GREENSLEEVES HOMES TRUST ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS YEAR ENDED 31 MARCH 2022 GREENSLEEVES HOMES TRUST (A Company Ilmlted by Guarantee ￿0t having a Share capltal - Company Registered Number 03260168) (Charity Registratlon Nurnber 10604781 ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS YEAR ENDED 31 ILARCH 2022 GREENSLEEVES HOMES TRUST ANNUAL REPORT YEAR ENDED 31 MARCH 2022 CONTENTS LEGAL AND ADMINISTRATIVE DETAILS REPORT OF THE BOARD OF TRUSTEES INCLUDING THE STRATEGIC REPORT STATEMENT OF TRUSTEES, RESPONSIBILITIES INDEPENDENT AUDITOR'S REPORT 19 CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES 23 CONSOLIDATED BALANCE SHEET 24 CONSOLIDATED CASH FLOW STATEMENT 25 NOTES TO THE FINANCIAL STATEMENTS 26 GREENSLEEVES HOMES TRUST LEGAL AND ADMINISTRATIVE DETAILS IA Company Ilmlted by Guarantee not having a Share capital - Cotnpany Registered Number 032601681 (Charfty Registration Number 10604781 TRUSTEES Mr D Bryan (Appointed 19 May 20221 Mr R Costella Ms K Davies Mr M Foster IAppointed 13 May 20211 Mr D Kelly OBE M5 E Marsh (Resigned 4 February 20221 Ms D Pound5 IChairper50nl Mr M Shaha (Appointed 13 May 20211 Mr C Shaw (Resigned 19 November 20211 Mr C Spence Mr R Strange OBE (Resigned 29 July 20211 Ms J Tombs IAppointed 13 May 20211 Ms M Town50n COMPANY SECRETARY Mr G Almond IRe51gned 1 July 20211 Ms T Omoma IAppointed 1 July 20211 CHIEF EXECUTIVE Mr P Newman KEY MANAfjEMENT PERSONNEL Ms J Clarges Director of Quality and Compliance Mr C Doherty - Chief Financial Officer M5 S King Director of Business Development M5 T Omoma Director of Human Resources and Company Secretariat Mr D Baker - Divisional Director - London & Kent Ms T Ne150n Divisional Director - East of England & The Midlands Ms M Whittingham - Divisional Director - South & West REGISTERED OFFICE 138 Cheapside London EC2V 6BJ STATUTORY AUDTOR INTERNAL AUDITOR Grant Thornton UK LLP Victoria HoLJSe 199 Avebury Boulevard Milton Keynes MK9 1AU RSM UK Suite A, 7, Floor City Gate East Nottingham NG1 5FS BANKERS Lloyds Bank PIC 2nd Floor 39 Threadneedle Street London EC2R 8AU SOLICITORS Wilsons Solicitors LLP 4 LincDln'5 Inn Fields London WC2A 3￿4 DAC Beachcroft LLP Portwall Place Portwall Lane Bristol B51 6NA INVESTMENT ADVISORS Schroder & Co. Limited 12 Moorqate London EC2R 6DA GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES INCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORTI FOR THE YEAR ENDING 31 MARCH 2022 The Trustees, who are the directors for the purposes of the Companies Act 2006, present the report and financial statements of Greensleeves Homes Trust I'the Trust"/"the Charity'l for the year ended 31 March 2022. The Tru5tee5 confirm that the annual report and financial statement5 comply with the Charities Act 2011, the Companie5 Act 2006, the Memorandum and Articles of Association and Accounting and Reporting by Charitie5.' Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic or Ireland IFRS 1021 (effective 1 January 20201. Strategic Report - Objective5 and Activitie5 Aim5 Green51eeves Home5 Trust is a charitable organi5ation providing care and accommodation for older people, primarily through residential, dementia and nursing care services. Our mission 15 to encourage residents to thrive as individua15 and employees to practise a5 caring professionals. We achieve this through a set of core values which underpin and inform our work, namely., Respect,. Openne55', Re5POn5ibility. Greensleeves Homes Trust aims to expand it5 charitable irnpact by increasing the number of beneficiaries it supports with high quality care and support services. Objective5 The objects of Greensleeves HDmes Trust as defined by its Memorandum and Article5 of Association are: The relief of persons who are in need by reason of age, ill-health or disability by the provision, or as51Stance in the provision, of accommodation and associated facilities, services and amenitie5 or by such other means as may be charitable,. such other purpDse5 for the benefit of the community a5 shall be exclusively charitable-, in each case for the public benefit. Current Focus We have referred to the guidance contained in the Charity Commission's general guidance on public benefit when reviewing our aims and objective5 and in planning our future aEtivitie5. The focus of Greensleeves Homes Trust'5 work is to provide residential, dementia and nursing care, comfort, safety and security to older people, at an economic price that reflects our charitable status. The Same standard5 are offered to all residents without resard to their background. Those unable to fund their care and who are subsidised by the local authority are afforded the sarlle service a5 those that can. We work hard to improve the lives of our resident5 and Staff at all points in their journey. This can be through encouraging activities and community engagement, through providing tailored specialist seTrice5 wilh the support of external agencies or through adopting proven approaches to care that show proven evidence of improving people, s quality of life including initialives such as Namaste. The people we care for experience deteriorating health that can dramatically itnpact on their ability to actively participate in usual activities of daily living which can impact both physical ar)d mental health. Prograw5 Such a5 Namaste allow u5 to continue supporting our residents to get the m05t out of everything they can while being cared for by staff who are compassionate and caring. These approache5 a150 support our staff by giving them permi55ion to spend time with residents outside of the daily care needs they are there to provide and Spend time with them person to person. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES (INCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORTI FOR THE YEAR ENDING 31 MARCH 2022 Strategic Report - Covid-19 Covid-19 has continued to impact the charity during the year to March 2022. The Tru5tee5 would like to take this opportunity to thank every member of staff who has continued lo work tirelessly and self lessly throughout the pandemic. Everyone has gone above and beyond what should be expected of any employee to ensure our residents continued to receive the high quality care they deserve. They truly are the Trust's greatest a55et. Greensleeves has continued to rriitigate the challenges of Covid-19 throLJgh.. Mandatory regular testing of staff and re5ident5 Controlled vi51t5 in Covid-secure settings Excellent supply of PPE Hand hygiene and social distancing where possible Enhanced cleaning- regular contact points and using disinfectants as part of routine cleaning Self-isolation for new admission5 and those showing symptoms Cohorting staff and allocating staff to care lor specific residents lunTrtisationl As a result of the impact of the pandemic in the prior year, the Trust entered thi5 year wth occupancy below our usual budgeted levels at 79.5% Occupancy levels itnproved over the course of the year, and this has continued to 86. 5% in May 2022. Most homes are now approaching or at normal occupancy levels. although continuing restrictlons on admissions during covid outbreaks in some areas have hampered occupancy recovery in some of our homes. The improvement in occupancy levels compared to the prior year 15 reflected in an increase in resident fee income of £6.9m. Whilst we continued to incur additional covid-related costs on staffing, PPE, infection control and testing, these were partially offset by qovernment grants totalling £1.68m. During the year, the Trust drew down the final £1 Om of funding from the Retail Charity Bond facility) due for repayment i n 2030. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES IINCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORTI FOR THE YEAR ENDING 31 MARCH 2022 Strategic Report - Achievements and Performance Major achievements during the year Greensleeves Homes Trust has provided high quality residential, dementia and nursing care at competilive weekly fees in homely environments that are Staffed by caring and well-trained staff. As at 31 March 2022, we were able to care for up to 1,189 residents acr055 26 homes. At the time of writing, of the 26 currently operating homes, 21 have a CQC rating of Good, and two of Dur homes, Broadlands in Oulton Broad and Harleston House in Lowestoft continue to be rated as Outstanding. One of our new home5 has yet to be receive an inspection, and two homes are currently rated a5 Require5 Improvement, one of which, The Manor Care Home, was acquired during the year. We continued to be highly rated on the leading online care directory www. carehome. co.uk, with a current overall group score of 9. 5 out of ten at the end of May 2022, and 19 of our care homes rated 9.5 or higher, based on revic￿v5 fruTll uur rE5idrnt5, thcir farnilirs fricnd5. Two rjf rjur hDmc5, BrDadland5 and Sharnbrook, have rated exceptional scores of 10. 0. The Green51eeves Centre for Quality has continued to develop with working groups on nutritional wellbeing, end of life care and residents, activitie5. This means best practice and industry standards are shared across the Trust's homes as well as being Ljsed for future projects, thus pushing Greensleeves Care forward a5 a leader in the care industry. We achieved ann(Jal staff turnover of considerably lower than the average published by the National Care Forum arid Skills for Care. A number of mental health wellbeing initlatives have been launched to support our staff through the additional pressure5 causcd by the pandemic Greensleeves is participating in the national apprentice programmelstep Into Care/City & Guilds initiative5 to support our ongoing recruitment initiative5 Two new homes were added to the Trust's portfolio. The Manor Care Home in Old Windsor, Berkshire.. The Trust acquired this nursing home registered 10 provide care for up to 65 residents from previou5 operator Windsor Care Limited in November 2021. Buckler's Lodge in Crowthorne, Berkshire.. Thi5 home, built specifically for the Trust, IS P051tioned o a new development overlooking Buckler's forest, and will provide residential and dementia care for up to 80 residents. The home welcomed its first residents in March 2022. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES (INCORPORATING THE REPORT OF THE DIRECTOR5 AND THE STRATEGIC REPORT) FOR THE YEAR ENDING 31 MARCH 2022 Strategic Report - Achievements and Performance - continued Against last year's specific 'Plans for the Future, To deliver the occupancy improvements required to normalise the operating performance of the organisation after the recent declines caused by Covid-19 and to ensure the safè provision of quality care to our residents in a safe working environment for our staff: Occupancy levels have continued to recover throughout the year, although remain below the normal operating levels that the Trust has historically experienced. Admissions have been restricted in some area5 due to Covid-19 related regulations, which has delayed occupancy recovery for a nLJmber of our home5. All our homes have continued to operate with the safety Of residents and staff as a priority. To reduce the use of agency staff through the introduction of the Quality First Initiative Scheme: The Quality First Initiative Scheme was introduced to reward staff taking on additional 5hilt5 beyond their contracted hour5, Wlth the aim of increasing consistency of siaff for our residents. The initiative Wa5 5ucce55ful in some of our homes. Wlth 5evoraL homos Llsing fow or no agency staff during the year. However, recruitment challenge5 In 50rne areas have meant that agency usage across the organi5ation as a whole has remained higher than target, and reduction of thi5 continues to be a priority. To continue to work toward all the Trust's homes having a rating of at least Good from the Care Quality Commission: The Trust has had several CQG visils during the year, and now has 23 home5 rated Good or Oulstanding. To continue to invest in the training and development of our staff to ensure that they can provide appropriate care for both current and future older generations: During the year we invested £378k 12021.. £222kl in staff training and development. To fully implement the practice of Namaste across all of our homes, particularly those working with residents living with dementia and providing elld of life care. Namaste Care is a loving approach to caring for people, especially those with advanced dementia. To implement a new electronic risk management system: We are implementing risk managefflent 50ftware thal will allow for better real time management of dynamic risk and ensure all stakeholders are fully engaged in Ihe management of all identified risk5. To further integrate our recently addÉ*d homes. Clarendon Lodge and Henley House. into the Trust by ensuring the care provision is comparable to the Trust's homes and the financial results are in line with expectations: Whilst admissions have been restricted by Covid-19, both Clarendon Lodge and Henley House have continued to welcome new residents during the year. Both homes unde￿ent CQC inspections dLJring the year. and we are pleased that both have received Good rating5. To finalise the sale of Thornbank, our home In Ipswich Suffolk which was reprovi5ioned during the year: The sale of Thornbank was cofflpleted in August 2021. To complete the major extension and development works at Mount Ephraim House in Tunbridge Wells: Works are nearing completion, and we expect to commence operation5 by the end of 2022. To mobilise our new build property, Bucklers Lodge in Crowthorne, Berkshire and integrate it into the Trust.. The opening of Buckler's Lodge was delayed slightly to March 2022 due to Staffing constrainls, but is now providing both dementia and residential care to new residents. To progress pre-con5lruction activity of our new home adjacent to Rye Hospital in 5u55ex: The build at Rye ha5 been deferred until market conditions are more sulted. To further review development options for Croxley House, our home in Croxley Green, Hertfordshire., Croxley House has been marketed for sale during the year, and completioll is expected before the end of 2022. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES (INCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORT FOR THE YEAR ENDING 31 MARCH 2022 To explore further development opportunities including two new homes whose acquisltion is currently in the advanced stages: The Manor Care Home in Windsor was acquired in November 2021. Contracts were exchanged in June 2021 for us to acquire the operation5 of Ronald Gib50n House in Tooting, South London on completion of The Meadowcroft, a new build home registered for 64 residents on an adjacent site. The new home is expected to open in October 2022 with the residents and staff of Ronald Gib50n House relocating to the new home shortly after. To review further fundlng arrangements to support our ongolng development programme: The Trust drew down the remaining E10m of bond5 on our RCB loan facility during the year. We are reViev￿ng financing options to support the development of the Rye Hospital site. To finalise the review of the Trust'5 existins software system5 and commence implementation of a fully integrated solution: Exploration of 501ution5 has taken place during the year and Trustees have agreed to proceed with the project. Operational details of the digital transformation project are now being finalised. To increase the Trust's influence and visibility in the care sector by p051tively promoting our home5 both locally and nationally: We have maintained the Trust's visibility through representation and membership of appropriate organisations such as the National Care Forum. We continue to be highly rated on external websites such as www.carehome.co.uk and maintain our presence on social media platforms such as Facebook and Twitter. Thi5 is seen as a useful tool to promote the homes and the care sector in general. Strategic Report - Key Performance Indicators We monitor performance against a variety of Key Performance Indicator5 including the principal ones 5ummarised in the table below. Outcome 2022 Outcome 2021 Number of home5 Wth Eden Alternative validation at year end Percentage of residents funded by the local authority Staff turnover Occupallcy Average fee per week 19 24.1Y. 18.7% 87.7% E1,142 19 26 50/. 14 59/0 84.10/0 £1,077 The number of Eden Alternative accredited home5 ha5 re￿ained the same through the year as dealing wilh the ongoing pandemic took priority. Percentage of publicly funded residents - in line with public benefit and our sustainable operating model, we aim to have approximately 25% of the total number of our residents funded by public bodies. Over the year to March 2022, we dropped just short of this target, a result of increased private admission5 during occupancy recovery- Staff turnover has been a challenge for the care Sector this year, and whilst our turnover has remained considerably below the sector average, we have seen an increase of 4. 2% compared to the prior year. A key focLJS for the Trust is recruitment and retention, and we are working hard to ensure our staff are developed and supported in their roles. Occupancy levels ladjusted for our new and growng homes) have recovered during the year as we began to rr70ve out of the Covid-19 pandemic. Having suffered in the second wave of the pandemic in Wintcr 2020, we entered the current year on occupancy of 79. 5%. This ha5 recovered during the year to 88. 1% at the end of March 2022. Average fee per week the fee reflects the cost of running each individual home and will vary based on location, type of care being offered and the funding status Df the residents. The average fee has increased thls year refiectlng Inflallonary pressures and the higher care needs of residents. In addition, recently added new buTld hDrnes have a greater provision of dementia care and so command higher fees. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES (INCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORTI FOR THE YEAR ENDING 31 MARCH 2022 Strategic Report - Financial Review Review of Transactions and Flnancial Position These financial statements for the year ended 31 March 2022 comply with Financial Reporting Standard 102 IFRS 1021 'Lhe Financial Reporting Standard in the UK and Republic of Ireland, and the Charitie5 Staternent of Recomrnended Practice (Charities SORP IFR510211. Overall results The improvement in occupancy levels following Ihe coronavirus pandemic, and the addition of new home5 to the Trust, have increased income to E53.7m for the year ended March 2022 12021.. £47.9ml. As we care for more residents, Costs have also increased to E58.7m 12021- C51 .4tnl. Overall, the Trust generated a net loss of E5.1 m 12021.. 1055 of £3. 3ml, leaving reserves at 31, March 2022 of £31.9m12021.. C37ml. The table on page 8 show5 the results for the year compared with 2021. New homes includes only homes that joined the Trust or were opened during the current year. Existing operations Income Residents. care fees, relating to our core aclivity of providin£ residential, dementia and nursing care, were C49.7m IZ021: £41.9ml. Residents. sundrie5 income relate to the recharge of incidental expenses incurred on behalf of residents. Covid-19 funding of £1.7m 12021-. £2. 7ml include5 funding received under the Coronavirus Job Retention Scheme and the Workforce Recruitment and Retention Fund, a5 well as funding to support Covid-19 testing. Rental income relates to rents received from several rental properties owned by the Trust. The £42k loss on sale of fixed assets relate5 to the Sale of Thornbank, which was sold for below Net Book Value. The Trust sold its investfflents in the prior year, and so current year investment gains I Ilos5e51 are Enil 12021.. £233kl. Expenditure Resident care cost5, relating to the running costs of our home5 including depreciation, loan interest and an allocation of head office staff costs, increased to £53.4m 12021.. C44.7ml. Head office cost5 of £3.Om 12021- £2.9ml comprise expenditure from day-to-day head office operation5 plu5 professional fee5 in respect of expansion plans., HR, energy and health & safety consultancy,. and Trust- wide IT services. Costs of raising finance relate to the amortisalion of arrangement fee5 in respect of the loans frorn Retail Charity Bond5 PIC Rental costs relate to the rental propertie5 owned by the Trust. New homes New homes are The Manor Care Home in Wind50r, which joined the Trust as an operating home in November 2021, and Buckler's Lodge in Crowthorne, Berkshire, a newbuild home which opened in March 2022. These home5 have generated a net deficit of £530k during the year. Development drag during the start-up phase of a new home is expected whilst resident number5 are below that required to cover operating overheads. GREENSLEEVES HOMES TRUST REPORT OF THE BOARD OF TRUSTEES IINCORPORATING THE REPORT OF THE DIRECTORS AND THE STRATEGIC REPORT) FOR THE YEAR ENDING 31 MARCH 2022 Strategic Report - Financial Review - continued Head Ntw Existui¢ Hnme5 Htod Ilew Hoffle% ratlons io Flomes 2022 Hom 2012 2022 2021 NCOME qe51dentS' carE fees 4e%(dents' sundrie5 49,735.351 317.108 1,572.535 49,7)5.J51 1.3 10.293 51,045.644 41.¥11.916 J77.108 .630.0 I J 580.194 141.J891 2.167.552 44.179.468 6, IE7 248,( 1Tr,501 2.110.983 5P.478 3.92 1,081,179 595,019 142.38•J 2,U9,8 61,&18 54.940 154.295 )thpr income 8.895 571.757 154.195 )urplus Irom S•le pf Il*ed aSV 9,585,180 1696,8051 553,308 1.533.472 118,7281 1678,0771 2,000 At 31 March 2022 97,416,886 3.246,416 1,832,420 6,348,6Z7 219.406 109,063,755 DEpfEclatiun At 1 April 2021 Disposals in year Charge for the year Written off in year 7,679,832 1206,661> 1,698.677 245,671 1,088,744 3,766,031 166,139 12,946,417 {206,6611 2.997,928 1597,4051 9Z.435 245,844 938,480 16,9901 1580.415) 22,492 At 31 March 20Z2 9.171,848 338,106 1.317.598 4.124.096 188,631 15,140,279 Net book value at 31 March 2022 88.245,038 2,908.310 514.822 2,224,531 30.775 93.923,476 Net book value at 31 March 2021 84,851,840 1,846,233 209,096 1,727,201 51,267 88,685,637 Freehold property include5 E29.1 million of land12021.. £29.7 million) which is not depreciated. Included under freehold propeity are assets wth a net book value a5 at 31 March 2022 of £29.7million 12021.. £31.6millionl which are included at deemed c05t less depreciation based on a valuation dated 1 April 2014 (the date of transition to FRS 1021. The valuation wa5 undertaken by Knight Frank. Future capital expenditure contracted for at 31 March 2022 but not provided for in these accounts amounted to £1. 5million 12021.. £4.9millionl. None of the above assets are used as security for the Trust's borrowings. 35 GREENSLEEVES HOMES TRUST NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2022 DEBTORS- Group and Charity Grou Grou 2021 Charl 2022 Charit 2021 2022 Amounts due withln one year: Residential care home debtors Other debtor5 Prepayments and accrued income 1, 380,005 164,047 1,122.939 1,383,701 54,604 1,631,326 1, 380,005 163.943 1,122,939 1,383,701 54, 500 1,631,326 2,666,991 3,069, 631 2.666,887 3,069, 527 INVESTMENTS - All Charity 2022 2021 Market value at 1 April 2021 1,631,771 Add.. additigns to investments at Cost 37,344 Book value of dlsposals In year Proceed5 from sales Realised gain 11,902,154) 233,039 11,669,1151 Net unrealised110551 I gain in the year Market value at 31 March 2022 Cost at 31 March 2022 2022 2021 Investments are represented by: Schroder Charity Multi-Asset Fund 36 GREENSLEEVES HOMES TRUST NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2022 10 CREDITORS - Group and Charlty Grou 2022 GroLJP. 2021 Charit 2022 Charit 2021 Amounts due within one year: Trade creditors Oiher creditors and accruals Payments in advance Residents, deposit5 2,713,448 1,136,730 226,802 949,625 1,523,289 892, 557 907,333 1,319,208 2,713,448 1,136,734 226,802 949,625 1,523,289 892,561 907,333 1,319,208 5,026.605 4,642, 387 5.026,609 4.642, 391 Payments in advance relate to fee Invoices raised, or monies received, before the year end which cover periods in the following year. The arnount of C226,802 at the end of 2021 was released in full in the year ended 31 March 2022. The residents, deposit5 amount is decreasing as, in February 2020, we elected to no longer collect deposits from new residents. Current deposits will be repaid as resident5 leave. Grou 2022 Grou 2021 Charit 2022 Charit 2021 Loan5 from Retail Charity Bonds Plc.. Due 30 March 2026 Due 17 Decefflber 2030 49,719,040 25.001,045 49,648,751 49,719,040 14,685,251 25,001,045 49,648,751 14,685,251 74,720,085 64,334,002 74,720,085 64,334,002 Loan from Retail Charity Bonds PIC - Due 30 March 2026 On 30 March 2017, Retail Charity Bonds PIC IRC8 Plcl launched the Greensleeves Homes Trust Retail Charity Bond which was issued through their Retail Charity Bonds platform and is listed on the London Stock Exchange under stock code GSHT. RCB PIC raised £33million from the issue of bond. It was issued for a period of nine years wth a matLJrity date of 30 March 2026 and the option to extend the term by a fuither two year5. It ha5 a fixed rate of interest of 4.25%. All funds raised were loaned to the Trust on the same tertn5 as the bond. Interest 15 paid six monthly in arrears. There is an annual arrangement fee at an initial rate of 0.1 % of the loan which is payable six monthly in advance. This fee 15 subject to a yearly increase in line with the Retail Price Index. Since the initial issue of 133million, a further £17million of bonds have been issued. £3milliDn during the year ended 31 March 2019 and a further E14million during the year ended 31 March 2020 with the proceed5 being loaned to the Trust in the two respective years at the same terms as the original advance. The effective interest rate of the two retained bonds tranches 15 lower than the 4.25% as both were issued at the price the LK>nd was trading at when they were issued. In total, cost5 in respect Df all tranche5 of £599,937 have been capitalised and are being amortised over the term of the loan. £70,289 ha5 been released to the Statement of Financial Activities in the current year12021- £70,2891. 37 GREENSLEEVES HOMES TRUST NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2022 10 CREDITORS - Group and Charity - contlnued Loan from Retail Charity Bonds PIC - Due 17 Oecember 2030 On 17 December 2020, RCB PIC launched a second Greensleeves Homes Trust Retail Charity Bond. Similarly to the first bond above, this was i55ued through their Retail Charity Bonds platform and is listed on the London Stock Exchange under stock code GHT2. This bond 15 for a total Df £25m with £15m being issued initially. The bDnd wa5 issued with a term of ten years Wlth an expected maturity date of 17 December 2030. There is the option to extend the term for a further two years. It was issued at a fixed rate of interest of 5%. The entire Cl sm of the initial issue was loaned to the Trust on the same terms as the actual bond. Interest 15 to be paid six monthly in arrears. There is an annual arrangement fee of 0.1 % payable six monthly in advance which is subjecl to an annual increase in line with the Retail Price Index. The retained portion of £10m was drawn down in the current year. The effective interest rate of the retained bonds tranche 15 lower than 5.00% a5 It wa5 155ued at the price the bond was trading at when they were issued. Set up costs of £421,066 and surplus fund5 of £400,000 are amort15ed over the term of the loan. A charge of £12, 794 wa5 released to the Statement of Financial Activitie5 in the current year12021: £9, 3171. The year-end p051tion of the loalls wa5 as follows.. 2022 Due 30 March 2026 022 Due 17 Decem 2030 2022 2021 Total Total Loan value A5 at 1 April 2021 Borrowed during the year 50.000.000 15,000,000 10,000,000 65.000,000 10.000,000 50,000,000 15,000,000 As at 31 March 2022 50,000,000 25.000,000 75.000,000 65,000,000 Capitali5ed costs As at 1 April 2021 Net Surplus/ (Costs) incurred during the year Amortisation of capitalised costs 1351,249} 1314,7491 303,000 1665,9981 303,000 1421,5381 1324,0661 70,289 12,794 83,083 79,606 As at 31 March 2022 1280,9601 1,045 1279.9151 1665,9981 Balance shown in the balance Sheet 49,719.040 25.001,045 74,720,085 64, 334,002 Both loans are unsecured and have two main covenants. 38- GREENSLEEVES HOMES TRUST NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2022 At the year end the total amount of loans outstanding was repayable as follows: Grou 2022 Grou 2021 Charlt 2022 Charit 21 Due within one year Due between two and flve years Due after more than five years 49,719,040 25.001,045 49.648,751 14,685,251 49,719,040 25,001,045 49,648,751 14,685,251 74,720,085 64,334,IX)2 74,720,085 64,334,CQ2 11 OPERATING LEASES - All Charlty All operatinq leases are in respect of property, namely our hcmes De House In Diss, Norfolk. Lavender Fields in Seal, near Sevenoaks, Kent,. The Orchards In Ely, Cambrldqeshlre. The Manor, In Wlndsor. and Buckler's Lodge in Crowthorne, Berk5hlre. Rents paid In the year and recogn15ed a5 an expense In these flnanclal statement5 amounted to £2,822,630 12021: £2.165,1851 split De Lucy House £514,50412021: £499,600), Lavender Fields E1,217,471 12021., £1,090,511); The Orchard5 £590,318 12021.. E575,0741; The Manor £216,86312021: Enlll,. Buckler's Lodqe £283,47412021: Enlll. On 19 March 2021. contract5 were sl8ned for a 64 bed leasehold home to be located on the slte of the SprinBfield Hospltal In Tootlng, London. Completlon Is antlcipated In Autumn 2022. The lease Is for a term of 35 years. At the balance sheet date, the Charlty had outstandlns commltments for future minlmum lease payments under non-cancellable operatin8 leases which fall due as follows.. Due wlthln two to flve ears Due wlthln one Due after Ive ears Total De Lucy House Lavender Fields The Orchards Buckler's Lodge Springfield N05Pital The Manor Head Offlce 521,780 914,197 595,970 933,360 2,087,118 3,659,291 2,383.882 3,733.440 3,185.455 2,740.000 1,076,902 12.201.064 24,042.120 16,269,175 27,722,071 25,921,123 17,282,644 1,574,782 14,809.962 28,615,608 19.249,027 32,388,871 29,106,578 20,682,780 2,692,252 660,138 40,568 Total as at 31 March 2022 3,666,011 18,866,088 125,012,979 147,545.078 Total a5 at 31 March 2021 2,508,000 15,677,LKKI 106,013.00) 124,198,¢XKI The amounts payable increase annually over the course of the leases In Ilne wth the Retall Prlce Index. The amounts shown above make no assumption for this and are based on the current annual rent or the initial annual rent in respect of the future home. -39 GREENSLEEVES HOMES TRUST NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2022 12 FUNDS- Group At 1 April 2021 Transfer between Funds At 31 March 2022 Investment losse5 endlture Unrestricted General funds Revaluatlon reserve 26,309.549 51.931,447 (56,857.1431 10,040,994 1104,9331 749,106 22, 132,959 (749,106) 9.186.955 Total unrestrlcted funds 36,350,543 51,931,447 (56,962,076) 31,319,914 Restrlcted Amenity funds Covld-19 fundlnq 601,798 49,628 {25,6081 84,222 1,681,179 11,765,401) 625.818 Total restrlcted fund5 686,020 1.730,807 {1,791.0091 625,818 Total funds 37,036,563 53,662,254 158,753,085) 31,945,732 General funds are unre5trlcted funds held for the seneral objects of the Trust's work. The revaluatlon reserve represents the remalnder of the Increase In f reehold homes property values that arose on transltlon to FRS 102 and the adoptlon of a deemed cost valuation. Expenditure relates to addltlonal depreciatlon char8ed as a result of the revaluation. The transfer between the revaluatlon reserve and unrestrlcted 8eneral funds relates to the disposal of Thombank. The amenlty funds represent monles ralsed by each home to be spent on speclflc project5 and activitles In that home. The Covld-19 fundin8 represents the recelpt and use of speclflc Covld-19 fundlng recelved In the year. It Includes monies claimed under the Coronavirus Job Retention Scheme and monie5 recelved from the Infection Contml Fund, Rapid Testin8 Fund and Workforce Capaclty Fund. 13 ANALYSIS OF ASSETS BETWEEN FUNDS Restrlcted Revaluatlon funds reserve Genèral funds Total Fixed a55ets Other current assets Current liabilities Long term Ilabilities 9,186,955 84.736,521 93,923,476 17,143.128 17,768,946 15.016.605) 15,026,605) {74,720,085) 174,720,085) 625.818 Total net assets 625,818 9,186,955 22,132.959 31,945,732 GREENSLEEVES HOMES TRUST NOTES TO ThE CONSOLIDATED FINANCIAL STATEMEMTS 31 MARCH 2022 14 TAXATION Green51eeves Homes Trust Is a registered charity and is exempt from taxation ￿ its Income and gains to the extent they a￿ applied In pursuance of its charitable purposes. 15 CONNECTED ENTITIES The followlng entity 15 connected to the Trust by virtue of common or related objects or by unlty of administration: WRVS Trust - A charitable Trust supporting the actlvities of Greensleeves Home5 Trust and the Women's Royal Voluntary Service whose responslbillty is to distribute legacles on recelpt to the appropriate legatee. There were no tran5actlons durlng the year. 41 INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GREENSLEEVES HOMES TRUST Opinlon We have audited the financial statefftent5 of Green51eeves Homes Trust (the 'parenL charitable company, l and its subsidiaries (the 'group'l for the year ended 31 March 2022, which comprise the Group Charitable Company Statement of Financial Activities (incorporating the Group Charitable Company Summary Income and Expenditure Account), the GrDUP and Parent Charitable Company Balance Sheets, the Group Charitable Company Cash Flow Statement and notes lo the financial statements, including a Summary of significant accounting policie5. The financial reporting framework thal has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102,. The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In OLJr opinion, the financial 5tatement5-. give a true and fair view of the State of the group's and parent charitable company's affairs as at 31 March 2022 and of the group's incoming resources and application of resources, including the group'5 income and expenditure lor the year then ended- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice- and have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We have been apwinted as auditor under the Companies Act 2006 and report in accordance with regulations made under that Act. We conducted our audit in accordance with International Standards on ALJditing IUKI IISAS IUKII and applicable law. Our responsibilities under those standards are further described in the 'Auditor's responsibilitie5 for the audit of the financial 5tatement5' section of our report. We are independent cjf the group and parent charitable company in accordance with the ethical requirement5 that are relevant to our audit of the financial statements in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern We are responsible for concluding on the appropriateness of the tru5tee5' Use of the going concern basi5 of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to event5 or conditions that may cast significant doubt on the group's and the parent charitable company's ability to continue a5 a going concern. If we conclude that a tnaterial uncertainty exist5, we are required to draw attention in our repori 10 the related di5closure5 in the financial statements or, if such disc105ures are inadequate, to rnodify the auditor'5 opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, fLJture events or conditions may cause the group or parent charitable company to cease to continue as a going coflcern. In our evaluation of the trustees, conclusions, we considered the inherent risks associated with the group's and parent charitable company's business mDdel including effects arising from macru-economic uncertainties such as Brexit and Covid-19, we assessed and challenged the reasonableness of estimates made by the trustees and the related disclosures and analy5ed how those risks might affect the group's and parent charitable company'5 financial resources or ability to continue operations over the going concern period. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditlOn5 that, individually or collectively, may cast significant dDubt on the group's and parent charity's ability to continue ag a going concern for a period of at least twelve months from when the financial Statements are authori5ed for issue. In auditing the financial statements, we have concluded that the tru5tees' use of the going concern basis of accounting in the preparation of the financial Statements Is appropriate. The re5pon5ibilitie5 of the trustees with respect to going concern are described in the 'Responsibilities of trustees for the financial 5tatementS' section of this report. INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GREENSLEEVES HOMES TRUST Other information The trustees are responsible for the other information. The other information comprises the information included in the Report of the Board of Trustee5 and Statement of Trustees, Responsibilities, other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in OLJr report, we do not expre55 any form of a55urance conclusion 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 incon515tenl with the financial statement5 Dr our knowledge obtained in the audit or otherwise appear5 to be materially tni55tated. If we identify such material incon515tencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material mi55tatement of the other information. If, based on the work we have performed, we conclude that there 15 a rnaterial misstalement of thi5 other information, we are required to report that fact. We have nothing to report in this regard. Opinion on other matters prescribed by the Companies Act 2006 In Dur opinion, based on the work undertaken in the course of the audit.. the information given in the Strategic Report and the Directors, report, prepared for the purposes of company law, included in the Report of the board of Trustees for the financial year for which the financial statements are prepared is consistent with the financial statement5. the Strategic Report and the Directors, Report included in the Report of the Board of Trustees have been prepared in accoréance with applicable legal requirements. Matter on which we are required to report under the Companies Act 2006 In the light of the knowledge and understanding of the group and parent charitable company and its environment obtained in the course of the audit, we have not identified material misslatements in the Strategic Report or the Directors, Report included in the Report of the Board of TrLJStees. Matters on which we are required to report by exception We have nothing to report in respect of the followinq matters where the Companies Act 2006 requires u5 to report to you if, in our opinitjn: adequate accounting records have not been kept by the parent charitable company, or return5 adequate for our audit have not been received from branches not visited by u5; or the parent charitable company's financial statement5 are not in agreement with the accounting records and returns,. or certain disclosures of trustee5' remuneration specified by law are not made. or we have not received all the information and explanations we require for our aLJdit. Responsibilities of tru5tee5 for the financial statement5 As explained more fully in the Trustees. Responsibilities Statement set out on page 18, the trustees Iwho are also the directors of the charitable company for the purposes Df company lawl are responsible for the preparation of the financial statements and for being satisfied thal they give a true and fair view, and for SLJch internal control as the trustees determine is necessary to enable the preparation of financial 5tatement5 that are free from malerial mi55tatement, whether due to fraud or error. In preparing the financial statements, the tru5Lee5 are responsible foi a55e5sing the group and the parent charitable company'5 ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going cancern basis of accounting unless the trustees either intend to liquidate the group or parent charitable company or to cease operation5, or have no realistic alternative but to do 50. 20 INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GREENSLEEVES HOMES TRUST Avditor's responsibilitie5 for the audit of the financial statements Our Dbjective5 are to obtain reasonable a55urance about whether the financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to Issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit Conducted in accordance with ISAS IUKI will always detect a material misstatement when it exist5. Mi55tatements 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 basi5 of these financial statements. A further description of our responsibilities for the audit of the financial statement5 15 located on the Financial Reporting Council'5 website at.. www. frc.org.uklauditorsresponsibilities. Thi5 de5CriPtion forms part of our auditor's report. Explanation a5 to what extent the audit was considered capable of detecting irregularlties, including fraud Irregularilies, including fraud, are instance5 of non-compliance with laws and regulations. We design procedure5 in line with our responsibilities, ouilined above, to detect material misstatefflent5 in respect of irregularities, including fraud. Owing to Lhe inherent limitations of an audil, there 15 an unavoidable risk that material mis5tatetnent5 in the financial 5tatement5 may not be detected, even thoLJgh the audit is properly planned and performed in accordance with the ISAS IUKI. The extent to which our procedures are capable of detecting irregularities, including fraud 15 detailed below.. We obtained an understanding of the legal and regulatory frameworks that are applicable to the group through our general not for profit and charity sector experience and discussions with management. We determined that the following laws and regulation5 were most significant: Charities SORP 2019, FRS 102 'The Financial Reporting Standard applicable in the UK and Republic Df Ireland, Charities Act 2011, Cornpanies Act 2006, Data Protection Act 2018 and Care Standard5 Act 2000. We enquired of management concerning the group's policies and procedure5 relating to.. the identification, evaluation and compliance with laws and regulations- the detection and response to the risks of fraud,. and the estab115hment of internal controls to mitigate risks related to fraud or non-cotnpliance with laws and regulations. We enquired of management and the finance and audit committee, whether they were aware of any instances of non.compliance with laws and regulation5 or whether they had any knowledge of actual, suspected or alleged fraud. We as5e5sed the susceptibility of the group'5 financial statements to material misstatement, including how fraud might occur, by evaluating rnanagemenl's incentives and opportunities for manipulatlDn of the financial statements. This included the evaluation of the risk of managefflent override of controls. We determined that the principal risks were in relation to: journal enlries that increased revenues or that reclassified costs from the income statement to the balance sheet potential management bias in determining accounting estimate5 Our audit procedures involved.. identifying and assessing the design effectivene55 of controls managemeni has in place to prevent and detect fraud- challenging assumption5 and judgernent5 made by management in its significant accounting estimates,. identifying and testing journal entries, in partiCLJlar rnanual journal entries. 21 INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GREENSLEEVES HOMES TRUST In addition, we completed audit procedures to conclude on the compliance of disclosures in the annual report and accounts with applicable financial reporting requirements. These audit procedures were designed to provide reasonable assurance that the financial Statements were free from fraud or error. However, detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, a5 those irregularities that result f rom fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentation5. Also, the further removed non-compliance with laws and regulatlons 15 from events and transactions reflected in the financial statements, the less likely we would become aware of it. Assessment of the appropriateness of the collective competence and capabilities of the engagement tea included consideration of the engagernent team's.. understanding of, and practical experience with audit engagements of a Similar natLJre and complexily through appropriate training and participation knowledge of the industry in which the client operates understanding of the legal and regLJlatory requirements specific to the entitylregulaled entity including.. the provisions of the applicable legislation the regulators rules and related guidance, including guidance issued by relevant authorities that interprets those rules The team communications in respect of potential non-cornpliance with law5 and regulations and fraud included the potential fDr fraud in revenue recognition, improper use of charitable funds and serious incident reports submitted to the Charity Commission in the period; and In assessing the potential risks Df material misstatement, we obtained an understanding of.. the charity's operations, including the nature of its revenue sources, products and service5 and of it5 objectives and Strategies to understand the classes of transactions, accounl balances, expected financial statement disclosures and busine55 ri5k5 that may resLJIt in risks of material mi%statement. the charity's control environment, including the policie5 and procedures implemented to cotnply wth the requirements of its regulator, including the adequacy of the Lraining to inform staff of the relevant legislation, rules and other regulations of the regulator, the adequacy of procedures for authorisation of transactions, internal review procedures over the entity's compliance with regulatory requirements and procedure5 to ensLJre that possible breaches of require￿entS are appropriately investigated and reported. Use of our report This report 15 made solely to the charitable cotnpany's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we mighi state to the charitable CDmpany's members those matters we are required to State to ihem in an auditor s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and the charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed. William Oevitt BSC FCA DChA Senior Statutory Auditor for and on behalf of Grant Thornton UK LLP Statutory Auditor, Chartered Accountant5 Miltan Keynes Date.. g September 2022 22