**Company number: 03231164** ## **REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022** **FOR** **JOSEPH WILLIAMSON SOCIETY** (A company limited by guarantee) **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** ## **CONTENTS OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022** ||**Page**| |---|---| |**Legal and Administrative Information**|1| |**Trustees’ Report**|2| |**Statement of Financial Activities**|3| |**Balance Sheet**|4| |**Notes forming part of the Financial Statements**|5| |**Independent Examiner’s Report**|8| |**Detailed Income and Expenditure Account**|9| **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** **LEGAL AND ADMINISTRATIVE INFORMATION FOR THE YEAR ENDED 31 JANUARY 2022** ## **TRUSTEES:** A C Walker L M Cruickshank B I Jones ## **SECRETARY:** A C Walker ## **REGISTERED OFFICE:** ## **COMPANY NUMBER:** Williamson Tunnels Heritage Centre The Old Stableyard Smithdown Lane Liverpool Merseyside L7 3EE 03231164 (England and Wales) **CHARITY NUMBER:** 1062091 (England and Wales) ## **INDEPENDENT EXAMINER:** David S Glover FCA John Kerr - Chartered Accountants 375 Eaton Road West Derby Liverpool Merseyside L12 2AH Page 1 **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** ## **TRUSTEES’ REPORT FOR THE YEAR ENDED 31 JANUARY 2022** The trustees, who are the directors for the purpose of company law, present their annual trustees’ report with the financial statements of the charitable company for the year ended 31 January 2022 which are also prepared to meet the requirements for a directors’ report and accounts for Companies Act purposes. The legal and administrative information set out on page 1 forms part of this report. The financial statements comply with the Charities Act 2011, the Companies Act 2006, the Memorandum and Articles of Association and the Charities: Statement of Recommended Practice (applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102)) issued in October 2019. ## **OUR PURPOSES AND ACTIVITIES** The purposes of the charity are to advance the education of the public in the life and philanthropic achievements of Joseph Williamson together with the operation and management of a heritage centre dedicated to this task. In addition, the charity is involved with the restoration and preservation of the tunnels, structures and buildings created by Joseph Williamson. In shaping our objectives for the year and planning our activities, the trustees have considered the Charity Commission’s guidance on public benefit, including the guidance ‘public benefit: running a charity (PB2)’. The society relies on the income from fees and charges to cover its operating costs. Affordability and access to our facilities is important to us and is reflected in our pricing policy. ## **ACHIEVEMENTS, PERFORMANCE AND PLANS FOR THE FUTURE** The Government Coronavirus control measures put in place from March 2020, and which were still in place for much of the period, meant that for a significant proportion of the year the heritage centre was not able to open. The results for the year and financial position of the charity are as shown in the annexed financial statements. During the year the charity continued to develop the operation of the heritage centre. The trustees continue to seek further funding to enable them to improve and expand the facilities offered and to enable them to continue to open up further tunnels and structures for public access. The trustees take this opportunity of recognising the contributions of time and effort made by the many friends, volunteers and supporters without whom the achievements to date would not have happened. ## **RESERVES POLICY AND GOING CONCERN** Reserves are needed to bridge the gap between the spending and receiving of income and to cover unplanned emergency repairs and other expenditure. The trustees consider that the ideal level of reserves would be in the region of £350,000. The charity had no reserves after allowing for the resources represented by tangible assets. This situation is largely attributable to past operating deficits and the need to finance the interest and debt repayments on the funding loans. The trustees acknowledge the continued financial support and patience of the lender and consider that, providing the financial support continues, the charity should be able to continue operations for the foreseeable future. The trustees continue to consider ways in which additional unrestricted funds can be raised. ## **STRUCTURE, GOVERNANCE AND MANAGEMENT** Joseph Williamson Society is a company limited by guarantee, incorporated on 30 July 1996 and registered as a charity on 25 April 1997. Members of the charitable company guarantee to contribute an amount not exceeding £10 in the event of the charity winding up. The company is governed by the policies made from time to time by the trustees together with the terms of its Memorandum and Articles of Association which set out the objects and powers of the company. The procedures for the appointment, retirement and removal of trustees are set out in the Articles. Trustees are encouraged to attend appropriate external training events where these will facilitate the undertaking of their role. The day-to-day operational aspects of the charity have been delegated to the Manager - Dave Bridson and his team. ## **RELATED PARTIES** None of the trustees receive remuneration or other financial benefit from their work with the charity and any contractual relationship with a related party must be disclosed to the full board of trustees. In the current year, no such related party transactions were reported. The charity’s wholly owned subsidiary, JWS Trading Limited, was established to operate the shop, refreshment, catering and performance facilities at Williamson Tunnels Heritage Centre and donates all of its profits to the charity. Page 2 (a) **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** ## **TRUSTEES’ REPORT FOR THE YEAR ENDED 31 JANUARY 2022 (CONTINUED)** ## **RISK MANAGEMENT & COVID-19** The trustees have a risk management strategy which comprises an annual review of the principal risks and uncertainties that the charity and its subsidiary undertaking face and, the establishment of policies, systems and procedures to mitigate those risks identified in the annual review; and the implementation of procedures designed to minimise or manage any potential impact on the charity should those risks materialise. This work has identified that financial sustainability is the major financial risk for both the charity and its subsidiary. A key element in the management of financial risk is a regular review of available liquid funds to settle debts as they fall due and active management of trade debtors and creditor balances to ensure sufficient working capital is available to the charity and its subsidiary company. Attention has also been focused on non-financial risks arising from fire, health and safety and food hygiene. These risks are managed by ensuring accreditations are up to date, having robust policies and procedures in place, and regular awareness training for staff and volunteers working in these operational areas. The COVID-19 pandemic created a major challenge with a high level of uncertainty for many charities. The group took prompt action to protect cash flow including reducing outgoings and taking advantage of government support grants. Whilst the ongoing impact of the COVID-19 situation cannot be accurately predicted, and it is not possible to assess all possible implications for the group, based on the assessments carried out, the company believes that it has a financial position that will enable it to navigate through the disruptions to the operation of the heritage centre. ## **EVENTS SINCE THE END OF THE YEAR** Information relating to events since the end of the year is given in note 14 to the financial statements. ## **TRUSTEES' RESPONSIBILITIES IN RELATION TO THE FINANCIAL STATEMENTS** The charity trustees (who are also the directors of Joseph Williamson Society for the purposes of company law) are responsible for preparing a trustees’ annual report and financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). Company law requires that the charity trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of its income and expenditure for the year. In preparing the financial statements, the trustees are required to: - select suitable accounting policies and then apply them consistently; - observe the methods and principles in the Charities SORP; - make judgements and estimates that are reasonable and prudent; - state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue on that basis. The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charitable company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charity and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. This report has been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies. ## **BY ORDER OF THE BOARD OF TRUSTEES:** B I Jones – Trustee 12 January 2023 Page 2 (b) **Company number: 03231164** ## **JOSEPH WILLIAMSON SOCIETY** ## **STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 JANUARY 2022** |||**31.1.2022**|31.1.2021|| |---|---|---|---|---| |Unrestricted Funds Restricted Funds||**Total Funds**|Total Funds|| ||£ £|**£**|£|| |**Income:**||||| |Operation of heritage centre||||| |- admissions and sales|7,824 -|**7,824**|5,780|| |Donations
|878 -
|**878**|944|| |Gift Aid distribution from||||| |subsidiary undertaking
|5,360 -
|**5,360**|1,947|| |Coronavirus Job Retention Scheme|8,579 -|**8,579**|13,811|| |Government grants|12,763**-**|**12,763**|18,335|| |Big Issue grant|- -|**-**|6,000|| |**Total income**|35,404 -|**35,404**|46,817|| |**Expenditure:**||||| |Costs of operation of heritage centre|34,283 -|**34,283**|36,183|| |Governance costs:||||| |examination, accountancy||||| |and statutory filing fees|883 -|**883**|883|| |Interest payable (note 4)|- -|**-**|14,287|| |**Total expenditure**|**35**,166 -|**35,166**|51,353|| |||||| |**Net income / (expenditure) and net**||||| |**movement in funds for the year**||||| |(note 3)|238 -|**238**|**(**4,536)|| |**Reconciliation of funds**||||| |**Total funds brought forward**|178,044 -|**178,044**|182,580|| |**Total funds carried forward**|178,282 -|**178,282**|178,044|| The statement of financial activities includes all gains and losses recognised in the year. All income and expenditure derive from continuing activities. The notes form part of these financial statements Page 3 **Company number: 03231164** ## **JOSEPH WILLIAMSON SOCIETY** ## **BALANCE SHEET 31 JANUARY 2022** |Notes
**FIXED ASSETS**
Tangible assets
6
Investments
7
**TOTAL FIXED ASSETS**
**CURRENT ASSETS**
Debtors
8
Cash at bank and in hand
**TOTAL CURRENT ASSETS**
**LIABILITIES**
Creditors falling due within one year
9
**NET CURRENT LIABILITIES**
**TOTAL ASSETS LESS CURRENT**
**LIABILITIES**
Creditors falling due after more than one
year
10
**NET ASSETS**
**THE FUNDS OF THE CHARITY**
Unrestricted income funds
11
**TOTAL CHARITY FUNDS**|**31.1.2022**
**£**
**10,721**
**6,951 **
**17,672**
**333,484 **
|**£**
**494,094**
**-**
**494,094**
**(315,812)**
**178,282**
**-**
**178,282 **
**178,282 **
**178,282 **||31.1.2021
£
2,302
10,249
12,551
333,306|£
498,799
-
498,799
(320,755)
178,044
-
178,044
178,044
178,044| |---|---|---|---|---|---| ||||||| The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 January 2022. The members have not required the company to obtain an audit of its financial statements for the year ended 31 January 2022 in accordance with Section 476 of the Companies Act 2006. The trustees acknowledge their responsibilities for: - (a) ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and - (b) preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its income and expenditure for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. These financial statements have been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies and constitute the annual accounts required by the Companies Act 2006 and are for circulation to members of the company. The financial statements were approved by the Board of Trustees and authorised for issue on 12 January 2023 and were signed on its behalf by: B I Jones - Trustee The notes form part of these financial statements Page 4 **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022** ## 1. **ACCOUNTING POLICIES** The principal accounting policies adopted, judgements and key sources of estimation uncertainty in the preparation of the financial statements are as follows: ## **Basis of preparation** The financial statements have been prepared in accordance with the Charities Statement of Recommended Practice (applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)) (issued in October 2019) – (Charities SORP (FRS 102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. Joseph Williamson Society meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy notes. ## **Preparation of the accounts on a going concern basis** In preparing the accounts, the trustees have taken account of the continued financial support and patience of the loan provider and consider that, providing this financial support continues, the charity should be able to continue operations for the foreseeable future. The trustees continue to consider ways in which additional unrestricted funds can be raised. ## **Exemption from preparing consolidated financial statements** The financial statements contain information about Joseph Williamson Society as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken the option under Section 398 of the Companies Act 2006 not to prepare consolidated financial statements. ## **Income** Income is recognised when the charity has entitlement to the funds, any performance conditions attached to the item(s) of income have been met, it is probable that the income will be received, and the amount can be measured reliably. The value of services provided by volunteers has not been included in these accounts. ## **Expenditure** Expenditure is recognised once there is a legal or constructive obligation to make a payment to a third party, it is probable that settlement will be required, and the amount of the obligation can be measured reliably. ## **Pensions** The charity operates a defined contribution pension scheme. Contributions payable to the charity's pension scheme are charged to the statement of financial activities in the period to which they relate. ## **Tangible fixed assets** Fixed assets are depreciated over their estimated useful economic lives on a straight-line basis: Long leasehold premises and tunnels - over the 125-year lease term ## 2. **ANALYSIS OF STAFF COSTS AND STAFF NUMBERS** ## 3. |**ANALYSIS OF STAFF COSTS AND STAFF NUMBERS**||| |---|---|---| ||**31.1.2022**|31.1.2021| ||**£**|£| |Salaries and wages (No employees had employee benefits in excess of £60,000)|**21,238**|23,120| |Employers National Insurance – Social security costs|**-**|-| |Employers contributions to defined contribution pension schemes|**161**|363| ||**21,399**|23,483| |The average monthly head count during the year was as follows:
|**31.1.2022**|31.1.2021| |Administration, marketing and heritage centre operation|**2**|2| |**NET INCOME / (EXPENDITURE)**||| |This is stated after charging:
|**31.1.2022**|31.1.2021| ||**£**|£| |Depreciation - owned assets|**4,705**|4,705| The charity trustees were not paid, nor did they receive any other benefits from employment with the Society or its subsidiary in the year (2021: £nil) neither were they reimbursed expenses during the year (2021: £nil). No charity trustee received payment for professional or other services supplied to the Society or its subsidiary (2021: £nil). Page 5 continued... **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** **NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 JANUARY 2022** ## 4. **INTEREST PAYABLE** |**INTEREST PAYABLE**||| |---|---|---| ||**31.1.2022**|31.1.2021| ||**£**|£| |Loan interest|**-**|14,287| There have been no communications from the lender for many years and the trustees are uncertain as to whether the loan remains repayable or has been forgiven. For this reason, no further interest has been accrued in the financial statements for periods since 31 January 2021. The trustees are trying to establish the correct position. ## 5. **CORPORATION TAX** The charity is exempt from tax on income and gains to the extent that these are applied to its charitable objects. ## 6. **TANGIBLE FIXED ASSETS** |**COST**
At 1 February 2021
At 31 January 2022
**DEPRECIATION**
At 1 February 2021
Charge for year
At 31 January 2022
**NET BOOK VALUE**
At 31 January 2022
At 31 January 2021|**Long**
**leasehold**
**structures**
**£**
**588,174**
**588,174**
**89,375**
**4,705**
**94,080**
**494,094 **
498,799|**Totals**
**£**
**588,174**
**588,174**
**89,375**
**4,705**
**94,080**
**494,094 **
498,799| |---|---|---| 7. **FIXED ASSET INVESTMENTS** The charity holds the following investments at the balance sheet date in its wholly owned trading subsidiary which is incorporated in the United Kingdom: JWS Trading Limited (a company limited by guarantee and wholly controlled by Joseph Williamson Society). Registered office: Williamson Tunnels Heritage Centre, The Old Stableyard, Smithdown Lane, Liverpool L7 3EE. Nature of business: Operation of a café and performance space with associated sales of merchandise to support the charitable activities of Joseph Williamson Society. Gift aid donations totalling £5,360 (2021: £1,947) were recognised from JWS Trading Limited. This represented the whole of the profits for each year. The aggregate amount of its assets, liabilities and funds at 31 January 2022 and 31 January 2021 was nil. The company’s turnover and expenditure for each year (including the amounts donated to Joseph Williamson Society) was £6,395 (2021: £2,285). ## 8 _._ **DEBTORS** |
Trade debtors
Amounts due from subsidiary undertaking - JWS Trading Limited
Prepayments and accrued income|**31.1.2022**
31.1.2021
**£**
£
**277**
26
**6,208**
848
**4,236**
1,428
**10,721**
2,302| |---|---| Page 6 continued... **Company number: 03231164** **JOSEPH WILLIAMSON SOCIETY** ## **NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 JANUARY 2022** |9.
**CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR**

Unsecured loan
Trade creditors
Other creditors
Social security and other taxes
Accruals and deferred income
10.
**CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR**

Unsecured loan (including accrued interest)
Repayable by annual instalments of £23,145
Less due within one year
|**31.1.2022**
31.1.2021
**£**
£
**331,411**
331,411
**76**
76
**62**
82
**177**
854
**1,758**
883
**333,484 **
333,306
**31.1.2022**
31.1.2021
**£**
£
**331,411**
331,411
**331,411**
331,411
**-**
-| |---|---| There have been no communications from the lender for many years and the trustees are uncertain as to whether the loan remains repayable or has been forgiven. For this reason, no further interest has been accrued in the accounts for periods since 31 January 2021. The trustees are trying to establish the correct position. ## 11. **ANALYSIS OF CHARITABLE FUNDS** **General unrestricted funds £** At 1 February 2020 **182,580** Incoming resources **46,817** Outgoing resources **(51,353)** At 31 January 2021 – represented by net assets **178,044 £** At 1 February 2021 **178,044** Incoming resources **35,404** Outgoing resources **(35,166)** At 31 January 2022 – represented by net assets **178,282** ## 12. **FRC ETHICAL STANDARD - PROVISIONS AVAILABLE FOR SMALL ENTITIES** In common with many other charities of our size and nature we use our Independent Examiner to assist with the preparation of the financial statements. ## 13. **LEGAL STATUS OF THE SOCIETY** The Society is a private company, limited by guarantee, registered in England & Wales and has no share capital. In the event of the charity being wound up, the liability in respect of the guarantee is limited to £10 per member of the charitable company. The company’s registered number and registered office address can be found on page 1. ## 14. **POST BALANCE SHEET EVENTS AND CONTINGENT LIABILITIES** The Society has been contacted by representatives of a company, purporting to be the owner of the freehold interest in the land and buildings, for which the Society holds a long-term lease, They allege that they do not recognise the long leasehold interest of the Society but also, contradictorily, allege that there are unquantified rental arrears, The trustees are awaiting clarification of the correct legal position and do not agree that there are any arrears. No provision has been made within the financial statements for any amounts allegedly owed in respect of this matter, nor for any possible diminution in value of the carrying amount at which the leasehold interests are recorded in the financial statements. Page 7 **Company number: 03231164** **INDEPENDENT EXAMINER’S REPORT TO THE TRUSTEES OF JOSEPH WILLIAMSON SOCIETY** I report to the charity trustees on my examination of the accounts of the charitable company for the year ended 31 January 2022 which are set out on pages 3 to 7. This report is made to the charity’s trustees, as a body, in accordance with the terms of the engagement. To the fullest extent permitted by law, I do not accept or assume responsibility to anyone other than the charitable company and the trustees, as a body, for my work or for this report. ## **Responsibilities and basis of report** As the charity’s trustees of the company (and also its directors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 (‘the 2006 Act’). Having satisfied myself that the accounts of the company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of your charity’s accounts as carried out under section 145 of the Charities Act 2011 (the ‘2011’ Act). In carrying out my examination I have followed the Directions given by the Charity Commission under section 145(5)(b) of the 2011 Act. ## **Independent examiner’s report** I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe: - accounting records were not kept in respect of the company as required by section 386 of the 2006 Act; or - the accounts do not accord with those accounting records; or - the accounts do not comply with the accounting requirements of section 396 of the 2006 Act other than any requirement that the accounts give a ‘true and fair view’ which is not a matter considered as part of an independent examination; or - the accounts have not been prepared in accordance with the methods and principles of the Charities: Statement of Recommended Practice (applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)) (issued in October 2019). I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached. ## **David S Glover FCA** ## **John Kerr - Chartered Accountants** 375 Eaton Road West Derby Liverpool Merseyside L12 2AH 12 January 2023 Page 8 **Company number: 03231164** ## **JOSEPH WILLIAMSON SOCIETY** ## **DETAILED INCOME AND EXPENDITURE ACCOUNT FOR THE YEAR ENDED 31 JANUARY 2022** |**Fund raising, grants, donations & admission fees**
**Expenditure**
Water charges
Rates
Insurances
Light and heat
Wages and salaries
Pension contributions
Telephone and internet
Advertising and promotions
Repairs, security & cleaning
Statutory filing fees
Loan interest
Depreciation - long leasehold property
Accountancy fees
Bank charges and card payment processing fees
**Net income / (expenditure)**|**31.1.2022**
**£**
**261**
**54**
**4,167**
**1,255**
**21,238**
**161**
**805**
**-**
**1,529**
**13**
**-**
**4,705**
**870**
**108**|**£**
**35,404**
**35,166 **
**238**|31.1.2021
£
508
41
3,963
1,283
23,120
363
675
41
1,373
13
14,287
4,705
870
111|£
46,817
51,353
**(**4,536)| |---|---|---|---|---| Page 9