called on to do so. The total amount guaranteed by members at 31 August 2023 was £1312022.. £131. 27 Related party transactions Tru51ees whose children attend the School do not receive any concessions on their fees or disbursement charges as a result of their position as a Trustee. Staff members receive a discount of between 500A and 90% of the basic fees. The group incurred costs of £153.000 of which £2,000 was oulstsnding 8131 August 2023 12022.. £79,000, £5,000 oulstsndingl in respect of legal services In the year ended 31 August 2023 lo Farrer & Co. solicitors, where Ms VJ Richards is a Consultant. The group earned income of £309,000 all of which was outstanding al 31 August 2023 12022.. £125,000, £Nil outstandingl in respect ol the use of ChalÈau de Sauveterre by the Prep Schoo15 Trvsl, where Mrs E M¢Kendrick is Chair of the Tnjslees. Trustees donated a lolal of £197 {2022 £5521 durlng the year. Downe House School 48 Notes to the financial statements for the year ended 31 August 2023 (continued) 28 Comparative Statement of Financial activities for the year ended 31 August 2022 Unrestrlcted fund$ Restdcted Endowed Total Not&s School Others £'ooo £'ooo Funds £'ooo Funds £'ooo 2022 £'ooo INCOMING RESOURCES Donations and lèya¢Se$ Other trading activitles.. Tr8ding income Premises hirg 18 462 462 21 21 Income from inv85tment5 16 19 Incom• from charltabl8 a¢ilvltl•s'. Schcx)l acbvities 22,809 22.809 Othttr Income.. Gain on disposal of fixed assets Total Incom• and Endowment5 22,833 462 18 16 23.329 RESOURCES EXPENDED Expendlture on ral$lng funds- Trading expenditure G8nerating voluntary income Expgndlture on Charttablo a¢tlvitl8s School activities 11051 {1051 {1451 11451 121,9101 {9161 1511 161 122.1061 11,027} 727 15651 {521 (131 (22,8911 1571 1131123,1981 131 Govemanc8 Costs Tol81 gxpenditur• NET INCOME I IEXPENSESI BEFORE LOSSES ON INVESTMENTS 1521 1341 Net10s38s on invesiments 1571 1541 {571 74 NET INCOME I IEXPENSESI BEFORE TRANSFERS 727 15651 1341 Transfers between funds 17 309 (2851 18501 2.343 {241 {581 1,660 1,602 NET MOVEMENT IN FUNDS 1.036 22,256 23.292 1.493 1541 1.502 27.761 1,448 27.835 74 Ttsial funds brought forward TOTAL FUNDS CARRIED FORWARD 17 17