REGISTERED COMPANY NUMBER: IMb542449 {England Ind Wales) REGISTERED CHARITY NUMBER: 1064178 rt Df the Trnsttts and Fln•*elal St*t¢menl$ ft)r the Y￿r En 21 for Ffestinio R8ilw* ¢ABI8SVMT* 0510412022 COMPANIES H¢JJSE A14 #247 Dunn & Elli5 Cyf Chartered A¢counthnWStatutory Audiiors Chanered Ac¢ountants Adeilad St David's Building. Styd Lombard Street Porthmado8 Gwynedd LL49 9AP Ffestinio Rlllwa Soeiet Contents of the FinanciaE St8ternents for the Year Endtd 30 Se itmbtr 2021 Page Report of the Trnstees Report of the Independent Auditon Statement of Financial Activities 12 Balance Sh¢e¢ 13 Cash Flow Statement 14 Notes to the Cish FloTrv St*tement 15 Note5 to the Financial Ststemtnts 16 to 29 Ffe5tinio Railwa Sotie 1Stered numbtr: 00542449 Re ort of the Trusttts for the Year ETrded 30 Se tember 2021 The iwsi¢¢s who are also directors of th¢ ¢harity for the purposes of the Companies Act 2006. pl￿nt th¢ir report with the financial statements of th¢ charity for the year ended 30 sep￿mber 2021. The truste¢s hav¢ adopted the provisions of Accounting and Reporting by Charities= Statement of Recommended Pra￿1¢¢ applicable to chaTlties preparing iheir a￿oUnts in accordance with the Financial Reponing Standard applic8ble in the UK and Republic Of Ireland {FRS 102) (¢ff¢ctiv¢ l January 2019). OWECTIVLS AND ACTIVITIES Objectives and aims The Principal objective and aim of the Charity in the year under review was to advan¢¢ ihe education of the publ through the conservation of the Ffestiniog Railway_ In praaiul terni& the aciiYitie5 of the charitable company in furtherance of its obje¢tiv¢s are to support the Festinio8 Railway Company in its preservation and operation of the Ffestiniog Rarlway. Public beoefit The trustees confirm that they have cornplied wilh their duiies as s¢1 out in Section 17(5) of the 2011 Charities Act to have due regard to the public benefit guIdar￿e published by the Charity Commission. VoluNteeriM Train s¢rvic¢s came to an unscheduled end on 22 October 2020 as a result of public healih r¢siri¢liofis imposed to rtstrict the spread of the covidl 9 virus. Unfortunately. Ihis was followed at th¢ end of that month by the departure of a significant number of members of stsff made necessary by the need to economi5e in view of ihe drasiic reduction in incorne available to the Festini08 Railway Company. Further resiricijons on travel were imp05ed over the winter period and train services only resumed on 27 April 2021 with Woodland Wanderer and Mountsin Prince servlces subsequ¢n¢ly runnin8 LO Tanybwleh and Dduallt respectively. Volunteer5 have played a vital role in pioviding ih¢s¢ s¢rvices both on the train5 and as part of the hugely succcssful ststion host Kh¢m¢. Locally based volunteers were also able to assist with basic maint¢nanc¢ aciivities over the winier period within the perrnitted regulations. The r¢laxaiion of resiriciions over th¢ sprin8 and summer periods allowed volunteers to retum to iheir usual work of supporting all departments in the Ffe5tiniog Railway. The concept of a Minibash was in¢rodu¢ed that allowed srnaller groups of volunteers to rneet ￿ more frequent intervals ihan lh¢ usual Megabash and Gigabash events. This allowed volunteers to support the cleanin8 and preparation of Blaenau Ffestiniog station before the restoration of servi¢es in lat¢ July. It wa5 very pleasin8 to see the return of the Young Volunteets TTaining Week in early August which is such an importani eveni in securing the fuiure of volunteering. At the end of July 2021. it was announced that UNESCO had ins¢ribed The Slate Landscape of Northwest Wales as a World Heritage Site. It 15 to be hoped thai this designation will provide additional traffic for the Ffestiniog Railway a5 well as economic benefits to local communities. The plaques recording the award of the 2020 Hendy & Pendle Volunteers Award for th¢ Minfford Gweithdy projeci were fomially unveiled on 27 Seprember 2021. The Society supported the restoration of the building which is a key workspace for volunteers &$ well as being available for comrnunity use. The restoration of this bjilding is a firting rnemgrial to Eileen Clayton. In October, the Society was delighted to learn that the bid to the National Lottery Heritage Fund for the Boston Lodge Interpretation and Regenerdtion Project had been su¢¢essful. This three-year project will noi only help to re510r¢ heritage buildings at Boston Lodge but will provide mu¢h improved faciliiies for staff and volunteers well as increasing our out-reach into the cornmunity- The Society supported phase two of the bid development and has cornmitted to providing its largest ever single grant during the irnplernentation phase. The So¢iety ha5 b¢¢n pleased to have been able to h¢lp support the Fe￿In10g Railway Company throughout what h8$ been anoiher difficult year. Volunteers and rnernbers of the Society have been able to aS5iSt with an outturn which is better than could have been expected twelve months or so ago. The trustees have been pleased io enRaAe in ¢ollaborati¥e discussions with ihe Company and the outlook for 2022 is far more encouraging. Pa8e I Ffestinio Railwa Sotie 5tered wumber: 00542449 Re ort of the Trusttts f r the Year Ended JO t¢ffl 21 FINANCIAL REVIEW Fina￿£19] R¢view Financial position The total operating surplus for the year amounted to £271.349 (2020- surplus of £3,756) and th¢r¢ w¢re no trdn5fer5 beNeen the res¢rves in the year12020= NIL). De￿11$ of dire¢t charitable expenditure can be found in the Statement of Financial Activities. The Society's tothl fvnd balance * ihe end of 2021 was £1.593243 (2020.. £1 J21,894). Principal funding sources Finance De5Plte the ongoing global pandemic and the constraints on finance aThJ activity. rhe Society has seen another su¢¢¢ssful year with mernbership income holding finn in amongst strong don￿10￿$ and legacies. The balance sheet position at th¢ year•end remains strong as a result of ¢ontinued lower levels of activity on the Railway that are supported by the Society. whi15t the overall income rernained strong with a ￿ntinued healthy intske of donations and legacies. The gen¢ral fund position improved by some £133.000 in the full year. The largest grants made to the Festiniog Railway Company iothlled £183.196 in respe￿ of Permaneni Way work at Crossin8 Mawr, Spooners Hollow and Rhiw Plas. Other contribuiions frorn the generdl fund included £1 1.009 ftir Boston Lod8e points and £4.500 to buy a new bandsaw in the Works. In rcstrirted funds, we paid th¢ rtnal amounts in respect of the Hugh Napier overhaul of £8.310 and £10.485 for carriage r¢stOTation. Th¢ ongoing volunteer led projeci io resttsre the Ke￿ Stuart diesel 441 5 saw costs of £9.737 &$ the re5tordtion progresses. During the year ihe So¢iety board committed io ihe largest project to date of £475.0(10 respect of the NatTrtinal Lottery Heritsge Fund application. This is additional to the previous £50.008 Committed to fund the application, of which we paid £33,747 in 2021. Hostels The h05tel saw another challet78ed year due to further travel restriction5 over the winter 2020121 and the ongoing social restrictions du¢ to the pandernic. Of a total available 5.475 btd night5 available in the hostel (adjus¢¢d to reflect available usage), acwal Q￿uPan¢Y was only 2,007 Compared to 2,532 in the year before. Clearly this has an irnpact on the income whilst the running costs of the hostel are not sufficiently Variable to offset this. Membershi Numbers an eco nition A5 in Previous years, the majority of lh¢ Soci¢ry's in¢ome ¢am¢ from the conlinued supp)rt of its much-valued membeTS. The classification and breakdown of fee-payin8 memberships are follows: 2021 820 1552 2020 862 1,567 198 361 Full members Senior citizens Associaie Senior ¢itizen$ aswiate Family rnain Family- spouse I patTh)er Family- chbld Juniors Volunieer students 372 103 103 177 214 22 28 31 Life Covenanted life Senior citizen lif¢ Associate life Honorary life members 1266 70 1,341 83 97 197 175 Total membership 4.978 5.205 Pag¢ 2 Ffestini Rgilw# Sotie ist¢r¢d Dumbtr: 00542449 ort of the Trustees for the Yegr ETrdtd 30 Se temb¢r 21121 Th¢ Sooietys membership year runs from the I st January to the end of December, which differs frorn its aceounting year by three monihs. As a resulL the Society accrues a propDrtion of its annual rnembership income so as to carry it over to the relevant a¢¢ouniing period. The Society is also aware that sorne membeT5 have prepaid their membership by a varying nurnber of years. and again, these identified amounts are wried over to the relevani accounting periods. The same approach is also undertaken for Diamond Jubilee Appeal donors who are provid￿ with Society membership. Life and associa*d life membership fees represent one off contriljutions by these m¢mb¢rs for continued lifelong mernber5hip. In order that the S￿Iety's coniinuing obligations io these members is adequately reflected in its financial stat¢menis, life membership income received is accrued and written off over an l O year period, which is considered by the Trusttts to produce a r¢&sonabl¢ approximation of expected accrued bent fit and matches the approach undertaken by Iwo similar or8ani5ations. Re ort on the membershi numbers Whilsi it is disappointing to report that membership dipped just below 5.000 ai year-end (with 4,978 members compar¢d wilh 5.205 at the sthrt of the year) this is still a respectable position given the challen8es presented by the pandemic to visit and ¢njoy the Railway. We are plw¢d to see that whilst 364 members did not renew for 2020nl. tht$ compares favourdbly with 518 last year. so our retention has improved on the previous year. Where we have suffered is that we only recruited 216 new members this year compared 10 31 O last year- again. entirely due to the pandemic. As a summary. lift mernbership is largely sthtic on¢¢ w¢ allow for a clean-up exercise and annual membership is down by just over 100, which is roughly the shortfall this year in rnembers. Fundraisin Frorn a projects point of view. the Society launched the Linda appeal in December 2020 with an airn to raise £60.000 to reflect the 60 year5 (in 2022) that Linda has been on the Ffesiiniog Railway. with the ability to sponsor certain years. The response was fantastic and testament to the ￿pularIty of the loco, with nearly £90,000 raised by ihe end of the financial year. This allowed the Festrniog Railway Company to comrnit to the rebuild and by the end of the year the boiler has been ovefhauled and tested r¢ady for refitting once the chassis WOTk has been ￿Mpleted. lrtvestment poliry and objectives Th¢ Society has adopted a conservative inyestrnent plan. whi¢h ¢nsur¢s all surplus funds are invested in an interest-bearing account with N*West bank. This risk-free approach involves regular rebalancing of investments between current and reserve accounts. The inieresi eamed is allocated monthly across all funds in line wrth the balances in th0￿ funds at th¢ beginning of the month. Page 3 Ff¢stinio R8ilw* ocie istered number: IM1542449 Re rt of the Trustees for the Year Ended 311 S¢ ttmber 2021 FINANCIAL REVIEW Reserve5 policy The So¢iety's policy is to maintain an adtquate reserve so as to enable it to discharge its rharitable obje¢iives and mttt its ongoing day to day requirements. Thi5 being the ¢ase. the trustees consider that tw¢lve months of general fund exp¢ndrlure is an appropriate level of reserve to meet the day-to-day running costs of the charity including maintaining production of the in-house magazine and support for the wnning of the volunieer h051els, with this amounting to a sum of £65.(M)O. The main need of course is to hold suificieni reserves for its core objeciiv¢ of supporting the Ff¢siiniog Railway. which in¢ludes ¢oll¢cting tsnr¢stricied. de51gnaied. and restricted fvnds for a number of projec￿ administering and ¢olleciing rnoney5 from the annual appeals as well as raising and maintaining sufficient general fijnds to meei its obligation5 for committed charitsble objects. As at the end of 2021 the main fvrmls stood at.. esiricted funds.. £890.465 (2020.. £751.912) Th¢ restricted funds held by the charity are only available for use on specifjc projects which are taken forward as resources become available to the Festiniog Railway Company. A detsiled analysis of these projects is dtsclosed in note 16 of the finan¢ial staiernents. neral fund £702.778 (2020.. £569.982) The Society's'free, reserve for the year being a surplus of £702,769 (2020.. a surplu5 of £569.973). Although at glance the uncommitted fund balance appears large, the difference is eamiarked for a programme of grant applications from Lhe Festiniog Railway Company ower a four-year period thai meet the objectives of the ¢hariry. In particular. Ihe sum of £475.000 has been committed to support the National Lottery Heritage Fund Interpretstion and Boston L¢)dg¢ Works proiecL EVENTS SINCE THE YEAR E14D AND FUTURE PLANS As at the 30 September 2021. the amount outstanding of the loan to the Festiniog Railway Company provided in April 2020 for financial SLtpport due to the effects of the Covid19 pandemir amounted to £216.804. In December 2021. the Fesiiniog Railway Company Tepaid £I25,1)C￿l of the outstanding loan. This leaves £91.804 ¢urrently outstanding. The remainin8 loan is interest free and deemed to b¢ r¢payable on demand. The Society hos Committed to provhde £475.0(Ks of mai¢h-fvndin8 for th¢ Nation31 Lottery Her1￿¢ Fund Interpretation and Boston Lodge Works Projeci over a ihree-year ￿rIOd comm¢n¢ing in April 2022. No other post balance sh¢¢t events thai r¢quire reporting or dis¢losin8 in the accounts have OCCUr￿d since 30 Sepiember 2021. STRUCTURE. GOVERNANCE AND MANAGEMENT Governing dotumemt The charity is CQTltrolled by its governin8 documenl a m¢rnorandum and arti¢l¢s of association. and constitutes a limited company, limited by guarantee. as defined by the Companies Act 21)06. Induction and training of new 1rn5ttts As part of their indueiion. new Board members are made aware of their responsibilities as board members. The induction includes an introduction to th¢ objectivw scope, and policie5 of the charitable funds. Charity Cornmis5ion information on tnjsiee responsibility and copies of the previous yearfs annual report and accounts are provbded. Page 4 Fftstinio ttsilw J5tered 244 R¢ ort of the Trustees for the Ye8r Ended JO t¢mbtr 2021 STRUCTURE, GOVERNANCE AND MANAGEMENT Rel*tion5hip with third pArti¢s Ai the year end the Society holds fiv¢ ordinary shares and on¢ preference $har¢ in the F¢stiniog Railway Company, which have all b¢en bqueathed io the Society. This consiitutes a minority share and doe5 not give any ¢ootrol to ihe Society. The Society makes grdnts to the F￿tIn70g Railway Company &s part of the Pursuance of th¢ main a¢tiviti¢s of th¢ Society. The Society also h&$ the right to nornina* to the Ffe5tiniog Railway Tn￿ee5 for 8ppoÈntmeni one place on the Board of the Festiniog Ratlway Company as part of a recipro￿1 arrangernent. The Society inieracis with area and functional 8roups. which have the common aims of sUPPOrting ihe Ffesiiniog Railway. Risk rnanag¢m¢nt Th¢ trustees have a duty to identify and review the risk5 to which the charity is exposed and to ensure appropriate controls ar¢ in place to provid¢ ￿asonable assurance againsi fraud and ¢rror_ Related p•rty a*d k¢y manag¢ment personnel The trustee5 consider the only key management personnel of ihe charity to b¢ the board of trustees, who are in charg¢ of directing, controlling, running and operating the charity on a daY-l￿daY basis. Details of the trustees, rernuneration. expenses and related party transactions are disc105ed in a not¢ to the accouftts. REFERENCE AND ADMINISTRATIVE DETAIiS Registered Cornpany Jbumber 00542449 (England and Wales} Registered Charity numb¢r 1064178 Registered o(fice Harbour Siaiion Porthmadog Gwynedd LL49 9NF Trustee$ Mr H R L Wilson MT G Cole MrGPBond Mr D J Charlton Mr P J Hawkins (Membership Direaor) Mr D R Jones (Hostels Director) Mr S G Miller (Nomin¢e member to the FRCO iwrd) MrN C Smith (Safeguarding Dire£ior & Deputy Chair Mr M N Wolstenholme (Volunteenng Director) Dr A F Tucker (Volunteering Dirttior) Mr L G Graham-Taylor (Volunteering Director) (Chaiman to resignation date) (Deputy Chairlchaimian from 22.621) (Finance Director l Treasurer) (resigned 22.6.21) (resigned 1.5.21) Vi¢e•Pr¢sidents Rev Dr R F Buxton Mr A Heywood MrT N Oulion Mr A J Savage Company SecretAry Mr J E Fenner Page 5 Ffe5tinio R*ilw# Sotie Re islered numbtr: IJ0542449 ort of the Trvstees f r the Y¢•r Ended 30 Se tembtr 2021 REFERENCE AND ADMINISTRATIVE DETAILS Auditor5 Dunn & Ellis Cyf Chartered Accountantslstaiuiory Auditors Adeilad St David's Building Styd Lombard Street Porthrnadog Gwynedd LL49 9AP B•nkers National Westminster Bank plc 2nd Floor Bryn Eirias Abergele Road Colwyn Bay LL29 8BY AldeTTnore bank plc Apex Plaza Forbury Road Reading RGI IAX STATEMENT OFTRUSTEES. RESPONSIBILITIES The irusiees (who are also ihe dir￿tOrS of Ffestiniog Railway Socicty for the purp05e5 of Company law} are responsible for preparin8 the Report of the Trusiee5 and th¢ financial statements in accordance with applicable law and United Kingdom Accounting StandaTds {United Kingdom Generally A￿epted A¢￿unting PTacth¢e)- Company law requires the trustees to Prepare financial S￿eMentS for each financial year which give a true and fair view of the state of affairs of the charl￿ble ￿MpanY and of the incoming resources and application of resources, in¢ludillg the income and expenditure. of the tharitable cofflpany for that p¢ri(xl. In preparing those fjnancial statements. th¢ irusiees are required io select suitsble accounting p)li¢i¢s and then apply them ¢onsisiently' observe the methods and principles in the Charity SORP. make judgements and ¢siimates thai are reasonable and pwdent" prepare the financial statemenis on the going concern b&sis unless it 15 inappropriate to presume that the Ch￿Itable company will continue in busine5S. The trustees are responsible for k¢¢ping proper accounting rec4)rds which dI￿105e with reasonable 8ccura¢y at any time Ihe financial position of the charitable company and to enable them to ¢nsure that the financial staiem¢nts comply with th¢ Companies Act 2006. They are also responsible for safeguarding the assets of Eh¢ charitable company and h¢n¢¢ for taking reasonabl¢ steps for ihe prevention and detection of fraud and oiher irregularities. STATEMENT AS TO DISCtDSURE OF INFORMATION TO AUDITORS So far as the trustees are aware. there is no relevani infomiation (as d¢fined by Sectiort 418 of ihe Companies Act 2006) of whi¢h the charitable company's auditors are unaware, and each trustee has tsk¢n all the steps ihai th¢y ought io have taken as a trustee in order to make ihem aware of any audit information and to establish that the charitable company's audiiors are aware of th￿ infoTrnation. AUDITORS The auditor& Dunn & Ellis Cyf. will be proposed ftjr re-apFKiintment at the forthcoming Annual General Meeting. Page 6 fth* Approved byorthrofthe board of tnLSttts on.f.+.-A&<~ d $i￿e& QD its belwlf by: MrGCol ent Audilor5 to the Mernbe Soeie i$l¢r¢d 0￿Mber- 00542449 Ffestinio Railw Opinion We have audited the financial staiemenrs of Ffestiniog Railway Society (the 'charttable company? foT the year ended 30 September 2021 which COTnpfise the Statement of FinwKial Activities, the Balance SheeL the Cash Flow Statern¢nt and notes ¢0 the financial ststements. including a summary of significant accounting policies. The fJrEancial reportin8 framework that has been applied in their preparation is applicable l&w and United Kingdom Accountrn8 Scandards (United Kingdom Generally Accepted Accounting Praciice). In our opinron the financial statements-. give a trne and fair view of the stste of the charitsble company's affairs &5 at 30 Sepiember 2021 and of its incomin8 resources and application of re50urc¢s, includin8 its inciHn¢ and expenditure. for the year then ended. hav¢ b¢¢n properly pr¢par¢d in x¢ordanc¢ with UniEed Kingdom Generally Ac¢ept¢d Accounting Prxtice. and have been prepared in accordance wrfh ihe requirements of th¢ Companies Act 2(Xl6. B*si$ for t)pinlon We conducted our audit in accordance with International Standard$ on Auditing (UK} (ISAS {UK)) and applicable law. Our responsibilities under those srandards are fvrth¢r described in the Auditors. r¢sponsibiliiies for the audit of the financial Statements section of our report. We are independeni of the charitable company in accordance with the ethi¢al require¥nents that are relevant to our audii of the financial stai¢men¢s in the UK. including the FRC'S Eihical Standard. and w¢ have fulfilled our other ethtcal responsibilities in a￿ordanCe with these r¢quirernents. We believe thai the audit evidence we have obtained is sufficient and appropriate ro provide a basis for our opinion. Concly$io*s relating to gol*g tonter In auditin8 the financral ststements. we have concluded that the trustees. use of the going concern basis of accountin8 in th¢ preparation of the financial statements is appropriate. Based on th¢ work we have performed, we have not identified any material uncertainties relating io events or ¢ondition$ that. individually or eolleciively, may casi significani doubt on the charitabl¢ ¢ompany's ability to coniinue as a going con¢¢rn for a period of at least tsvelve months from when the financial smements are authorised for issue. Our responsibilities and the reswjnsibilities of the trustees with respect to goin8 concern are described in the relevant sections of this report. Oth¢r information The trustees are responsible for the other infonnation. The other infonnation coTnprise5 the information included in the Annual Repon, oiher than the financial ststernents and our Rep)rt of the Independent Auditors thereon. Our opinion on the financial sthtemenis does noi cover the other infomiation and. except to the extent otherwise explicitly stated in our rerA)rt. we do not exp￿$5 any fonn of assurance conclusion thereon. In ¢onne¢tion with our audit of the financial wtements. our r¢sponsibility is to read the oiher information and, in doing so, consider whether th¢ other infomiation is materially inconsistent with ihe financial statements or our knowledge obtained in the audit or otherwise appears io be materially misststed. If w¢ identify such material inconsistencies or appareni material missratements, we are required to determine wheiher this gives rise lo a material mi5stst¢m¢nr in Ihe financial statements themselve$. If. based on the work we have perforned. we conclude that there is a material misstatement of this othtr information. we are required io report ihw fact. We have nothing to r¢port in ihis Tegard. Opinions other m*tttrs pre5crib¢d by Ihe CompiDi¢S Act 2006 In our opinion, based on the work undertaken in the course of the audii.. the inforrnation given in th¢ Report of ihe Trustees for the financial year for which the financial statements ar¢ prepared is ¢onsisi¢ni with the financial ststements. and i¥ Report of ihe Trusiees has t*¢n prepared in a￿OrdanCe wilh applicable legal requirements. Page 8 rtoftheln Ffe$tinio Railwa nt AuditOTS to the Mem Socie ist¢red number: IMI542449 Matters on which we are required to r¢port by exceptlOD In ihe light of the knowledge and understsnding of the charitable company and tts envimnmeni obtsined in the cours¢ of the audit. we have noi identified material missthtements in the Report of the Trnstees. W¢ have noihing to rep)rt in respect of the following Thatters where ibe Companies Act 2006 requires us to report io you if, in our opinion= adequat¢ ac¢ounting r¢cords have not been kept or returns adequat¢ ftjr our audit have not been re¢eived from branches noi visited by us. or the flnancial sratements ar¢ not in agreement with th¢ xcounting record$ and returns" or certain disclosures of tru5tees' remuneration specified by law are not rn￿e. or we have not received all the infomiation and explanations we requirt for our audit- or the tntsiees were noi eniitled io thke advaniage of the small compat)bes' exemption from th¢ requiremeni io prepar¢ a Strategic Report or in preparing the Report of the Trusitts. Re$pon5ibilities of trystees As explained more fully irt ihe Statement of TnJstees' Responsibilities. the trustees (who are also the directors of the charitable company for the purposes of company law) a￿ responsible for ihe preparation of th¢ finan¢ial statements and for being saiisfied that they give a true and fair view. and for such intemal Control as the trustees detemiine is necessary to enable the preparation of flnancial statements that are free from rnalerial misstaiem¢nL whether due to fraud or error. In preparing the financial stsiements, Ihe trustees are responsible for assessing the charitable company's ability to continue as a going conrern. disclosin& applicable. matters related to 80in8 concern and using the 8OLll8 con¢¢n) basis of accounting unless ihe trusre¢s either intend to liquidate the charithble company or to ¢eose op¢rations, or have no r¢alisti¢ aliernative but to do so. Page 9 Re rt of the Inde Ffestinio Railw* ndent Auditors to the Mtmbtrs of Socie istered numb¢r: 00542449 Our r¢$ponsibilitit$ for the *udit of the finan¢i*l $tgt¢mtnts Our objectives are ro obiain reasonable assurance about whether the financial statements as a whole are free from material mi5Statement. whether due to fraud or error. and to issue a Report of the Independeni Audiiors ihai includes our opinion. Reasonable assurance 15 a hish level of aS$uTa￿Ce but is not a guarant¢e that an audit conducted in accordance with lSAs (UK) wtll always dei¢ct a material misswem¢nt when it exists. MisststeTneniS can arise from fraud or erTor and are Considered material if. individually or in the aggregaie, Ihey could re350nably be expected to InflU¢n￿ the economi¢ d¢¢isions of users tsken on ihe basis of these financial staiements. Irregularities. including fraud. are instances of non-¢ompliance with laws and regulations_ We design procedures in line with our responsibilities. outlined above, io detect material missw¢ments in respect of irregularities. including fraud. The extent to which our procedures are capable of detectin8 Irre8ularitie& including fraud is det8il¢d below: lry¢gulariiie& including fraud. are instances of non-compliance with laws and regul*ions. We destgn procedures in line with our responsibilities, outlined above, to detect material misststements in respect of irr¢gularitie5. including frdud. The extent to which our Procedures are c8pable of detecting irregulariites. including fraud is detailed below.. OUT approach to idenlifyLll8 and &45e55tng the risks of rnatertal mi5slatement in respect of irre8ulariti¢s, including fraud and non-compliance with laws and regulations, was as follows.. the engag¢ment partner ensured the engagement team collectively had the appropTiat¢ ¢omp¢t¢nrK, capabilities. and skills to identify or recogni5e non-compliance with applicable laws and regulations.. we identified the laws and regulations applicable to th¢ ¢haritable company through discussions with trustees and other management. we focused on specific laws and regulations which we considered may have a direc¢ material effeci on ihe finan¢ial ststements or ihe opertions of th¢ ¢harirabk company.. we ￿eSSed the extent of compliance with the laws and regulations identified ai¥)ve ihrough making enquiries of managerntnt and inspecting legal ￿TrtSpondence, where relevant. and identified laws and re8ulation5 were cornmunicated within the audit team regularly and the team remained alert io Instances of non-compliance throughoui tbe audit. We assessed the $uscepiibility of ihe charitable ¢ompany's financial stsiements to material misstatem¢nL in¢luding obiaining an understanding of how fraud mtght occur. by-. making enquirie5 of manag¢m¢nt as to where ihey ¢onsidered there was sus¢¢ptibility to fraud, their knowledge of actual, suspecied. and alleged fraud- and considerJn8 th¢ internal Controls in place w miiiwe risks of fraud and non-complian¢¢ with laws and regulations. To address the risk of fraud through management bias and override of C<￿trOlS, we.. performed analytical procedures io id¢nlify any unusual or uneX￿ted relatiortships. tested journal entries to identify unusual transathion5. assessed whether judgements and &%sumNions made in detennining the accouniing estimates were indicative of potential bi&s: and investigated the rationale behind si8nifi¢ant or unusual transactions. In response to ihe risk of irregularities and non-compliance with laws and regulations. we designed procedures which included, bui were not limited to.. a8reein8 financial statement disclosures ¢0 available underlying SUPPDrtiri8 documentslion. reading the minutes of meetings of those charged with governan¢¢. Page 10 R¢ ort of th Ind¢ Ffe5tinio Railwa ndent Auditors to the Mtmbtr5 01 Socitt 15t¢r¢d number: l)0542449 enquiring of management as ￿ athial and potential litl8ation and claims- and reviewing correspondence with HM Revenue & Cust0rn5 and any relevant regulators ei¢. There are inherent limitaiions in our audii procedures described above. The more removed that laws and regulations are from financial transactions, th¢ less Itkely it is ihai we would be￿me aware on non-complian¢e. Auditing standards a150 limir the audii procedures required io identify non-compliance with laws and regulations to enquiry of the trustees and other managemeni and ihe inspection of regulaiory and legal correspondence. if any. Material missraiement (hai arise due to fratsd can be harder io detect than those that arise from error as they may involve deliberate concealment or collusion. A further description of our rey)nsibilittes for the audit of the fIna￿la1 statemenrs is located on the Financial Reporting Council's webslte at www.fr¢.or8.uklauditor5respon5ibilities. This d¢scription forrns part of our Report of the Independ¢nt Auditors. Us¢ ofour report This report is Tnade solely to the charitsble company's members, a body, in accordance with Chapter 3 of Part 16 of the Companies A¢1 2006. Our audit work ha5 been undertaken 50 that we might state to the charitablE company's member5 those rnatters we are required to swe io them in an auditors. report and for no oiher purpose. To the fullest extent permitted by law. we do not a¢¢ept or assume responsibility to anyone other than the charitable comparty and the charitable cornpany's rnemb¢rs as a body. for our audii work. for this repoo or ftsr the opinions we have foTm¢d. Mr lorwerth Williams (Senior Staruiory Auditor) for and on behaifof Dunn & Ellis Cyf Stsiuiory Audiiors Adeilad St David's Building S¢ryd Lombard Street Porthmadog Gwynedd LL49 9AP Date.. 16 Pagell Ffe5tini Railwa ie Statemtnt of Fin8nci*l Activities IDcor oratin an Income and Ex nditllr for the Yt*r Ended 30 Se tember 2021 unt 311.9.21 Total f￿thd$ 30.9.20 Total funds Unre5tricied fund R¢5trÈcted funds Notes INCOME AND ENDOWMENTS FROM Donations, legacies & gift aid 341,611 1811,IM)4 521,615 237,862 Ch8ritAbl¢ *ctivities Hostel income Subscriptions 9Jl)6 IOOJ94 9J06 11)OJ94 1,475 108,048 Raisin8 charitabl¢ funds Invesimenl income 2,428 2.428 3.469 35 Total 455318 180,039 635257 362,279 EXPEIYDITURE ON Raising charitable funds 40,(J68 40,608 44.670 Ch*ritabl¢ •¢tivtti¢$ Hosiel expellses Donatitsn5 to the FR Company 39.084 233,403 39,084 274,890 42.793 262,455 41,487 Govemance and supp 66 Total 322A21 41.487 363.908 358,523 NET IPICOME 132,797 13&552 271 J49 3.756 RECONCILIATION OF FUNDS Totgl fthnds broughi forward 569,982 751,912 l J21,894 ,318,138 TOTAL FUNDS CARRIED FORWARD 702 779 1321.894 The notes form part of these financial ststements Page 12 tember X921 30.9.20 Tangibk asgers 13 14 CURRE1￿ Assrrs Debtots Cash at battk 15 324695 357PII 822.538 671759 851344 1.749.472 1,494.297 CREDITORS 16 (79317) (7.763) (114308) OJ6 890865 iWA•i I J80.098 CREDnORS Amounts f815Ang due after ny)re one yyar 17 (692 (69358) {58204) 1321894 701rn 569.982 751912 Restric*d fi 8ubj¢ct to the companies. reginx. I*..fvW....... ..................... alld $i8ttd ots its behalfb 1¢. TTug¢¢e MrGPBottd.Tn P4e 13 Ffestini Rgilwa Sotie ash Flow Statement for the Year Ended 30 Se iember 2021 30.921 30.9.20 C85h Ilows frorn optrating aetiwitits Cash 8¢nerat¢d from operations 391.593 344.495) Net Gasl) provided by l (used in) operating activities 391,593 344 495) Cash now$ from inv¢sting attivities Interest received 1,425 Net cash provided by investing activiti¢s 1.425 Change in egsh xnd cash equivalents i the reporting period C85h cash tquiv*lent5 at the b¢gÉnning of the reporting ptri4)d 393.1(17 (343.070) 671 759 1 014.829 C•sh •ftd eash equivalents *t the end ol the reporting period 671.759 The notes fomi part of these financial wtements Page 14 Ffestinio R*ilw* Sotie P4otes to the Cash Flow Statement for the Ye*r Ended 30 Se tember 2021 RECONCILIATION OF NET INCOME TO NET CASH FLOW FROM OPERATING AcfiviTIES 311.9al 30.9.20 Net income for the reporting period (as per tlt Statement of Fin*Thtial Aclivities) Adjusiments f•r: Interest received Decreasel(increas¢) in debtors (Decr¢aseyin¢reas¢ in creditors 271J49 3,756 {l.S14) 137.932 16 174> {1.425) (359,120) N¢t (2> {7,206) Iss (i) 1S5 180.039 138 TOTAL FUNDS 635 271 363.908) a9 Page 23 continued... Ffestinio Railwa Soeit Notes to the Finantial St4temtThts- continued for the Y¢gr Ended 30 Se tember 2021 18. MOVEMENT IN FUNDS- contiNy¢d Comp•r¥tives for movement in funds Net movemenl in funds At 1.10.19 At 30.9.20 Unrestri¢ted f¥nds General fund 547.415 22,567 569.982 Restri¢t¢d funds Heritage fund Volunt¢¢r hostel fund Minffordd Station Tan y Bwl¢h Station Kids Training Week Lineside vehicle Linda England Loc05 Lilla maintenance Mountaineer Kerr Stuart diesel 4415 James Spooner Bug Boxes First ¢lass int¢rior LAG drains Archives Waggon tracks Permanent way H¢alth, safety, and other5 Ashover Earl of Merioneth Rhiw Goch signal box Volunieer tools Blaenau Ffestini08 Station Hugh Napier Heritage Buildin85 Covid-19 6,292 1.551 254 6,546 ,553 2,707 3,046 9.885 12,812 2,099 22,492 1,163 4.422 10,940 54.419 92,521 525 4.611 7,247 941 136,700 1.997 4.037 277 1.154 145 519 7.971 354,058 2,707 3.043 8.852 12.798 2.096 78.202 3.851 3.021 15,023 49.677 50.087 524 4.032 2.799 441 148.298 1.995 4.032 276 1.153 1.033 14 (55,710) (4.688) 1.401 (4.083) 4,742 42.434 579 4.448 500 (11.598) 519 12.106 357.911 {4.135) {3.853) 18.811 751 912 TOTAL FUNDS 1318.138 1321894 Page 24 ontinued... Ffestinio R8ilw# Socit Notes to the Financial Statements- tontin•¢d for the Year Ended 30 Se tem er2021 MOVEMENT IN FUNDS- eontinthed Comparativ¢ n¢t mov¢m¢nt in funds. included in the above are as follows-. Incoming resources Resource5 ¢xpended Movemellt in funds Unrestricted General fund 222.300 (199,733) 22.567 Resirieted fuTrds Heritsge fund Volunteer hostel fund Minffordd St￿70n Tan y Bwlch Sthtion Kids Training Week Lineside vehicle Linda England Locos Lilla maint¢nan¢¢ Mountaineer Kerr Stuart di￿e1 4415 James Spooner Bug Boxes First class int¢rior LAG drdins Archives Waggon track5 Permaneni way Health, Safety, and oth¢r5 Ashover Earl of Merioneth Rhiw G￿h signal box Volunieer tools Hugh Napier Heritage Buildings Covid-19 254 254 2.707 2,707 973 14 ,033 2.157 132 1.401 4.026 4,742 42.434 (57.867) (4.820) {55.710} (4.688) 1.401 (4.083) 4.742 42,434 (8,109) 955 17.737 500 155 (376) (13,289) 579 4,448 500 (11,598) (11,753) 4,555 93 57.125 18,690) (3.946) 50 000) (4.1351 (3.8531 7.125 139979 158.790 TOTAL FUNDS 362 279 358.523) Pa8e25 Colllinued... Ffe5tini Railw# Soeie Notes to Ihe Fin&ncial Staltrnent$- continued for the Year Ended 30 Se ternber 2021 18. MOVEMENT IN FUJYDS- ¢ontinutd A current year 12 rnonths and prior year 12 months ¢ombin¢d posiiion is follows.. Net movement in funds At 1.10.19 At 30.9.21 Unrestrleted funds General fund 547.415 155.363 702,778 R¢slri¢¢¢d funds Heritage fijnd Volunreer hostel fund Minffordd Station Tan y Bwlch Station Kids Trainin8 We¢k Lineside vehicle Linda England Locos Lilla maintenance Mountaineer Kerr Stuart diesel 4415 James Spooner Bug Boxe5 First Class interior LAG drains Ar¢hiv¢s Waggon trdcks Pemianeni way Healih, 58f¢ty. and others Ashover Earl of M¢rioneth Rhiw Goch signal box Volunte¢r tools Blaenau Fftstini08 Station Hugh N2pi¢r Heritage Buildings Covid-19 6292 1.551 708 7.000 1,553 3.212 2,193 9,885 24.997 89,542 22.770 180 17,944 29.718 57,652 82,040 524 4200 7,539 3.212 (850) 1.033 12,199 87.446 (55,432) (5.671) 14.923 14,695 7.975 31,953 3,043 8.852 12,798 2.096 78.202 5,851 3.021 15,023 49.677 50,087 524 4.032 2.799 441 148,298 1.995 4,032 276 1,153 168 4.740 500 (13,074) 135.224 2.004 12.032 276 222 143 519 765 354,213 8.000 (931) (i) 519 12.106 357.911 (11.341) {3.698) 770.723 I 19.742 890 465 TOTAL FUNDS 1318.138 275 105 1 593.243 Page 26 continued... Ffestinio Railw# Sotie Notes to the FinAncial Statemtnt$- Continued for the Year Ended 30 S¢ ttmber 2021 18. MOVEMENT IN FUNDS- conti0￿ed A eurrent year 12 months and prior year 12 months combined net movement in funds. Included in ihe above are as follows= Incorning resour¢e$ Resourtes expended Movemeni in funds Unrestricted fund$ General ￿nd 677.518 (522.155) 155.363 Restri¢¢¢d fuThd$ Heritage fund Volunieer hos*1 fund Minffordd Station Tan y Bwl¢h Siation Kid5 TTainin8 Week Lineside vehi¢l¢ Linda England Locos Lilla maintenance Mountaineer KeTT Stuart diesel 4415 Jame5 Spooner Bug Boxes First class interior LAG drains Archives Waggon tracks Permanent way Health. safety, and other5 Ashover Earl of Merioneth Rhiw Go¢h signal box Volunteer too15 Hugh Napier Heritage Buildin85 Covid-19 708 708 5.906 2.204 973 12.199 87.446 2,435 132 14.923 33.098 7.975 42.438 (2.694) {3.054) 60 3.212 18501 1.033 12,199 87.446 155.432) {5.671) 14.923 14,695 7.975 31,953 (57,867) (5.803) (18.403) {10.485) 968 18,724 500 2.287 {800) {13,984) 168 4.740 500 {13.074) (15,361) (4) 8.000 (932) (931) 5.659 248 (17.000) (3,946) 50.000) (11.341) (3.698) 23.177 320,018 200.276 TOTAL FUIYDS 997.536 722.431 275 105 nre$tricted Funds See the Reserve5 Policy for full details. R tritted Funds The Volunie¢r Hostel Fund is ftjr the hostel ID Penrhyn. The HeTI Fund was sct up in 1998 as -partner5hip fundiiig" witl) TJi¢ Fvsliniug Railway Trust for the Ffesiiniog Railway Heritage ProjecL en¢ompassiDg carriages 15 and 16 and slate wagon restoration. The fund is used to support heritage minded projects. The En land locos Fund w&$ set up io fund the rebuild of Prince and up)n cOmpl￿70n of that loco is the home of funds raised for the restoration to wortin8 ￿nditIOn of fellow England bco Welth Pony. Page 27 coniinued... Ffestinio Railwa So¢ie r4ote$ lo the FI￿8ntil1 StatemtTrts- contin#ed for the Ye8r Ended 30 Se tember 2021 18. MOVEMEiYT IN FUNDS- ¢on¢i•ued The First-class Interior Fund has been set up as a rtsult of the 2(KJ4 Life Membees Appeal to enhance first class accommodaiion on the Ffestinbog Railway. The Lilla Maintenance Fun of th¢ I￿omOtIVe. sei up in 1998. aims to raise money to wntribut¢ towards th¢ ongoing Tnaint¢nan¢e he Mountaineer Fund exists to return the ALCO low to traffK in as close as possible to its current fomi. The Drains Fund has been set up following a large donation for the purposes of supplying materials for the future rnaintenanc¢ of the drdinage infr&stTUCture on the Ffestiniog Railway. he Archives Fund has b¢en 5¢t up h85 part of an appeal to improve the condilions for the preservation of the priceless collection of Ffe5tiniog Railway archive infomiation. The Permaneni Wa Fund has been set up as a result of a lewy Specif￿ for that purpos¢. thers include funds for health and safety projects and volun*er entertainment ¢quipmenL Central FTA Trd Appropriat10115 Donatiorts to the Festiniog Railway Company in respea of.. 2021 363 11,009 £19,175 33366 2020 NRHA Plaque Bosion Lodge points Boston Lodge NHLF Blacksmiths Permanent Way Bandsaw Heritage waggons Hostel Minffordd station Leatlets Basep1ate￿sleeP¢rs Other £19.549 183.196 £15,582 £20.260 S19 25(1 £l7.694 £5.942 Totsls 233,4113 103.666 19. RELATED PARTY TRANSA￿l0JYs As stated in th¢ principal activitie5 Section of the trustee5' repoTL the purpose of the company is to suppon the storaiion of the Ffestiniog Railway. For many years, there has been an arrangement wher¢by the company nominated one director onio the board of The Fe5tiniog Railway Cornpany and that cornpany norninated a person to sil on the board of this company. During the year. the Society nominee was Sam Miller. Sam Miller did not receive any benefii from the Society during th¢ year. During the y¢ar ihe Ffestiniog Railway Society made donations totalling £274,890 {2020.' £262,435) w Th¢ Festiniog Railway Company. The makeup of which being made tsp of current ye4T don8tions amountin8 to £74,887 (2020." £212.150). a conversion of the covid support loan of £183.196 (2020- nil) and year end accruals arnounring io £16.807 {2020." £50.305). The Society also had transwtions with ￿l￿ed groups and the FR Co during the year, and ￿ th¢ year end the Festiniog Railway Company arnount owed to the Society stood * £243.804 (2020.- £427.0001. with this amount being in¢luded within debtors on th¢ balance sheeL The s￿￿ety also fetained funds on behalf of ihe De¢ & Mersey and FR Heritage groups, with the total held within creditors amounting to £21.94912020.. £21,948). Page 28 continued... Ffestinio R*ilwa Soeie Iyotes to the Fin8nt121 Staternent$- tontinued for the Vtar Ended 30 Se tember 2021 20. POST BALANCE SHEET EVENTS Covid related su ort rovided to the Festinio Railwa Com As noted in the accounts to September 2020. the Ffestiniog Railway Society loaned £4¢M>,000 to the F¢stinio8 Railway Company (FRCO) to support cashllow during ihe COVID pandemic. This loan w&s interest fr without s￿Urity and d¢¢med to b¢ repayable upon demand. During the September 2021 fLnan¢ial year ¢nd. the board of trustees a8re¢d to convert £183.196 of the financial loan support inio a 8fdnt. with this representing costs incurred by the Festiniog Railway Company infrastructure proje¢is at Crossing Mawr, Spoonets HoIlow and Rhiw Plas. A further amount of £125,000 was then repaid by the FRCO in December 2021. NLHF Bo e Herita e Rest rdtion and Inte retstion Pro In April 2021 the board held an extraordinary meeting io discuss the agreement io grdnt the FRCO the sum of £475.014, to be specifically used &s match fundin8 for ihe Interprttation and Bosttsn Lodge project sponsored by the National Lottery Heritag¢ Fund. With this being a 50Y47 conEribution towards the total matched funding required from the FKCO as part of ihe NLHF Boston Lodge Heritage and InieTpreiation Project. The remaining 51Vh contribution was being contribut¢d by the F&WHR TrusL The grant is to be drawn down in tranches over a ihTee-year period. with the first payment by the Society, to the FRCO ¢xpect¢d to tske Pla￿ during 2022. Page 29