Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
Company Resistered No: 03965285
Charity Resistettd No: 1080197
THE FLEMING-WYFOLD ART FOUNDATION
(a Company Limited by Guarantee and Registered as a Charity)
Report and Financial Statements
for the year ended 31 March 2023

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLFMING-wYfoLD ART FOUNDATION
coKrENTS
Pa8e
Referen￿ and Administrative tnforn￿ti0n
Trustees, Annual Report
Rep)rt of the tndependent Auditoi
Statement of Financial Activities
io
Consolidated Balance Sheet
li
Company Balan￿ Sheet
12
Cash Flow Statement
13
Notes to the Financial Statements
14-23

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
REFERENCE AND ADMINISTRATIVE INFORMATION FOR THE YEAR ENDED 31 MARCH 2013
The Foundation is a tharitable Lvmpany Ixmxted by suarantee and incorporated as Company Number
03965285 and registered as Charity Number 1080197 on 3 April 20￿.
The company was established under a Memorandum of Association whid) established the objerts and
powers of the dwitable company and is governed under its Articles of Association. The directors OE
the dwitable company are its trustees for the PUTposes of tharity law and throushout this report are
Ileetively referred to as the Trustee5.
TRUSTEESIDIREcfoRS
Mr R D Flemins Ichairnian)
Mr J E Holloway
Mr R D Schuster
Mr JPHSScott
Mrs K I Sparrow
COMPANY SECRETARY
CESScolt
REGISTERED OFFICE
14 Buckingham Street
London
WC2N 6DF
INDEPENDEt+rr AUDITOR
Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT
REGISTERED COMPANY NUMBER
03965285
REGISTFJiED CHARITY NUMBER
1080197
Page I

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
TRUSTEES, REPORT FOR THE YEAR ENDED 31 MARCH 202J
The Trustees are pleased to present their report tosether with the consolidated financial statements of
the Foundation and its Subsidiary for the Ye￿ ended 31 March 2023 which are also prepared to meet
the requirements for a Direetor's Report and Accounts for C¢)mpanies Art purposes.
The referen￿ and adDiinistrative information set out on Page I forms part of this report. The financial
statements comply with the Charities Act 2022. as amended, the Companies Act 21X)6, the
Memorandum and Articles of Association and the Teviewed Statement of Recommended Practi￿ -
Accounting and Reportins by ChaTitie5 (SORP 2015).
STRUCTURE, GOVERNANCE AND MANAGEMENT
TRUSTEES
The Trustees who held office throughout the year are shown on Page l. New Trustees. when required,
are appointed by a Resolution of existing Trustees and are selerted on the basis of their expertise and
knowledge of the Foundati<)n's activities.
New Trustees undergo an induction Pro￿$$ when they are fully briefed on the activities of the
Foundation. They are also suided through the decision-makins processes, Tecent businesb plans aJ
manasement reports and are provided with copies 0£ relevant documentation. When necessary¢
Twstees are encoura8ed to attend ￿leVant extemal trainins events appropriate to their role.
No Trustee re￿iVeS a Eee for the Servi￿ they provide lo the Foundatiory all time spent on Foundation
business is donated free of char8e.
The Trustees are inden￿1}Ied by The Flemins-wyfold Art Foundation's Directors & Officers Liability
inSura￿Ce poiiLy whith is renewed annually.
ORCANISATION
The Board of Trustees is re￿￿POnsIble for Ihe policy of the Foundation and the lulure development of
the art colledion as well as ensuring that the Charity Commission's guidelines on public benefit are
met, and accordingly they meet a minimum of three times a year to review the progress of the
Foundation a￿d to make any decisions. En shaping the objectives for the year and planning activities,
the Trustees have considered the Chxrity Commissions, guidance on public benefit. including the
guide, Public Benefitr. Running a Charity (PB2).
RISK MANAGEMENT
The Trustees have a risk management strategy which comprises:
a regular review of the risks the Foundation may face;
the establishment of $ySten￿ and Pro￿dureS lo mitigate the risks highlighted by the review;
the implementation of procedures to minimise any potential impact on the Foundation should
those rlsks materialise.
The major ribks which have been identified and reported to the Trustees have been reviewed and the
Trustees satisfied that arrangements are in Pla￿ to mitigate those risks.
Pa8e 2

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
TRUSTEES. REPORT FOR THE YEAR ENDED 31 MARCH 2023 (COl4rriNUED
OBJEcfs AND ACTIVITIES FOR THE PUBLIC BENEFIT
"To lo promole the exploration, Hnder5tAndiMg and enioymeFJt of Scollish url ond creativity ulongside the
iainten4nce and Pmblic displuyfrmrt o collection of art.
FINANCIAL REVIEW
ITh addition to income frorn the investment portfolio, The Foundation continued its policy OE raising
funds through the leasing of certain works of art for use by ¢rther c(Immercial organisations and
licensins the Lvpyright where it is owned by the Foundation for use worldwide.
The Foundation worded a net operating surplus of £1(￿,469 in the year (2021. £46,499 surplus).
The Tw5tee& established an Endowment Fund in 2006, whith totalled £7,220,678 as at 31 March 2023
{2(Y22: C/,722,95n.
In additio￿ the Trustees raised £105,IK)0 (2021. Q5,(XJOl by way of donations to the Art Acquisition
Fund from other orsanisations and a fi￿eT £31,800 of gifted artworks from individuals.
ACHEEVEMENfs AND PERFORMANCE
The Foundation's Museum without Walls strategy continued to develop new theme$ for touring
exhibitions, notably Scottish Women Artis'ts whith was launched at the Sainsbury Centre Eor Art,
Norwich; and A Window into Scottish Art, a general survey of Scottish art at the Lightlx)x, Woking.
The existins Glassow Girls and Boys exhibition was staged at the Hull University Arl Collection. One
of the collection's rnost important works, the Last ofthe Clan by Thomas Faed, was placed on long term
loan at Tate Britasn.
education programme ransed (rom the established Young Person's Art Prize to initiatives
Iworkshopslcommunity projects) staged through the arts network Engase Scotland with
disadvantaged groups with little previous acce5S to the aTts.
The acquisition prosramme contimied apa￿ with a focus on Scottish Women arlists as well as
acquiring significant new works for a future exhibitivn theme on pioneerÉns Scottisharti5ts and dimate
change.
PUBLICATIONS
The Foundation continued to publish Scottish Art News on anannualba6is. A book on Scottish Women
Artists to accompany the therned exhibition was added to the existin8 series which accompanies the
exhibitions al￿ a150 sell as standalone books in museun) shops.
PLANS FOR THE FUTURE
Goals will remain focussed on the lons-term development and expansion ofthe Museum without Walls
strategy as well as on other initiatives to fulfil our tharitable goals of promotin8 Scottish art and
creativity.
Fage 3

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THE FLEMING-WYFOLD ART FOUNDATION
TRUSTEES, REPORT FOR THE YEAR ENDED 31 MARCH 2023 ICONTINUEDI
SUBSIDIARY UNDERTAKING
The subsidiary undertakin& Flemins Collecti(m Limited, was dormant ITh the year and thus senerated
a profit of fJ)il in the year to 31 Marth 2023 {2022.' profit of £nil).
INVESTMENT POLICY, OBJECTIVES AND PERFORMANCE
The Charity's investment obiectives are:
Preservation of Capxtsl and income after infiatioty subject to periodie capital investment when
required:
Producing a consistent and sustainable income to support the seneral expenditure of the
Charity; and
De]iverin8 these objectives within acceplable levels of risk.
b)
To meet these objectives, the Cl)arity's investments as a whole are mana8ed on a total retum basis
maintaining diversification across a range of as8et classes to produtr an appropriate balan￿ between
risk and return.
The T￿SteeS h3ve decided that it would be inappropriate to impose any specific ethical investment
constraintsupon the investmentmanager over and above those already contained withiTh themanagers.
own ethical and S(￿1allY responsible investment policies.
RESERVES POLICY
It is the policy of the Trustees to maintain unrestricted tunds and an expendable endowment fund,
which are free teserves of the Charity, &t a level which will provide sufficient kn)ds to cover
management and administration costs. and any uThexpÈcted costs that may arise from time to time, in
addition to providin8 sufflcient flexibility to add to the Collection when opportunitie5 arise.
available reserves (excluding the Art Collection) as at 31 March 2023 amounted to £7.5(X),143 {2022..
,994869). The Trustees aTe satisfied with the level of reserve5 currently held.
STATEMENT OF TRUSTEES. RESPONSIBILfrIES
The Trustees {who are also the directors of The Fleming-wyfold Art Foundation for the putP05es of
company law) are responsible for preparins the T￿￿tee5. Report and the fin8mcial Statements in
accordantr with applicable law and United Kingdom Accounting Standards (United Kingdom
C*nerally Accepted Accountin8 Practice).
Company law ￿quireS the Trustees to prepare Einancial statements for each financial year which give
a true and fair view of the state of affairs of the ChaTity and the group and the incomin8 reSoUr￿S aThd
application of resources, including the income and expendI￿re of the group for that period.
Pa8e 4

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUJYDATION
TRUSTEES, REPORT FOR THE YEAR ENDED 31 MARCH 20Z3 ICOPmNUED)
STATEMENT OF TRUSTEES. RESPONSIBILITIES ICOIYllNUED)
In preparing thoge financial statements the Trustees are required to:
Select suitable aceounling polioes and then apply them consigtendy;
Observe the methods and principles in the Charities SORP 2015;
Make judgements and estimates that are reasonable and prudent,. and
State whether UK Accountin8 Standards have been followed subjeet to &ny material departures
dxsclosed and explained in the finanaal statements; a￿a
Prepare the knaal statements on a going concern basis wdess At is inappropriate to presume that the
durity will ¢ontinue in Ixtsiness. The Trustees are responsible for keeping proper accounting records
which disclose with reasonable accuracy at any time the fAnanoal position of the tharity and to enable
them toensure the financial statementscomply with the CompaniesALt 2006. They are a]so responsible
for safesuarding the a55ets of the Charity and hence ft>r taktn8 reasonable step$ Eor the prevention and
detertion 0£ Iraud and other irresularities.
The Tntstees are responsible for ensurlng that the TNstees' Annual Report is prepared in accordanL
with company law in the United Kingdom.
INDEPENDENT AUDrroR
Hazlew0￿8 LLP were appointed as auditvrs within the year and have expressed their willingness to
continue in office.
So far as the Trustees are aware:
there is no relevant audit information of which the charitable company's auditor is unaware," and
the Trustees have taken all relevant steps they ought to have taken to make themselves aware of
any relevant audil information and to establish that the auditor is aware of that information.
SMALL COMPANY EXEMPTION
This report has been prepared in accordance with the special provisions of Part 15 of the Companies
Act 2(Kkn relatin8 to small companies.
Approved by the Trustees and signed on their behalf by..
CESScott
Company Secretary
Dated: 26 July 2023
The Fleming Wyfold Art Foundation
Company Registered Number 03965285
Charity Resistered Number 1080197
Pa8e 5


## **THE FLEMING-WYFOLD ART FOUNDATION** 

______________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE FLEMINGWYFOLD ART FOUNDATION** 

We have audited the financial statements of The Fleming-Wyfold Art Foundation (the parent company (and its subsidiaries) (“the group”) for the year ended 31 March 2023 which comprise the Consolidated Statement of Financial Activities, the Consolidated Balance sheet, the Balance Sheet, the consolidated 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). 

## **Opinion on financial statements** 

In our opinion the financial statements: 

- give a true and fair view of the state of the group’s and the charity’s affairs as at 31 March 2023 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 2022. 

## **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 group and 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** 

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where: 

- the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or 

- the trustees have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group’s or charity’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. 

## **Other information** 

The other information comprises the information included in the annual report, other than the financial statement and our auditor’s report thereon. The trustees are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 

_______________________________________________________________________ 

**Page 6** 



**THE FLEMING-WYFOLD ART FOUNDATION** 


______________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE FLEMINGWYFOLD ART FOUNDATION (CONTINUED)** 

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 where the Charities Act 2022 requires us to report to you if, in our opinion: 

- the information given in the financial statements is inconsistent in any material respect with the trustees’ report; or 

- sufficient 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. 

## **Responsibilities of trustees** 

As explained more fully in the trustees’ responsibilities statement, 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. 

## **Auditor’s responsibilities for the audit of the financial statements** 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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. 

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: 

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. 

- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group’s and charity’s internal control. 

_______________________________________________________________________ 

**Page 7** 



**THE FLEMING-WYFOLD ART FOUNDATION** 


______________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE FLEMINGWYFOLD ART FOUNDATION (CONTINUED)** 

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the trustees 

- Conclude on the appropriateness of the trustees’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s or charity’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or charity to cease to continue as a going concern. 

- Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. 

- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group and charity to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the group’s and charity’s audit. We remain solely responsible for our audit opinion. 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 

## **Extent to which the audit was considered capable of detecting irregularities, including fraud** 

Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISA’s (UK). 

In identifying and assessing risks of material mis-statement in respect of fraud, including irregularities and non-compliance with laws and regulations, our procedures included the following: 

- We obtained an understanding of the legal and regulatory frameworks applicable to the group and charity financial statements or that had a fundamental effect on the group’s and charity’s operations. We determined that the most significant laws and regulations included UK GAAP, UK Companies Act 2006, Charities SORP and taxation laws. 

- We understood how the group and charity is complying with those legal and regulatory frameworks by making inquiries of management, those responsible for legal and compliance procedures. 

- We assessed the susceptibility of the group’s and charity’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included: 

- Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; 

- Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process. Detailed analysis of journals posted through the accounting system during the year to 31 March 2023 has been undertaken; 

_______________________________________________________________________ 

**Page 8** 




## **THE FLEMING-WYFOLD ART FOUNDATION** 

______________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF THE FLEMINGWYFOLD ART FOUNDATION (CONTINUED)** 

- Understanding the controls in place to prevent and detect fraud. Reliance was not placed on controls for the entirety of the audit, instead taking a substantive testing approach, however controls were in place to prevent fraud, and they appeared to be working effectively; 

- Challenging assumptions and judgements made by management in its significant accounting estimates. 

## **Use of our report** 

This report is made solely to the group’s and charity’s trustees, as a body, in accordance with the Charities Act 2022. Our audit work has been undertaken so that we might state to the trustees those matters we are required to state to them in an auditors’ 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 group and charity and their trustees as a body, for our audit work, for this report, or for the opinions we have formed. 


……………………… Martin Howard (Senior Statutory Auditor) For and on behalf of Hazlewoods LLP, Statutory Auditor 

Windsor House Bayshill Road Cheltenham GL50 3AT 

Date: ………………… 

_______________________________________________________________________ 

**Page 9** 



Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
CONSOLIDATED STATEMENT OF FINANCIAL AcfivITIES
FOR THE YEAR ENDED 31 MARCH 2023
Expendable
Total
2023
Unrestricted Restricted Endowment
Funds
Funds
Fund
Total
2022
Note
Income and endowments from:
Donations
Investments
Charitable activities
Bank Interest
31,800
238,101
101,992
47
105,155
136,955
238,101
101,992
405
189,095
111,533
358
Total income
371,940
105,513
477,453
375,628
Expenditure on:
Costs of Ser￿ratInS
fwid5
Charitable activities
Transfer of income
29,802
313,527
8.748
38,550
313,562
18.872
46,894
281235
35
18,872
Total txpenditure
343,329
35
27,620
370,984
329,129
Net operaling (deficit)Isurplus
28,611
105,478
(27,6201
106.469
46,499
Transfer between ￿ndS
Transfer of art
collection
15,175)
15239
110,064)
5,355,814 {5555,814
Other recosllised sains:
(Lossesl/profit5 on
investment assets
Loss of artworks
io
1480,4781 (480,478}
16,ICX)I
361718
(6,100)
16,1(K)I
480,4781 {486,5781
361718
Net Idefldl)Iswplus
for the year
5,379,250 (5,241,197)
{518,162> {380,1091
409,217
Reconciliation of
funds:
Total Evnds brought
forward
256,029 5,355,814
7,738,840 13,350,683 12,941,466
Total funds carried
forward
5,635,279
114,617
7220,678 I2.970￿74 13J50,683
Pase 10

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLKMING-WYFOLD ART FOUNDATION
CONSOLIDATED BALANCE SHEET AT 31 MARCH 2023
20LI
2022
Note
FAxed assets:
Tansible fixed assets
Investments
5,470,431
7,220,678
12,69J,109
5,355,814
7,738,840
1309£654
io
Tololfixed Assets
Current a$sets:
Debtors
Cash at bank
50,362
269,976
320,338
,560
260,051
290,611
T(Jtsl current assets
Llabilities
Creditors- amounts falling due within one
year
12
I40￿73)
13W2)
Net current dssets
279,465
256.029
Total net assets
12,970,574
13?50,683
The funds of the group:
unreS￿1Cted funds
RestrActed funds
Desi8nated fund5
Endowment fund
13
13
9&13
10&13
164848
114,617
5,470,431
7220,678
256,029
5,355.814
7,738,840
Total Charityfv#ds
I2,970￿74
13J50,683
These a¢¢ounts have been prepared in accordanee with the spe(ial Provisions of Part 15 of the
Cvmpanies Act 2006 relating to small companies.
The fmancial statements on pages 11 to 25 were approved by the Trustees and authori5ed for issue on
26 July 2tr23 and aTe signed on their behalf by:
Mr R D Sthuster
Trustee
The Fleming-wyfold Art Foundation
Company Regisiered Number 03965285
Charity Registered Number 1080197
Pase 11

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
COMPANY BALANCE SHEET AT 31 MARCH 2023
2023
2022
Note
Fixed assets
Tangible fixed assets
Investments- in subsidiary undertakins
Investments- other
5.470A31
5,355,814
15
io
7,220,678
11691,110
7,738.840
I3,094￿55
Current a55ets
Debtors
Cash at bank
li
50,362
269.976
320,338
30,560
260,051
290fi11
IAabilities
Creditors- amounts falling due within one
year
12
(40.8741
I34￿8)
Net current ossets
279,464
256,029
Total net assets
I1970￿74
13J50.683
The funds vf the charity:
Unrestricted funds
Restricted funds
Designated funds
Endowment fund
13
13
13
13
164,848
114,617
5,470,431
7,220,678
256,029
5,355,814
7,738,840
Total ChAtttyfvMd$
11970,574
13J50.683
These accounts have been prepared in attordance with the special provisions of Part 15 0£ the
Companies Act 2006 relating to small companies.
The finanoal Statements on pages 11 to 25 were approved by the Trustees and authotised for issue
on 26 July 2023 and are sisned on their behalf by:
Mr R D Sthuster
Twstee
The Fleming-wylold Art Foundation
Company RegAStered Number 03965285
Charlty Resistered Number 1080197
Pa8e 12

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2023
Note
2023
2022
NET CASH ABSORBED BY OPERATING AcrtvrrtES
Isee below)
{368,611}
1328,4161
Cash flows fvom investin8 activitie5
Dividends and interest fTOm investrnents
Donations
Charitable aciivities
Purthase of artwork
Proceeds from the sale of artwork
Proceeds from the sale of investments
Bank interest received
Purd￿Se of invebtments
Net cash provided by investins actAvities
238,506
105,(KK)
101,992
188,9501
240
663,679
358
(774,7751
246.050
189,IY)5
75,000
111,533
{48,756)
650
632,305
io
io
1490.307)
469,520
Change in cash and ¢4$h equivalents in period
Cash and cash equivalents br(Trusht forward
Cash and cash equivalents carried forward
(122,561)
538,966
416,405
141,104
397.862
538,966
RECONCILIATKON OF NET MOVEMENf IN FUNDS
TO NET CASH FLOW FROM OPERATING
ACTIVITIES
Net movement in funds for the period ended 31 March
2023 (as per the Statement of Financial Activitiesi pase 101
Adjustments for..
(380,109}
409,217
Dividends and interesl from investments
Donations
Charitable Donations
ReaIised losbes I18ains) on the sale of investments
ReaEtsed losses I18ains) in revaluing investments
Profit on disposal of artwork
Loss on Sale of artworks
(Increase)IDettease in debtors
In£reasellDecrease> in creditors
{238,506}
{136,81N)}
{101,992}
61,479
419.(MM)
(155}
6,1(K)
13,919}
6,291
1189,095)
{75,(KK)I
1111,5331
{61,295J
(301,423)
io
io
li
12
11,097)
1,810
Net cash provided by op￿alIng activities Isee above
{368,6111
1328,416}
Analysis of ¢a$h and cash equivalettts
Asatl
April 2022
Cash Flow
Asat31
March 2023
Cash at Bank
Cash held in investments
260,051
278,915
538,966
9,925
(1314861
(122,5611
269,976
146,429
416.405
Page 13

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMIN&WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023
ACCOUNTING POLICIES
Basis of preparation
The Einanoal Statements have been prepared in accordance with the Financial Reporting
Standard applicable in the UK and Republic of Ireland IFRS 1021. The Foundation is a public
benelii entity for the purposes of FRS 102 and a re￿'stered charity eslablished as a company
limited by guarantee in the United Kxn8dom and therefore has also prepared its financial
statements In accordance with the Ststement of Recommended Practice applicable to charities
preparing their accounts in accordance with the Financial Reportins Standard applieable in the
UK and Republic of Ireland (The FRS 102 Charities SORPI, the Companies Act20[￿ and Charities
Act 2022. The accowits are prepared in sterlin& which is the lunctional currency ol the Charity,
and rounded to the nearest pound.
Coins concern
The financial ststements have been prepared on a going conttrn basis whith assumes the
tharitable company will continue in operational existence for the foreseeable ￿ture. Other than
the impart un investment movement, Ci)vid has not had much of an impact. If the pandemic
was to continuelwor$en once more, it is expected the impact will remain low. The Trustees have
considered the Foundation's financial forecasts and are salisfied of the Foundation's ability to
continue as a going COn￿rn. The Trustees have made this assessment for a period of at least one
year from the date of the approval of these linancial statements. The Foundation therefore
continues to adopt the going concern basis in preparing its financial statements. The deficit Eor
the year of the Foundation was £380,109 {2022.' surplus of £409,217).
Consolidation of Subsidiary
The Foundation is the sole shareholder in Fleming Collection Lirnited. Consolidated financial
statements have been prepared in accordance with the Charities 50Rf 2015. As Ferniitted by
Section 480 ot the Companies Act 2006 and Charities SORP 2015, the Statement of Financial
Activities for the Foundation is not presented as parl of these firwKial statements.
Fund Structure
U￿estriCted Funds comprise those funds whith the Trnstees aTe Eree to use in accordance with
the charitsble obseets.
Restrirted Funds are those which are siven for parti￿laT purpose5 as specified by thelr donor&
The Foundation has one restricted fund whidi represents the orig&nal donation to acquire the
Flemins Collection of Scottish Art.
The Expendable Endowment Fund was created through the donation of a portfolio of
investsnents from the lale Mr Robin Fleming in 2￿7 along wkth the pro￿ed5 from the sale of the
clocks and other works of art that no longer fitted the remit of the charity. Incorne arAsin8 on the
Fund can be used in the Unrestricted Fund.
Designated Funds are amounts whtch have been pul aside out of general unrestricted funds at
the discretion of the Trustees for the artwork.
Income
All income is recognised in the Consolidated Statement of Finan¢ial Artivities (SOFA) when the
conditions for receipt have been met and there is reasonable assuran￿ of receipt. Where a tlaim
for repaymenl of income tax has been or will be made such income is grossed up for the tax
recoverable.
Page 14

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANaAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 ICONTtNUED)
AcCOuNT￿G POLICIES ICOFlllNUED)
Grant5 and Donations Receivable
Grants and donations are recognised in the SOFA wheTh conditions for re￿ipt have been
complied with.
Activities in furtherance of the Chatity's Objects
This representb income received from the ownership and utilisation of the collection and is
accounted for when re￿1Vable.
Investment Income
]nveslment income is aceounted Eor when receivable and is stated 8ross of any r￿13]Mable
taxation relief.
Exptnditure
Liabilities are recognised as expenditure as soon as there is a lesal or constru¢live obligalion
cvmmittAn8 the charity to the expenditure. All expenditure is accounted Eor on an aceruals basis
and has been classified under headings that aggregate all costs related to the catesory. The
following accounting polioes are applied to the diflerent ¢alegories of expenditure..
Costs of Charitable Aclivities
These costs relate to eXpendi￿re illCUTred by the Charity in relation to the promotion of the
Charities objects, induding the exhibitin& loaning and leasing of the art works.
Support and Governance Costs
Support and Sovernan￿ costs comprise all costs irLvolving the public accountability of the
charity and its compliance with regulation and good practice. These costs include expenses
related to statutory audit fees, professional and legal Eees and support costs.
Tangible Fixed As8ets indudins Heritage A￿et$
Tangj'ble Fixed Assets, whith are stated at cost, indude the Flemin8 collection of works of art
which are available to exhibit to the public.
The Art Collection falls within the definition of'Herita8e Assets, under FRS 102 and the Charities
g)RP. Heritage assets are stated at cost OT estimated market value if donated, unless a reliable
estimate cannot be madelthe cost of valuation is likely to extted the benefits provided by the
information, and are not subject to depretiation. Impairments in the carrying value of heritage
assets are recognised if they have suffered physical deterioration or doubts arise as to their
authenticity. The Art Collection i5 reviewed each year in order to assess whether any overall
impairnients are necessary.
DepTe¢iation
No depreciation has been provided on the collection as the Trustees consider that the eslimated
useful life of the collection is indelinite. Depreciation is provided on Eixtures and fittings and is
provided at a rate Calculated to write off cost, less eiFtimated residuaI value, evenly over their
expected useful life.
The depreciation perii)ds are as follows..
Fixtures and fitlinss
Computer Equipment
4 years
2 years
Pase 15

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE F￿ANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 (CONTINUED)
ACCOUNnNG POLICIES ICONTINUEDI
Investments
Investments are ststed at nwketvalue at the Baknce Sheet date. Any gain or lo&$ onrevaluation
is taken to the SOFA.
Fensions
Contribuiions payable are d￿r9ed lo the SOFA in the year they are payable.
Taxation
The Fi)undatIo￿ being a regislered charity, is exempt from the payment of in¢ome. corporation
or capital sains tax to the extent that its activities are charitable in natUTe.
Foreign Currency Transactions
Assets and liabilities in foreign currencies are translated at the rate of exchange rLtlins at the
Balantt Sheet date. Transactions in foreisn currencies are translated into sterling At the rate of
exthanse rulin8 al the date of transaction. Exd￿nge dIfferen￿S arising during the year are
included in the SOFA.
Reali5¢d and Unreali5ed Gains and Losses
All sains and losses are taken to the SOFAas they arise. Realised gains and losses on investments
are Calculated as all the difference between sales proceeds and opening rnarket value {purchase
price if later). Unrealised sains and losses are calculated as the difference between the market
value at the year end and oT)ening market value lor purchase Pri￿ if later).
Critical accounting estimates and areas ot ludgemenL8
In preparin8 financial slatements it is necessary to Diake Certain judgements. estlmates and
asbumptions that affect the amounts reeognised in the finanaal statement& In the view of the
Trnstees in applying the accounting policies adopted, no judgenwLts were required that have a
significant effect on the amounls recosnised in the financial statements nor do any estimates OT
absumptions made carry a sisniEicant risk of material adjustment in the Dext financial year.
Financial instruments
The Foundation has elected to apply the PTovision$ of Section 11 Basic Financia] Instnllnents, of
FRS 102 to all of its financial instruments. Financial instruments recognised in the
Foundation's balance sheet when the Foundation becomes party to the contractual provisions of
the instrument. Financial a55et$ and liabilities are oftset, with the net amounts presented in the
financial statements. when there is a le8ally enfor￿abLe right to set of& the reco8nised amounts
and there is an intention to settle on a net basis or to reduce the asset and 5etde the liability
simultaneously.
Cash and ￿$h equivalents
Cash and cash equivalents include cash in hand and current and lixed tenn deposits withbanks.
Pase 16

**THE FLEMING-WYFOLD ART FOUNDATION** 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 (CONTINUED)** 

## **2. LIABILITY OF MEMBERS** 

The Fleming-Wyfold Art Foundation is a charitable company limited by guarantee. 

Each member of the Charity undertakes to contribute such an amount as may be required (not exceeding £10) to the Charity's assets if it should be wound up whilst he is a member. 

## **3. DONATIONS** 

||**Unrestricted**|**Restricted**|**Total**|
|---|---|---|---|
||**Funds**|**Funds**|**2023**|
||**£**|**£**|**£**|
|The Lennox Hannay||||
|Charitable Trust|-|25,000|25,000|
|The Wyfold Charitable Trust|-|25,000|25,000|
|The PF Charitable Trust|-|50,000|50,000|
|The Stonewall Park Charitable Trust|-|5,000|5,000|
|Donations of artwork|31,800|-|31,800|
|Sale of artwork (profit)|-|155|155|
||**31,800**|**105,155**|**136,955**|



The above donations have been designated by the Trustees to the Art Acquisition Fund towards the purchase of artwork. 

## _**Comparatives for the year ended 31 March 2022:**_ 

|The Lennox Hannay<br>Charitable Trust<br>The Wyfold Charitable Trust<br>The PF Charitable Trust|**Unrestricted**<br>**Restricted**<br>**Total**<br>**Funds**<br>**Funds**<br>**2022**<br>**£**<br>**£**<br>**£**<br>-<br>25,000<br>25,000<br>-<br>25,000<br>25,000<br>-<br>25,000<br>25,000|
|---|---|
||**-**<br>**75,000**<br>**75,000**|



The above donations have been designated by the Trustees to the Art Acquisition Fund towards the purchase. 

**Page 17** 



Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL sTATEm￿￿s FOR THE Ywi ENDED 31 MAKCH 2023 (coNfiNUED)
COSTS OF GENERATING FUNDS
Expendable
Unrestrlrted Restricted Endowment
Futtds
Funds
Fund
Total
2013
Group
Investment Management Fees
Custodian Fees
29,802
29.802
8,748
38,550
8,748
8,748
29,802
CompdrAtlvesfvr th¢ yertr ended 31 MArch 2022..
Expendable
Unrestrf¢ted Restricted Endowment
Funds
Funds
FILnd
Total
Group
2022
]nvestmeni Management Fees
Custodian Fees
32,901
31901
13,993
46,694
13,993
13,993
32,901
CHAIUTABLE AcllviTIES
2011
Unrestricted
FuThds
2022
Unre8trirted
Funds
Advertisin8
Purchase ot artworks
Loan o( paintings
Reproduction di8rges-
Bridgeman Art Library &
Heritage Disital
Catalogue and book sales
Art Sales
Writerfs fee
3,51K)
86,092
l(Y1945
1.701
7,032
1,041
3,393
654
4,167
101,992
Ill￿33
Page 18

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2011 ICONTJNUED)
COST OF CHARITABLE AcfiviTIES AND SUPPORT COSTS
Unrestslded
Funds
Restricted
Funds
Ttst41 Unrestricted RestrAeted
201
Funds
Funds
Total
2022
Bursary
Cost of staff (note T)
Conservation
Promotion and
marketing
Publication costs
Miscellaneous costs
Insurance
Intern aTLd Training
6,855
134,555
17.335
6￿55
13£555
17,335
9,740
120,678
10,270
9,740
120,678
10,270
35,787
4.010
6,167
16,474
1,698
14,398
35
35,822
4,010
6,167
16A74
1,698
14,398
21,698
4,810
19,526
15,664
1,662
14,047
21,698
4,810
19,526
15,664
1,662
14,047
Communication
costs
StOTage & Transport
Travel Costs
Support and
Govemance
Costs (note 8)
30,483
8,808
36,957
30,483
8,808
36,957
19,134
5,601
39,405
19,134
5,601
39,405
3]3￿27
35 313,562
282,255
282,235
None of the Trustees have received any trmuneration in the year {2022: £nil).
TrÈvel and other expenses totalling £1,018 incurred in connection wilh activities of the Charity
was reimbursed lo une member OE the board of Tw5tee5 durin8 the year {2022: £1.2191.
The Foundation conslders the Director of Art and Collection% and Web Manager as key
management personnel. The total employment benefits including employer pension
contributions of the key management Persor￿e] were £134,55512022.. £120,678).
ANALYSIS OF STAFF COSTS
Group
2023
Group
2022
Wases and salaries
Social security costs
Pension contributions
123,211
10,139
1,205
134555
110,928
8.817
933
I20￿78
One employee received remuneration ofbetween £W,000 to £90,01￿ in the year (2022.. 1 between
£80,(MIO to £90,IK>OI. This empluyee re￿iVed no pension contiibution5.
The monthly average number of full time employees during the year was 2 12022: 2).
Page 19

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 ICONTINUEDI
SUPPORT AND GOVERNANCE COSTS
Total
Unre5tsicted
2023
Total
Unrestiict¢d
2022
Support IAdmiNi5trAtive Costs
Charity A(]ministrationlFinanaal Reporting and
BwkkeepingJAdmirristration Services
GOverna￿Ce Costs
Auditorfs remuneratLon
Audit fee- current year
- prior year under acerual
- other fees
30,632
28,805
4,950
T15
600
36,957
10,000
550
39,405
TANGIBLE FIXED ASSETS
Heritage
Assets IArt
Collection)
Computer
Equipment
Total
Group and Charity
Cost
Brought Forwxrd
Additions
L055 of artwork
Carried Forward
5,355,814
120,717
16,100)
5,470.431
7,182
5,362,996
120,7]7
(6,1001
5,477,613
7,182
Depreaation
Biought Forward
Provided for the Year
Carried Forward
7,182
7,182
7,182
7,182
Net Book Value as at 31 March 2025
5.470A31
5,470.431
Net Book Value as at 31 March 2022
5,355,814
5,355,814
Heritage Assets (Art Colleetion)
The Fleming Collection ranks as ¢)ne of the finest collection of Scottish art outside museums.
Acquisition was started in the late 1960s by a Director of Robert Fleming & Co. The collection
comprAses circa 61XJ oils aDd watercolours ransing in date from 1633 to the present day,. and is
parti￿]drIY noted for contaiDing some of the most iconic paintings of the period. It is Intended
to remain a Iiving collection by acquiring further works where the OPPOTtunity arises and where
they are consistent with the themes of the colleciio
Page 20

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE TriEMING-WYFOID ART FOUNDATION
NOTES TO THE FINANCL4L STATEMENTS FOR THE YEAR ENDED 31 MARCH 20Z3 ICONfINUED
TANGIBLE FIXED ASSETS ICOTrlllNUEDI
During the past five years the following movements in the collection have occulled:
Donations Purchases Disposals Proceeds
Year ended 31 Marih
2023
2022
2021
2020
2019
31,800
88.917
48,756
39.462
30,720
131,340
{6,1￿)
{240)
{650)
(1275)
{22,313)
[tell￿ from the Collection are regularly loaned to museums and galleries forExhibition purposes
and images are available to view online. Items not otherwise required for exhibition are loaned
commercially to businesses for display. The collection is actively managed by the Collection5
and Web Manaser who supervises all loans, monitors the condition of the painting$ and
arranges for their Conservation where ne¢essary.
The collection is insured with Lockton IrLsurance and was valued by Chtistie's in 2017 at
£18,ni,960.
10. INVESTMENTS
Total
2023
Total
2022
Market value brought forward
Acquisitions at cost
Less.. disposal proceeds {realised capitsl cash)
7,721957
774,r/5
1663,6791
7.834,053
{61,479)
1419,000)
7J53574
{114,024)
7,404,574
490,307
1631305)
7,26¥76
61,295
301,423
7.625294
113,546
IUnrealised)Irealised gains on disposals
Net (lossllgain on Tevaluation
Add: net movement in rea]ised capital cash
retained for reinvestment
Less: income cash
Market value at 31 March
{18,872)
7220,678
{15,883)
7,772,957
Hisloricul cost al 31 M￿Ch
626[790
168675
Analysis of Investments
Equities
Property funds
nds
Hedge Amds
Cash held for Trinvestment
Market value at 31 Marth
5,254462
601,293
843,242
379.193
142,488
7320,678
5,458,203
889,147
688,630
408,062
278,915
7,772,957
No investments comprised in exce55 of IO% of the value of the portfolio as at 31 Marth 2023
(2022= £nAI).
Page 21

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL STATEMEt+rfs FOR THE YEAR ENDED 31 MARCH 2023 ICONfiNUEDI
11. DEBTOR5
Group Charity
20L8
2023
Group
2022
Charity
2022
Trade debtors
Ptepaid expenses
Amounts due from subsidiary
Income cash
Taxes Tepayable
1,393
16,6
1,393
16.630
1236
16,633
16,633
18,872
13,467
50.362
18,8n
13,467
50,362
15,883
11,691
46.
15,883
11,691
46,443
12. ANALYSIS OF LIABILITIES
Group
2023
Charity
2023
Group
2022
Charity
2022
Trade creditors
Other ¢￿dItorS
Intercompany loan
Accrua]s
2,443
2,IY)5
2,443
2,095
4,264
1,163
£264
1,163
36,335
40,873
36,335
40.874
29.155
34.582
29,]55
34583
13. FUND ANALYSIS
Expendable
Unrestricted Restsicted Dèsi8nated Endowmeftt
Funds
Fund$
Funds
Fund
Total
2023
Group
Tangible f￿ed assets
vestments
Debtors
5,470,431
5,470,431
7,220,678
50,362
269,976
{40,873
12.970574
7,220.678
50,362
155,359
{40,873)
164,848
Cash
Liabilities
114,617
114.617
5A70,431
7.220,678
CoFnp&rAtivesfvr the year ended 31 MArch 2021.
Expendable
Ettdowmenl
Unre5trirt¢d
Funds
Restricted
Funds
Total
2022
Fund
Gn)up
Tansible fixed assets
Investments
Debtors
Cash
Liabilities
5,355,814
5.355,814
7.738.840
30,56A)
260,051
134,582}
13.350.683
7,738,840
30,560
260,051
134,582)
256,029
5255,814
7.738A40
A descriptlon of the PUTpose of the funds is given in Note I tu the flnancial statement
Page 22

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE
THE FLEMING-WYFOLD ART FOUNDATION
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 20L3 (CONTINUED)
13.
FUND ANALYSIS ICONTJNUEDI
During the year to 3J Marth 2023, the Trnstees decided to treat the Heritage Asset Art Collection
as deS1￿￿ted flmds, rather than Testricted funds as they believed it did not lulfll the
requirements under Ihe Charities SORP.
14. RELATED PARTY TRANSACTIONS
RFT Management 5eTvices Limited IWTMS-)
Mr R D Schuster is a director of RFTMS. RFTMS charsed the Foundation Eor Charity
Administration and Book-keepins services £30,632 (2022.. £28,805) and recharged costs of £6,324
12022.. £4,880) during the year.
15. INVESTMENT IN SUBSIDIARY UNDERTAKtNG
Company
2023
Company
2022
Flemins Collection Limited
The investment in subsidiary undertaking comprises the entire share capital of Fleming
Colledion Limited (registered company number 04351531}. Flemin8 Collection Limited
previously undertook commercial activities on behalf of The Fleming-wyfold Art Foundation.
Fleming Colleclion Limited has been dornMnt throughout the financial year ended 31 March
2023.
Pa8e 23

Docusign En¥ÈlopÈ ID". 4D083216-07E64511-B186-E7084D238AEE