HUMPHREY BOOTH HOUSING CHARITY ANNUAL REPORT AND ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2024 Registered Charity No. 1072080 Regulator of Social Housing No. A0798 CONTENTS eNo. TRUSTEES, ANNUAL REPORT STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE MATTERS 22 STATEMENT OF TRUSTEES, RESPONSIBILITIES 23 INDEPENDENT AUDITOR'S REPORT 24-26 STATEMENT OF FINANCIAL ACTIVITIES 27 BALANCE SHEET 28 STATEMENT OF CASH FLOWS 29 NOTES TO THE FINANCIAL STATEMENTS 30-42 THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 TRUSTEES Mrs Barbara Griffin, MBE Chairman City Mayor of Salford P Dennett, Esq from 6th May, 2016 Senior Church Warden, Manchester Cathedral to 12th May, 2024 Senior Church Warden, Manchester Cathedral from 12th May, 2024 to 15th May, 2024 Mr G G Curtis Mr S During Councillor K M Garrido Councillor D A Lancaster, MBE P M McNamara Councillor J Mullen Councillor G C Reynolds Mrs M L Walker, JP, DL C Wells Esq Duniv J C Willis Esq CBE CPFA from 15th May, 2024 LEGAL AND ADMINISTRATIVE INFORMATION Name and address of Charity: The Humphrey Booth Housing Charity The William Jones Building 1 Eccles Old Road Salford M6 7DE Governing Document: Statutory Instrument - The Charities (Booth Charities) Order 1985 No. 1935 Charity Registration No.. 1072080 Regulator of Social Housing No. A0798 Chief Executive to the Charity Mrs S M Jones Bankers: Co-operative Bank PIC 1 Balloon Street Manchester M60 4EP Barclays Bank PIC 1 Churchill Place London E14 5HP Yorkshire Bank 48 - 50 Market Street Manchester M11 PW Santander UK Bank Customer Service Centre Bootle Merseyside L30 4GB Nationwide Building Society Kings Park Road Moulton Park Northampton NN3 6NW Scottish Widows PO Box 883 Leeds LS19TY Shawbrook Bank CCLA Investment Management Ltd Lutea House One Angel Lane Warley Hill Business Park London EC4R 3AB The Drive Great Warley Bren1￿00d Essex CM13 3BE Solicitors: Butcher and Barlow LLP Commercial Office 3 Royal Mews Gadbrook Park Northwich CW9 7UD THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Auditors (External): Beever and Struthers One Express 1 George Leigh Street Manchester M4 5DL Auditors (Internal): BDO LLP 3 Hardman Street Manchester M3 3AT Investment Managers: Rathbone Investment Managers Limited Port of Liverpool Building Pier Head Liverpool L3 1 NW and Sarasin and Partners LLP Juxon House 100 St Paul's Churchyard London EC4M 8BU Investment Management Advisers: Portfolio Review Services Pailings Warboys Road Kingston Hill Surrey KT2 7LS Health and Safety Advisers and Design Consultants: Warburton Associates Design and Management Ltd The Old Police Station 62 Chapel Street Salford M3 7AA THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) GOVERNANCE Statutory Instrument No. 1935 The Charities (Booth Charities) Order 1985- provides that the Housing Charity shall be administered and managed by the Distributors of the Booth Charities as the Charity Trustees thereof. OBJECT The Object of the Humphrey Booth Housing Charity is to provide and maintain almshouses for the residents and to benefit the residents of Salford. (Ref. Paragraph 45.. The Charities (Booth Charities) Order 1985 (Sl No. 1935), in relation to Paragraph 2(fj of the Order which defines "residents" as "the poor inhabitants lof Salford] who are appointed to reside in the almshouses belonging to the Housing Charity"). GOVERNING ORDER Pursuant to the provisions of the Charity Commission Scheme (Statutory Instrument No. 1935) governing the Housing Charity dated 1 Oth December, 1985, the legal estate in the land and property of the Housing Charity is vested in the Trustees of the Booth Charities as bare Trustees for the Housing Charity. The land and buildings belonging to the Housing Charity and any further land and buildings acquired or appropriated for use for the purposes of the Housing Charity shall be appropriated and used for the accommodation of residents in conformity with the provisions of the Scheme. Under the terms of the Statutory Instrument the Trustees of the Housing Charity.. Shall first defray out of the income of the Housing Charity the costs of repairs and insurance and all other charges and outgoings payable in respect of the property of that Charity and all proper costs, charges and expenses of and incidental to the administration and management of that Charity. May establish and maintain out of the income of the Housing Charity a reserve fund to be entitled "The Cyclical Maintenance Fund" for the purpose of providing for those items of ordinary maintenance and repair of the almshouses and other property belonging to the Housing Charity which recur at infrequent intervals. Shall establish and maintain a reserve fund to be entitled "The Housing Charity Extraordinary Repair Fund" for the purpose of providing for the extraordinary repair, improvement, or rebuilding of the almshouses and other property belonging to the Housing Charity. And, (subject to the payment aforesaid) shall apply the income of the Housing Charity for the benefit of the residents in the almshouses of the Housing Charity or any of them in such a manner as the Trustees think fit from time to time. PUBLIC BENEFIT STATEMENT The Housing Trustees had regard to the Charity Commission's guidance on public benefit. In the discharge of its responsibilities, the Charity ensured that its operational focus throughout the year was geared to public benefit. In meeting its objectives, the Charity provided subsidised, high quality, comfortable, affordable, housing and communal facilities, coupled with speedy, efficient maintenance and support seniices. THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued SELECTION AND TRAINING New Housing Trustees are selected in compliance with the Governing Order and undergo induction and training relevant to their role. Newly appointed Housing Trustees holding office during the year were issued with an Induction Pack including a copy of the Governing Order,. Standing Financial Instructions- GDPR Privacy Policy., Charity Commission Guidance CC3 the essential trustee: what you need to know, what you need to do and the Charity Commission's "Charity Trustee Welcome Pack Relevant training courses are offered to Housing Trustees throughout the year. Housing Trustees are issued with copies of the Charity Commission News and the Almshouses Gazette. IMPACT MEASUREMENT Impact measurement and Best Value are integral to the continuous review of the Charity's management of its almshouse properties. A qualitative measurement is inbuilt into the "relettable condition" model implemented by the Charity in order to guarantee uniformly high standards of décor, floor coverings (safety standards) and window furnishings - all reviewed and renewed at every point of re-let, along with functional tests and a maintenance review. In distinguishing between intention and outcome in order to measure impact, the Charity liaises with other agencies (including informal support groups) when marketing properties tailored to residents, specific needs. The beneficial impact of the Charity's housing provision to the wider community, is illustrated in the patterns and trends of approved applications - i.e. predominantly, applicants who were at risk of becoming homeless and were residing in temporary accommodation, others who required "state of the art" specialist housing due to impairment andlor disability., and those who needed to downsize according to their physical and income constraints and, thereby, to release rented family homes in accordance with Government policy. The Charity's charges for its almshouse accommodation are significantly subsidised (particularly aimed at alleviating fuel poverty), amongst the lowest in the City, and attract Housing Benefiuuniversal Credit support for residents who satisfy the qualifying criteria. STANDARDS COMPLIANCE STATEMENT The Charity falls within the regulatory compliance ambit of the Regulator of Social Housing (RSH) Regulatory Arrangements for Small Associations (RASA) and complies with the Regulator of Social Housing Governance and Financial Viability Standards. In meeting the regulatory standards, the Housing Charity has adopted the NHF'S Code of Governance 2020 Edition and is satisfied that it complies with the spirit of the code and the principles set out in it and the Almshouse Association Standards of Management. The Charity is a member of the Almshouse Association's Registered Providers Network. The Charity's Annual Report is displayed for residents, information in the estate Community Centres and the Charity's Headquarters reception area, together with information leaflets explaining the remit of the Housing Ombudsman Service. THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) CHARITY GOVERNANCE CODE At their meeting held on 14th July, 2023, the Housing Trustees approved: the Charity Governance Code for Smaller Charities (2020 Edition) and, having in place rigorous governance arrangements, mostly comply with the Code. The Charity Governance Code will be reviewed annually; Humphrey Booth Housing Charity Controls Report for the year ended 31 St March, 2023., NHF'S Code of Governance 2020 edition Compliance Check List. and The Almshouse Association Governance Check List Governance aspects of the Charity are considered and reviewed throughout the year as part of the Risk Register and the Charity Governance Code is useful in highlighting improvements that can be made. Any significant improvements will be reported in future Annual Reports. HOUSING OMBUDSMAN: COMPLAINTS HANDLING CODE 2022 The Charity complied with the Housing Ombudsman's Complaints Handling Code 2022 applicable to Registered Providers and recognised that the Code became Statutory from 1 $1 April, 2024. The Code provides a single, robust set of standards for complaint procedures to be accessible, fair and efficient. No complaints were received in the period 1 sl April, 2023, to 31 St March, 2024. The self-assessment survey Complaint Handling Code Annual Submissions Form was completed and submitted to the Housing Ombudsman on 5th June, 2024. TENANT SATISFACTION MEASURES: TENANT PERCEPTION SURVEY At their meeting held on 1 Oth November, 2023, the Housing Trustees received the outcomes of the Tenant Perception Survey undertaken in September, 2023, aimed to capture Tenants, general views of their landlord's performance. A total of 40 surveys were hand delivered to residents with a 97.50/0 response rate viz. 39 Surveys completed and returned. The residents, responses to the 12 questions, calculated as per the Regulators technical advice, were communicated to all residents in the December, 2023, Newsletter, and were as follows'.- TP01- Overall Satisfaction of services provided (39 responses) Calculation.. 35 + 4 139 x 100 = 1000/0 Very satisfied 35 Fairly satisfied 4 TP02 - Satisfaction with repairs (23 responses) Calculation.. 18 + 4 123 x 100 96% Very satisfied 18 Fairly satisfied 4 Very dissatisfied 1 TP03 - Satisfaction with time taken to complete most recent repair (23 responses) Calculation 14 + 7 123 x 100 - 920/0 Very satisfied 14 Fairly satisfied 7 Fairly dissatisfied 1 Very dissatisfied 1 TP04 - Satisfaction that the home is well maintained (39 responses) Calculation 33 * 6 139 x 100 - 100 % Very satisfied 33 Fairly satisfied 6 TP05 - Satisfaction that the home is safe <39 responses) Calculation 36 + 2 139 x 100 = 98 % Very satisfied 36 Fairly satisfied 2 Neither satisfied nor dissatisfied 1 THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) TP06 - Satisfaction that the landlord listens to tenant views and acts upon them (39 responses) Calculation: 33 + 6 139 x 100= 100 % Very satisfied 33 Fairly satisfied 6 TP07 - Satisfaction that the landlord keeps tenants infomied about things that matter to them (39 responses) Calculation 36 + 3 139 x 100- 100 % Very satisfied 36 Fairly satisfied 3 TP08 - Agreement that the landlord treats tenants fairly and with respect (39 responses) Calculation.. 36 + 3 139 x 100= 1000/0 Very satisfied 36 Fairly satisfied 3 TP09 - Satisfaction with the landlord's approach to handling complaints (39 responses) Calculation Nil Have you made a complaint in the last 12 months: Yes - Nil No-39 TP10 - Satisfaction that the landlord keeps communal areas clean and well maintained (39 responses) Calculation.. 36 + 2 139 x 100= 98 % Very satisfied 36 Fairly satisfied 2 Neither satisfied nor dissatisfied 1 TP11 Satisfaction that the landlord makes a positive contribution to neighbourhoods (39 responses) Calculation.. 32 + 4 139 x 100= 92 % Very satisfied 32 Fairly satisfied 4 Neither satisfied nor dissatisfied 3 TP12 - Satisfaction with the landlord's approach to handling and anti-social behaviour (39 responses) Calculation.. 32 + 2 139 x 100 87 % Very satisfied 32 Fairly satisfied 2 Neither satisfied nor dissatisfied 2 Not applicableldon't know 3 HOUSING CHARITY ESTATES MAINPRICE CLOSE Eccles Old Road Salford M6 7AE 6 apartments (1 x 2 bedroom,. 4 x 1 bedroom,. 1 x studio) 2 self-contained bungalows (2 x 2 bedroom, disabled access) ST JAMES CLOSE Vicarage Close Salford M6 8EQ 20 apartments (2 x 1 bedroom. 18 studio) WINSTANLEY CLOSE Acresfield Road Salford M6 7EZ 16 apartments (10 x 1 bedroom., 6 studio) TOTAL 44 Units The estates are set in landscaped gardens with laundry and community facilities provided on all estates. THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Accommodation comprises.'_ self-contained studio-type apartments with separate hallway, kitchen and bathroom. one bedroom apartments, with lounge, kitchen, bedroom and bathroom; one bedroom conversions (Phases l and11), with entrance hall, lounge, kitchen, bedroom, bathroom with bath and w.c. and shower room with w.c. one bedroom conversions (Phase111), with entrance hall, lounge, kitchen, bedroom, bathroom with shower and w.c. and cloakroom with wash hand basin and w.c. self-contained, disabled access bungalows, with entrance hall, lounge, kitchen, 2 bedrooms, bathroom with shower and w.c., separate w.c., store room, covered car port with wheelchairlcycle store and rear paved garden., and two bedroom apartment, with entrance hall, loungeldining room, dining kitchen, double and single bedrooms, bathroom with bathlshower and separate w.c. Resident contributions within the financial year 2023124 ranged from £108.59 to £131.83 per week and included an accommodation charge, service charge and in apartment units, hot water and background heating. The Charity continued to subsidise.. the service charge to residents at a cost of £15.44 (2022123 - £11.20) per week., and the background heating and hot water supply charges which were increased by 60/0 (total increase th to the Charity of 18.390/0 from 181 October, 2022, to 30 September, 2024) an average increase to residents of £0.57p per unit per week, in order to alleviate fuel poverty. 2 % of residents of Humphrey Booth Housing Charity elected to use the services of Care on Call, a 24-hour mobile warden service for which residents are charged direct. AGE PROFILE OF RESIDENTS The current age range is shown below, with the youngest resident aged 58 and the oldest 94 years of age. The average age of the residents is 71 Years. 30 residents are male, and 14 residents are female. AGE RANGE OF CURRENT RESIDENTS 12 10 10 55-59 60-64 65-69 70-74 76-79 80-84 85-89 90-94 95-99 THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 {Continued) During the year 3 new residents were offered, and accepted accommodation. Two residents moved into studio accommodation at Winstanley Close and one resident moved into a studio property at St James Close. WEEKLY MAINTENANCE CONTRIBUTION: ANNUAL REVIEW WITH EFFECT FROM 1ST APRIL, 2023 Due to the highest rates of inflation in 40 years, and its impact on the overall cost of living, on 31st August, 2022, the Government launched a six week consultation on setting a lower ceiling on social housing rent increases in 2023124. In the Chancellor's 2022 Autumn Statement a 70/0 cap was set. Registered Providers of social housing were given the flexibility to apply a lower increase, or to freeze or reduce rents. The Government strongly urged landlords to consider setting lower increases where possible. In recognition of the Government's guidance urging landlords to consider setting lower increases with effect from 1st April, 2023, the Housing Charity Trustees approved the average increase in the accommodation charge at 4.1 % . Costs for utility contracts secured by the Charity in 2022 and 2023 resulted in a small increase in the heating and hot water charges,. whilst the service charge continues to be heavily subsidised by the Charity. DEVELOPMENT PROGRAMME St James Close: Strategic Plannlng St James Close estate continues to be monitored long term in relation to demand and its strategic geographical location within the City. As at 31st March, 2024, St James Close was 95 % occupied. QUINQUENNIAL MAINTENANCE OF HOUSING STOCK 2022123 TO 2026127 Following approval by the Housing Charity Trustees of the portfolio-wide Quinquennial Maintenance Plan produced by Warburton Associates Design and Management Limited as it related to tasks classified as requiring attention within one year and after one year and within five years, the following programme of work was undertaken during the financial year.'_ Main rice Close: Annual gas safety and carbon monoxide alarm checks Annual grounds maintenance including cutting back overgrown shrubbery and trees All guttering cleaned and cleared of debris Repairs to external lighting on the estate All external UPVC cleaned viz. window frames, cladding, soffits and fascia boards St James Close: New FD30s Fire doors and door sets fitted to all units New UPVC rear exit doors and door sets installed in all blocks New composite front entrance doors and door sets installed in all blocks New composite door fitted to the Community CentrelLaundry Repairs to internal and external communal lighting Annual grounds maintenance including cutting back overgrown shrubbery and trees and clearing of leaves from the estate grounds All external UPVC cleaned viz. window frames, cladding, soffits and fascia boards Re-roofing works to all the flat roofs including the Community CentrelLaundry Clearing mossllichens from ridge and roof tiles estate-wide and treating tiles with anti-fungicidal wash Cleaning and clearing all guttering of debris THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Winstanle Close: Annual grounds maintenance including cutting back overgrown shrubbery and trees All guttering cleaned and cleared of debris Quartzelec Ltd - 5 year Fixed Wiring Testing and Inspections All external UPVC cleaned viz. window frames, cladding, soffits and fascia boards Replacement storage heaters in the Community centre HEALTH AND SAFETY The Charity continued to work in liaison with Warburton Associates Design and Management Limited in their capacity as Health and Safety advisers. The Health and Safety Management Systems file was reviewed and updated. Government guidance and "staying safe" posters remain displayed in all communal stairways and in the Community Centres. The stipulated timetable for Electrical Inspection Testing and remedial work was observed throughout the year. Laundry equipment, specifically the tumble dryers on each Estate, were inspected and serviced. Annual gas safety checks were undertaken and the appropriate Certificates issued. Cyclical inspections of occupied units and weekly fire call point and emergency light testing, trip hazard inspections and reporting, and internal inspections of void properties were carried out on all Estates. The Charity's Fire Risk Assessments were reviewed and in December, 2023, new Fire Risk Assessments were undertaken by EAL Fire and Safety Solutions Limited. The Fire Risk Assessments for all 3 estates and the office headquarters building were rated as "Tolerable" Improvement works highlighted within the Fire Risk Assessment Action Plans commenced in January, 2024, and are ongoing. The Charity continues to work with Greater Manchester Fire and Rescue Service in offering residents Person Centred Fire Safety Assessments. The Person Centred Fire Safety Assessments, carried out by GMFRS personnel, offer residents advice on fire safety in the home. All residents are afforded the opportunity to avail themselves of a Person Centred Fire Safety Assessment. All units are fitted with smoke and heat detectors which are checked, serviced and maintained throughout the year. Control of Asbestos Regulations 2012 (CAR 2012) Annual Asbestos inspections were undertaken during week commencing 9th May, 2023. The summary of the survey results estate-wide showed no remedial or removal works required. The register has been updated accordingly. A minimal presence of low grade asbestos content remains within the Charity's properties. Guarding against the risk of Legionella bacteria in water systems In compliance with Statute as an Almshouse provider weekly flushing continues to be undertaken to prevent the build-up of stagnant water in systems where water is not used on a regular basis e.g. estate Community Centres and void properties. Annual and monthly water temperature testing and Inspections were carried out by OHS Limited and the required Log Books completed. SERVICES TO RESIDENTS (a) Resident welfare Working with Greater Manchester Police as part of the Neighbourhood Watch Scheme, the Charity receives regular Police Newsletters throughout the year which are displayed in each of the estate Community Centres. THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) A booklet produced by Age UK "Avoiding Scams - Ways to Protect Yourself. was displayed in each of the Estate Community Centres. Mainprice Close has CCTV surveillance and a business hours staff presence, due to being located on the Headquarters office site. A Newsletter is issued to residents and informal interaction between residents and Headquarters personnel occurred during their weekly attendance on the estates for operational and safety monitoring purposes. Periodic reviews of the residents, circumstances were used as a means of identifying ways in which the Charity could offer support. The Charity's Annual Report is displayed in each of the estate Community Centres and the Charity's Headquarters reception area. The total number of general maintenance repairs on all Estates for 202312024 totalled 55 as at 31st March, 2024. Over the ChristmaslNew Year period 2023, Salix Homes Limited, the Charity's Maintenance Contractor, provided a 24 hour Out of Hours Emergency call out service to make safelcarry out repairs for genuine emergencies. A Booth Charities grant was made available to enable all residents to receive a supermarket gift voucher at Christmas. Advice was provided to all residents on the Government Support Schemes for Winter 2023124 together with tips to stay safe and well over the Winter period. (b TV Licences Following an amendment to the Communications (Television Licensing) Regulations 2004 paragraph 5(1) Schedule 4, funded by a Booth Charities grant, Concessionary TV Licences were obtained for 18 eligible residents. Houslng BeneflUUniver8al Credit New residents are signposted to Salford CAB for assistance in submitting claims for Housing Benefit or Universal Credit. (d) Fuel Poverty Under the annual review of residents contributions, consonant with Government policy to combat fuel poverty, the Housing Charity continued to subsidise the charge to residents for background Heating and hot water supplies in applicable units. SUSTAINABILITY (a) INVESTMENT MANAGEMENT PERFORMANCE REPORTING: POSITION AS AT 31ST MARCH, 2024 Investment Policy and Performance The Humphrey Booth Housing Charity operates three different investment funds, each with an investment strategy appropriate to its objectives. These funds are managed by Sarasin & Partners LLP and Rathbone Investment Management Limited on a fully discretionary basis. As at 31 $1 March, 2024, Sarasin & Partners LLP managed portfolios on behalf of the Permanent Endowment Fund and the Development Fund, whilst Rathbone Investment Management Limited managed portfolios on behalf of the Permanent Endowment Fund, The Development Fund and the Extraordinary Repair Fund. Further details of those portfolios are noted below, including the values, all on a bid price basis. -10- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Permanent Endowment Fund Sarasin & Partners LLP As at 31 sl March, 2024, the portfolio was effectively fully invested in income units of the Sarasin Endowments Fund, with a very small balance in cash. As at 31 st March, 2024, the value of the Permanent Endowment Fund managed by Sarasin & Partners LLP was £8,293,024 compared to a value of £7,668,208 as at 31st March, 2023. This represented a total return increase in value of 11.4 % , net of fees. Over the same period, the composite benchmark for short-term performance measurement purposes rose by 15.5 %. The composite benchmark is comprised of the relevant indices for the asset classes the manager is likely to invest in, weighted according to the manager's long-term strategy and was amended from the beginning of June, 2023, to remove a specific weighting in UK equities and it was, instead, managed on the basis of a fully global equity allocation. Accordingly, the benchmark applied from that date was 7.5 % UK Government Bonds, 7.50/0 Sterling Corporate Bonds, 10 % Global Equities currency hedged, 60 % Global Equities currency unhedged, 5 % Property, and 10 % Alternatives. The neutral allocation to sterling was also amended to 400/0 from 60 % previously. The long-term investment objective for the Permanent Endowment is to maintain the capital value by achieving an average capital growth after fees, over rolling five-year periods, equivalent to CPI as at 3151 March each year, whilst adopting a medium risk profile. During the five years ended 3151 March, 2024, the portfolio recorded capital growth of 20.50/0, which was slightly behind the 24.30 increase in CPI inflation over the same period. The last year proved to be a favourable one for equities in particular, as investors began to feel that interest rates were close to their peak as inflation started to fall and excitement about the growth potential of Artificial Intelligence {Al) drove up sharply the share prices of a number of large US technology stocks. As inflation fell back to lower levels, so the gap between the rate of CPI inflation and the capital return achieved by the portfolio shrank considerably relative to last year. Income received over the year to 3151 March, 2024, amounted to £227,585 and there was also a fee rebate of £15,664 being the difference between the standard fee charged within the Sarasin Endowments Fund and the actual fee rate negotiated with the manager. As the income generated by the portfolio was not required for immediate expenditure, Sarasin added this to the balance held in the Permanent Endowment Income Reserve Portfolio. At the end of March, 2024, the balance on this account stood at £465,987 and the cash was spread across at least 4 different counterparties at any one time. As at 31 $1 March, 2024, the overall asset allocation within the Sarasin Endowments Fund was 73 % Equities, 12 % Fixed Income, 4 % Property, 70/0 alternative asset classes and 40h Cash. Rathbone Investment Management Limited As at 31 Jl March, 2024, the value of the Permanent Endowment Fund managed by Rathbone Investment Management Limited was £2,827,649 compared to a value of £2,719,352 as at 31 $1 March, 2023. Adjusted for income paid away, this represented a total return increase in value of 6.9 %, net of fees. Over the same period, the composite benchmark for performance measurement purposes rose by 10.5 % . The composite benchmark is comprised of the relevant indices for the asset classes the manager is likely to invest in, weighted according to the managerfs long-term strategy. This was unchanged over the period. The investment objective for the Permanent Endowment is to maintain the capital value, after CPI inflation, over rolling five-year periods, whilst adopting a medium risk profile. During the five years ended 3131 March, 2024, the Permanent Endowment portfolio recorded a rise in the capital value of 10.30/0, which was behind the increase in CPI inflation of 24.30/0 over the same period. Over the last year, the portfolio's capital only return was ahead of inflation, which demonstrates an improving trend after a number of difficult years. Over the last year, the portfolio's total return failed to keep pace with the comparative benchmark largely because of slightly disappointing equity returns, in particular because they did not hold a full weighting in the large US technology stocks and because of weakness in the share prices of the investment trusts held which themselves invested in alternative assets. THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Over the year the income fell slightly to £75,690 both because the previous year had seen the payment of a number of one-off special dividends and because of the switch of some of the UK equity allocation into lower yielding overseas equities. Total Investment income of £78,088 was paid out to the Trustees, bank account over the year through quarterly standing order payments. As at 31 $1 March, 2024, the portfolio was directly invested in UK equities and a smaller number of overseas equities, as well as a number of third-party pooled funds for other asset classes. The overall asset allocation was 680/0 Equities, 18 % Fixed Income, 2 % Property, 110/0 alternative asset classes and 10/0 Cash. The Development Fund Sarasin & Partners LLP As at 31 $1 March, 2024, the portfolio was effectively fully invested in accumulation units of the Sarasin Endowments Fund, with a small balance held in cash. As at 3151 March, 2024, the value of the Development Fund portfolio was £2,129,258 compared to £1,911,474 as at 31 st March, 2023. The portfolio recorded a total return increase of 11.40/0 over the year. Over the same period, the composite benchmark for short-term performan￿ measurement purposes rose by 15.5 % . The composite benchmark is comprised of the relevant indices for the asset classes the manager is likely to invest in, weighted according to the manager's long-term strategy and was amended from the beginning of June, 2023 to remove a specific weighting in UK equities and it was, instead, managed on the basis of a fully global equity allocation. Accordingly, the benchmark applied from that date was 7.5 % UK Government Bonds, 7.5 % Sterling Corporate Bonds, 10 % Global Equities currency hedged, 600/0 Global Equities currency unhedged, 50/0 Property, and 10 % Alternatives. The neutral allocation to sterling was also amended to 400/0 from 600/0 previously. The investment objective for the Development Fund is to maintain the capital value by achieving an average capital growth after fees, over rolling five-year periods, equivalent to CPI as at 31st March each year, whilst adopting a medium risk profile. Since the Development Fund is invested in accumulation units of the Sarasin Endowments Fund with income automatically reinvested, the capital return of the Sarasin Endowments Fund is not an exact proxy for the capital return achieved because it does not take account of any capital return (or reduction) on the reinvested income. However, the underlying investment in the Sarasin Endowments Fund is the same as that held in the Permanent Endowment Fund, which saw its capital value rise by 20.50/0 over the rolling 5-year period. This was slightly behind the rise of 24.30/0 recorded by CPI over the same period. The last year proved to be a favourable one for equities in particular, as investors began to feel that interest rates were close to their peak as inflation started to fall and excitement about the growth potential of Artificial Intelligence (Al) drove up sharply the share prices of a number of large US technology stocks. As inflation fell back to lower levels, so the gap between the rate of CPI inflation and the capital return achieved by the portfolio shrank considerably relative to last year. Income generated by the holding in the Sarasin Endowments Fund amounted to £60,679.38 and this was automatically reinvested as accumulation units are held. The Development Fund also received a fee rebate of £3,946, being the difference between the standard fee charged within the Sarasin Endowments Fund and the actual fee rate negotiated with the manager. The fee rebate was used to purchase additional units in the Sarasin Endowments Fund and so the total number of units held was 598,650 as at 31° March, 2024, compared to 597,477 as at 31st March, 2023. The overall asset allocation within the Sarasin Endowments Fund was 730/¢ Equities, 12 % Fixed Income, 4 % Property, 7 % alternative asset classes and 4 % Cash as at 31st March, 2024. Rathbone Investment Management Limited As at 31 st March 2024 the value of The Development Fund managed by Rathbone Investment Management Limited was £2,448,541 compared with a value of £2,262,887, as at 31 st March, 2023. This represented a total return increase of 8.10/0, net of fees. Over the same period, the composite benchmark for performance measurement purposes rose by 10.10/0. The composite benchmark is comprised of the relevant indices for the asset classes the manager is likely to invest in, weighted according to the manager's long-term strategy and was unchanged over the period. -12- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) The long-term investment objective for The Development Fund is to maintain the capital value, after CPI inflation, over rolling five-year periods, whilst adopting a medium to lower risk profile. Over the five years to 31st March, 2024, the portfolio recorded a rise in capital value of 14.2 %, compared to an increase in CPI inflation of 24.3 % over the same period. As mentioned above, the sharp rises in inflation seen over the last few years, has made CPI a difficult target to outperform, even though the portfolio's capital only return was ahead of CPI over the last year. Actual income generated amounted to £65,126 and this income was reinvested. As at 31 st March, 2024, the portfolio was directly invested in UK equities and selected overseas equities and corporate bonds, as well as a number of third-party pooled funds for other asset classes. The overall asset allocation was 67 % Equities, 22 % Fixed Income, 1 % Property, 7 % Alternatives and 3 % Cash. The Extraordinary Repair Fund As at 31 sl March, 2024, the value of The Extraordinary Repair Fund managed by Rathbone Investment Management Limited was £3,803,475 compared to a value of £3,548,058 as at 31 March, 2023. This represented a total return increase in value of 7.1 %, net of fees. Over the same period, the composite benchmark for performance measurement purposes rose by 10.1 % . The composite benchmark is comprised of the relevant indices for the asset classes the manager is likely to invest in, weighted according to the manager's long-term strategy, which was unchanged over the period. et The investment objective for The Extraordinary Repair Fund is to maintain the capital value, after CPI inflation, over rolling five-year periods, whilst adopting a medium to lower risk profile. In the five years to 31 $1 March, 2024, the portfolio saw the capital value rise by 11.60h, whilst CPI inflation rose by 24.3 % . As mentioned above, the sharp rises in inflation seen over the last few years, has made CPI a difficult target to outperform, although the portfolio's capital only return was ahead of CPI over the last year. The amount of income generated by the portfolio increased marginally to £104,881. As at 31 st March, 2024, the portfolio was directly invested in UK equities and selected overseas equities and corporate bonds, as well as a number of third-party pooled funds for other asset classes. The overall asset allocation was 670/0 Equities, 23 % Fixed Income, 1.5 % Property, 8 % alternative asset classes and 0.50/0 Cash. The Humphrey Booth Housing Charity Ethical Investment Pollcy As already mentioned, the portfolios entrusted to Sarasin & Partners LLP are invested in the Sarasin Endowments Fund. This Fund operates an ethical policy that excludes tobacco producers or manufacturers of whole weapons systems, as well as companies that derive more than 100/0 of turnover from products or services related to alcohol, tobacco, gambling or weapons systems related activities and a 5 % turnover threshold is applied to the revenues of alcohol producers, gambling operations or adult entertainment. The policy was unchanged during the year. Sarasin & Partners LLP do not consider the policy to be so restrictive as to be likely to impact long-term performance. The Trustees have instructed Rathbone Investment Management Limited to avoid direct, and as far as is possible indirect, investment in companies involved in tobacco, alcohol, armaments, gambling or pornography. Rathbones keep the Charity regularly informed of any potential breaches of this policy within the pooled funds held. -13- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) (b) Financial Review of Social Housing Activities The Charity relies on investment income from its endowment fund to allow a surplus on all activities before taking into account investment gains and losses and this has been the case for a number of years. There has been a rise in income from letting activities because the Charity was able to increase weekly maintenance contributions by 4.10/0 in accordance with the Government's Policy Statement on rents for Social Housing outlined on page 8 of this Report and as per the CPI + 1 % formula prescribed by Central Government. A 2.30/0 increase in investment income helped further to increase net income by 4.5 % . A rise in share prices over the year created an unrealised gain of £1,188,648 (2022123: £1,223,681 loss) on investments. Investment managers are confident about the sustainability of investment income going fornard. {c) Reserves Policy At their meeting held on Friday, 14th July, 2023, the Housing Trustees approved and adopted the Resenies Policy for implementation, circulation to staff and annual review. Under the Reserves Policy the Housing Trustees plan to hold a minimum of free reserves of £500,000 equating to 12 months, operating expenditure. As at 31 sl March, 2024, the total funds of the Charity were £22,515,339. After deducting the Permanent Endowment Fund £11,120,433 designated funds (Extraordinary Repair Fund) £3,641,908 and Development Fund £4,557,406 and funds tied up in fixed assets £1,421,610 the free reserves of the Charity totalled £1,773,982. Due to the economic uncertainties associated with the War in Ukraine and the impact on the economic climate the Trustees consider it prudent to continue to maintain a higher level of reserves for the time being. The Trustees have given the Investment Managers for the Permanent Endowment Fund the task of maintaining the capital value of the fund, after inflation, whilst investing to a medium level of risk over a five year cycle. It is producing sufficient income to allow the Charity to operate the necessary administrative base, maintaining an operating surplus and attracting income from residents in line with what is considered fair and is compliant with the formula as prescribed by Central Government. The Trustees aim to maintain sufficient funds in revenue reserves to absorb all expenditure on charitable activities into the foreseeable future and authorised the creation of two designated funds through transfers from the revenue reserves for Extraordinary Repairs and a Development Fund. Again, the Investment Managers for the designated funds have been given the task of maintaining the capital value of the funds after inflation, whilst investing to a medium level of risk over a five year cycle. The building of the two new one bedroom bungalows will be funded from the Development Fund reserves. The Extraordinary Repair Fund represents amounts allocated to carry out major repairs on Housing Properties. The balance as at 31st March, 2024 - £3,641,908. The Governing Order states that a reserve shall be maintained for the purpose of providing for the extraordinary repair, improvement or rebuilding of the Charity's property with a minimum annual transfer to the fund of £27,040. The Development Fund was created by resolution of the Trustees for use in a more major development project involving the units managed by the Charity should the need arise and in accordance with the object of the Charity. The balance of the Development Fund as at 31 March, 2024 - £4,557,406. -14- 81 THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) (d) Policy for setting pay and remuneration of key management personnel The Board of Trustees consider the Chief Executive OfficerlHousing Manager, the Deputy Chief Executive Officer and the Accountant to be the key management personnel of the Charity in charge of directing and controlling the Charity and running and operating the Charity on a day-to-day basis. All Trustees give their time freely and no expenses were paid to Trustees in the year. Trustees are required to declare all relevant interests and register them with the Chief Executive OfficerlHousing Manager and, in accordance with the Charity's policies, withdraw from decisions where a conflict of interest arises. Key management personnel are also required to declare all relevant interests. In accordance with the Payment of Staff Policy document the salaries of the Chief Executive OfficerlHousing Manager, Deputy Chief Executive Officer and Accountant are reviewed annually and in general increased in line with the cost of living. In view of the nature of the Charity, its economy of operations, and the extensive use of professional advisers to the Trust Board, the Trustees consider that a multiple of up to three times the median salary for UK employees is appropriate for those roles. The remuneration is also benchmarked with Charities of a similar size and activity to ensure that the remuneration set is fair and not out of line with those paid for similar roles. le) Relationship with Related Parties Amongst the other Charities governed by the same Governing Order as this Charity (The Charities (Booth Charities) Order 1985), are the Humphrey Booth the Elder's Charity and the Humphrey Booth the Grandson's Charity both of whom have a relationship with this Charity. The nature of the relationship involves the apportionment of salary costs incurred initially by the Distributors to the Elder's and Grandson's Charities to the Humphrey Booth Housing Charity reflecting the joint contracts under which employees function. There are also recharges from the Housing Charity to the Distributors for the use of the administration building which is owned by the Housing Charity. GOVERNANCE (a) Probity and Transparency The Terms of Reference for the Investment Sub-committee, setting out a clear assignment of responsibility and accountability in the interaction between the Sub-committee and the Board of Housing Trustees, continue to provide measurable standards of probity, transparency and governance. (b) Declarations of Eligibility for Appointment as Housing Trustees The Housing Trustees completed annual Declarations of eligibility for appointment as Housing Trustees in compliance with Charity Commission guidance CC5C requirements. The register will be maintained and updated accordingly. (c) Declarations of Interest (i) A Declaration of Interests enquiry from the Chair remains a standing item on all Board Meeting agenda. The Housing Trustees and key management personnel completed annual Declarations of Interest to facilitate the proper conduct of meetings and the maintenance of a register. -15- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) (d) Standards of Business Conduct The Gift and Hospitality register was reviewed by the Housing Trustees who were satisfied that gifts received were of a value, and were processed, in compliance with the agreed criteria. (e) Prudence In order to deliver the Charity's Objects effectively, the Board of Housing Trustees:. has in place policies and procedures to control and manage resenies. integrates financial and strategic planning. ensures financial and strategic planning. (iv manages risk via evaluation of pilot projects. (v) has regard to the City-wide Strategy for older persons services. (vi) takes appropriate professional advice. {vii} scrutinises annual budget statements. (viii) considers Quarterly Management Accounts; and the Annual Report and Accounts, at their formal Meetings; and requires that they are prepared in accordance with Statutory requirements, and the Almshouse Association and other good practice standards Value for Money As per the Regulator of Social Housing regulatory expectations for social housing providers, the Charity recognises the importance of value for money considerations in every aspect of its work including, accounting, operational and procurement procedures. The Charity's standard is one of "Best Value" thereby incorporating a qualitative and quantitative measurement; and the Charity's Policies and Procedures reflect that position. During the year.. Weekly Maintenance Contribution The weekly maintenance contribution (WMC) rates for 2023124 approved by the Housing Trustees were calculated in compliance with the formula prescribed by Central Government and observed the flexibility to apply a lower increase due to the highest rates of inflation and the impact on the cost of living. Utilitles.. Gas, electricity and waste and surface water In ensuring best value is obtained, Utility Aid on behalf of the Charity continue to undertake cost reduction exercises on the Charity's utilities charges. SSE (Scottish Southern Electric) were appointed for the two year period 1 sl October, 2022, to 30th September, 2024. SSE (Scottish Southern Electric) were reappointed for a two year period 1S1 October, 2024 to 30th September, 2026. SSE (Scottish Southern Electric) were appointed as the Charity's gas supplier for the four year period 1st November, 2022, to 30th October, 2026. Everflow were appointed as the Charity's water supplier for the three year period August, 2021, to August, 2024. Everflow were reappointed for a three year period August, 2024, to August, 2027. -16- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) lili) Select List of Service Providers The List of approved Service Providers is reviewed triennially., and Tender and Quotations registers are maintained and submitted to the Board of Housing Trustees. The Charity continues to ensure value for money is achieved when procuring goods and services by obtaining comparative quotations and where possible and appropriate, by using companies within the Charity's area of benefit. (iv) Value for Money Metrics We report below the Charity's performance against the seven metrics required by the Regulator of Social Housing. Metric 2022123 Actual 2023124 'Target 2023124 Actual 2024125 Target Reinvestment C/+0 New su I delivered % Gearin Earnings Before Interest, Tax, Depreciation, Amortisation, Major repairs included (EBITDA MRI) Interest Cover Headline social housing cost per unit Operating Margin 0/0 (Social Housin Lettin sonl eratin Mar Overall Return on capital employed ROCE 1.210 -79.290/0 -74.94 -62.15'/0 £9,227 £12,957 £12,870 £17,061 6.{A) -98.10/0 -82.98 % 1.73% 'Operating Margin (Overall) includes income and expenditure for investments 'Target figures are derived from the 2023124 and 2024125 Budgets respectively Comparative Data (v) The Charity has obtained comparative performance data from four registered providers offering affordable housing to the elderly, vulnerable adults aged over 55, purpose built for single people and couples and housing in rural areas. The number of units managed by the four registered providers ranged between 28 and 106. The table details the Charity's comparative performance in a number of key areas including: number of stock managed turnover average re-let time weekly operating cost per unit operating cost as a percentage of turnover average weekly management costs per dwelling cost per property of housing management cost per property of responsive repairs and void works -17- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) Metric Humphrey Booth Housing Charity 2022123 Humphrey Booth Housing Charity 2023124 Stock Mana ed Turnover £000 Avera e re-let time da Weekl o eratin cost er unit Operating cost as a percentage of turnover Average weekly management cost er dwellin Cost per property of housing mana ement Cost per property of responsive re airs and void works 44 277 76 181 44 290 154 177 149 140 453 412 991 435 The Charity was 960/0 occupied as at 31st March, 2024. During the year 5 properties became void, 3 of which were occupied attracting 3 new residents. The Charity's responsive repair costs reflect the excellent condition of the properties and the benefit of having a portfolio-wide Cyclical and Quinquennial Maintenance Plan. COMPARATIVE DATA 202212023 100•1• 90. 106 12. £126.30 103.63 700 £815.92 609A £54.03 £2.809.75 500A 83 £526,040 148.69 91. 40•10 30/0 29.12 67.85 20% 77, £71.6 10° 81,3 £124,284 98.33 £36,40 £1,892.79 £990.32 28 £83.94 Stock Managed Turnover Average re- let time Idaysl Weekly Operating Average Cost per Cost per operating cost as a weekly property of propety of cost per unit percentage management housing responsive management repairs and (£1 of turnover cost per dwelling {£} 1£) void works (£1 DA •B •Humphrey Booth Housing DC MD The Charity's low number of stock managed and the level of subsidy provided means operating costs per property are higher than the comparators due to considerable fixed costs associated with being a registered social housing provider. No comparator provided information for the average re-let days. The Charity's responsive repair costs compare with the comparators due to maintaining the excellent condition of the properties and the benefit of a formal cyclical and quinquennial maintenance plan. -18- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES. ANNUAL REPORT 2023124 (Continued) (g) Expenses Staff salaries and the HMRC approved mileage rate are reviewed annually by the Housing Trustees as per Contractual commitments. Common Reporting Stsndards The Charity is registered with HMRC for Common Reporting Standards purposes. A nil return was submitted to HMRC on 5th January, 2024. GOVERNANCE LEVEL RISK MANAGEMENT (h) (a) The Housing Trustees regularly reviewed the major risks to which the Charity was exposed and were satisfied that systems were in place to mitigate their exposures to major risks. Economic Climate (b) In consultation with Investment Managers and Professional Advisers, the position remains under close scrutiny in respect of the effect on the Housing Charity's portfolio of investment., the implications in relation to the Charity's Strategic Priorities. and as a basis for determining ways to mitigate the risks. AUDIT SERVICES External Audit Services Beever and Struthers, appointed as External Auditors in 2015116, continued to provide External Audit Services for the Financial Year 2023124. Internal Audit Services BDO LLP Internal Auditors were appointed to undertake a comprehensive audit of the Investments, policies and procedures, and controls. The report on the Investments concluded with an overall level of assurance stated as "moderate" for design of internal control framework and "substantial" for operational effectiveness of controls. RISK MANAGEMENT Risk Management Policy and Strategy, Risk Evaluation and Risk Register The Risk Register is a standing item on all Board Meeting Agenda. The Housing Trustees reviewed the Risk Register in its entirety throughout the year. The risks related to Coronavirus {Covid-19) continued to be managed throughout the year ensuring business continuity. Members of the Investment Sub-committee (Housing Trustees) undertook their Annual Review of Investments as at 31st March, 2024, and continue to review the fund portfolios quarterly. The performance report on investments is shown at pages 10 to 13. ADMINISTRATIVE AND STAFF MATTERS (a) At their Meeting held on the 14th July, 2023, the Housing Trustees reviewed and approved for implementation, circulation to staff, and review as indicated, the following Policy Statements.'_ Reserves Policy - Annual Review Sickness Absence and Management Policy Statement CCTV Policy Triennial Review -19- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) (b) At their Meeting held on Friday, 1 Oth November, 2023, the Housing Trustees reviewed and approved for implementation, circulation to staff and triennial review the Safeguarding Policy and Procedure. (c) Business Continuity Plan: Recovery or Replacement of Critical Assets and Emergency Response Plan The Business Continuity Plan: Recovery or Replacement of Critical Assets and Emergency Response Plan was continually reviewed and updated throughout the year. (d) GDPR Following the introduction of the GDPR legislation on the 25th May, 2018, work continues to maintain full compliance across the Charity s activities. {e) Training Throughout the reporting period, the Charity's personnel have attended 'virtual' relevant webinars, and face to face training events. STRATEGIC ACHIEVEMENTS 202312024 (a) Marketing Throughout 2023124, the Charity, via its continuing diverse Strategy in marketing its properties, reduced the number of void properties portfolio-wide achieving full occupancy at.. Mainprice Close for 7.5 months - 1 yl April, 2023 to 14th October, 2023 Winstanley Close for 6 months from 7th October, 2023, to 31$t March, 2024 St James Close for 2 months from 1 $1 April, 2023, to 3rd June, 2023 As at 31$t March, 2024, 960/0 of properties were occupied. {2023: 100 % occupied) Estate Redevelopment Plan (b) During 2024, the Charity's Mainprice Close estate redevelopment project to build two, one-bedroom self-contained bungalow style housing will be completed. Following Conditional Planning Approval obtained at the end of April, 2023, throughout the year work was undertaken to discharge the Conditions imposed as part of the planning approval. The purpose-built accommodation will supplement the existing 2 x 2 bedroom disabled access bungalows, 1 x 2 bedroom superior upper floor apartment, 4 x 1 bedroom apartments and 1 studio apartment. (c) Maximising Income Rigorous monitoring of weekly maintenance contribution payments, timely action in supporting residents in claiming welfare benefits, and advice and assistance in meeting their financial obligations, continued to result in tangible improvements to control arrears of resident maintenance contributions. As at 31 st March, 2024, there were nil outstanding weekly maintenance contribution payments. (d) Housing Maintenance Contract The "round the clock" responsive maintenance service with Salix Homes Limited continued to be successful throughout the year and at their Extraordinary Meeting held on Friday, 9th February, 2024, the Housing Trustees approved renewal of the Salix Maintenance Contract for a further twelve-month period with effect from 1 $1 April, 2024. -20- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, ANNUAL REPORT 2023124 (Continued) STRATEGIC PRIORITIES 202412025 The prime aims of the Charity are to continue to.. ensure residents, welfare is maintained improve standards of accommodation and communal facilities. and sustain the Charity's financial and strategic viability To continue to liaise with Salford City Council and other key stakeholders in order to identify the implications of public funding cuts for residents of Humphrey Booth Housing Charity almshouse accommodation.. and to manage the consequential changes in a way that is sensitive to the needs of residents and the wider community. To keep under review Salford City Council's new five year Strategy 2023 to 2028 entitled "Homelessness is everyone's business" to minimise homelessness and provide suitable accommodation for the Charity's "preferred" client group of persons aged 60+ (Reference. The Charities (Booth Charities) Order 1985). To continue to work with Investment Advisers to improve the Charity's financial strength and mitigate risks. To continue to implement the programme of maintenance work as outlined in the approved Quinquennial Maintenance Plan for the 5 year period 2022123 to 2026127. To endeavour to maintain full occupancy of the Charity's accommodation. FINANCIAL REVIEW OF FUTURE PLANS The Charity has sufficient reserves to meet the Strategic Priorities for 202412025 both in terms of Endowment Fund investment income to sustain the levels of service to residents, taking into account the risks already highlighted in the Financial Review of Social Housing Activities aforementioned, and Designated Funds to carry out improvement works. There were also significant resources for the Charity to be in a position to respond to evolving needs in the community which will come to the Housing Trustees, attention through the monitoring measures described in the Strategic Priorities 202412025 aforementioned. REPORTING REGULATIONS The Housing Charity has complied with the Charities Statement of Recommended Practi￿ (SORP) 2019 and the Accounting Direction for Private Registered Providers of Social Housing 2022 in the preparation of the Annual Accounts. Barbara Griffin, Chairman of Trustees Mr C Wells, Trustee Univ Shella M Jones Chief Executive Officerl Housing Manager Date.. 9th August, 2024 -21- STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE MATTERS The Trustees are responsible for ensuring that the Charity maintains a system of internal control, including suitable monitoring procedures. The system is designed to ensure that maintenance of proper accounting records and the reliability of the financial information, used with the Charity or for publication, but any such system can only provide reasonable, and not absolute, assurance against misstatement or loss. The Charity's internal control and monitoring procedures include'.- (a) the control of key financial risks through clearly laid down authorisation levels and segregation, within practical limits, of accounting duties,. {b) periodic reporting of financial statements with comparison to budgets and explanations of variances., (c) reporting on compliance with internal controls and procedures. The Trustees have reviewed the effectiveness of the system of internal controls for the period covered by the accounts. Mrs B Griffin, MBE Chairman of Trustees -22- THE HUMPHREY BOOTH HOUSING CHARITY TRUSTEES, RESPONSIBILITIES IN RELATION TO THE FINANCIAL STATEMENTS The Charity Trustees 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). The law applicable to charities in England and Wales require the Charity Trustees to prepare financial statements for each year which give a true and fair view of the state of affairs of the Charity and of the incomes resources and application of resources, of the Charity for that period. 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 applicable Charities SORP., make judgements and estimates that are reasonable and prudent; state whether applicable accounting standards have been followed, subject to any material departures that must be disclosed and explained in the financial statements., prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Charity will continue in business. The Trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Charity and to enable them to ensure that the financial statements comply with the Charities Act 2011, the applicable Charities (Accounts and Reports) Regulations, and the provisions of the Trust Deed. They are also responsible for safeguarding the assets of the Charity and taking reasonable steps for the prevention and detection of fraud and other irregularities. Approved by the Trustees on 9th August, 2024, and signed on their behalf by.. Mrs B Griffin, MBE Chairman of Trustees -2& Independent Auditor's Report to the Trustees of Humphrey Booth Housing Charity Opinion We have audited the financial statements of Humphrey Booth Housing Charity "the charity" for the year ended 31 March 2024 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements= give a true and fair view of the state of the charity's affairs as at 31 March 2024 and of its incoming resources and application of resources, for 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 Charities Act 2011 and the Accounting Direction for Private Registered Providers of Social Housing 2019. Basis for opinion We conducted our audit in accordance with International Standards on auditing (UK) (ISAS (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the charity in accordance with the ethical requirements 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 In auditing the financial statements, we have concluded that the trustees, use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charity's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. Other informatlon The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, we do not express any form of assurance 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 inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Matters on which we are required to report by exception We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Reports) Regulations 2008 require us to report to you if, in our opinion.. in the light of the knowledge and understanding of the charity and its environment obtained in the course of the audit, we have not identified material misstatements in the trustees, report., or proper accounting records have not been kept., or the financial statements are not in agreement with the accounting records,. or we have not received all the information and explanations we require for our audit. -24- Responsibilities of trustees As explained more fully in the statement of Trustees, Responsibilities in Relation to the Financial Statements set out on page 23, the trustees are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing the charity's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charity or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the financial statements We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below.. The extent to which the audlt was considered capable of detecting irregularities including fraud Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, included the following.. We obtained an understanding of laws and regulations that affect the charity, focusing on those that had a direct effect on the financial statements or that had a fundamental effect on its operations. We enquired of the trustees and reviewed correspondence and trustee Board meeting minutes for evidence of non-compliance with relevant laws and regulations. We enquired of the trustees about any incidences of fraud that had taken place during the accounting period. The risk of fraud and non-compliance with laws and regulations was discussed within the audit team and tests were planned and performed to address these risks. We enquired of the trustees about actual and potential litigation and claims. We performed analytical procedures to identify any unusual or unexpected relationships that might indicate risks of material misstatement due to fraud. In addressing the risk of fraud due to management override of internal controls we tested the appropriateness of Journal entries and assessed whether the judgements made in making accounting estimates were indicative of a potential bias. Due to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at.. www.frc.org.uklauditorsresponsibilities. This description forms part of our auditor's report. -25- Use of our report This report is made solely to the charity's trustees, as a body, in accordance with Part 4 of the Charities (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charity's trustees those matters we are required to state to them 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 charity and the charity's trustees as a body, for our audit work, for this report, or for the opinions we have formed. GWI £IThLL/K Beever and Struthers, Statutory Auditor One Express 1 George Leigh Street Manchester M4 5DL Date.. 9 knoul(b 201* Beever and Struthers is eligible to act as auditor of the charity by virtue of its eligibility for appointment as auditor of a company under section 1212 of the Companies Act 2006. -26- THE HUMPHREY BOOTH HOUSING CHARITY STATEMENT OF FINANCIAL ACTIVITIES YEAR ENDED 31 MARCH 2024 Unrestricted Endowment funds funds Total funds 2024 Notes 2023 Income and endowments from: Charitable activities - social housing Service level agreement Investments 258,357 31,484 270,801 303,197 863,839 258,357 31,484 631,247 248,288 29,094 603,858 360,446 (303,197 57,249 Transfer to income Total Income 921.088 881,240 Expenditure on.. Raising funds- Investment Management Fees 39,288 55,248 94,536 93,283 Charitable activities 436,888 476,176 436,888 531,424 449,038 542,321 Total Exponditure 55,248 Net Incomel (Expondlture) 387,663 2,001 389,664 338,919 Net gainsl{losses} on investments 10 458,203 730,445 1,188,648 11,223,681) Net movement In funds 845,866 732,446 1.578,312 1884,7631 Reconclllatlon of funds: Total funds brought forward Total funds carrled forward 10,549,039 11,394,906 10,387,987 20,937,026 21,821,789 11,120,433 22.515,339 20,937,026 Note 23 (Page 42) - Comparative Statement of Financial Activities - 2023 The financial statements on pages 27 to 42 were approved and authorised for issue by the Trustees on 9th August, 2024, and were signed on their behalf by.. Mrs B Griffin, Chairman Mr C Wells. D Trustee niv Mrs S M Jones Chief Executive Officer IHousing Manager The results relate wholly to continuing activities and the notes on pages 30 to 42 form an integral part of these accounts. -27- HUMPHREY BOOTH HOUSING CHARITY BALANCE SHEET AS AT 31 MARCH 2024 Notes 2024 2023 Fixed assets Tangible fixed assets Investments 1,421,610 1,290,298 18,109,979 10 19,501.948 20,923,558 19,400,277 Current assets Debtors 11 11,751 18,714 Cash and cash equivalents.. Investments- deposit accounts Cash at bank and in hand 564,158 1,103,057 550,952 1,058,081 Total cash and cash equivalents Total current assets 1,667,216 1,609,033 1,627,747 1,678,967 Credltor8: amounts falling due within one year 12 187,186 (90,998) Net current assets 1,591,781 1,536,749 Net assets 22,515,339 20,937,026 The funds of the charlty Permanent Endowment Fund - ReseNes 13 11,120,433 10,387,987 Unrestrlcted Funds Development Fund - ReseNes Extraordinary Repair Fund - Resetves Revenue Reserves 14b 4,557,406 3,641,908 2,990,371 205,222 4,175,138 3,558,377 2,610,303 15 Social Housing Grants Fund Total unrestricted funds 1115 205,222 11,394,906 10,549,039 Total charlty funds 15 22,515,339 20,937,026 Approved and authorised for issue by the Trustees on 9th August, 2024, and signed on their behalf by.. Mrs B Griffin, MBE Chairman Mr C Wells, Duniv. Trustee Mrs S M Jones Chief Executive Officer IHousing Manager The results relate wholly to continuing activities and the notes on pages 30 to 42 form an integral part of these accounts. -28- HUMPHREY BOOTH HOUSING CHARITY STATEMENT OF CASH FLOWS YEAR ENDED 31 MARCH 2024 2024 2023 Cash used In operatlng actlvitles 159,029) (109,517) Cash flows from Investment activities Investment and Interest Income 314,699 306,832 Purchase of tangible fixed assets 1197,488) (24,570) Cash provided by investlng actlvltles 117,211 282,262 Changes in cash and cash equivalents during the year 58,182 172,745 Cash and cash equivalents at the beginning of the year 1,609,033 1,436.288 Total cash and cash equivalents at tho end of the year 1,667,216 1,609,033 Reconciliation of net movement in funds to net cash flow from operating activities Net movement in funds 1,578,312 (884,763) Add back depreciation charge Add back in investment management fees deducted at source from investment income 66,176 61,008 94,536 93,283 Deduct interest income shown in investing activities Add back lossesl(Deduct gains) on investments Decreasel{Increase) in debtors (Decreaselllncrease in creditors Net cash used in operating activities (612,556) 11,188,648) 6,963 (3,812 (59,029) (598,599) 1,223,681 (9,0721 4,945 1109,5171 -29- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES Basis of Accounting The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to Charities preparing their accounts in accordance with Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 20191- (Charities SORP (FRS10211, the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS102}, the Charities Act 2011 and the Accounting Direction for Private Registered Providers of Social Housing 2019. The accounts are presented in £ sterling. The majority of the figures in this document have been rounded to the nearest £. This means that there may be very minor inconsistencies be￿een tables and notes due to rounding adjustments. The Charity constitutes a public benefit entity as defined by FRS102. Going Concern Having reviewed the following throughout the Financial Year, the Trustees are confident that the accounts are drawn up on a going Concern basis'.- Investment management performance Cash flow forecasts Annual Budget Statement Management Accounts Financial Statements Moreover, the Trustees have reviewed the future funding requirements and are satisfied that the Charity has secured adequate and diversified resources to continue as a going concern for the foreseeable future. These resources comprise cash deposits guaranteed under the Financial SeNices Compensation Scheme and investments in UK and Global Equities, Fixed Interest and Alternative Assets managed by professional Investment Managers and reviewed by Independent Advisers appointed by the Charity. The Charity's housing units are proving to be in demand, with nil voids on occasion. A summary of the more important accounting policies, which have been applied consistently, are set out below. Income Recognition Income from charitable activities represents weekly maintenance contribution income and service charges receivable. Investment income represents dividends and interest receivable. Expenditure Recognition Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the Charity to that expenditure, it is probable that settlement will be required and the amount of the obligation can be measured reliably. All expenditure is accounted for on an accruals basis. All expenses including support costs and governance costs are allocated or apportioned to the applicable expenditure headings. Cost of raising Funds The costs of generating funds consist of investment management costs. -30- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES (continued) VAT The Housing Charity is not registered for Value Added Tax. Pension Costs The Housing Charity offers contributions In respect of all eligible employees. These are charged to the Income and Expenditure Account as incurred. Unrealised Gains and Losses Unrealised gains and losses are calculated as the difference be￿een the fair value at the year end and their carrying value. Housing Charity Property and Capitalisation of Housing, Land and Buildings (Freehold) Housing Charity properties are principally properties available for letting and are stated at cost. The cost of properties is their purchase price together with incidental cost of acquisition, administration costs and interest payable up to date of practical completion. The cost of further works to properties are capitalised where the requirements of the Accounting Standards are met. Works which enhance the propety value by increasing weekly maintenance contribution levels, reducing costs or increasing the life of the asset are capitalised, Development administration costs which can be shown to be directly attributable to the development activity are added to the cost of fixed assets in the balance sheet. Where development and administration costs are incurred internally or in providing services to other organisations which cannot be recovered they are taken to the income and expenditure account. Depreciation of Housing Land and Buildings Fixed Assets are depreciated at rates calculated to write down the net book value to their estimated residual value, on a straight line basis, over the expected remaining useful life of the particular asset. The depreciable amount will be recognised in the Statement of Financial Activity over the useful life of the asset. The requirements of Component Accounting have been considered and fully reflected in the Financial Statements produced ft)r 2023124. Depreciation of the asset value of each property is calculated with reference to its remaining useful life. The following components are determined and recognised under the definition of enhancement. Improvements Structure Roofing Windows, External Doors, Central Heating and Bathrooms Kitchens and Other Fixtures Useful Economic Life 50 years 40 years 25 years 5 years Properties are maintained to a high standard through a continuing programme of refurbishment and maintenance. Impairment The Trustees have reviewed the book values of properties at the year-end for the possibility of impairment and do not consider that any such write-down is required. -31- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES (continued) Depreciation of other Fixed Assets Tangible fixed assets, except housing properties, are stated at cost less accumulated depreciation. Depreciation is charged on a straight line basis over the expected economic useful lives of the assets as follows.. Asset Class Freehold Propety Equipment Useful Economic Life 50 years 5 years Financial Instruments The Charity only has financial assets and financial liabilities of a kind that qualify as basic financial instrLsments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement valLJe. Fixed Asset Investments Investments are a form of basic financial Instrument and are initially recognised at their transaction value and subsequently measured at their fair value as at the balance sheet date using the closing quoted market price. The statement of financial activities includes the net gains and losses arising on revaluation and disposals throughout the year. The Charity does not acquire put options, derivatives or other complex financial instruments. The main form of financial risk faced by the Charity is that of volatility in equity markets and investment markets due to wider economic conditions, the attitude of investors to investment risk, and changes in sentiment concerning equities and within particular sectors or sub sectors. Debtors Trade and other debtors are recognised at the settlement amount due after trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due. Cash and cash equivalents Cash and cash equivalents includes cash and short term deposits with a maturity of three months or less from the date of acquisition or opening of deposit or similar accounts. It also includes current asset investments invested on a short term basis with a maturity of ￿e1ve months or less from the date of acquisition. Creditors Creditors are recognised where the Charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third paty and the amount due to settle the obligation can be measured or estimated reliably. Creditors are normally recognised at their settlement value after allowing for any trade discounts due. Grants Income from government and other grants, whether 'capital' grants or 'revenue' grants, is recognised when the Charity has entitlement to the funds, any performance conditions attached to the grants have been met, it is probable that the income will be received and the amount can be measured reliably and is not deferred. Social Housing Grant ISHG) must be recycled by the Charity under certain conditions, if a property is sold, or if another relevant event takes place. In these cases, the SHG can be used for projects approved by the Regulator of Social Housing. In certain circumstances, SHG may be repayable, and, in that event, is a subordinated unsecured repayable debt. -32- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES (continued) Endowment Funds and Deslgnated Reserves: (i) Pemianent Endowment Fund The Trustees may apply the income from the Fund in furthering the Objects of the Housing Charity and the investment income is transferred to unrestricted funds in line with the Charity SORP requirements. (li) Designated Reserves (Development Fund) This designated reserve represents amounts earmarked to support the Triennial Housing Strategy. lili) Designated Reserves (Extraordinary Repair Fund) This designated reserve represents amounts allocated to carry out major repairs on Housing Properties. Actual expenditure incurred on extraordinary repairs is charged to the Income and Expenditure Account as part of operating costs and transfers of funds are made be￿een the Income and Expenditure Account and the Extraordinary Repair Fund to adjust the latter to the determined year-end balance. (iv) Designated Reserves (Social Housing Grants Fund) In accordance with the Charities SORP FRS102, grants received from government have been treated as income and added to reserves, the fund is held separately from unrestricted reserves reflecting the possibility of a repayment demand from the social housing authority. (v) Judgements and Estimates In the opinion of the Trustees there are no key Judgements or Estimates to be disclosed. -33- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 CHARITABLE ACTIVITIES- SOCIAL HOUSING ACTIVITY 2024 2023 Income from letting activities Weekly maintenance contribution receivable net of identifiable service charges Service charges receivable 233,248 34,892 223,308 34,320 268,140 (12,0741 256,066 2,291 258,357 257,628 (11,359) 246,269 2,019 248,288 Voids Net weekly maintenance contributions receivable Other income from social housing lettings Totsl income from social housing activities Operating and 'non-operating expenditure Housing management Services 18,111 68,531 19,146 51,362 27,232 150,747 66,176 35,583 436,888 19,916 66,762 43,621 45,197 Routine maintenance Cyclical maintenance and Repairs and Improvements Governance costs 21,884 149,608 61,008 Staff costs Depreciation Other costs 41,042 Totsl expenditure on social housing activities 449,038 Operating deficit on social housing lettings "Non-operating expenditure relates to quinquennial and other costs {178,531 (200,750) GOVERNANCE COSTS Audit and accountancy Professional fees 21,507 15,684 5,725 6,200 Total governance cost 27,232 21,884 HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 STAFF COSTS, TRUSTEE REMUNERATION AND EXPENSES 2024 2023 Wages & Salaries Agency Stsff Social Security Cost Pension Costs 132,572 130,901 10,785 7,390 150,747 10,967 7,740 149,608 The above figures represent 50 % of the full salary costs. The Chief Executive OfficerlHousing Manager and all staff are jointly employed by the Distributors of the Booth Charities and the Htjmphrey Booth Housing Charity. 50 % of salaries are recharged to the Humphrey Booth Housing Charity as management fees to reflect the time spent on its activities. The number of staff whose remuneration exceeded £60,000 was 1 {2023- 11 within the band £70,001- £80,000. The total annual salary paid to the Chief Executive OfficerlHousing Manager across the Charities excluding personal pension contributions was £78,681.7312023'. £74,228.01) The total number of staff employed during the year was 9 reduced to 8 with effect from November, 202312023- 91 with all employee time involved in providing either support to the governance of the charity or support services to charitable activities. The average number of staff employed during the period was 9 {2023 - 9). The average number of full time equivalent employees during the year based on a 35 hour week was 3.212023- 3.51. The Charity contributes up to 6 % of staff salaries matched to employee contributions to Personal Pension Plans and NEST through auto-enrolment. Pension costs in respect of the personal pension arrangements of employees was £7,39012023 - £7,740). The 6 % personal pension contributions in respect of the Chief Executive OfficerlHousing Manager across the Charities was £4,720.87 {2023'. £4,453.66). The Chief Executive OfficerlHousing Manager is an ordinary member of the pension scheme. There is no individual pension arrangement for the Chief Executive OfficerlHousing Manager to which the Charity contributes, and no enhanced or special terms apply to the Chief Executive OfficerlHousing Manager's pension. The key management personnel of the Charity comprises the Trustees, the Chief Executive OfficerlHousing Manager, Deputy Chief Executive Officer and Accountant. The total employee remuneration of the management personnel of the Charity including Nl was £93,009 {2023'. £88,093). The total employee benefits of the management personnel of the Charity including Nl and pension costs was £98,012 (2023.. £92,813}. Arrangements for Setting pay and remuneration of the key management personnel of the charity The Housing Charity Trustees are voluntary and not remunerated. Travel expenses during the year totalled £Nil (2023.. £Nil). No Trustee received payment for professional or other services supplied to the Charity {2023.. £Nil). Annually, the budget for the ensuing year, including salary costs is considered by the Housing Charity Trustees at their March meeting. The budgeted salary cost takes account of the contractual Annual Review. The Charity sets pay and remuneration of key management personnel (the Chief Executive OfficerlHousing Manager, Deputy Chief Executive Officer and Accounlantl by benchmarking against the charitsble sector. The Housing Charity Trustees annually review pay and remuneration of all staff. A salary increase was awarded under the contractual Annual Review. The Charity is a Living Wage Employer. AUDITOR'S REMUNERATION Amounts payable in respect of external audit fees were £13,270 exc. VAT (2023.. £12,900 exc. VAT). Amounts payable for internal audit fees were £4,185 exc. VAT (2023-. Nil). -35- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 DEPRECIATION CHARGES Note 9 details the depreciation charge on Social Housing properties £56,60012023'. £51,677). The depreciation charge on Freehold Land and Buildings is £5,325 (2023.. £5,325) and on Equipment is £4,25012023: £4.005). INVESTMENT INCOME 2024 2023 Dividends & interest on managed funds Bank interest receivable 612.556 598,599 5,259 18,691 631,247 603,858 Interest receivable relates to bank deposit and investment interest. TAXATION There is no liability to Corporation tax on the result for the year as the Housing Charity claims charitable relief under section 505 ICTA 1988 in respect of its activities. TANGIBLE FIXED ASSETS Freehold 'land and bulldlngs Soclal housing propertie8 Equipment Total Brought forward at 1 April 2023 Additions 2,029,239 195,546 266,274 97,403 1,942 {4,406) 94,939 2,392,917 197,488 {4,406) 2,585,998 Disposals at 31 March 2024 2,224,785 266,274 Depreciation Brought fomard at 1 April 2023 Provided in year Depreciation on disposals Carried forward at 31 March 2024 (929,824) {56,600) (87,719) {5,325) (85,0751 {4,250) 4,406 {1,102,6181 (66,176) 4,406 (986,424) 193,044 184,920) 11.164,388) Net book value at 31 March 2024 1,238,361 173,230 10,019 1,421,610 at 1 April 2023 1,099,415 178,555 12,328 1.290,298 -36- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 TANGIBLE FIXED ASSETS (Cont'd) During the year works to properties of £176,268 were capitalised {2023'. £17,415) whilst £70,50812023.' £88,818) were expensed to the Income and Expenditure Account. 'Pursuant to the provisions of the Charity Commission Scheme (Statutory Instrument No. 19351 governing the Housing Charity dated 10th December, 1985, the legal estate in the land and property of the Housing Charity is vested in the Trustees of the Booth Charities as bare Trustees for the Housing Charity. 10 INVESTMENTS 2024 2023 at 1 Aprll 2023 Cash Movement 18,109,979 209,342 1,182,627 19,135,175 198,485 Unrealised gainsl(losses) in year at 31 March 2024 (1,223,681) 18,109,979 19,501,948 The investments are held with Sarasin & Partners LLP and Rathbone Investment Managers Limited. The historic cost of these investments at 3191 March. 2024, was £14,433,990 (2023.. £14,265,604). Investments are shown at market value at the balance sheet date. 2024 2023 The Investments Comprise: Fixed Interest 3,201,269 3,233,000 10,645,415 370,988 1,504,951 546,324 3,000,078 4,975,488 UK Equities Global Equities Property Alternative Assets 7,177,193 424,161 2,175,502 357,557 Liquid Assets Reported Balan￿S 19,501,948 18,109,979 Market value of Investments greater than 5 /(* of total Investment Sarasins Endowment Funds (formerly the Alpha CIF for Endowments) 10,422,282 -37- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 2024 2023 11 DEBTORS Weekly Maintenance Contribution debtors Prepayments and accrued interest 1,599 2,507 10,152 16,207 11,751 18,714 12 CREDITORS: amount8 falling due within one year Other creditors 29,298 57,888 87,186 31,511 Accruals and deferred income 59,487 90,998 13 PERMANENT ENDOWMENT FUND IReserve8) 8alance at 1 Aprll 2023 Transfer be￿een funds 10,387,987 11,084,049 Income 57,249 155,248) 58,297 Expenditure {54,899) Unrealised revaluation gainslllossesl on investments Balance at 31 March 2024 730,445 1699,459) 11,120,433 10,387,987 Included within the Permanent Endowment Fund is a gain of £730,44512023.' loss of £699,459) relating to unrealised gainsl{lossesl on investments. -38- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 2024 2023 14a DESIGNATED RESERVES (Extraordinary Repair Fund - Reserves) Balance at 1 April 2023 3,558,377 (145,561 165,291 104,881 (17,193) (23,887) 3,641,908 3,741,464 Transfer be￿een funds 13,060 {244,403) 103,188 (16,9191 (38,0131 3,558,377 Unrealised revaluation gainsl(losses) on investments Investment income Expenditure Movement in the year transferred from Income and Expenditure account Balance at 31 March 2024 Included within the Extraordinary Repair Fund is a gain of £165,291 (2023.. loss of £244,403) relating to unrealised revaluation gainsllosses on investments. The Charities (Booth Charities) Order 1985 requires the transfer of a yearly sum of not less than £27,040 to the Extraordinary Repair Fund. 14b DESIGNATED RESERVES (Development Fund - Reserves Balance at 1 April 2023 Transfer be￿een funds 4,175,138 (19,2781 286,891 136,381 (21,726) 4,557,406 4,341,998 (552) (279,819) 134,582 (21,071) 4,175,138 Unrealised revaluation gainslllossesl on investments Investment income Expenditure Balance at 31 March 2024 Included within the Development Fund is a gain of £286,891 (2023.. loss of £279,819) relating to unrealised revaluation gainsl(losses) on investments. 15 RECONCILIATION OF FUNDS AND MOVEMENTS ON RESERVES. Unrestricted Reserves Designated Reserve Funds Permanent Endowment Fund Revenue Reserve Fund Totsi at 1 April 2023 Transfer be￿een funds 10.387,987 2,815,524 188,726 622,578 {437,257) 6,021 7,733.515 20,937,026 (188,7261 241,262 921,089 138,919) (531,424) 452.182 1,188,648 Income 57,249 (55,248) 730,445 Expenditure Gains on investments Carried forward at 31 March 2024 11,120,433 3,195,592 8,199,314 22.515,339 "See 2023 comparative on page 40. The total Revenue Reserves of £3,195,593 include the Social Housing Grant Fund of £205,222 for 2023124 -39- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 RECONCILIATION OF FUNDS AND MOVEMENTS ON RESERVES - 2023 COMPARATIVE Unrestricted Reserves Revenue Designated Reserve Reserve Fund Funds Permanent Endowment Fund Total at 1 April 2022 Transfer be￿een funds 11,084.049 2,654,278 25,505 585,174 (449,432} 8,083,462 21,821,789 125,505) 237,769 881,240 137,990) (542,321 } (524,222) {1,223,681) 7,733,515 20,937,026 Income 58,297 {54,899) 1699,4591 10,387,987 Expenditure Loss on investments Carried forward at 31 March 2023 2,815,524 16 ANALYSIS OF NET ASSETS BETWEEN FUNDS Permanent Endowment Fund Unrestricted Funds Total Tangible fixed assets Investments 1,421,610 8,381,274 1,421,610 19,501,948 1,667,216 {75,435) 22,515,339 11,120,673 Cash at bank and in hand 1,667,216 (75,435) Other net current assets 11,120,673 11,394,665 ANALYSIS OF NET ASSETS BETWEEN FUNDS- 2023 COMPARATIVE Permanent Endowment Fund Unrestricted Funds Total Tangible fixed assets Investments 1,290,298 7,722,419 1,290,298 18,109,979 1,609,033 172,284) 20,937,026 10,387,560 Cash at bank and in hand 1,609,033 Other net current assets 172,2841 10,549,466 10,387,560 -40- HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 17 NUMBER OF UNITS IN MANAGEMENT The total number of units in management is 44. (2023.. 44). 18 CAPITAL COMMITMENTS At 31sI March, 2024, there is a capital commitment of approximately £450,000 to £500,000 for the new build bungalows at Mainprice Close. 19 CONTINGENT LIABILITIES At 31st March, 2024, there were no known material contingent liabilities. {2023.. £Nil) 20 RELATED PARTIES The Governing Order of the Charity is Ihe Booth Charities Order 1985. This document also governs The Humphrey Booth The Elder's and Grandson's Charities. The Distributors of that Charity administer and manage the Housing Charity. The amount owed to the Distributors of The Booths Charities at 31 March 2024 was £29,28712023.. £31,511). The amount of management charges in respect of salaries charged from the Distributors of The Booth Charities to the Housing Charity was £150,747 (2023.. £149,608} The amount of running costs charged to the Distributors of The Booth Charities was £31,48412023. £29,094). Under the terms of the Governing Order, three Housing Trustees are appointed by the Council of the City of Salford. All transactions with Salford City Council are on normal Commercial terms. In contracting for services and suppliers, the Charity addresses the potential for Housing Trustees, conflict of interest, via the procedures outlined under the Governance section on Pages 15 to 19 of the Annual Report., and adherence to the Standing Financial Instructions, incorporating Competitive Tendering and Quotation Policy and Procedures,. and the Select List of Service Providers. Policy. 21 LEGISLATIVE PROVISIONS The Charity is governed by Statutory Instrument- The Charities (Booth Charities) Order 1985, and its registered Charity number is 1072080. CASH INVESTMENTS 22 Cash investments in deposit accounts were £564,158 (2023.. £550,952) at year end. -41- THE HUMPHREY BOOTH HOUSING CHARITY NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2024 23 COMPARATIVE STATEMENT OF FINANCIAL ACTIVITIES- 2023 Unrestricted funds Endowment funds Total funds 2023 Notes Income and endowments from: Charitable activities -social housing Service level agreement Investments 248,288 29,094 245,134 300,427 822,943 248,288 29,094 603,858 358,724 (300,427) 58,297 Transfer to income Total Income 881.240 Expendlture on: Raising funds- Investment Management Fees Charitable activities 38,384 449,038 487,422 54,899 93,283 449,038 542,321 Total Expendlture 54,899 Net Incomel IExpenditure) 335,521 3,397 338,919 Net Ilosses}Igains on investments 10 (524,222) (699,459) {1,223,681) Net movement In funds (188,701) 1696,062) 1884,7631 Reconclllation of funds: Total funds brought forward Total funds carried forward 10,737,740 10,549,039 11,084,049 10,387,987 21,821,789 20,937,026 -42-