Registered Charity Number: 1086829 Reglstered Company Number: 04193948 THE DEAN CLOSE FOUNDATION ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 THE DEAN CLOSE FOUNDATION CONTENTS FOR THE YEAR ENDED 31 AUGUST 2024 REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 Page Trustees, officers and advisers Report ofthe Trustees 4-17 Independent Auditor's Report 18-21 Consolidated slatement of financial activities 22 Balance sheets 23 Consolidated cash flow statement 24 Notes to the financial statements 25-50 THE DEAN CLOSE FOUNDATION TRUSTEES, OFFICERS AND ADVISERS FOR THE YEAR ENDED 31 AUGUST 2024 The Directors of the Company, who are referred to throughout these financial statements as the Trustees, are listed below, along with the Members of the Company and the main sub-committee. President The Lord Ribeiro Councll of Members The Rev'd M Allen, BA Mrs J Bee, Bsc Mrs V Beevers Mrs S Bennett, BA "A R Bird, OBE, BA {appointed 20 January 20241 M Bowen H Bradby BA, MA S Bullingham MSC, Bsc R Byrd, FCA, FCCA Brig. M T Cansdale, MBE, BA Mrs K A Carden BA. MPhil The Rev'd J Chaffey, MA, BA (retired 20 January 2024) 'Mrs E Clark {relired 20 January 20241 'Mrs S Clayton (retired 20 January 2024) The Rev'd R M Coombs, Bsc, MA (retired 20 January 2024} Mrs H S L Daltry, BA 'Mrs N C Davies, BA B Davies OBE Mrs C Dowler CSSDrew,MA l A Duffin, Bcom, FCA Mrs R Eden Mrs C Fletcher MA S Foster, BA L C Glaser, MA, ACA J Hall B Harding, MBA P Harvey, MA Mrs T Haynes, Bsc {Hons) 'R Hilldick-smith, MEng, CEng, IMechE Mrs A Hillman, BA Mrs S L Hirst, BEd S W Holliday, MA 'M A Hughes, Bsc AJHunt A Judge Miss R A Keens, BEd l Kilpatrick, BA Med 'Mrs F Knight BA R Lewis, Bsc AVM (Ret'd) R Lock, CBE, Bsc The Rev'd R Mackay D Main, FCA, FCCA Mrs A Marsden, Bsc MA G McDonald, B.Comm B. Acc "J Moos, Mcomp (Hons) CCP MCIS "Mrs C Morris "D Mullins, BSC, FCA THE DEAN CLOSE FOUNDATION TRUSTEES, OFFICERS AND ADVISERS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Councll of Members (contlnued Mrs P G Napier B Nicholas, MA "Mrs C J Pack, MRICS The Rev'd H Palmer, BA "M Philip-sorensen Dr A Porter 'Lord Ribeiro, kt, CBE, FRCS, FRCSEd Mrs K Riding, LLB 'D Ritchie, BA Dr C Roberts, BA, BM Bch, FRCA (retired 8 January 20241 F J Shaw, MA. MSC, CEng, Csci P Silvester, ACIB, BA M Smith, MA, MBA, ACIB M P Smith, MA 'T Spencer (retired 18 April 20241 Mrs C Stallard, BA Mrs B Sullivan 'Lt. Col E T Taylor, BA, RA S Thomas, BA, LLM S Thomas, BA, LLB "A J Thompson "J Townsend, MA "T Widdowson The Rev'd Canon Dr P R Williams, CStJ, DL Rt Rev'd Paul Williams Board of Trustees The Rev'd M Allen, BA S Bullingham, MSC. Bsc Mrs K A Carden, BA., MPhil., (Chairman) Brig. M T Cansdale, MBE, BA {appointed 15 June 2024} The Rev'd R M Coombs, BSC, MA (retired 20 January 2024) Mrs H S L Daltry, BA C S S Drew. MA (retired 20 January 20241 L Glaser (retired 21 September 2024} S W Holliday, MA 'M A Hughes, Bsc 'Mrs F Knight BA AVM (Ret'd) R Lock, CBE, Bsc G McDonald. B.Comm B. Acc F J Shaw. MA, MSC. CEng. Csci (appointed 20 January 2024) M Smith, MA, MBA, ACIB M P Smith, MA 'Lt. Col E T Taylor, BA, RA (retired 15 June 2024) Finance & General Purposes Committee S Bullingham, MSC, Bsc Mrs K A Carden, MPhil, BA Mrs H S L Daltry, BA 'M A Hughes. Bsc G McDonald, B.Comm B. Acc M P Smith, MA M Smith. MA, MBA, ACIB Old Decanian THE DEAN CLOSE FOUNDATION TRUSTEES, OFFICERS AND ADVISERS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Status and Administration The Dean Close Foundation (referred to as the Charity or the Foundation throughout these financial statements) is a registered charitable company that incorporates the charitable institution originally founded in 1886. Its charity number is 1086829, its company number is 04193948, and its Articles ofAssociation were adopted on 4th April 2001 and most recently amended on 28 May 2021. The liability of the Members is limited by guarantee. Clerk to the Trustees A P Bowcher MBA, FCIB, DipFS Treasurer M P Smith, MA Company Secretary M A Madeley Registered Office and Prin¢ipal Address Shelburne Road Cheltenham Gloucestershire, GL516HE Banker HSBC Bank plc 2 The Promenade Cheltenham Gloucestershire, GL50 1 LR Solicitors Veale Wasbrough Vizards LLP Narrow Quay House Narrow Quay Bristol. BS14QA Harrison Clark Rickerbys Limited Ellenborough House Wellington Street Cheltenham Gloucestershire. GL50 1YD Indepèndent Auditor Crowe U.K. LLP 4th Floor St James House St James Square Cheltenham Gloucestershire, GL50 3PR Insurer Zurich Insurance plc The Zurich Centre 3000 Parkway Vlhiteley Fareham Hampshire, P015 7JZ Policy No. KSC-252038-7703 (includes Employers, Liability and Public Liability) Investment Manager Rathbone Investment Management 1 Curzon Street London, W1J 5FB THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 The Trustees ofThe Dean Close Foundation present their Annual Report for the year ended 31 sl ALsgusl 2024 under the Charities Act 2011 and the Companies Act 2006, thus including the Directors, Report and Strategic Report under the 2006 Act, together with the audited financial statements for the year. DIRECTORS, REPORT COUNCIL AND CHARITY TRUSTEES Organisation The Members ofthe Company, known as the Council, (details as disclosed on pages 1 and 2) are responsible for the election of the Directors. who are referred to throughout Ihis report as the Trustees The Members also receive the Annual Report and Accounts at the AGM each year. The Foundation's constitution provides for up to fifteen Trustees, drawn from the Council, who retire by rotation after four years and are eligible to serve up to a maximum ofthree terms of four years. The Trustees determine Ihe Charity's Strategic direction and monitor its operational performance closely, providing the Warden, Chief Finar)ce and Operations Officer. Heads and Senior Leadership Teams Wlth direction, leadership and support as appropriate. The Board meets four times each year. The work of overseeing the implementalion of Board policies and decisions is carried out in large part by the Finance and General Purposes Committee {F&GPC) which meets at least six times per year. Specifically, the F&GPC scrutinises all budgets, management and statutory accounts, business plans and major capital proposals, before these are submitted to the Board for approval. Following the annual review of Governance, it was agreed to retain the existing committee structure. The F&GPC as detailed above with the other principal Board committees are.. the Foundation Estates Planning Committee, which meets at least every 2 months to discuss the longer- term strategy for the estate and management of larger capilal projects. the Curriculum Development Committee, which meets termly, offer5 Strategic guidance on future academic developments within the Foundation and across the schools. the Remuneration Committee, which sets the salary and emoluments for the Warden, Chief Finance and Operations Officer, Heads and Senior Leadership Teams meets twice a year. the Nominations Committee. which is responsible for succession planning for both the Council ofmembers and Board of Trustees meets termly the Health and Safety Committee, which meets termly with Board representation. the Safeguarding Committee, which meets at least termly with Board representation. the Concessions Working Party, which meets at leasttwice each year to scrutinise policies and resourcing of scholarship and bursary awards and other concessions. the Development Board, which meets termly with Board representation, and is responsible for oversight of fund-raising and other development plans The day-lo-day leadership and management of the Foundation is delegated to the following.. WardenlCEO Head, Dean Close School Head, Dean Close Preparatory School Head, Dean Close Pre-Preparatory School Head, Dean Close St John's School Mrs E L C Taylor Mr B Salisbury Mr P Moss Mr J Cowling (appointed 1 September 2023} Mr N Thrower (resigned 31 August 20241 Mr T Rainer (appointed 1 September 20241 Mr J Dobbie Mr A P Bowcher Head, Dean Close Airthrie School Chief Finance and Operations Officer THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Charity Governance Code The Trustees have taken note of the seven principles set out within the Code and recommended practice. Whilst the Charity has not yet formally adopted Ihe Code, Trustees apply the Code's recommended practices and more detailed information as to how this has been done is included within this Annual Report. stakeholder Engagement and Section t 72 (1) Statement The Trustees, as Directors, must act in accordan￿ with a set of general duties. These duties are detailed in section 172 {1) of the Companies Act 2006 which is summarised as follows.. A Director of a Company must act in the way helshe considers, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to.. The likely consequences of any decision in the long term The interests of the Company's employees The need to foster the Company's business relationships with suppliers, customers and others The impact of the Company's operalions on the communily and the environment The desirability of the Company maintaining a reputation for high standards of bLtsiness conduct, and The need to act fairly as between members of the Company., The Trustees consider thal they have fulfilled their duties in accordance with section 172111 of the Companies Act 2006 and have acted in a way in which is most likely to promote the success of the Foundation for the benefit of its stakeholders as a whole in the following ways.. Pu All pupils benefit from the Foundation schools, focus on individual development and on the aim of nurturing each child's strengths and talents within a caring and secure family environment. Pupils are actively encouraged to offer comments and suggestions on the operation of the Foundation through School Councils and a range of other consultative opportunities, and these are considered in decisions made by the Senior Leadership Teams. The Foundation's schools 811 subscribe to the 'Dean Close DNA, of Values (Love. Courage and Contribution) and Skills for the Future (Compassion, Collaboration, Communication, Critical Thinking and Creativity), weaving these into the curriculum and co-curriculum to support the pupils by developing the aptitudes and attitudes for future employment and service. Em lo ees The Foundation recognise5 that the qualities and skills of its employees and the commitmenl of its staff play a major role in its success. Weekly briefings keep staff informed of school wide matters of interest and there are many opportunities for staff training and development. In addition, termly Inset offers opportunities for staff to engage with the wider Foundation slrategy and direction and to receive updates from the Warden, Chief Finance and Operations Officer, and Trustees. Staff have many opportunities to offer ideas, raise concerns and comment on the activity of the Foundation through surveys, cluster groups and Common Room representatives. Emphasis this year has been placed on completing the 'Healthy Workplace, training plan for all staff, and the 'Healthy Leadership, training plan for middle and senior leaders, both designed to enhance the skills of staff, to enable team leaders to get the besl from their teams, and to support healthy and sustainable working practices, THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Stakeholder Engagement and Section 172 (1) Statement (continued) Parents The Foundation continues to ensure that it is in regular communication and engages with its parent body, and a weekly summary of news and events is emailed lo them from each school. Opportunities for parents to attend fixtures, concerts, drama productions and chapel events continued during this year, and the full range of Speech Day and prize-giving events took place in the Trinity Term 2024.The Foundation also carried out several parental surveys to measure parental satisfaction and to idenlify areas for celebration and for improvement in the schools, provision. These plans were communicated back to parents by the Heads. Communit The Foundation is proud of its place within the local and wider community and endeavours to offer support and collaboration where possible by making available many of its facilities at below commercial rates. It also invites local schools to participate in specific sports and other events and to share various facilities. Dean Close School is a founding member of Ihe Cheltenham Education Partnership, which includes 11 secondary schools in Cheltenham, with the aim of improving outcomes for all young people of secondary age in the area. The School is also a founding member of the Independent Schools, Christian Alliance. working with other schools across the country who share a similar ethos, and ha5 partnerships with schools in Uganda and Chengdu. China. with the aim of improving pupil outcomes both for Dean Close pupils and those oflhe partner schools. Recmitment and Remuneration of Senior Management Remuneration of senior employees is set by the Remuneration Committee, with the policy objective of providing appropriate incentives to encourage enhanced performance and of rewarding fairly and responsibly individual contributions to the Foundation's success. The appropriateness and relevance of the remuneration policy is reviewed annually, including reference to comparisons with other independent schools to ensure that the Foundation remains sensitive to the broader issues of pay and employment conditions elsewhere. The Foundation aims to recruit, subject to experience, at the lower to medium point within a band, providing scope for rewarding excellence. Delivery of the Foundation's charttable vision and purpose is primarily dependent on its key management personnel and staff costs are the largest element of expenditure. Recmitment and Training of Trustees The Nominations Committee makes recommendations for the appointment of Members and Trustees. Candidates are selected with regard to their availability, eligibility. commitment, specialist skills and Christian standing, and are appointed at a General Meeting of the Members. All new Members receive an induction pack of relevant documents outlining their responsibilities and attend an induction workshop conducted by the Chairman, Warden and Chief Finance and Operations Officer, at which the Foundation's organisation and policy are discussed and the responsibilities and duties of Members and Trustees are fully explained. New Trustees also receive induction training provided by either the Foundation's solicilors or an independent external body_ Following a rigorous review as specified in the Charity Governance Code, Ihe Board ofTwstees have agreed by Special Resolution to extend the term of the current Chairman beyond 9 years to 2026. Trustees attend a range of external training days on a schedule kept by the Chief Finance and Operations Officer. Additionally, Trustees receive briefings from the Chief Finance and Operations Officer and one Board meeting per year is primarily devoted to training on governance issues and matters of current concern. A thorough programme of online training is undertaken via Educare. Legal Structure of the Foundation and Definition The Charity has three wholly-owned non-charitable subsidiaries, Dean C105e Services Limited (DCSL), Dean Close Nurseries Limited (DCNLI and Dean Close Education Limited (which is dormant for the year ended 31 August 20241. The results of the subsidiaries are included in Note 3 of the Financial Statements. The annual profits of both subsidiaries are donated to the Foundation under the Gift Aid Scheme. The trading activities of the subsidiaries comprise letting of the Foundation facilities when not in use by the Foundation, the provision of courses, revenue from the Foundation shops and the operation of day nurseries. The subsidiaries, aims. objectives and achievements are covered in the relevant sections of this report. When this report refers to 'Group'. il means the combined finances of the Charity (The Dean Close Foundation) and its three subsidiaries, DCSL, DCNL and Dean Close Education Limited THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) OBJECTS, AIMS AND OBJECTIVES When reviewing the aims and objectives of the Foundation and in planning its future activities the Trustees consider its charitable objectives and Strategic Plan. Charitable Objects The Charity's Objects, as set out in its Articles, are the advancement of education, including the provision of schooling for children based firmly upon Christian evangelical principles and the provision of assistance with the resources available to the Foundation for the education of children with parents of limited resources. The Charity also has various restricted reserves enabling it to award modest scholarships, bursaries and prizes, as well as a few un-endowed trust funds held for special purposes in connection with the development of Ihe Foundation's facilities. Mission statement The Charity's mission is to provide the necessary education and appropriate training to enable children and young people lo floLAfish and to achieve their potential as individuals, and thereby to ensure that as adults they will be confident and successful members of society and effective contributors to it. Intended impact Within its charitable objects, the Charity's intention is to provide first class childcare in its nurseries and a first- class education through strong academic tuition and by developing broader skills that enable every pupil to realise his or her potential to the full. This involves emphasis on co-curricular activities through academic, sporting, artistic, team building and social skills, as well as encouraging spiritual awareness and self-reflection. This approach builds self-confidence and life skills in the Foundation'5 pupils and inculcates a desire to learn and a willingness to contribute to the wider community whilst at school and in later life. The Charity believes that the true impact of education can only be measured over the long term in the contribution alumni make to their communities. It endeavours to measure this impact by staying in close contact with alumni, conducting regular surveys of their activitie5 and contributions to society. Aims The aim of the Charity is to provide high-quality education and care for day and boarding pupils from Nursery lage approximately 6 months) to Upper Sixth level {18119 years). During the year under review, this was carried out by 6 nurseries and 5 schools operating in Cheltenham, Gloucester, Chepstow and Newport. The nurseries and schools are overseen jointly by the Trustees, through the Warden and Chief Finance and Operations Officer. Most of the children from Dean Close Preparatory School enter the Senior School and the vast majority of those leaving the School after A Levels have historically sought entry to universities and other higher education establishments Pupils from Dean Close St John's School {at 13) and Dean Close Airthrie School (at 111 enter a variety of different senior schools, including Dean Close School. In addilion to the academic life of the Schools, pupils, co-curricular activities include an extensive range of musical, dramatic and artistic activities as well as sports training, with many teams achieving success at county and national level. The needs of the wider community are addressed through an imaginative and wide-ranging Community Action and Partnerships programme and the Foundation makes many of its facilities available to the community and to local charities at reduced rates. Christianity is at the heart of the Charity both in its aim and values and in practice, in regular formal services and voluntary Christian Union groups, bible study classes and an active Chaplaincy. The Foundation's educational policy is built upon its Christian principles and Trustees aim to ensure that pupils of all faiths and none are encouraged to consider their own response to questions of faith based upon a clear understanding of the Christian message. The Charity has defined its aim and values, based on the principles of biblical Christianity, and these are embedded in every aspect of its activities. The overarching aim is Flourishing, and the three key values are Courage, Love and Contribution. The Charity aims lo maintain a warm family atmosphere and a very high standard of pastoral care for all members of its community. THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Objeclives To make excellent provision for teaching and learning, ensuring that the curriculum is giving an outstanding preparation for life after school. To continue to improve the quality of Ihe Foundation's facilities. To recruit, retain and develop excellent staff, both teaching and non-teaching. To maintain a broad and appropriate range and variety of co-curricular activities for all children and young people and to promote and develop sporting, musical, dramatic and artistic achievement, and spiritual awareness, across the Foundation. To sustain pupil recruitment in the face of ongoing difficult economic circumstances and to continue to widen access to Dean Close by the provision of means-tested assistance both for new applicants and in hardship cases affecling existing pupils. To develop further the Charity's commitment to partnerships, locally, nationally and internationally. Strategies to achieve the Objectives Recruitment, induction, appraisal, mentoring and training of staff to ensure they are providing the very best quality of experience for children and young people, inside and outside the classroom. Constant review and innovation within the curricLflum and co-curriculum, ensuring the needs of children and young people are met with a keen eye on the future requirements of universities, employment and wider society. Employment of highly qualified. specialist staff to maintain standards of sport, music, and drama_ Continued investment in Foundation facilities through ongoing maintenance and through selecled refurbishment and enhancement of facilities, particularly in boarding. Fundraising to support three key areas of development.. campus, community and curriculum. The aims and objectives set for the Charity's subsidiaries are to donate profits lo facilitate the achievement of the Charity's aims and objectives as above. EMPLOYEE INFORMATION Online resources via a policy portal are in place for members of the teaching and support staff,. a number of important measures, including the development of a universal appraisal system, have been introduced for members ofthe Charity's support staff. Considerable time and effort is expended in ensuring that all members of staff are kept fully informed about new developments and in addressing question5 and any concerns. A significant amount of slaff time is devoted to ensuring that the Charity's policies are fully compliant with current legislation and best practice. The Charity seeks to work with all employees, takin9 into account their personal circumstances, to ensure that appropriate Iraining, development and advancemenl opportunities are available to enable them to reach their full potential. The Charity is committed to a policy of equal opportunity in employment. The aim of the policy is to ensure that.. selection criteria and procedures are in place to ensure that individuals are selected, promoted and treated on the basis of their relevant merits and abilities. no job applicant or employee receives less favourable treatment on the grounds of their gender, gender reassignment, marriage or civil partnership, pregnancy and maternity, sexual orientation, disability, race, colour, ethnic background, nationality, religion or belief or age. no employee suffers harassment or intimidation. THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) DISABLED PERSONS The Charity will employ disabled persons when they are suitable for a particular vacancy and every effort is made to ensure thal they are given full and fair consideration when such vacancies arise. STATEMENT OF TRUSTEES, RESPONSIBILITIES The Trustees (who are the Directors of The Dean Close Foundation for the purposes of company law) are responsible for preparing the Trustees, Annual Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice}. Company law requires the Trustees to prepare financial statemenls for each financial year. Under company law the Trustees must not approve the financial slatements unless they are satisfied they give a true and fair view of the state of affairs of the charilable company and the group and of the incoming resources and application of resources, including the income and expenditure. of the charitable group for that period In preparing these financial statements, the Trustees are required to.. select suitable accounting policies and then apply them consistently., observe the methods and principles in the Charities SORP, make judgments and estimates that are reasonable and prudent., state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements- and prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business. The Trustees are responsible for keeping adequate accounting records that are suffi'cient to show and explain the charitable company's transactions, disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companies Act 2006 and the provisions of the Charity's constitution. They are also responsible for safeguarding the asset5 of the charitable company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. In 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 steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information. THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STRATEGIC REPORT Principal risks and other matters of strategic importance The Board ofTrustees is responsible for the management of the strategic risks faced by the Charity. Detailed consideration of risks is delegated to the Finance and General Purposes Committee, assisted by the Warden and Chief Finance and Operations Officer. Risks are identified and assessed and controls are implemented and monitored regularly The Charity's Risk Model is reviewed and updated on a termly basis by the Warden and Chief Finance and Operations Officer with Trustee input and overview and then presented to the Finance and General Purposes Committee for approval. The key risk controls used by the Charity include.. maintenance of a comprehensive Risk Register. formal agendas and minutes for all Committee and Board meetings. detailed Terms of Reference for all Committees, which are regularly reviewed. comprehensive strategic planning, budgeting and management accounting procedures. a well-established organisational structure and clear lines of reporting a comprehensive range offormal, written policies. clear aLtthorisation and approval levels. vetting procedures as required by law. Through its risk management processes, the Board has concluded that the major nsks currently confronting the Charity are- the generation of insufficient surplus to fund the objectives of the Strategic Plan. the impact of VAT on school fees and the removal of Business Rates Relief announced by the new Government on enrolment numbers, and participation in exlracurricular activities. a downturn in the demand for independent education driven by economic conditions bolh nationally and internationally. and current parental affordability concems. increased cost caused by changes in Government policy. The Board is satisfied that all major risks identified have been adequately mitigated where necessary and possible. It is recognised that such systems can only provide reasonable, but not absolute, assurance that major risks have been adequately managed. The diversification of income streams and growth strategies for Dean Close Nurseries Limited and Dean Close Services Limited will continue to reduce risk in the longer term. Results for the yoar Total full-time equivalent pupil numbers across all Dean Close schools for the year were 1,136 and on a like- for-like basis were very similar to those of the previous two years. 10 THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Results for the year (continued) The consolidated surplus for the year before financing costs, investment gains. depreciation and amortisation of goodwill was £2.61 m {2023 £1.88m). This was ahead of budget and included a positive variance in net fee income and overall savings against the tolal expenditure budget. Key factors in generating this improved surplus were the additional contribution from the two trading subsidiaries, Dean Close Nurseries Limited and Dean Close Services Limited, continuing cost control which has increased the margin between net fee income and overall salary costs and a reduction in energy costs following the spike in prices the previous year. Total incoming resources increased by £2.87m (9.50h) with the two main sources of income, fee and trading income, significantly higher than the previous year. The diversity of the Foundation's income stream is one of the key elements to reducing risk within the business model. Total expenditure increased by £2.47m {8.20/0l and was below budget. The cost base continues to be carefully managed. Capital investment during the year totalled £2.3m. This included the purchase of a property in Cheltenham, land at Castleford Hill. Chepstow, significant upgrade and refurbishment works to a Sixth Form boarding house, investment to improve outside play areas at both the Dean Close Preparatory School and Pre- Preparatory School siles and ongoing investment in the Foundation's ICT network. The Balance Sheet has been strengthened following receipt of a total of £4.1 m from parents opting to pay now for future years invoiced with resulting cash held on deposit of £4m at 31 Augusl 2024 12023 £Nill. Additionally, fees received in advance in respect of the financial year ending 31 August 2025 totalled £8.3m {2023 £3.9m). The consolidated cash flow statement sets out the movement in funds during the year and explains how cash has been utilised. The Trustees are satisfied with the overall financial position. Review of achievement and performance for the year The schools within the charity achieved strong pupil numbers, with numbers at Dean Close School at their highest in the school's history. The Foundation continued to invest in IT infrastructure, Cyber security and safety of Personal Data were a particular area of investment and training. Infrastructure and facilities improvements continued, including investment in a Sixth Form boarding house at Dean Close School and refurbishment of the Old Gym. At Dean Close School, those taking public examinations performed well, achieving 66Q/o A°_B grades at A level, with 40 % of pupils achieving AAB or better. Over 90 % of Upper Sixth leavers were accepted at either their first or second choice university. NewA level courses in Sociology. Photography and Media Studies were added to the range of Options at Sixth Form level. Dean Close sports teams performed well across the year, with high participation rates.. at Dean Close School 100 % of all pupils in Y9 and Y10 represented the school at sport across 12 diffefent sports. A 151 Xl girls hardball Cricket programme was established. A variety of drama productions took place during the year, including senior productions of 'Anything Goes,, 'Mayfly Angel, and 'Our Day Out,. At DCPS the Junior Forms production of'Hoodwinked' featured every pupil in Years 3-5. The annual 'Three Schools Dance Show, at the Bacon Theatre was a great succe55. The annual music concert programme was of high quality and was well-altended and supported across the schools. The Summer Concert at DCS featured a quintet offormer choristers of the Schola Cantorum and the premier of an original wind quintet by one of the Upper Sixth leavers. At Dean Close St John's a 'S¢hool of Rock Day, featured guitar-workshops, making a record player and digital music-making. The Dean Close Pre- Prep strings group 'Squirrel Strings, won the Cheltenham Festival of Music. A full programme of trips and tours took place, including DCSJS visiting South Africa THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Review of achievement and performance for the year (continued) The 'Foundation Stones, values continued to be embedded across all the Schools and nurseries during the year, with reward systems to promote the Aim and Values of Flourishing, Courage, Love and Contribution, as well as assemblies, PSHCE lessons and tutorials focLtsing on their development. Dean Close won national recognition by gaining the Talk Education Award for 'Thinking Beyond the Curriculum,, given for innovative ideas and initiatives. The 'Skills Lab, at DCS and the new Saturday Curriculum '5Time' al DCPS were among the initiatives rewarded. The Chanty's partnership work continued and was strengthened during the year, particularly in the Cheltenham Education Partnership work with other secondary schools in Cheltenham. Staff and pupils took part in a number of collaborative activities throughout the year, including the 'Charigemakers' programme focusing on sustainability and climate change. In February 2024, Dean Close School, Dean Close Preparatory School and Dean Close Pre-Preparatory School were all inspected by the Independent Schools, Inspectorate The schools met all the relevant standards including those for boarding. The Board of Trustees and school leaders were described as 'thoughtful and rigorous, in their planning for the future development ofthe schools The report on Dean Close School referenced the quality and variety of co-curricular provision, which 'allows pupils of all ages and aptitudes to participate and develop skills such as effort, self-motivation and teamwork., At Dean Close Preparatory and Pre-Preparalory Schools the report commented that 'Staff conduct skilful assessment and their in-depth awareness of individual pupil needs supports all groups of pupils.. Energy and emissions report With a new Estate Compliance Strategy in place. the Foundation is Working on ways to reduce emission and waste across all of the estate During the year the Foundation took the following energy effi'ciency actions: Continued to roll out LED conversions and replacements across all sites Replaced three diesel vehicles with three electric vehicles Replaced five boilers which were prioritised based on efficiency, waste and emissions Ensured sustainability is at the forefront of each capital investment decision made across the Foundation The Foundation engages a consultant company advising the Foundation on all energy matters including how and where the Foundation can reduce its footprint as quickly as possible. A summary of key data is as follows.. 2024 2023 Usage kwh 6,668,973 1,932,404 189,660 8,791,037 3.17 Emissions tC02e 1,198.11 393.80 46.80 1,638.71 Usage kwh 7.258.715 2,047,373 149,091 9,455,178 Emissions tC02e 1306.59 ,423.96 36.88 1.767.43 Gas Electric Trans ort Total Consum Intensity Emissions tion ratio er FTE UK energy use covers the use of natural gas for heating and cooking and electricity for heating and lighting across all entities of the Dean Close Foundation. Associated greenhouse gases have been calculated using the Gov.uk 2024 conversion tables using 0.18253 per kwh for natural gas and 0.20705 per kwh of electricity in each reporting year. 12 THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Granl-making policy Trustees are committed to broadening access to Dean Close schools by offering means-tested bursaries based on an assessment of financial need to pupils whose parentslguardians are unable to pay the full fees. This year, the value of means-tested bursaries, clergy and Armed Services awards and other concessionary fees was £3.3m (2023.. £3.2m), with a further £1.1m (2023: £1.2ml awarded in the form of scholarships and exhibitions. The Foundation's policy is to widen access to Dean Close lo all sectors of the community by providing means-tested assistan￿ with up to 1000/0 of school fees for deserving children and to relieve hardship where an existing pupil's education and future prospects may othemise be at risk. Fundraising continues to provide major awards, known as Foundation Awards and the school is extremely grateful to and thanks donors for their support. Scholarships were made available to entrants aged 11, 13 and 16 for outstanding ability in academic work, music, art, sport and drama. Such awards are limited to a maximum of 20 % of the school fees for any individual. Minor awards were also extended to a small number of children entering the Preparatory School at age 7. Fundraising perfonnance Donations, gifts and legacies totalled £143,767 in the year 12023.. £274,208) and these were almost exclusively credited to restricted funds. Further details Con￿rning restricted donations are included in Note 18b to the Financial Statements The Trustees wish to record their thanks for the many kind and generous donations received throughoul the year, without which this and other initiatives would have either been delayed or not been possible. Fundraising is overseen by the Development Committee which is chaired by a Trustee and includes other Trustees. The Development department carries out day to day fundraising tasks assisted by an external Consultant. Particular attention continues to be given to the management of data and the protection of vulnerable people. The Foundation has had no complaints about its fundraising activities this year. Investment powers, policy and performance The Trustees, powers for the investment of its corporate funds are set out in the Articles of Association and are, subject to statutory requirements, broadly equivalent to those of an individual beneficial owner. For the investment of the trust funds that it administers, the Foundation is subject to the Trustee Act 2000. The Trustees, policy is to obtain a return of capital gain and reinvested dividends on the invested funds at a suitable benchmark, thereby enhancing the Foundation's ability to provide scholarships, bursaries and prizes in future years and preserving the capital value of the underlying investments. The Charity's investment portfolios are managed on a discretionary basis under an agreed set of investment parameters that are ststed in the Foundation's Investment Policy. Portfolio performance is reported termly against an agreed benchmark and the Foundation's Investment Manager provides six-monthly briefings to the Finance and General Purpose Committee which include detailed analysis of the portfolio's performance, overview5 of market conditions and their strategic approach to obtaining an optimal return on the Charity's investments. At the year end the Group's long term investments totalled £3.7m {2023'. £3.3ml. The increase in the portfolio valuation was attributable to overall investment gains of 7.80/0 which was a satisfaclory performance in a year of rising world stock markets in most geographical areas. 13 THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Resewes level and policy The Charity's policy is to invest in premises and equipment to support the business and education requiremenls of Ihe Charity, while ensuring adequate financing of day-to-day operational needs and the maintenance of adequate reserves to meel any contingencies as they arise. Therefore, retained surpluses are not held as free reserves, but are normally utilised for improvements lo the Charity's facilities. This policy is supported by external financing as and when necessary which is allocated to specific capital projects. The Group's total reserves of £18.5m (2023.. £17.62ml at the year end represented £0.47m (2023.. £0.49m} endowment capilal, £0.61m 12023.. £0.53ml unspent restricted funds and £17.42m (2023.. £16.6m) unrestricted funds £24.4m (2023. £24.8m) of this represented the net book value of fixed assets less associated long term funding arrangements, leaving negative free reserves of £7m12023.' negative £8.2ml at the year end. Resources The Charity has at its disposal restricted and unrestricted funds which are invested by Rathbone Investment Management in a broad portfolio of bonds, equities and cash. as disclosed in note 11. The Charity has a main bank overdraft facility of £3m to service working capital requirements. The bank loan facility has been utilised as planned to Provide funding to deliver ongoing capital developments which form part of the overall Strategic Plan. The Charity's corporate and trust funds all have sufficient realisable assets appropriate to meet their respective obligations. 14 THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) FUTURE PLANS OF THE DEAN CLOSE FOUNDATION The Charity's Strategic Plan sets out the Dean Close values, vision and ethos, The focus of The Plan is sustainability.. financial, educational and environmental. The Plan is built around four pillars.. Educational excellence., Financial sustainability., Employee engagement", Partnership collaboration. Around these pillars, the plan establishes medium to long-term aims, which are.. To cement and sustain the Foundation's strong academic reputation while avoiding selection based on academic grounds alone., To remain a flourishing, co-educational community for families, with excellent boarding and day facilities and excellent childcare support in its nurseries., To continue to develop excellent relationships with parents and families and to provide the highest possible standards of pastoral and tutorial support., To sustain a reputation for excellence in the creative and performing arts and in sport., To continue to develop the work of the Chaplain and the chaplaincy team, developing young Christian leaders and promoting spiritual development., To maintain and increase pupil numbers throughout the Foundation, particularly at Dean Close St John's School and in boarding., To continue the growth in earnings of Dean Close Services Limited and Dean Close Nurseries Limited, in order to invest those earnings in facililies across the Foundation., To establish a new lower cost base., To be excellent employers,. recruiting, training and developing outstanding staff., To develop and sustain partnerships with other organisations, locally. nationally and internationally., and To continue to develop community access to the Foundation's facilities and to widen access to independent education Ihrough the provision and active promotion of means-tested bursaries. The Development Board oversees fundraising activity towards our three major campaign objectives., campus, commLtnity and curriculum.. Campus- to renew the academic heart of Dean Close School, creating innovative and exciting teaching spaces with an emphasis on preparation for modern working life. Community to establish a long-term endowment supporting Foundation Awards, which are transformational bursaries for deserving and talented pupils. Currlculum - to establish a curriculum through all the age groups which emphasises Skills for the Future, including links with industry through parents. alumni and local partners. FINANCIAL STATEMENTS The financial statements on pages 22 to 50 have been prepared in accordance with the Charities Statement of Recommended Practice FRS 102. 15 THE DEAN CLOSE FOUNDATION ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) KEY ITEMS IN THE STATEMENT OF FINANCIAL ACTIVITIES Restricled income comprises dividend income from investments, rental income and donations. The endowed reserve contains the unamortised portion of the Arts Council Grant made for the construction of the Music School in 1997. The Foundation's non-charitable trading includes the following activities of Dean Close Services Limited.. the operation of the Bacon Theatre, lettings of certain parts of the Charity's properly to provide access for external groups to sporting, music, drama and other facilities, together with income from the School Shops The Foundation has continued lo develop a range of owned and managed sports and educational offerings including an Easter Revision course and various Dean Close branded sports camps, which are operated through Dean Close Services Limited. The management of the children's day nurseries is undertaken through Dean Close Nurseries Limited. All surplus income of the trading subsidiaries are donated to the Foundation under the Gift Aid Scheme and used for the purposes of the Charity. PUBLIC BENEFIT Direct Public Benefit includes means tested bursaries and grants made to existing and new families. Trustees are committed to broadening access to Dean Close by offering means-tested bursaries to pupils whose parents I guardians are unable to pay the full fees. All bursaries are means-tested annually and have a value of up to 1000/0 of the fees. The Foundation also has a scheme that help5 military families with their fees. Bursaries can range from 50/0 to 1000/0 of the school fee. On occasions where certain students are selected for particular extracurricular ArtslDramalSport trips but where the cost alone precludes their participation the Foundation can relieve that financial burden in certain circumstances. The Charity does not have a large endowment and therefore the Trustees are mindful, when bursaries are provided, that there remains a fair balance overall between those benefitting from bursaries and full fee-paying parents. many of whom make significant personal sacrifices to fund their children's educalion. Fundraising continues to provide an endowment to support Foundation Awards and life-changing bursaries for pupils from families of modest means. Foundationers, supported by donors from the Old Decanian community, former parents and other individuals, continue their education at the senior school and these talented and deserving individuals would never have been able to consider independent schooling without these transformational awards. The Foundation aims to increase the number of Foundalioners to 20 over the coming 10 years. Indirect Public Benefit includes the use of facilities such as the Bacor) Theatre and sports facilities which, from time to time, are let on a reduced cost to local groups or groups where their educational or artistic value is highly regarded in educational terms The Foundation also invites local preparatory schools, junior schools and nurseries to benefit from Forest School, and from events such as sports skills days, choral and orchestral days, and science days. Local children also have the opportunity to attend theatre workshops and plays. Facililies are also made available to educational groups, and have, for example, hosted at no charge Gloucestershire Early Years meetings in the Pre-Prep hall with teachers from schools across Cheltenham. The Trustees confirm that they have complied with their duty in Section 4 of the Charities Act 2011 to have due regard lo the public benefit guidance published by the Charity Commission for England and Wales. PARTNERSHIPS Partnership activity in the Dean Close Foundation operates on four levels.. locally. regionally, nationally and internationally. Locally, it has many partnerships with primary schools and their pupils attended concerts. plays, Sports Skills and Community Action day5, and Forest School at DCSJS, DCPS and DCS or hosted assemblies led by DCS pupils. The Cheltenham Education Partnership (CEP), of which Dean Close is a Founder Member, has continued to gain momentum and provide benefits for pupils in all Cheltenham'5 secondary schools. There are many regional partnership links in Gloucestershire and the South West for sport, business, chaplaincy and music. National links are with academic organisations, the Choir Schools, Association, and TISCA. Finally, international partnerships have been disrupted bul the Foundation remains committed to schools in Uganda and China. Fundraising to support Nyakatukura Memorial Secondary School in Uganda continued during the year. 16 ## **THE DEAN CLOSE FOUNDATION** ## **ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED)** ## **AUDITOR** The auditor, Crowe U.K. LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. The Annual Report of the Trustees and incorporated Strategic Report were approved by the Board on 7 26 December 2024 and signed on its behalf by February 2025 ## **stees** 17 THE DEAN CLOSE FOUNDATION INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE DEAN CLOSE FOUNDATION Opinion We have audited the financial statements of The Dean Close Foundation {the 'charitable company") and its subsidiaries (the "group") for the year ended 31 August 2024 which comprise the consolidaled Statement of Financial Activities, the consolidated and Charity Balance Sheets, the consolidated Cash Flow Statement and notes to the financial slatements, including significant accounting policies. 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). In our opinion the financial statements.. give a true and fair view ofthe stste of the group's and the Charitable company's affairs as at 31 August 2024 and of the group's incoming resources and application of resources, including its income and expenditure 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 Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing IUKI {ISAs (UK)) and applicable law. Our responsibilitie5 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 in accordance with the elhical 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 trustee's use of the going concern basis of accounting in the preparation of the financial statements 15 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 charitable company'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 information The trustees are responsible for the other information contained within the annual report. 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 othenNise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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 lo be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required lo determine whether this gives rise to a material misstatement in the financial statements themselves. 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. 18 THE DEAN CLOSE FOUNDATION INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE DEAN CLOSE FOUNDATION (CONTINUED) Oplnlons on other matters prescrlbed by the Companles Act 2006 In our opinion based on the work undertaken in the course of our audit the information given in the trustees, report, which includes the directors, report and the strategic report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistenl with the financial statements,. and the strategic report and the directors, report included within the trustees, report have been prepared in accordance with applicable legal requirements. Matters on whlch we are requlred to report by exceptlon In light of the knowledge and understanding of the charitable company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors, report included within the trustees, report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion.. the parent company has not kept adequate accounting records., or the parent company fi'nancial statements are not in agreement with the accounting records and return5', or certain disclosures of trustees, remuneration specified by law are not made., or we have not re￿iVed all the information and explanations we require for our audit. Responsibilities of trustees As explained more fully in the trustees, responsibilities statement set out on page 9, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for Ihe preparation of the fi'nancial statements and for being satisfied that they give a true and fair view. and for such internal control as the tfU5tees determine is necessary to enable the preparation of financial statements that are free from material misslatement, whether due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing the charitable company'5 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 charitable company or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the flnancial statements Our objectives are lo 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, bLSt is not a guarantee that an audit conducted in accordance with ISAS (UK) will always detect a material misstatement when it exisls. 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 user5 taken on the basis of these financial statement5. 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.. 19 THE DEAN CLOSE FOUNDATION INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE DEAN CLOSE FOUNDATION (CONTINUED) Extent to which the audit was considered capable of detecting irregularities, including fraud We obtained an understanding of the legal and regulatory frameworks within which the charity and group operates, focusing on those laws and regulations thal have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Charities Act 2011, together with the Charities SORP (FRS 1021. We assessed the required compliance with these laws and regulations as part of our audit procedures on the related financial statement items. In addition, we considered provisions of other laws and regulations that do nol have a direct effect on Ihe financial statements but compliance with which might be fundamental to the charity's and Ihe group's ability lo operate Of to avoid a material penalty. We also considered the opportunities and incentives that may exist within the charitable company and the group for fraud. The laws and regulations we considered in this context for the UK operations were The Education (Independenl School Standards} Regulations 2014, General Data ProteGlion Regulation {GDPRI, Health and Safety legislation, and Employment legislation. Auditing standards limit the reqLtired audit procedures to identify non-compliance with these laws and regulations to enquiry of trustees and other management and inspection of regulatory and legal correspondence, if any. We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be with the completeness and accuracy of certain income streams which inclL¢des, nursery fees and bursaries, scholarships and allowances and the override of controls by management. Our audit procedures to respond to these risks included enquiries of management, the bursar and the Finance & General Purpose Committee about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals, reviewing accounting estimates for biases, designing audit procedures ovei certain income streams lisled above, reviewing regulatory correspondence with the Charity Commission, Independent Schools Inspectorate, Ofsted and reading minutes of meetings ofthose charged with governance. Owing 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, the further removed non- compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, 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 non-compliance and cannot be expected to detect non- compliance with all laws and regulations. A further description of our responsibilities for the audit of the financial statements is available on the Financial Reporting Council's website at.. WWIJV frc Of onsibililies. This description forms part of our -￿ukla[1￿[1OrSr￿$￿_-- auditor's report. 20 ## **THE DEAN CLOSE FOUNDATION** ## **INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE DEAN CLOSE FOUNDATION (CONTINUED)** ## **Use of our report** This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members 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 charitable company and the charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed. Guy Biggin Senior Statutory Auditor For and on behalf of **Crowe U.K. LLP** Statutory Auditor 4th Floor, St James House St James Square Cheltenham Gloucestershire GL50 3PR Date: 28 February 2025 21 THE DEAN CLOSE FOUNDATION CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 AUGUST 2024 Inco oratln a consolldated Income and Ex endlture account Unrestricted Restricted Endowed funds funds funds 2024 2024 2024 Total 2024 Total 2023 Notes Income from: Charltable actlvities School fees receivable Ancillary Irading income Other tradlng actlvltles Non-ancillary trading income Investments Investment income Bank and other interest Voluntary sources Grants and donations 25,796.092 542,607 25,796,092 23,528,970 542,607 571,910 6,509,432 6,509,432 5,763,352 11(c) 86,990 43,303 54,685 141,675 43,303 125,620 34,446 143,767 143,767 274.208 Total Incomlng resources 32,978,424 198,452 33,176,876 30,298,506 Expendlture on: Ralslng funds Non-ancillary trading Financing cosls Investment management Fundraising and development 5,130,014 823.878 20,968 126,153 5,130,014 823,878 25,519 126,153 4,634,733 614,385 22,593 112,051 4,551 Total deductlble costs 6.101,013 4,651 6,105,564 5,383,762 Charltable activities Education and grant making 26,327,468 156,728 26,484,196 24,735,390 Total expenditure 32,428.481 161.279 32,589,760 30.119,152 Net incomlng funds from operatlons before transfers and Investment galnslllosses) 549,943 37,173 587,116 179,354 Gainsl(losses) on investments 247,617 38,737 286,354 (112.240) Transfers between funds 19,651 119.651) Nat movement in funds 817,211 75,910 119,651 873,470 67,114 Fund balances at 1 September 2023 16.605,399 530,617 491,285 17,627,301 17.560.187 Fund balances at 31 August 2024 18 17,422,610 606,527 471,634 18,500,771 17.627,301 The notes on pages 25 to 50 form part of these financial statements. 22 ## **THE DEAN CLOSE FOUNDATION** ## **FOUNDATION AND CONSOLIDATED BALANCE SHEETS AS AT 31 AUGUST 2024 REGISTERED NUMBER: 04193948** |||**Group**|Group|**Foundation**|Foundation| |---|---|---|---|---|---| ||Notes|**2024**|2023|**2024**|2023| |||£|£|£|£| |**Fixed assets**|||||| |Intangible|8|**332,665**|443,553||| |Negative goodwill|9|**(29,083)**|(44,946)|**(29,083)**|(44,946)| |Tangible|10|**34,093,422**|32,868,882|**33,798,024**|32,536,452| |Investments|11|**3,661,654**|3,296,063|**5,070,267**|4,815,564| |||**38,058,658**|36,563,552|**38,839,208**|37,307,070| |**Current assets**|||||| |Stocks||**196,324**|200,336|**17,610**|19,722| |Debtors|12|**1,762,150**|1,792,026|**1,616,336**|1,662,755| |Cash at bank and in hand||**4,383,430**|67,778|**4,350,409**|12,906| |||**6,341,904**|2,060,140|**5,984,355**|1,695,383| |**Current liabilities**
Creditors payable within one year|13|**(14,911,886)**|(11,243,418)|**(15.47 4,046)**|(11,780,396)| |Net current liabilities||**(8,569,982)**|(9,183,278)|**(9,489,691)**|(10,085,013)| |Total assets less current liabilities||**29,488,676**|27,380,274|**29,349,517**|27,222,057| |**Long term liabilities**|||||| |Creditors payable after one year|14|**(10,987,905)**|(9,752,973)|**(10,964,508)**|(9,710,519)| |**Net assets**||**18,500,771**|17,627,301|**18,385,009**|17,511,538| |**Financed by:**|||||| |Endowed funds|18a|**471,634**|491,285|**471,634**|491,285| |Restricted funds|18b|**606,527**|530,617|**606,527**|530,617| |Unrestricted funds|18c|**17,422,610**|16,605,399|**17,306,848**|16,489,636| |**Total funds**|18|**18,500,771**|17,627,301|**18,385,009**|17,511,538| The net result for the financial year dealt with in the financial statements of the parent charity was a surplus of £873,471 (2023: deficit £40,699). The financial statements were ap proved and authorised for issue by the Board of The Dean Close Foundation on 7 26 FebruaryDecember 2025 and signed on its behalf by: The notes on pages 25 to 50 form part of these financial statements. 23 THE DEAN CLOSE FOUNDATION CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 AUGUST 2024 Group 2024 Group 2023 Notes Reconciliation of net incoming resources to net cash inflow from operating actlvlties Net incoming funds from operations 587,116 179,354 Ellmlnatlon of non-operating cashflows: Investment income and bank interest received Finance costs Deprecialion charge Profit on disposal of assets Amortisalion of goodwill on acquisition Amortisation of negative goodwill on acquisition Decreasel(increase) in stock Decreasel(increase) in debtors Decrease in creditors (excluding fees in advance and deposits and composition fees) Increase in fees in advance, deposits and composition fees 1184,978) 823,878 1.103,659 (1,570) 110,888 (15,8631 4,012 29,876 (1,093,835 (160,0661 614,385 990,738 {7,7471 110,888 {15,863) {63,215) (134,8641 (352,7491 10 7,594,205 305,405 Net cash inflow from operations 8,957,388 1,466,266 Cash flows used in investing activities Purchase oftangible fixed assets Proceeds from sale of tangible fi'xed assets Additions to investment portfolio Investment income and bank interest received 10 (2,328,199 1,570 (79,237) 184,978 (1,998,024) 9,472 (319,5711 160,066 Net cash used in investing activities (2,220,888 (2,148,057) Cash flows provided by financing activities Finance costs paid New bank loan New finance lease and hire purchase contracts Repayment of secured loans Repayment of other loan Repayment of finance lease and hire purchase contracts 1823,8781 850,000 29,470 (653,1691 (125,0001 (81,420} {614,385) 285,000 153,312 {424,3471 (71,376) {59,948) Net cash used by financing activities (803,997) {731,744) Change in cash and cash equivalents in the year 5,932,503 (1,413.535) Cash and cash equivalents at the beginning of the year (1,549,073> (135,538) Cash and cash equivalents at the end of the year 4,383,430 {1,549.0731 Analysis of cash and cash equivalents Cash at bank 4,383,430 67,778 Bank overdrafts {1,616,851) 4,383,430 {1,549,0731 24 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 STATEMENT OF ACCOUNTING POLICIES (a) Charity information The Dean Close Foundation is a charitable company limited by guarantee incorporated in England (charity number 1086829 and company number 04193948) and is a Public Benefi't Entity operating from its registered office Shelburne Road, Cheltenham, GL51 6HE. (b) Basis of accounting The financial statements have been prepared in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021, The Companies Act 2006 and the Ststement of Recommended Practice applicable to charities preparing their accounls in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 1021 (2nd edition effective 1 January 2019). The financial statements have been prepared on the historical cost basis of accounting, as modified by the revaluation of investments, and in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland {FRS 102), the Companies Act 2006, the Charities SORP IFRS 1021 and the accounting policies set out below. The functional currency of the Foundation is considered to be GBP because that is the currency of the primary economic environment in which the Foundation operates. The Charity has taken advantage of the exemption available to a qualifying entity in FRS 102 from the requirement to present a charity-only Cash Flow Statement within the consolidated financial statements. No separate Statement of Financial Activities has been presented for the Foundation alone, as permitted by Section 408 of the Companies Act 2006. The net results of the parent Charity are disclosed on page 23. Going Concern As part ofthe Trustee's responsibilities ofthe appropriateness of adopting the going concern basis in preparing the fi'nancial statements, a range of scenarios have been considered. The assumptions modelled are based on the current economic climate and the Headwinds. The most severe risk identified is a downturn in pupil numbers and the impact that this would have on the Foundation's cash flow. In this event, the Trustees measured response would be to place a moratorium on all but essential capital expenditure, to make further cost savings where appropriate to do so and if necessary to liquidate investments held as detailed in note 11 in order to enable the Foundation to operate within its currenl or increased borrowing facilities. The Trustees are mindful of 'The Headwinds" the challenge5 that lie ahead which include the imposition of VAT on school fees effective from 1 January 2025 and the Government's intention to remove charitable business rates relief from 1 April 2025. Much research has been done to develop strategies lo mitigate the additional costs associated that these impending changes will bring. The Foundation has four 3 year finance strategies covering new and additional income as well as 're- setting, the cost base. The three-year strategies started on 1 September 2023 and include doubling the number of Nurseries, increasing the profitability of Dean Close Services Limited and establishing a new lower cost base across the Foundation. The Trustees believe that the Foundation is therefore in a strong posltion lo Combat such challenges. On the basis ofthis review, these financial statements have been prepared on a Going Concern basis, which the Trustees consider to be appropriate based on the results for the year ending 31 August 2024 and cash flow projections prepared for the period 31 August 2025 and beyond. The cash flow projections indicate that the Group will be able to meet its liabilities as they fall due and will be able to operate within the facilities currently available. The Trustees consider that there are no material uncertainties over the Foundation's financial viability. 25 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) Judgments in applying Accounting Policies and Key Sources of Estimation Uncertalnty Estimates and judgments are Continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The items in the financial statements where these estimates and judgments have been made include the following.. Useful economic lives of tangible and intanglble assets The annual depreciation and amortisation charge for the tangible and intangible assets are sensitive to changes in the estimated useful economic lives and residual values of the asset5. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement. future investments, economic utilisation and the physical condition of the assets. See notes 8. 9 and 10 for the carrying amount of the assets and notes 1 (i), 01 and (k) for the useful lives for each class of assets. Impairment of investments When assessing impairmenl of the investments, managemer)t considers factors including the financial results, future outlook, net assets and market value of each investment. See note 11 for the net carrying amount of investments. Impairment of debtors The group makes an estimate of the recoverable value of trade and fee debtors. When assessing impairment of trade and fee debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 12 for the net carrying amount of the debtors (c) Basis of consolidation The consolidated statement of fi'nancial activities and balance sheel include the financial statements of The Dean Close Foundation and its subsidiary Companies, Dean Close Services Limited, Dean Close Nurseries Limited and Dean Close General Charitable Trust and certain Scholarship Funds made up to 31 August 2024 Dean Close Services Limited manages and lets propety on behalf of the Foundation and operates the School shops and the Bacon Theatre Dean Close Nurseries Limited operated six children's day nurseries during the year under review. All intra group sales and profits are eliminated fully on consolidation. On 28 June 2024, Dean Close Foundation set up a new subsidiary, Dean Close Education Limited. The Foundation owns 100 % of the Share capital in Dean Close Education Limited. The subsidiary is dormant for the year ended 31 August 2024 and has not been consolidated irsto Dean Close Foundation on the grounds that it is immaterial. 26 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) (d) Incoming resources Fees and similar income Fees receivable and charges for services and use of premises are accounted for in the period in which the service is provided. School fee income represents fees receivable, including additional charges, less concessions. Amounts received under the School's Advance Fee Scheme contracts for education not yet utilised to settle school fees are recorded as deferred income and allocated as current liabilities where the education will be provided within 12 months from the reporting date and as long-term liabilities where the education will be provided in subsequent yeafs. Non-chan"table trading Income from non-charitable trading represents the turnover from the trading activities of the subsidiary companies, Dean Close Services Limited and Dean Close Nurseries Limited and is recognised when the company has earnt entitlement to the revenues. Investment Income Dividend income is accounted for at the date on which the Charity has entitlement to the dividend. Interest ors bank balances and fixed income securities are accounted for in the period in which interest is earned. Government grants Income from Government grants. whether "capital. grants or "revenue" grants, is recognised when the Group 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. Where entitlement occurs before income is received, the income is accrued. Vvhere income is received in advance of the Group having entitlement to the funds, the income is deferred. (fj Donations Donations are accounted for as and when entitlement arises, the amount can be reliably quantified and economic benefit to the Charity is considered probable. Donations receivable for the general purposes of the Charity are credited to "other unrestricted funds" to distinguish them from direct Foundation income. Donations for purposes restricted by the wishes of the donor are taken to "restricted funds" where these wishes are legally binding on the Trustees. Donations required to be retained as capital in accordance with the donor's wishes are accounted for as "endowments" permanent or expendable according to the nature of the restriction. Gifts in kind are valued at estimated open market value at the date of gift, in Ihe case of assets for retention or consumption. or of the value to the Foundation in the case of donated Services or facilities. 27 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) g) Legacies For residuary legacies. entitlement is taken as the earlier of the date on which either the charity is aware that probate has been granted, the estate has been finalised and notification has been made by the executorls) lo the charity that a distribution will be made, or when a distnbution is received from the estate. Pecuniary legacies are recognised once probate has been granted and notification received and where they can be reliably measured Receipt of a legacy, in whole or in part, is only considered probable and measurable when the amount can be measured reliably and there are no potential claims against the estate. {h) Expenditure Expenditure is accounted for on an accruals basis as soon as a liability is considered probable, discounted to present value for longer temi liabilities. Overhead and other costs not directly attributable to particular functional activity Gategories are apportioned over the relevant categories on the basis of the Trustees. best eslimates of the amount attributable to that activity in the year, either by reference to staff time or space occupied, as appropriate. The irrecoverable elemerit of VAT is included with the item of expense to which it relates. Cost of generating funds includes all the financing costs of the entity in addition to the costs of the development office and trading expenditure of the subsidiary companies accounted for on an accruals basis. Governance costs comprise the costs of running the Charity, including strategic planning for its futu development, also internal and external audit, any legal advice for the Trustees, and all the cosls of complying with constitutional and statutory requirements, such as the costs of Trustees meetings and of preparing statutory accounts and satisfying public accountability. Goodwill and amortisation Goodwill is the difference between the amounts paid on the acquisilion of a business and the fair value of the identifiable assets and liabilities. Amortisation is provided on goodwill at rates calculated to write off the cost on a straight line basis over its expected useful life as follows.. Goodwill on acquisition of Nursery Childcare SeNices {UK) Limited 1 OOA on cost ti) Negative goodwill Negative goodwill is the difference between the fair value of the assets and liabilities acquired of a business and Ihe amount paid on acquisition. Negative goodwill is Credited to incoming resources on a straight line basis over its expected useful life as follows,. Negalive goodwill on Asset Purchase of Airthrie School LLP 200/0 on valuation 28 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) {k) Fixed assets Tangible fixed assets are stated in the balance sheet at cost less depreciation. Items costing less than £5,000 are written off as an expense on acquisition. Depreciation is calculated so that tangible fixed assets are written off over their currently estimated useful lives at annual rates, which are as follows.. Freehold land Freehold property Plant and equipment Theatre equipment Fixtures and fittings Motor vehicles School shop equipment Computer equipment - 6.670kn on cost 20kn110 %120 % on cost 10% on cost 100/0 - 200h on cost 200/0 on cost 20°A on cost Assets under coristruction are not depreciated until they are brought into use. Following a periodic review of fixed assets on 1 September 2022, the rate of depreciation on the majority of freehold property was reduced to 1 OA and in respect of upgrade work to boarding houses included within fixtures and fittings, was reduced to 10 % . Depreciation on these assets is calculated with reference to the number of remaining years Since the date of acquisition. (i) Operating leases Rentals under operating leases are charged to the Statement of Financial Activilies on a straight line basis over the lease term. (m) Stocks Stocks are stated in the balance sheet at the lower of cost and net realisable value after making due allowances for ob501ete and slow moving stock. (n) Debtors Short term debtors are measured at transaction price, less any impairment. (o) Cash and cash equivalents Cash is represented by cash in hand and deposits with financial institulions. (pl Creditors Short lem) creditors are measured at the transaction price. (q) Leased assets Assets obtained under hire purchase conlracts and finance leases are capitalised as tangible fixed assets. Asset5 acquired by finance lease are depreciated over the shorter ofthe lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to Ihe Stalement of Financial Activities on a reducing balance basis over the lease term. 29 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) (r) Taxation The Dean Close Foundation is a registered charity and is not liable to Corporation Tax or Income Tax on all its income and gains properly applied for its charitable purposes. Dean Close Services Limited and Dean Close Nurseries Limited, trading subsidiaries of the Foundation, are liable to Corporation Tax. {s) Pension costs Teaching Staff The scheme is a multi-employer pension scheme. It is not possible to ider)tify the Charity's share of the underlying assets and liabilities ofthe Teachers, Pension Scheme on a consistent and reasonable basis and therefore, as required by FRS 102, the scheme is accounted for as if it were a defined contribution scheme. The Charity's conlributions. which are in accordance with the recommendations of the Government Actuary, are charged in the period in which the salaries to which they relate are payable. The Charity also operates a defined contribution group personal pension plan with AVIVA. Employer's pension costs are charged in the period in which the Salaries to which they relate are payable. All pension Costs are allocated to unrestricted funds, this being the fund from which wages and salaries are paid. Non-Teaching Staff The Charity operates a defined contribution group personal pension plan for its non-teaching staff with AVIVA. Employer's pension costs are charged in the period in which the salaries to which they relate are payable. All pension costs are allocated to unrestricted funds, this being the fund from which wages and salaries are paid. Investments Listed investments are valued at market value as at the balance sheet date. Unrealised gains and losses arising on the revaluation of investments are credited or charged to the Statement of Financial Activities and are allocated to the appropriate Fund according to the "ownership" of the underlying assets. Investments in subsidiaries are valued at cost less provision for impairment. (u) Composition fees The Charity operates a composition fee scheme for parents. Income arising is treated as general income of the Foundation, out of which provision for future fee liabilities under the scheme is made. (v) Recognition of liabilities Liabilities are recognised when the Charity has an obligation to make payment to a third party. (w) Redundancy Redundancy and termination costs only occur where absolutely necessary and are accounted for on an accruals basis when the commitment to terminate a post on the grounds of redundancy has been made. 30 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) STATEMENT OF ACCOUNTING POLICIES (continued) (x) Funds policy Unrestricted funds are funds that are available for use at the discretion of the Trustees in furtherance of the objects of the Charity. Designated funds are unrestricted funds which have been set aside by Trustees for specific purposes. Restricted funds are to be used in accordance with specific restrictions imposed by the donors or which have been raised by the Charity for particular purposes. The Charity holds a grant under permanent endowment Any income arising on the Permanent Endowment Fund is treated as restricted income of the Charity. Expendable endowment funds represent the expendable endowment of the Charity. The funds are expendable at the discretion of the Trustees. (yl Financial instruments Basic financial instruments are initially recognised at Iransaction value and subsequently measured at amortised cost with the exception of investments which are held at fair value. Financial assets held at amortised cost compfise cash at bank and in hand, together with trade and other debtors. A specific provision is made for debts for which recoverability is in doubt. Cash at bank and in hand is defined as all cash held in instant access bank accounts and used as working capital. Financial liabilities held at amortised cost comprise all creditors except social security, other taxes and fees received in advance. Charitable activities - fees receivable 2024 2023 Fees receivable comprise. School fees 30,103,000 27,783.183 Allowances Bursaries and concessionary fees Scholarships and exhibition awards (3,283,610) (3,184,272) (1,134,036) {1,176,533) 25,685,354 23,422,378 Add back.. Bursaries, scholarships and awards paid for by restricted funds 110,738 106.592 25,796,092 23.528,970 Scholarships, bursaries and exhibition awards paid for out of Restricted funds were £110,738 {2023'. £106,592) 31 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Income from subsidiary's trading activities (a) The Charity owns the whole of the ordinary share capital of Dean Close Services Limited (registered number 02627579, registered office Shelburne Road, Cheltenham, GL51 6HE), whose trading activities include the school shops, and management and letting of facilities on behalf of the Charity such as the Bacon Theatre. The following trading results for the subsidiary are incorporated in the Consolidated Statement of Financial Activities.. 2024 2023 Turnover Cost of sales 1,186,728 945,686 {298,767) 1262,488) Gross profit Administrative expenses Governance costs Inlerest payable 887,961 683,198 {491,9851 (410,819) {3,500) (2,340) {3,098) (3,980) Operating profit Donation made under gift aid to the Foundation 389,378 266,059 {389,378) 1158,245) Retained profit for the financial year 107,814 Total assets 427,120 471,609 Total liabilities 191,357 235,846 Share capital Profit and loss account 120,000 115,763 120,000 115,763 Shareholder's funds 235,763 235,763 The subsidiary donated taxable profits to the Charity of £389,378 (2023.. £266,059) under the Gift Aid Scheme. Included in cosl of sales and administration expenses are £323,863 {2023'. £439,418) paid to The Dean Close Foundation. These transactions were eliminated on consolidation. At the year end, £63,078 was owed by The Dean Close Foundation (2023.. £67,878). 32 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Income from subsidiary's trading activities (continued) (b) The Charity owns the whole of the ordinary share capital of Dean Close Nursenes Limited (registered number 09635445, registered office Shelbume Road, Cheltenham, GL51 6HE), whose trading activities during the year under review inclL¢de the provision of nursery care operating from six sites. The following trading results for the subsidiary are included in the Consolidated Statement of Financial Activilies.. 2024 2023 Turnover Operating expenses 5,322,704 (263,5941 4,817,666 {255,6391 Gross profit Administralive expenses Governance costs 5.069.110 4,562,027 14,071,570) 13,694,787} (7,5001 14,6801 Operating profit Donation made under gift aid to the Foundation 990,040 1990,040) 862,560 {862,5601 Retained profit for the financial year Total assets 1,017,631 1,100,122 Total liabilities 61,682 144,173 Share capital Profit and loss account 10,000 945,949 10,000 945,949 Shareholder's funds 955,949 955,949 The subsidiary donated £990,04012023'. £862,560) taxable profits to the Charity under the Gift Aid Scheme. Included in operating and administration expenses are £3,464,277 12023.. £3,332,390) paid to The Dean Close Foundation. These transactions were eliminated on consolidation. Al the year end, £728,12212023'. £806,665) was owed by The Dean Close Foundation. 33 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Charitable activities ancillary trading income 2024 2023 Regislration fees Pupils insurance discounts Sundry receipts School trips and activities 36.220 1,047 262,079 243,261 33,498 1,709 139,332 397,371 542,607 571,910 Net incoming resources This is ststed after chargingl{crediting}-. Group 2024 Foundation 2024 Group 2023 Foundation 2023 Depreciation of tangible fixed assets - Owned Held under hire purchase 1,051.584 52.075 982,412 40,528 958,409 32,329 904,831 20,783 Amortisation of goodwill 110,888 110,888 Amortisation of negative goodwill (15.863) {15,863 {15,8631 {15,863) Auditor's remuneration- Fees payable for the audit of the financial statements - Tax and other advisory services 40.500 29,500 35.100 28,080 3,000 2.140 Operating leases.. Land and Property 449,413 449,413 433.593 433,593 Interest payable Under hire purchase other 15,254 748,319 12,156 748,319 10,154 573,736 6.174 573,736 Profit on disposal of tangible fixed assets (1,570) (1,570) 17,747) 17,747} 34 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Staff costs 2024 2023 Wages and salaries Social security costs Pension contributions - Teachers, Pension Scheme Pension contributions - other Other costs including agency staff 17,751,060 16,039,900 1,518,839 1,374,083 1,551,237 1,399,026 349,424 286,861 292,144 144,830 Total direct costs of employment 21,462,704 19,244,700 2024 2023 Aggregate employee - benefits of key management personnel 1,068,050 1,003,172 The average number of staff during the year was.. 2024 Headcount 2023 Headcount Teaching Staff Nursery Staff Administration support. Welfare Premises Support Administration of charity 306 159 286 149 123 36 156 101 33 125 781 695 The number of higher paid employees was.. 2024 2023 No. £60,001- £70,000 £70,001- £80,000 £80.001 £90,000 £90,001 £100,000 £100,001 £110,000 £110,001 £120.000 £120,001 £130.000 £130.001 £140.000 £170,001 £180,000 £180.001 £190,000 26 14 In the year, contributions were made for 23 (2023.'131 higher paid employees, to the Teachers, Pension Scheme. a defined benefit scheme and contributions were made for 17 (2023.. 121 higher paid employee lo a defined conlribution scheme. The Trustees received £Nil (2023.. £Nil) remuneration during the year During the year, there were redundancy or termination payments made which amounted to £15,039 12023.. £19,215} At the year end £5,000 was outstanding12023.' £4,612) 35 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) 7 (a) Analysis of expenditure other costs Depreciation Total 2024 Total 2023 Staff costs Costs of generating funds Trading costs Financing Costs Investment management fees Development costs 3,671,207 1,378,088 823,878 80,719 5,130,014 823,878 4,634,733 614,385 25.519 27,926 25.519 126,153 22,593 112,051 98,227 Total costs of generating funds 3,769,434 2,255,411 80,719 6,105,564 5,383,762 Charitable activities Education and grant making Teaching Welfare Premises Support costs and governance Grants, awards and prizes 12,736,467 1,102,762 1,019,147 1,718,134 881.753 2,248,634 13,839,219 2,737,281 3,499,143 12,861.214 3,009,067 3,294,738 368,756 3,055,913 2,587.718 110,738 654,184 6,297,815 110,738 5,463,778 106,593 Total charitable expenditure 17,693.270 7,767,986 1,022,940 26,484,196 24,735,390 Total expended 21.462,704 10,023.397 1,103,659 32.589,760 30,119,152 7 (b) Governance included in support costs 2024 2023 Remuneration paid to auditor Reimbursement of personal expenses to Trustees Other govefnance costs 40,500 1,754 6,194 35.100 3,926 5,491 48,448 44,517 Of the Trustees 6 (2023.. 61 received a total of £1,75412023'. £3,926) in respect of repayment of travel and accommodation costs, reference books and attendance at training and conferences. 36 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Intangible fixed assets - Group only Total Goodwill Cost At 1 September 2023 and 31 August 2024 1,108,881 Amortisation At 1 September 2023 665,328 Charge for the year 110,888 At 31 August 2024 776.216 Net book value At 31 August 2024 332,665 At 31 August 2023 443,553 Goodwill arose from the acquisition ofthe shares in Nursery Childcare Services (UK) Limited on 1 September 2018, which held two profitable nurseries which were transferred to another group enlity. Goodwill is amortised over the Trustees, estimate of its useful life of 10 years. 37 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) Negative goodwill - Group and Foundation Total Negative Goodwill Cost At 1 September 2023 and 31 August 2024 <79,3131 Amortlsation At 1 September 2023 Credit for the year 34,367 15,863 At 31 August 2024 50,230 Net book value At 31 August 2024 (29,083) At 31 August 2023 (44,9461 Negative goodwill arose from the Asset Purchase of Airthrie School LLP on 5 July 2021. These assets were included in the financial statements at fair value together with associated costs and are in respect of tangible fixed assets. The difference between the valuation and purchase price resulted in negative goodwill of £79,313. This sum is being credited back to incoming resources in the Statement of Financial Activities over a 5 year period on a straight line basis. 38 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 (CONTINUED) 10 Tanglble flxed assets - Group Freehold land and property Assets under constructlon Flxtures and fittings Plant and equipment Total Cost At 1 September 2023 Additions Disposals 39,424,585 1.265,249 69,445 89,472 4,050,707 452,937 5,451.666 520.541 131.8001 48,996,403 2,328,199 131.8001 At 31 August 2024 40,689,834 158,917 4,503,644 5,940,407 51,292,802 Depreciation At 1 September 2023 Charge for the year Disposals 10,721.101 368,755 2.492,535 330,962 2,913,885 403,942 131,800) 16,127,521 1.103,659 {31,8001 At 31 August 2024 11,089,856 2,823,497 3,286.027 17.199.380 Net book value At 31 August 2024 29.599.978 158,917 1.680,147 2,654,380 34.093,422 At 31 August 2023 28,703,484 69,445 1,558,172 2,537,781 32,868.882 The net book value of assets held under finance leases or hire purchase contracts induded above within Plant and Equipment is £327, 101 12023.. £349,956). Tangible fixed assets- The Dean Close Foundation Freehold land and property Assets under construction Fixtures and fittings Plant and equipment Totsl Cost At 1 September 2023 Additions Disposals 39,424,585 1,265,249 69,445 89,472 3,665,028 431,401 5,157,364 498,390 131,8001 48.316.422 2,284,512 {31.8001 At 31 August 2024 40,689,834 158,917 4.096.429 5.623.954 50.569,134 Depreciation At 1 September 2023 Charge for the year Disposals 10,721.102 368,754 2,278,634 280,604 2,780,234 373,582 131,8001 15.779,970 1,022,940 {31,8001 At 31 August 2024 11,089,856 2.559.238 3.122.016 16.771,110 Net book value At 31 August 2024 29.599.978 158,917 1.537,191 2,501,938 33,798,024 Al 31 August 2023 28.703.483 69,445 1,386,394 2.377,130 32,536,452 The net book value of assets held under finance leases or hire purchase contracts included above within Plant and Equipment is £246,27512023. £257,584) 39 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 11 (a) Investments Group 2024 Group 2023 At 1 September 2023 Incoming funds Realised gainsl{lossesl Unrealised gainsl(losses) Management fees Dividends reinvested 3,296,063 3,088,732 251,998 (35,123) (77,117) (22,593} 90,166 12,044 274,330 (25,5181 104.735 At 31 August 2024 3,661,654 3,296,063 Details of the additions and disposals during the year are shown in the Cash Flow Statement. These balances can be further analysed as follows.. Group 2024 Foundation 2024 Group 2023 Foundation 2023 (a) Investment in subsidiaries 1,408,613 1.519,501 (bl Other Investmenls at market value.. (c) Investments held in cash 3,628,770 3,628,770 3,209,439 3,209,439 32,884 32,884 86,624 86,624 3.661,654 5,070,267 3,296,063 4,815,564 1q(b) Investments - Group Investments held on non-UK stock markets totalled £762,758 (2023.. £580,238). Within the investment portfolio, the Charity does not hold any specific investments which represent more than 5 % of the overall investment portfolio (2023. 175,000 units of 00/0 Treasury T-Bills with a maturity date of 18 September 2023 and a market value of £174,573} The market values of quoted investments held at 31 August 2024 are based upon stock market quoted prices at the year end date. 11 (c) Investment Income 2024 2023 Dividend5 from managed funds Interest on government stocks Interest on cash deposits Rental income on property 102,191 2,330 3,654 33.500 86,842 439 4,839 33,500 141,675 125,620 40 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 12 Debtors Group Foundatlon 2024 2024 Group 2023 Foundation 2023 Fees and extras {less provision for bad debts) Other debtors Prepayments and accrued income 927,852 322,999 511,299 916,480 227,714 472,142 934,510 290,169 567,347 925,657 210,953 526,145 1,762,1SO 1,616,336 1,792,026 1,662,755 Fees and extras are stated after impairment provisions totalling £483,471 {2023.' £401,244). 13 Creditors. amounts falling due within one year Group 2024 Foundation 2024 Group 2023 Foundation 2023 Bank loans (see note 14) other loan (see note 14) Bank overdraft Fees received in advan Trade creditors Amounts owed to subsidiaries Taxation and social security Other creditors Accruals and deferred income Obligations LAnder finance lease and hire purchase contracts (see note 16) Deposits held 1,247,000 125,000 1,247,000 125,000 454.000 125.000 1,616,851 3,924,028 899,988 454,000 125,000 1,616,851 3,924,028 711,532 874,543 963,840 204,173 635,882 57.041 8.290,956 221,348 8,290,956 201,212 791,200 382,942 330,590 616,301 68.544 382,942 369,637 767,100 87,602 963,840 229,518 741,516 75,171 1,579,228 1,579,228 1.592,800 1,592,800 13,070,813 1,841,073 13.632,973 1,841,073 10.622,712 620,706 11,159,690 620,706 Composition fees (see note 151 14,911.886 15,474,046 11,243,418 11,780,396 41 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 14 Creditors: amounts falling due after more than one year Group Foundatlon 2024 2024 Group 2023 Foundation 2023 Bank loans (see below) Other loan (see below) Obligations under finance lease and hire purchase contracts (see note 16) Composition fees (note 15) 6,632,611 1,400,000 123,733 6,632,611 1,400.000 100,336 7,228,780 1,525,000 188,114 7,228,780 1,525,000 145,660 2,831,561 2,831,561 811,079 811,079 10,987,90S 10,964,508 9,752,973 9,710,519 The bank loans are repayable by instalments 2024 2023 Over 5 years v￿thin 2 to 5 years vmthin 1 to 2 years 4,619,830 1,155,000 857,781 5,004,830 1,301.753 922,197 6,632,611 1,247,000 7,228,780 454,000 Wthin 1 year (see note 13) 7,879,611 7,682,780 On 18 June 2021, formal repayment terms were agreed relating to an existing bank loan of £7,699.800 The maximum facility limit was £7.7m which was repayable in 60 instalments of £128,333.34 payable on 31 January, 30 April and 30 September of each year. The interest rate on the loan was 1.980A above Bank of England Base Rate. The loan was secured on certain freehold properties. On 31 August 2023, this loan was reviewed and continLfes on the same repayment terms as the pre-existing loan for a period of 17 years 11 months. The interest rate on the loan is 1.9801, above Bank of England Base Rate and is subject to review in August 2025. On 7 Seplember 2021, a loan of £750,000 was agreed to finance the purchase of a property. The loan is repayable over a 3 year term commencing on 27 October 2021 in 35 monthly instalments of £3,819.42 (capital and interest) wilh the remaining balance due no later than 27 September 2024. The interest rate on the loan is 1.970/0 over the Bank of England Base Rate. The loan is secured on certain freehold properties. On 3 February 2023, a loan of £285,000 was agreed to finance the updating and replacement of the ICT network and wi-fi. The loan is repayable over a 5 year term commencing on 3 March 2023 in 60 monthly instalments of £5,415.06 (capital and interest). The interest on the loan is 2.270k over the Bank of England Base Rate. This loan was fully repaid during the year. On 31 August 2023, a loan of £850,000 was agreed which was drawn down on 13 September 2023 to finance the purchase of a property. The loan was repayable in full by one instalment on 13 September 2024. On 3 September 2024. the repayment date was extended to 13 March 2025. The interest rale on the loan is 1.750/0 overlhe Bank of England Base Rate. The loan is secured on certain freehold properties. 42 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 14 Creditors: amounts falling due after more than one year (continued) The other loan is repayable by instalments 2024 2023 Over 5 years Within 2 to 5 years Vmthin 1 to 2 years 900,000 375,000 125,000 1,025,000 375,000 125,000 1,400,000 125,000 1.525,000 125,000 Within 1 year (see note 13) 1,525,000 1,650,000 The other loan is in respect of the Asset PLsrchase of Airthrie School LLP and is secured on certain freehold property. The loan is repayable over a 15 year term and annual repayments commenced on 5 July 2022. The interest rate is fixed at 10/0. 15 Creditors: composition fees Parents may pay the school tuition fees in advance. Assuming pupils will remain in the Charity's schools, the amounts due will be applied as follows: Group and Foundation 2024 Group and Foundation 2023 Greater than 5 years Within 2 to 5 years 'thin 1 to 2 years 143,560 1,058,877 1,629,124 442,148 368,931 2,831,561 1,841,073 811,079 620,706 thin 1 year (see note 13) 4,672,634 1,431,785 Discounts are given on composition fee accounts in accordance with the rate as set out in the individual signed agreements. The balance represents the accrued liability under the contracts. The movements during the year were.. Balance at 1 September 2023 New contracts Refunds Amounts utilised in payment of fees to the Charity Discounts given 1,431,785 4,112,248 (117,9551 1777,6511 24,207 Balance at 31 August 2024 4,672,634 43 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 16 Hire purchase and finance leases Minimum lease payments under hire purchase fall due as follows.. Group Foundatlon 2024 2024 Group 2023 Foundation 2023 Within one year Be￿een 1- 5 years 87,602 123,733 68,544 100,336 75,171 188,114 57,041 145,660 211,335 168.880 263,285 202,701 The assets held under hire purchase are in respect of plant & equipment. 17 Financial instruments Group 2024 Foundation 2024 Group 2023 Foundation 2023 Financial assets measured at fair value 3,661.654 3,661,654 3,296,063 3,296,063 Financial assets held at fair value include assets held as investments. 18 Net assets of the funds of the Group and The Dean Close Foundation The net assets held as at 31 August 2024 for the various funds are as follows.. Goodwill Fixed assets on and consolidation Investments Net current (liabilitiesll assets Long temi liabilities Total Endowed funds Restricted funds General funds 471,634 606,527 37,761,047 471,634 606,527 (9,489,691) 110,964,508) 17,306,848 Foundation 38,839,208 (9,489.691) (10,964,508) 18,385,009 Subsidiary and other funds (945,9471 295,397 919,709 {23,3971 245,762 Consolidation adjustments 1,278,612 (1,408.612) 1130,000) Group 332,665 37,725,993 18,569,982) (10,987,905) 18,500,771 44 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 18 Net assets of the funds of the Group and the Dean Close Foundatlon (continued) Goodwill Fixed assets on and consolidation Investments Net current assetsl (Ilabllltles) Long term liabilities Comparative 2023 Total Endowed funds Restricted funds General funds 491,285 530,617 36,285,168 {10,085,013) (9,710,519) 491,285 530,617 16,489,636 Foundation 37,307,070 {10,085,013) (9,710,519) 17,511,538 Subsidiary and other funds 1945,9471 332,429 901,735 (42,454) 245,763 Consolidation adjustmenls 1,389,500 (1,519,500) 1130,000) Group 443,553 36,119.999 {9,183,278) (9,752,973) 17,627,301 18{a) Endowed funds: Movements in the year (Group and Foundation) Balance at31 August 2024 Balance at 1 September Incoming 2023 endowments Amounts expended Transfers Permanent endowments". Arts Council Grant 491,285 {19,651) 471,634 The grant received from the Arts Council in respect of the construction in 1997 of the new Music School amounted to £982.561. This is being amortised over the useful life of the Music School, with the amortisation charge of £19,651 for the year being transferred to unrestricted fund5. The grant is an endowment fund by virtue of its purpose being to provide Arts in the community by building the Music School and is subject to certain conditions being met. Balance at31 August 2023 Comparative 2023 Balance at 1 September Incoming 2022 endowments Amounts expended Transfers Permanent endowments.. Arts Council Grant 510,936 {19,651) 491,285 45 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 18(bl Restricted funds: Movements in the year (Group and Foundation) Transfers and Investment Losses Balance at31 August 2024 Balance at 1 September Incoming 2023 resources Amounts expended Prize, Bursary and other funds Private Family Charitable Trust 517,713 198,452 1155,939) 38,737 598,983 12,904 15,3401 7,564 530,617 198,452 1161,2791 38,737 606,527 Prize, Bursary and other funds consist of a number of individual bequests received from individual donors and are utilised in accordance with donors, wishes. Transfers and Investment Gains Balance at31 August 2023 Comparative Funds 2023 Balance at 1 September 2022 Incoming resources Amounts expended Prize, Bursary and other funds Quad Redevelopment Private Family Charitable Trust 364,093 121 318,168 1149,7971 {14,7511 11211 517,713 12,904 12,904 377,118 318,168 1149,7971 (14,872) 530,617 46 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 18(cl Unrestricted funds: Movements in the year Balance al 1 September 2023 Transfers and Balance at Investment 31 August gains 2024 Incoming resources Amounts expended General fund 16,605,399 32,978,424 (32,428,481) 267,268 17,422,610 The General fund includes £17,306,848 (2023. £16,489,636) net assets in respect of funds held by the Foundation. On consolidation, amortisation of goodwill totalling £110,888 was added to the amounts expended which is included in the figure above. Transfers and Investment gains within the General fund include £19,651 transferred from endowed funds. Further details of the transfers are included in notes 18a and 18b. Balance at 1 September 2022 Transfers and Balance at Investment 31 August losses 2023 Comparative 2023 Incoming resources Amounts Expended General fund 16,672,133 29,980,338 (29,969,355) 177,717) 16,605,399 19 Capital commitments The Group and Foundation had no capital commitments at 31 August 2024 (2023.. £Nil). 20 Operating lease commitments The total future minimum lease payments under non-cancellable operating leases are as follows.. Group 2024 Foundation 2024 Group 2023 Foundation 2023 Expiring wilhin 1 year Expiring within 1 to 5 years Expiring greater than 5 years 425,689 1,012,258 868,800 425,689 1,012,258 868,800 444,009 1,166,043 1,196,809 444,009 1,166,043 1,196,809 47 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 21 Pension Schemes The Charity participates in the Teachers, Pension Scheme ("the TPS") for its leaching staff. The pension charge for the year includes contributions payable to the TPS of £1,551.237 (2023.. £1,399,026) and at the year-end £166,565 (2023.. £159,475) was accrued in respect of contributions to this scheme. The TPS is an unfunded multi-employer defined benefits pension scheme governed by The Teachers, Pensions Regulations 2010 las amended} and The Teachers, Pension Scheme Regulations 2014 las amended). Members conlribute on a "pay as you go" basis with contributions from members and the employer being credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliament. The employer contribution rate is set by the Secretary of Slate following scheme valuations undertaken by the Govemment Acluary's Department. The mosl recent actuarial valuation of the TPS wa5 prepared as at 31 March 2020 and the Valuation Report was published in October 2023. Following the Mccloud judgement, the remedy proposed that when benefits become payable, eligible members can select to receive them from either the reformed or legacy schemes for the period 1 April 2015 to 31 March 2022. The actuaries have assumed that members are likely to choose the option that provides them with the greater benefits, and in preparing the 2020 valuation has valued the 'greater value, benefits for groups of relevant members. The employer contribution rate for the TPS is 28.6 %, and employers are also required to pay a scheme administration levy of 0 080kn giving a total employer contribution rate of 28.680A. The Charity also operates one workplace pension scheme12023.' one) on a defined contribution basis. Employer contributions for the year amounted to £349,424 12023.. £286.861}, and at the year-end £85,30212023'. £65,829} was accrued in respect of contributions to this scheme. 22 Post balance sheet events There are no post balance sheet events to report. 23 Related party transactions In accordance with CC29 Conflicts of interest. A guide for charity Trustees, certain transactions between Trustees and the Charity are disclosable. There were no disclosable transactions during the year {2023: none). No donations were received from Trustees during the year12023. £12,500 from 1 Trustee). Apart from the aforementioned items, there were no related party Iransactions in the year or prior year, with the exception of those Trustees and key management who have children attending the Charity's schools. School fees incurred by Trustees are paid on a commercial arms, length basis, whilst key management can benefit from a staff concession that can be available to all eligible members of staff who have children attending the Foundation. See note 3{al and 3(bl for details ofthe transactions which took place between the Charity and its wholly owned subsidiaries, Dean Close Services Limited and Dean Close Nurserie5 Limited in the year and any amounts outstanding at the year end. The Ministry of Defence provides some funding each year for the purposes of the Dean Close Combined Cadet Force (CCF). A separate CCF bank account is held by the Charity. The CCF bank account balance as at 31 August 2024 was £37012023,. £9,739). 48 THE DEAN CLOSE FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 CONTINUED 24 Analysis of changes in net debt (Group) Balance at 1 September 2023 Cash flows Other non- cash changes Balance at 31 August 2024 Cash and cash equivalents Cash Overdraft 67,778 (1,616,851) 4,315,652 1,616,851 4,383,430 11,549,073) 5,932,503 4,383,430 Due within one year Bank and other loans Hire purchase obligations {579.000} {75.171} 275,584 (1,068,584) {1,372,0001 {81,4201 68,989 (87,602} Due greater than one year Bank and other loans Hire purchase obligations 18,753,780) {188,114) 203,753 517,416 {8.032,611) 64,381 (123,733) Totsl (11,145,138) 6,330,420 (417,798) 5,232,516 49 THE DEAN CLOSE FOUNDATION CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 AUGUST 2024 Incor oratin a consolidated Income and Ex enditure account 25 Consolidated Statement of Financial Activities - Comparative figures by fund Unreslricted funds 2023 Restricted Endowed funds funds 2023 2023 Total 2023 Notes Income from: Charitable activities School fees re￿1vable Ancillary trading income Other trading actlvities Non-ancillary trading income Investments Investment income Bank and other interest Voluntary sources Grants and donations 23,528,970 571,910 23,528,970 571,910 5,763,352 5,763,352 111c) 81,623 34,446 43,997 125,620 34,446 37 274,171 274,208 Total incoming resources 29,980,338 318,168 30,298,506 Expenditure on: Raising funds Non-ancillary trading Financing costs Investment management Fundraising and development 4,634,733 614,385 19,949 112,051 4,634,733 614,385 22,593 112,051 2,644 Total deductible costs 5.381,118 2,644 5,383,762 Charitable activities Education and grant making 24,588,237 147,153 24,735,390 Total expenditure 29.969,355 149.797 30,119,152 Net incoming funds from operations befo￿ transfers and Investment losses 10,983 168,371 179,354 Losses on investments 197,368) (14,872) {112,240} Transfers be￿een funds 19,651 {19,651) Net movement In funds 166,734) 153,499 {19,651) 67,114 Fund balances at 1 September 2022 16,672,133 377,118 510,936 17,560.187 Fund balances at 31 August 2023 18 16,605,399 530,617 491,285 17,627,301 50