# **Reading Real Estate Foundation Charity Number 1092627** 

**Company Number 04347140 Annual Report and Financial Statements For the Year Ended 31 July 2024** 

**1** 



## **Reading Real Estate Foundation** 

## **Contents** 

## **For the Year ended 31 July 2024** 

||Page|
|---|---|
|Charity information|3|
|Directors’ and Trustees’ Report|4-8|
|Statement of trustees’ responsibilities|9|
|Independent auditor’s report|10-13|
|Statement of fnancial activities|14|
|Balance sheet|15|
|Notes to the fnancial statements|16-27|



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## **Reading Real Estate Foundation Charity information** 

**For the Year ended 31 July 2024** 

**Trustees Professor K Akrivou Mr P Allen Mr D Atkins Professor A Chettiparambil Rajan Ms S Clayton (until November 2023) Mr S Lancaster Mr B Laxton (until June 2024) Professor V Gibson Professor G Marcato (until August 2024) Professor PM Miskell Ms K S Norton Mr J M Ridley Mr C M Taylor Professor R Tranter Mr JP Choulet (from January 2024) Professor E D’Arcy (from October 2024)** 

## **Registered & Principal office** 

University of Reading G11 Whiteknights House Whiteknights Reading Berkshire RG6 6AH 

**Charity registered number 1092627 Company registered number 04347140** 

**Country of incorporation United Kingdom** 

**Auditor Forvis Mazars 90 Victoria Street Bristol, BS1 6DP United Kingdom** 

**Bankers Lloyds Bank 25 Gresham Street London EC2V 7AE** 

**Reading Real Estate Foundation** 

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## **Directors and Trustees’ Report** 

The trustees of Reading Real Estate Foundation (‘the charity’) present their report and the audited financial statements of the charity for the year ended 31 July 2024. 

## **Structure and legal status** 

The charity is registered with the Charity Commission and is also a private company limited by guarantee. It was registered on 4 January 2002 in England and  is  governed  by  its  memorandum  and  articles  of  association.  The exemptions for small companies have been taken in relation to the strategic and trustees’ report. Each member of the charity’s liability is limited to £1 in the  event  of  winding  up.  The  sole  member  is  currently  the  University  of Reading (‘the University’). The names of the members of the Council of the University can be obtained from its financial statements. Details about the trust are disclosed on page 3. 

The trustees, who are also directors for company law purposes, are listed on page 3. As set out in the articles of association, new trustees may be appointed by an ordinary resolution of members or by a decision of the trustees. They have no fixed term of appointment. They receive a copy of ‘The Essential Trustee:  What  you  need  to  know’  and  receive  a  copy  of  the  charity’s memorandum  and  articles  of  association.  The  University  has  the  right  to nominate a majority of the trustees. None of the trustees held any disclosable interest in the charity. 

The combined  annual  report  includes  the Directors’  Report  as  required by company law and the Trustees’ Report. 

## **Objectives and aims** 

The objective of the charity is the advancement of education in the art and science of real estate at the University. 

The aims of the charity are: 

- to  strengthen the links  between  the  Department  of  Real Estate  and Planning at the University and the Real Estate industry through an active and engaged alumni community; 

- to support the department and the industry in widening participation to Real Estate programmes; 

- to help support and develop the quality of real estate education at the University; and 

- to help maintain the position of the University as a centre of excellence for real estate education and research and to raise awareness of this worldwide. 

The strategic approach to achieving these aims is led by the Board of Trustees made up of representatives from the real estate industry, Henley Business School and the University of Reading. Through close collaboration with the 

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Department  of Real Estate & Planning and through the Board of Trustees’ subcommittees, which are run by volunteers who are leaders in the industry, the charity develops and delivers activities that serve the purpose of enhancing education and research and strengthening links with the industry. 

## **Reading Real Estate Foundation Directors and Trustees’ Report (continued)** 

## **Operation of the charity** 

The Board of Trustees meets three times per year to oversee the running of the charity. The Management Group meet more regularly to conduct the business of the charity. The Management Group comprises the Executive Director to November 2023, Jean-Pierre Choulet, who has general oversight of the charity and Kerry Johnston who leads the charity on a day-to-day basis, and who took on the role of Executive Director in November 2023. 

A budget is set for each academic year setting out the income and expenditure targets  for  the  charity,  including  specific  targets  for  certain  projects.  The income budget is broken down by type of income (i.e., fundraising and events), whilst  the  expenditure  budget  includes  specific  targets  for  areas  such  as bursaries & awards,  student activities, research and academic support and events. These targets are presented to the Board of Trustees at the start of the academic year with progress updates provided at each meeting. 

The Management Group meets regularly to: 

- monitor income, expenditure and targets for the year; 

- ensure financial performance is in line with the agreed delivery plan; 

- ensure  that  best  practice  guidelines  are  achieved  as  agreed  by  the Board of Trustees; and 

- ensure that Charity Commission standards are complied with 

The Management Group keeps overheads and expenses not directly related to a particular event or educational activity to a minimum. 

## **Policy for awarding grants, scholarships and bursaries** 

The  charity  awards  grants,  scholarships,  and  bursaries  to  students  of  the Department of Real Estate and Planning at the University. The Disbursement Committee meets at least twice a year to review applications and to award funds.  Applications  are  carefully  reviewed  according  to  agreed  guidelines. Awards adhere to levels for each individual agreed with the Board of Trustees. In academic year 2023/24 the Committee was chaired by Kerry Johnston and key staff from the Department of Real Estate & Planning. 

## **Political donations** 

The charity made no political donations in the current or previous year. 

## **Sources of funding** 

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The charity receives funding from corporate sponsors and patrons as well as individual donors including alumni. It also generates income from fundraising events. 

## **Reading Real Estate Foundation Directors and Trustees’ Report (continued)** 

## **Review of activities and financial performance** 

The charity recorded a net loss of £140,383 for the year to 31 July 2024 (2023: gain  of  £172,727)  against  a  forecast  deficit  of  £70k,  which  was  primarily attributable to a payment to HMRC of approximately £42k, and lower than forecast donation income. 

Total income for the year was £629,501 (2023: £756,501) which included a donation of £104,886 from the University (£91,361 in respect of staff salaries and £13,525 in respect of rent). 

Income from grants and donations decreased by £170k. This is due to a one-off donation from Barton Wilmore in the previous year (£35k), reduced support to the  Pathway  to  Property  project  by  approx.  £60k,  and  a  number  of  other donations ending year 2022/23 (approx. £60k). 

There was low income (£385) received from activities for generating funds, such as events in the period (2023: nil). A review of engagement activities is currently underway by the Management Group, the review has been launched in response to the change in individual behaviours following the pandemic. An Engagement Manager has been appointed (June 2024) to focus on increasing engagement with the charity. 

Total expenditure for the year was £769,884 (2023: £583,774). The increase was primarily attributed to a planned increase in charitable activities (research £18k, student funding £50k, Pathways to Property £53k) and a VAT payment to HMRC of approximately £42k. 

The Management Group constantly review activity in the real estate industry in order to assess any potential risks and are able to adjust expenditure/commitments as appropriate. 

To further the objectives of the charity as outlined on page 4, the charity continued to deliver on key initiatives such as the Mentoring Programme with support from alumni and professionals in the real estate and planning industry. The charity also continued to support activities such as Mock Assessment Days, alongside the annual Real Estate and Planning Careers Fair and evening lecture series. This has contributed to the continuing development of the curriculum and the ongoing ability of the University to produce highly employable Real Estate  and  Planning  graduates.  During  the  year,  the  charity  continued  to 

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support an initiative focused on resilience to support students in the area of mental health. 

The charity continues to build on the successful Pathways to Property project in partnership  with  over  30  real  estate  firms,  with  the  objective  of  widening access to the Real Estate industry and raising awareness of Real Estate as a profession  and  subject  of  study.  In  July  2024,  141  students  (2023:  109 students) participated in the twelfth Pathways to Property Summer School. The face-to- face Summer  School took place  at  the University  of Reading, and included taster lectures, site visits, a meet the industry event, careers advice and university life sessions as well as a group project and final presentations to industry  supporters.  In  addition  to  the  Summer  School,  the  Foundation delivered 5 regional Insight Days for students looking to understand this future career path. 

## **Reading Real Estate Foundation Directors and Trustees’ Report (continued)** 

## **Financial position and reserves** 

The  charity  had  net  current  assets  of  £1,277,281  at  31  July  2024  (2023: £1,417,664). The amount owed to the charity by the University at 31 July 2024 was £1,375,370 (2023: £1,450,646). 

The trustees aim to retain a reserve for committed costs, such as the ongoing provision of bursaries and awards, and for protection against fluctuations in income.  A  period  of  twelve  months  has  been  adopted  as  an  appropriate minimum level of reserves. 

The  total  reserves  of  the  charity  at  31  July  2024  were  £1,277,281  (2023: £1,417,664). This included restricted funds of £945,958 (2023: £1,058,518) in respect  of  Pathways  to  Property,  the  George  Fiennes  Bursary  and  other restricted donations. Unrestricted funds totalled £331,323 (2023: £359,146). 

## **Public benefit** 

The trustees of the charity have due regard to the Charity Commission’s public benefit guidance. All charities must have charitable purposes and apply them for the public benefit. The charity’s core charitable purpose is to support and develop the quality of real estate education and research at the University. Key activities in the year to ensure the delivery of core objectives included: 

- the provision of bursaries to students in financial need and grants to students suffering hardship; 

- events to strengthen the link between industry and the Department of Real Estate and Planning; 

- organising seminars and a series of evening lectures in which industry speakers  gave  students  insight  into  the  real  estate  industry  and 

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prevailing market issues; 

- expanding the membership of the charity’s mentoring scheme network through  which  members  are  encouraged  to  offer  expert  advice  and guidance to students; 

- raising awareness of real estate as a profession to a wider audience of school and college pupils in state schools. 

## **Fundraising** 

The  charity  has  a  fundraising  strategy  aimed  at  delivering  its  fundraising targets through different streams of income, mainly corporate fundraising and individual fundraising. Funds raised during the year (excluding donations from the University) totalled £452,496 against a target of £592,400 and the previous year’s total of £602,639. 

Fundraising activities are carried out by professional fundraisers within the charity and by volunteers managed by the charity. No commercial participators are engaged. The charity does not undertake any mass fundraising activities aimed at the general public. Individuals approached for fundraising purposes are  typically  already  engaged  with  the  charity  and  are  under  no  undue pressure to donate. During the year over 451 volunteers (2023: 439) assisted the  charity  in  its  fundraising  and  mentoring  efforts  by  providing  generally several hours of service each. 

## **Reading Real Estate Foundation Directors and Trustees’ Report (continued** ) 

The individual heading the charity’s fundraising function in 2023/24, under the management of the charity’s Executive Director, was a member of the Institute of Fundraising and holds a Certificate in Fundraising awarded by the Institute of Fundraising. 

The internal fundraising function of the charity is under the management of the charity’s Executive Director. 

No complaints were received by the charity in respect of fundraising during the year. 

## **Risk management** 

The trustees give due consideration to the major risks to which the charity is exposed, in particular those related to operations and finances. The trustees are satisfied that systems are in place to mitigate exposure to the major risks. 

The loss of funding from major corporate patrons is the main risk which would reduce the charity’s income. To alleviate this risk, the charity continually uses the alumni sub-boards and committees to drive activities forward and to recruit supporters and sponsors. The charity continues to improve its engagement 

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activity in order to continue drawing in funding, and sponsorships. 

## **Plans for future periods** 

The charity plans to continue with the current student initiatives and bursary funding. Alongside this, the management team is currently reviewing potential areas  of  future  support  and  funding  in  the  areas  of  teaching  &  learning, research initiatives and international opportunities for students. 

The Pathways to Property Project Board is currently reviewing the impact of project activity following the expansion of the reach of the project through Regional Insight Days and an enhanced online programme. A focus for the project is to increase the number of students going on to study or work in property after attending the Summer School and Insight Days, and to develop a community of students who have been through the programme in order that they may support each other as they enter the industry. 

More broadly, the charity is developing opportunities to engage with smaller organisations and start-ups, both financially and through volunteering, in order to ensure it can adapt its activities and stay relevant to a changing industry. 

## **Going Concern** 

The charity has significant unrestricted reserves accumulated from historical surpluses and it has net current assets. The trustees do not believe that any material uncertainties exist as to the ability of the charity to continue as a going concern for the foreseeable future. 

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## **Reading Real Estate Foundation Statement of trustees’ responsibilities** 

The trustees (who are also directors of Reading Real Estate 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)  including  FRS  102  "The  Financial  Reporting  Standard applicable in the UK and Republic of Ireland". 

Company law requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and  of  the incoming  resources  and  application of resources, including the income and expenditure, of the charitable company 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 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. They are also responsible for safeguarding  the  assets  of  the  charitable  company  and  hence  for  taking reasonable  steps  for  the  prevention  and  detection  of  fraud  and  other irregularities. 

## **Statement of disclosure of information to auditor** 

The trustees who held office at the date of approval of this report confirm that, so far as they are each aware, there is no relevant audit information of which the charity’s auditor is unaware; and each trustee has taken all the steps that he/she ought to have taken as a trustee to make him/herself aware of any relevant audit information and to establish that the charity’s auditor is aware of that information. Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and Forvis Mazars  will therefore continue in office. 

Approved for issue by the Board of Trustees. 

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Professor Peter Miskell Director and Trustee (Chair) 5 December 2024 

## **Reading Real Estate Foundation Independent auditor’s report to the members of Reading Real Estate Foundation** 

## **Opinion** 

We have audited the financial statements of Reading Real Estate Foundation (the ‘charity’) for the year ended 31 July 2024 which comprise the Statement of Financial Activities (including income and expenditure account), the Balance Sheet,  and  notes  to  the  financial  statements,  including  a  summary  of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK  and Republic of Ireland” (United Kingdom Generally  Accepted Accounting Practice). 

In our opinion, the financial statements: 

- give a true and fair view of the state of the charity’s affairs as at 31 July 2024 and of 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 (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are  further  described  in  the  “Auditor’s  responsibilities  for  the  audit  of  the financial statements” section of our report. We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.  We  believe  that  the  audit  evidence  we  have  obtained  is sufficient and appropriate to provide a basis for our opinion. 

## **Conclusions relating to going concern** 

In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may  cast  significant  doubt  on  the  charity’s  ability  to  continue  as  a  going 

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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 other information comprises the information included in the Annual Report and Financial Statements, other than the financial statements and our auditor’s report  thereon.  The  trustees  are  responsible  for  the  other  information contained within the annual report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise 

## **Reading Real Estate Foundation** 

## **Independent auditor’s report to the members of Reading Real Estate Foundation (continued)** 

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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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. 

## **Opinions on other matters prescribed by the Companies Act 2006** 

In our opinion, based on the work undertaken in the course of the audit: 

- the information given in the Annual Report which includes the Directors’ Report  for  the  financial  year  for  which  the  financial  statements  are prepared is consistent with the financial statements; and 

- the Directors’ Report included within the Annual Report has been prepared in accordance with applicable legal requirements. 

## **Matters on which we are required to report by exception** 

In light of the knowledge and understanding of the charity and its environment obtained  in  the  course of  the  audit,  we  have  not  identified  material misstatements in the Directors’ Report included within the Annual 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: 

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or 

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- the financial statements are not in agreement with the accounting records and returns; or 

- certain  disclosures  of  trustees’  remuneration  specified  by  law  are  not made; or 

- we have not received all the information and explanations we require for our audit; or 

- the  trustees  were  not  entitled  to  prepare  the  financial  statements  in accordance with the small companies regime and take advantage of the small companies’ exemption in preparing the Trustees’ report and from the requirement to prepare a strategic report. 

## **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 charity law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary  to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. 

## **Reading Real Estate Foundation** 

## **Independent auditor’s report to the members of Reading Real Estate Foundation (continued)** 

In  preparing  the  financial  statements,  the  trustees  are  responsible  for assessing the charity’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charity or to cease operations, or have no realistic alternative but to do so. 

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

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud  or  error,  and  to  issue  an  auditor’s  report  that  includes  our  opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are  considered  material  if,  individually  or  in  the  aggregate,  they  could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. 

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. 

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. 

Based on our understanding of the charity and its industry, we considered that non-compliance with the following laws and regulations might have a material 

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effect on the financial statements: employment regulation, health and safety regulation, pensions regulations and anti-money laundering regulation. 

To  help  us  identify  instances of  non-compliance with these laws  and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to: 

- Inquiring  of  management  and,  where  appropriate,  those  charged  with governance,  as  to  whether  the  charity  is in  compliance  with laws  and regulations, and discussing their policies and procedures regarding compliance with laws and regulations; 

- Inspecting correspondence, if any, with relevant licensing or regulatory authorities; 

- Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and 

- Considering  the  risk  of  acts  by  the  charity  which  were  contrary  to applicable laws and regulations, including fraud. 

We also considered those laws and regulations that have a direct effect on the preparation  of  the  financial  statements,  such  as  tax  legislation,  pension legislation, the Charities’ SORP, the Charities Act 2011 and the Companies Act 2006. 

In  addition,  we  evaluated  the  trustees’  and  management’s  incentives  and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks  related  to  posting  manual  journal  entries  to  manipulate  financial performance, management bias through judgements and assumptions in 

## **Reading Real Estate Foundation** 

## **Independent auditor’s report to the members of Reading Real Estate Foundation (continued)** 

significant accounting estimates, in particular in relation to, revenue recognition (which we pinpointed to the cut-off assertion). 

Our audit procedures in relation to fraud included but were not limited to: 

- Making enquiries of the trustees and management on whether they had knowledge of any actual, suspected or alleged fraud; 

- Gaining an understanding of the internal controls established to mitigate risks related to fraud; 

- Discussing amongst the engagement team the risks of fraud; and 

- Addressing the risks of fraud through management override of controls by performing journal entry testing. 

There are inherent limitations in the audit procedures described above and the primary  responsibility  for  the  prevention  and  detection  of  irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, 

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intentional omissions, misrepresentations or the override of internal controls. 

A  further  description  of  our  responsibilities  for  the  audit  of  the  financial statements is  located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This  description  forms  part  of  our auditor’s report. 

## **Use of the audit report** 

This report is made solely to the charity’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 charity’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 charity and the charity’s members as a body for our audit work, for this report, or for the opinions we have formed. 

Richard Bott (Senior Statutory Auditor) for and on behalf of Forvis Mazars LLP Chartered Accountants and Statutory Auditor 90 Victoria Street, Bristol BS1 6DP 

Date  5 December 2024 

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## **Reading Real Estate Foundation Statement of financial activities (including income and expenditure account)** 

## **For the Year ended 31 July 2024** 

|Note<br>**Income**<br>Grants and donations<br>3<br>Charitable activities<br>4<br>Interest receivable<br>5<br>**Total income**<br>**Expenditure**<br>Raising funds<br>6<br>Charitable activities<br>7<br>Other expenditure<br>8<br>**Total expenditure**<br>**Net income/(expenditure) and**<br>**net**<br>**movement in funds for the**<br>**year**<br>**Reconciliation of funds:**<br>Total funds brought forward<br>**Total funds carried forward**|Unrestricte<br>d funds<br>Restricted<br>funds<br>Total<br>funds<br>Total<br>funds<br>2024<br>2024<br>2024<br>2023<br>(Note 17)<br>£<br>£<br>£<br>£<br>306,775<br>250,607<br>557,382<br>727,740<br>385<br>-<br>385<br>-<br>71,734<br>-<br>71,734<br>28,761|
|---|---|
||378,894<br>250,607<br>629,501<br>756,501|
||833<br>-<br>833<br>108<br>330,435<br>339,666<br>670,101<br>547,603<br>75,449<br>23,501<br>98,950<br>36,063|
||406,717<br>363,167<br>769,884<br>583,774|
||(27,823)<br>(112,560)<br>(140,383)<br>172,727<br>359,146<br>1,058,518<br>1,417,664<br>1,244,937|
||331,323<br>945,958<br>1,277,281<br>1,417,664|



The statement of financial activities includes all gains and losses recognised in the year. All items of income and expenditure derive from continuing activities. 

The  accompanying  accounting  policies  and  notes  form  part  of  these  financial statements. 

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## **Reading Real Estate Foundation Company Number 04347140** 

## **Balance sheet as at 31 July 2024** 

||Note|2024|2023|
|---|---|---|---|
|||£|£|
|**Current assets**||||
|Debtors|10|1,417,093|1,453,835|
|Cash at bank and in hand||700|14,020|
|||1,417,793|1,467,855|
|**Creditors:**||||
|Amounts falling due within one year|11|(140,512)|(50,191)|
|**Net current assets being total assets**||1,277,281|1,417,664|
|**less current liabilities, being net assets**||||
|**The funds of the charity:**||||
|Restricted income funds|12|945,958|1,058,518|
|Unrestricted funds|13|331,323|359,146|
|**Total charity funds**||1,277,281|1,417,664|



The  financial  statements  have  been  prepared  in  accordance  with  the provisions applicable to companies subject to the small companies’ regime and in accordance with the provisions of FRS 102 Section 1A – small entities. 

The accompanying accounting policies and notes form part of these financial statements. 

The financial statements on pages 14 to 27 were approved by the Board of Trustees and signed on its behalf by: 

Professor Peter Miskell Director and Trustee (Chair) 

5 December 2024 

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## **Reading Real Estate Foundation** 

## **Notes to the financial statements** 

## **1. Accounting policies** 

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: _Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland_ (Charities SORP (FRS 102))  effective  from  1  January  2019, _The  Financial  Reporting  Standard applicable in the UK and Republic of Ireland_ (FRS 102) and the _Companies Act 2006_ . 

The charity meets the definition of a public benefit entity under FRS 102, is incorporated in England and Wales as a company limited by guarantee not having a share capital. There are currently thirteen Trustees. The sole member of  the  company  is  the  University.  Each  member’s  liability  in  the  event  of winding up is limited to £1. The charity is a registered charity.  The registered office is given on page 3. 

Assets and liabilities are initially recognised at historical cost or transaction value. The financial statements have been prepared on the going concern basis which the trustees believe to be appropriate. 

A summary of the primary accounting policies is set out below: 

## **a. Income** 

Income  is  recognised  when  the  charity  is  entitled  to  the  funds,  any performance conditions attached to the item(s) of income have been met, it is probable that the income will be received, and the amount can be measured reliably. 

Grant income is recognised when the charity is entitled to the funds and any performance-related conditions have been met. Income received in advance  of  performance-related  conditions  is  deferred  on  the  balance sheet and released in line with such conditions being met. 

Donation income is a type of non-exchange transaction without performance-related  conditions.  Donations  are  recognised  as  income when the charity is entitled to the funds. Where donations have donorimposed restrictions, they are recognised as income when the charity is entitled to the funds and the income is retained within a restricted reserve until such time as it is utilised in line with the restrictions.  The charity takes an exemption from providing the names of grant recipients, and the amounts of such grants, during the lifetime of the settlor who donated the funds from which the grants are paid, or during the lifetime of any spouse or civil partner of the settlor. 

Donated professional services and donated facilities are recognised as income  when  the  charity  has  control  over  the  item,  any  conditions associated with the donated item have been met, the receipt of economic 

**18** 



benefit from  the use by the charity  of the item is probable and that economic benefit can be measured reliably. On receipt, donated professional services and donated facilities are recognised on the basis of the value of the gift to the charity which is the amount the charity would have been  willing to  pay  to  obtain services  or  facilities  of  equivalent economic benefit on the open market. A corresponding amount is then recognised in expenditure in the period of receipt. In accordance with the Charities SORP (FRS 102), time given by volunteers is not recognised as income. 

## **Reading Real Estate Foundation Notes to the financial statements (continued)** 

## **1. Accounting policies (continued)** 

Income received in advance for specific events is deferred until the time of the event. 

Interest receivable is credited to the statement of financial activities on a receivable basis. 

## **b. Expenditure** 

Expenditure is recognised once there is a legal or constructive obligation to make a payment to a third party, it is probable that settlement will be required, and the amount of the obligation can be measured reliably. 

Where possible, expenditure is allocated to the fundraising or charitable activity to which it relates. Staff costs are included within expenditure on charitable activities since most of their time is spent on these activities. Other  support  costs  which  assist  the  work  of  the  charity  but  do  not directly relate to identifiable charitable activities are classified as other expenditure. 

Short-term  employment  benefits  such  as  salaries  and  compensated absences  are  recognised  as  an  expense  in  the  period  in  which  the employees render service to the charity. Any unused benefits are accrued and measured as the additional amount the charity expects to pay as a result of the unused entitlement. 

Contributions to defined contribution pension schemes are recognised as an  expense  in  the  period  during  which  services  are  rendered  by employees. Differences between contributions payable in the year and contributions actually paid are shown as accruals in the balance sheet. 

Other long-term employee benefits are measured at the present value of the benefit obligation at the reporting date. 

## **c. Tax** 

The charity is considered to pass the tests set out in Paragraph 1 of Schedule 6 of the Finance Act 2010 and therefore it meets the definition of a charitable company for UK corporation tax purposes. Accordingly, the charity is potentially exempt from taxation in respect of income or capital gains received within categories covered by Chapter 3 of Part 11 of the 

**19** 



Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act  1992, to  the extent  that such income or  gains are applied exclusively to charitable purposes. 

The charity is partially exempt in respect of Value Added Tax, so that it can  only  recover  a  minor  element  of  VAT  charged  on  its  inputs. Irrecoverable VAT on inputs is included in the costs of such inputs. 

**20** 



## **Reading Real Estate Foundation Notes to the financial statements (continued)** 

## **1. Accounting policies (continued)** 

## **d. Fund accounting** 

Unrestricted funds are funds which are available to spend on activities that further the objectives of the charity. Designated funds are unrestricted funds of the charity which the trustees have decided at their discretion to set aside to use for a specific purpose. Restricted funds are funds  which  are  to  be  used  in  accordance  with  specific  restrictions imposed by either the donor or by the terms of an appeal for funds. The costs of raising and administering such funds are charged against the specific fund. 

## **e. Financial instruments** 

Trade and other debtors are recognised at the settlement amount due after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.  Cash at bank and cash in hand includes  cash  and  short  term  highly  liquid  investments  with  a  short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.  Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount  due  to  settle  the  obligation  can  be  measured  or  estimated reliably.  Creditors  and  provisions  are  normally  recognised  at  their settlement amount after allowing for any trade discounts due. 

## **f. Liabilities** 

A liability is recognised where the charity has a present obligation to act or  perform  in  a  particular  way.  The  obligation  may  be  either  a  legal obligation or a constructive obligation. Where there is uncertainty over the amount or timing of a liability, it is classified as a provision. All other liabilities are classified as creditors. 

## **2. Critical  accounting  judgements  and  key  sources  of  estimation uncertainty** 

In  preparing  financial  statements,  judgements  have  to  be  made  in determining  the  most  appropriate  methods  of  applying  the  charity’s accounting policies to the economic transactions which arise  during the year.  It  is  also  necessary  to  make  assumptions  about  the  future  in determining the values of assets and liabilities at the balance sheet date. The  trustees  believe  there  are  no  areas  where  critical  accounting judgements are required and there are no areas of estimation uncertainty. 

**21** 



## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

|**3.**<br>**Income from grants and donations**<br>Corporate gifts<br>Pathways to Property<br>George Fiennes bursaries<br>P Byrne Fund<br>David Robins Town & Country Planning<br>Research<br>Barton Willmore Bursary<br>Derwent Bursary<br>Helical Bursary<br>Keith Elliot Bursary<br>Michael Keidan Bursary<br>The John Miles Memorial Scholarship<br>Fund<br>Donations from the University<br>Other donations<br>Awards and grant contributions<br>Corporate gifts<br>Pathways to Property<br>George Fiennes bursaries<br>P Byrne Fund<br>David Robins Town & Country Planning<br>Research Barton Willmore Bursary<br>Derwent Bursary<br>Helical Bursary<br>Keith Elliot Bursary<br>Michael Keidan Bursary<br>The John Miles Memorial Scholarship<br>Fund<br>Donations from the University<br>Other donations<br>Awards and grant contributions|Unrestricte<br>d<br>funds<br>Restricted<br>funds<br>Total<br>funds<br>2024<br>2024<br>2024<br>£<br>£<br>£<br>500<br>-<br>500<br>-<br>222,641<br>222,641<br>-<br>-<br>-<br>-<br>300<br>300<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>5,000<br>-<br>5,000<br>-<br>17,666<br>-<br>5,000<br>-<br>5,000<br>-<br>17,666<br>104,886<br>-<br>104,886<br>200,389<br>-<br>200,389<br>1,000<br>-<br>1,000|
|---|---|
||306,775<br>250,607<br>557,382|
||Unrestricte<br>d<br>funds<br>Restricted<br>funds<br>Total<br>funds<br>2023<br>2023<br>2023<br>£<br>£<br>£<br>13,500<br>-<br>13,500<br>-<br>286,426<br>286,426<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>37,422<br>323<br>6,250<br>35,000<br>10,000<br>5,000<br>5,000<br>5,000<br>21,909<br>37,422<br>323<br>6,250<br>35,000<br>10,000<br>5,000<br>5,000<br>5,000<br>21,909<br>125,101<br>-<br>125,101<br>175,298<br>-<br>175,298<br>1,511<br>-<br>1,511|
||315,410<br>412,330<br>727,740|



**22** 



## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

## **3. Income from grants and donations (continued)** 

More information on these is provided in note 12. Income from grants and donations includes restricted income in relation to the Pathways to Property initiative and other donations. The charity has not received any government grants (2023: nil). 

The  charity  benefits  greatly  from  the  involvement  and  support  of  its volunteers. In accordance with the Charities SORP (FRS 102), the economic contribution  of  general  volunteers  is  not  recognised  in  the  financial statements. 

## **4. Income from charitable activities** 

|Breakfast forums<br>**5.**<br>**Interest receivable**<br>Interest received from the University|Unrestrict<br>ed<br>funds<br>Unrestrict<br>ed<br>funds<br>2024<br>2023<br>£<br>£<br>385<br>-|
|---|---|
||385<br>-|
||Unrestrict<br>ed<br>funds<br>Unrestrict<br>ed<br>funds<br>2024<br>2023<br>£<br>£<br>71,734<br>28,761|



The charity operates a pooled banking arrangement with the University and receives interest on the funds held on its behalf by the University. The interest rate is based on the return achieved by the University on shortterm deposits. 

## **6. Expenditure on raising funds** 

|Breakfast forums|Unrestricted<br>funds<br>Unrestrict<br>ed<br>funds<br>2024<br>2023<br>£<br>£<br>833<br>108|
|---|---|
||833<br>108|



**23** 



## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

## **7. Expenditure on charitable activities** 

|Grant awards and bursaries to<br>individuals<br>Student and graduate events<br>Research funding<br>Pathways to Property<br>George Fiennes bursaries<br>P Byrne Fund<br>David Robins Town & Country Planning<br>Research<br>Keith Elliot Bursary<br>Michael Keidan Bursary<br>The John Miles Memorial Scholarship<br>Derwent Bursary<br>Staf costs<br>Grant awards and bursaries to<br>individuals<br>Student and graduate events<br>Research funding<br>Pathways to Property<br>George Fiennes bursaries<br>P Byrne Fund<br>David Robins Town & Country Planning<br>Research<br>Keith Elliot Bursary<br>The John Miles Memorial Scholarship<br>Pathways to Property staf costs<br>David Robins Town & Country Planning<br>Research<br>Fund|Unrestricte<br>d<br>funds<br>Restricted<br>funds<br>Total<br>funds<br>2024<br>2024<br>2024<br>£<br>£<br>£<br>148,360<br>-<br>148,360<br>4,672<br>-<br>4,672<br>19,761<br>-<br>19,761<br>-<br>132,211<br>132,211<br>-<br>5,000<br>5,000<br>-<br>2,006<br>2,006<br>-<br>-<br>-<br>-<br>-<br>157,642<br>1,475<br>5,000<br>5,000<br>7,392<br>10,000<br>171,582<br>1,475<br>5,000<br>5,000<br>7,392<br>10,000<br>329,224|
|---|---|
||330,435<br>339,666<br>670,101|
||Unrestricte<br>d<br>funds<br>Restricte<br>d<br>funds<br>Total<br>funds<br>2023<br>2023<br>2023<br>£<br>£<br>£<br>114,886<br>-<br>114,886<br>7,805<br>-<br>7,805<br>1,494<br>-<br>1,494<br>-<br>94,783<br>94,783<br>-<br>10,502<br>10,502<br>-<br>-<br>-<br>-<br>1,008<br>993<br>(4)<br>4,166<br>1,008<br>993<br>(4)<br>4,166<br>-<br>-<br>151,185<br>364<br>151,185<br>364|



**25** 



|Staf costs<br>Other|157,939<br>-<br>157,939<br>2,482<br>-<br>2,482|
|---|---|
||284,606<br>262,997<br>547,603|



## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

## **7. Expenditure on charitable activities (continued)** 

Grant awards and bursaries to students in financial need are a key part of the  activities  of  the  charity  and  aim  to  widen  access  to  learning  and research in real estate and planning at the University. 

The  support  and  governance  costs  of  the  Charity  are  borne  by  the University, and it is not practical to allocate these costs across the activities of the Charity. 

## **8. Other expenditure** 

|Finance charge from the University<br>Auditor’s remuneration – auditing of fnancial<br>statements<br>Rental charge<br>Other|Total<br>2024<br>Total<br>2<br>023<br>£<br>£<br>35,284<br>27,550<br>3,951<br>13,525<br>46,190<br>3,828<br>13,525<br>(8,840)<br>98,950<br>36,063|
|---|---|



## **9. Analysis of staff costs, trustee remuneration and expenses, and the cost of key management personnel** 

|**nalysis of staf costs, trustee remuneration**<br>**he cost of key management personnel**|**and expenses, and**|
|---|---|
|_Staf costs_<br>Salaries and wages<br>Social security costs<br>Pension costs|2024<br>2023<br>£<br>£<br>277,383<br>254,121<br>23,873<br>22,759<br>27,970<br>32,608|
||329,226<br>309,488|



No  employees  had  employee  benefits  in  excess  of  £60,000  (2023:  nil employees). 

The average staff headcount was 19 (2023: 21). 

The average staff FTE was 8 (2023: 9). 

The trustees were not paid and did not receive any other benefits from employment  with  the  charity  in  the  year  (2023:  £nil).  There  was  one reimbursement of travel expenses (£101.70) during the year (2023: £nil). No trustee received payment for professional or other services supplied to the  charity  (2023:  £nil).  The  trustees  are  considered  to  be  the  key management personnel of the charity. 

**26** 



## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

## **10. Debtors** 

|**ebtors**||
|---|---|
|Trade debtors<br>Other debtors<br>Amounts due from the University<br>Taxation and social security|2024<br>2023<br>£<br>£<br>37,219<br>4,504<br>3,189<br>-<br>1,375,370<br>-<br>1,450,646<br>-|
||1,417,093<br>1,453,835|



All debtors are due within one year. The amounts due from the University are repayable on demand and attract interest at the rate the University obtains for short term deposits. 

## **11. Creditors: Amounts falling due within one year** 

|Accrued expenditure<br>Deferred income<br>Taxation and social security|2024<br>2023<br>£<br>£<br>76,980<br>63,308<br>224<br>8,441<br>41,750<br>-|
|---|---|
||140,512<br>50,191|



The movements in deferred income during the period were as follows: 

|At 1 August<br>Utilised<br>Income received in advance<br>At 31 July|2024<br>2023<br>£<br>£<br>41,750<br>10,000<br>(22,750)<br>44,307<br>(10,000)<br>41,750|
|---|---|
||63,307<br>41,750|



Both the prior year and current year balances relate to donations received. 

**28** 



## **Reading Real Estate Foundation Notes to the financial statements (continued)** 

## **12. Analysis of movements in restricted funds** 

|Pathways to Property<br>George Fiennes Bursary<br>REP Innovation Fund<br>David Robins Town & Country<br>P Byrne Fund<br>The John Miles Memorial<br>Scholarship<br>Barton Willmore Bursary<br>Derwent Bursary<br>Helical Bursary<br>Keith Elliot Bursary<br>Michael Keidan Bursary<br>Pathways to Property<br>George Fiennes Bursary<br>REP Innovation Fund<br>David Robins Town & Country<br>P Byrne Fund<br>The John Miles Memorial<br>Scholarship<br>Barton Willmore Bursary<br>Derwent Bursary<br>Helical Bursary<br>Keith Elliot Bursary<br>Michael Keidan Bursary|Balance<br>at 1<br>August<br>2023<br>Incomin<br>g<br>resourc<br>es<br>Resourc<br>es<br>expende<br>d<br>Balance<br>at 31<br>July<br>2024<br>£<br>£<br>£<br>£<br>882,725<br>222,64<br>0<br>(320,19<br>8)<br>785,167<br>28,243<br>-<br>(5,000)<br>23,243<br>28,110<br>-<br>(246)<br>27,864<br>38,429<br>-<br>(8,326)<br>30,103<br>3,266<br>17,745<br>35,000<br>10,000<br>5,000<br>5,000<br>5,000<br>300<br>17,667<br>-<br>5,000<br>-<br>5,000<br>-<br>(2,006)<br>(7,391)<br>-<br>(10,000)<br>-<br>(5,000)<br>(5,000)<br>1,560<br>28,021<br>35,000<br>5,000<br>5,000<br>5,000<br>-|
|---|---|
||1,058,51<br>8<br>250,60<br>7<br>(363,16<br>7)<br>945,958|
||Balance<br>at 1<br>August<br>2022<br>Incomin<br>g<br>resourc<br>es<br>Resourc<br>es<br>expende<br>d<br>Balance<br>at 31<br>July<br>2023<br>£<br>£<br>£<br>£<br>864,073<br>286,42<br>6<br>(267,77<br>4)<br>882,725<br>1,321<br>37,422<br>(10,500)<br>28,243<br>28,110<br>33,535<br>3,952<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>6,250<br>322<br>21,910<br>35,000<br>10,000<br>5,000<br>5,000<br>5,000<br>-<br>(1,356)<br>(1,008)<br>(4,165)<br>-<br>-<br>-<br>.-<br>-<br>28,110<br>38,429<br>3,266<br>17,745<br>35,000<br>10,000<br>5,000<br>5,000<br>5,000|
||930,991<br>412,33<br>0<br>(284,80<br>3)<br>1,058,51<br>8|



Pathways  to Property  is an initiative which aims to encourage Year  12 

**29** 



students in UK state schools and colleges to find out more about a career in the property sector. The initiative is supported by many leading organisations  in the Real Estate industry including British Land, Savills, SEGRO and other charitable trusts. 

The George Fiennes Bursary is used to recognise academic excellence and provide financial support for Real Estate & Planning students. 

The REP Innovation Fund has been set up to foster innovation in teaching & learning and 

## **Reading Real Estate Foundation** 

## **Notes to the financial statements (continued)** 

research in Real Estate at Henley Business School, University of Reading. 

The Barton Willmore Bursary is used to provide support to students joining a  Royal  Town Planning  Institute accredited  Master’s  Programme  at  the Department of Real Estate & Planning. 

The David Robins Town and Country Planning Research Fund has been set up in the memory of alumnus David Robins, to support the development of outstanding research in Town and Country Planning at the School of Real Estate & Planning, Henley Business School, University of Reading. 

## **13. Analysis of movements in unrestricted funds** 

|General fund<br>General fund|Balance<br>at<br>1 August<br>2023<br>Incoming<br>resource<br>s<br>Resource<br>s<br>expende<br>d<br>Balance<br>at<br>31 July<br>2024<br>£<br>£<br>£<br>£<br>359,146<br>378,895<br>(406,718<br>)<br>331,323|
|---|---|
||359,146<br>378,895<br>(406,718<br>)<br>331,323|
||Balance<br>at<br>1 August<br>2022<br>Incoming<br>resource<br>s<br>Resource<br>s<br>expende<br>d<br>Balance<br>at<br>31 July<br>2023<br>£<br>£<br>£<br>£<br>313,946<br>344,171<br>(298,971<br>)<br>359,146|
||313,946<br>344,171<br>(298,971<br>)<br>359,146|



## **14. Analysis of net assets between funds** 

General Restricte funds d funds Total 

**30** 



|Current assets<br>Creditors due within one year<br>Current assets<br>Creditors due within one year|2024<br>2024<br>2024<br>£<br>£<br>£<br>459,453<br>958,339<br>1,417,79<br>2<br>(128,130<br>)<br>(12,381)<br>(140,511<br>)|
|---|---|
||331,323<br>945,958<br>1,277,28<br>1|
||General<br>funds<br>Restricte<br>d funds<br>Total<br>2023<br>2023<br>2023<br>£<br>£<br>£<br>401,232<br>1,066,62<br>3<br>1,467,85<br>5<br>(42,086)<br>(8,105)<br>(50,191)|
||359,146<br>1,058,51<br>8<br>1,417,66<br>4|



## **Reading Real Estate Foundation Notes to the financial statements (continued)** 

## **15. Ultimate parent undertaking** 

These financial statements have been presented in respect of an individual  company,  Reading  Real  Estate  Foundation,  a  wholly  owned subsidiary  undertaking  of  the  University  of  Reading.  The  smallest  and largest group to consolidate these results is the University of Reading. 

The consolidated financial statements of the University of Reading can be obtained  from  the  University  of  Reading,  incorporated  in  England  and Wales, G11 Whiteknights, Reading, RG6 6AH, which is the registered office address, or on the University's website. 

Since the company meets the definition of a qualifying entity under FRS 102  and  is  included  in  the  consolidated  financial  statements  of  the University, the company has taken certain disclosure exemptions available under FRS 102 including: 

- Exemption from presenting a statement of cash flows 

- Exemption from disclosing key management personnel compensation 

- Exemption from disclosing transactions entered into with the University and its wholly owned subsidiaries 

- Exemptions from financial instrument disclosures 

## **16. Related party transactions** 

The  charity  has  taken  advantage  of  the  exemption  available  under 

**31** 



paragraph 33.1a of the provisions of FRS 102 Related Party Disclosures, on the grounds that it is a wholly owned subsidiary of a group headed by the University of Reading, whose financial statements are publicly available. 

All  transactions  involving  related  party  organisations  are  conducted  in accordance with the University’s Financial Regulations and usual procurement procedures. Transactions outside of the University’s Financial Regulations should be disclosed as a related party transaction. There were no transactions that met these criteria in the year. 

The Trust did not have any employees in the year and there were no remunerations paid to the members of the Trust Committee. 

## **Reading Real Estate Foundation Notes to the financial statements (continued)** 

## **17. Statement of financial activities for the previous year** 

|**Income**<br>Grants and donations<br>Charitable activities<br>Interest receivable<br>**Total income**<br>**Expenditure**<br>Raising funds<br>Charitable activities<br>Other expenditure<br>**Total expenditure**<br>**Movement in funds for the year**<br>**Reconciliation of funds:**<br>Total funds brought forward|Unrestrict<br>ed funds<br>Restricte<br>d funds<br>Total<br>funds<br>2023<br>2023<br>2023<br>£<br>£<br>£<br>315,410<br>412,330<br>727,740<br>-<br>-<br>-<br>28,761<br>-<br>28,761|
|---|---|
||344,171<br>412,330<br>756,501|
||108<br>-<br>108<br>284,606<br>262,997<br>547,603<br>14,257<br>21,806<br>36,063|
||298,971<br>284,803<br>583,774|
||45,200<br>127,527<br>172,727<br>313,946<br>930,991<br>1,244,93|



**32** 



7 

**Total funds carried forward** 

359,146 1,058,51 1,417,66 8 4 

**33** 

