Seashell Directors, Report and Financial Statements For the year ended 31 Augusl 2025 Seashell Trust Registgred Charity No.. 1092655 Reglstered Company No,. 04216714 Inwstors in Thvwyt¥ Skntu Seashell Trust 5tsnley Road. cf**Jle ￿jIrr*.chesh￿o. SK8 ORQ T•k 0161610 0100 Em•il: ￿l0@￿S￿he1ttrust￿.uk W•b: wvrn.sedshelttrusLrrfg￿k 014216714 Ch•ir. Chris Smde ICOr•*tratl•Nw ZN53J500 SEASHELL TRUST Seashell Trust I"Seashell" or the 'Trusl"I Is an education and care charity founded in 1823 in Manchesler, originally for th8 education of deaf childr8n. Today, Seashell provides highly specialist education in its outstanding non-maintained special school. Royal School Manchester and in its independent specialist further education college. Royal College Manchester. In addition, Seashell has registered children's, adult, and short breaks care homes for those young people who cannot live with their own families. Placements range from one or two nights to full 52 week all year-round care packages. Our 17 homes are set up to be real homes in every respect and help our young people gain independence skills ready for when the ts'me comes to move on from Seashell. We provide highly integrated education, health and care packages to children and young adults with the most complex neuro-disabilities and needs in our society. These needs are often co-occurring and include a combination of deafness. blindness. multi-sensory impaimient, autism. mental health issues, behavioural challenges and profound physical and multiple leaming disabilities andlor difficulties IPMLDI. The vast majority of the children and young adults attending Seashell have little or no functional communication on their entry lo the Trust. Seashell caters for those at the most severe end of the spectrum of complex needs. Oureducation and carefacilities are complemented byour on-sile Health, Sport and Family Services facilities and by our Sensory Support Service whiGh provide greater access for families and professionals to our specialist services. We aim. with the support of our families. staff. stakeholders. volunteers and donors, lo deliver real change and thus irrefutsble difference to the levels of independence and communication achieved by our children and young adults. This, in turn, ensures they are valued and valuable members of their families and the wider community- We believe that Seashell is a truly special place for very special people. Our students and residents have incredibly challenging needs and they, and their families, are some of the most inspiring people you can ever meet. We need the best team. the best facilities. the best campus and the best technologies to deliver all we can for these students. residents and their families. SEASHELL TRUST Our Charity Mission We transfomi the lives of children and young adults with the most complex disabilities and their families. by providing high quality education. health and care services. Our Charity Vision We will be a national centre of excellence ensuring children and young adulls with the most complex disabilities achieve their greatest polential. Our Charity Values Strong charity values run through the core of Seashell. These are the things that are really important to us. Integrlty Honesty. trust and commitmenl go to the heart of everything we do. We pride ourselves on ethical working and strong leadership. We respect our children and young adults, their families and our colleagues, and we promlse to do our very best every day to support the extraordinary people in our are. Innovation Our children and young adults are exceptional, and we are constantly striving for pioneering new approaches. research and advances in both technology and different ways ofcaring, ￿MmunICating and educating. We believe that amazing people deserve amazing support. Involvement We pride ourselves on developing strong partnerships with children, young adults and their families to provide the very best support and life outcomes. By working together and harnessing th8 best care and support. technology and knowledge, we can help people live their best lives. SEASHELL TRUST CHARITY ADMINISTRATION Dlre¢tors C Smale11, 2, 3) (Chairl M Heath (1. 2. 41 IVi¢e Chair) C Hoggins13'} B Holbrook (11 E Kortland (51 (appointed 11 February 2025} R Lloyd13) (appointed 1 April 2025) N Masom12. 7.1 R Mcmillan (6, 7} J Munnelly {71 LPeryl1,4' 5.) N Quayle {2} (appointed 8 July 2025} C Povey (1. 6.} K Uus (resigned 5 September 20241 {1) Member of Remuneration & Appointments Commtttee {2) Member of Audit & Finance Committee {3) Member of Transfomation Project Steering Group {4) Member of RSM Goveming Body {5) Member of RCM Governing Body {6) Member of Safeguarding Board (7) Member of Health & Care Quality Committe8 Chair of relevant Board sub-committee Executlve Leadershlp Team (ELT) B Leigh B Boddi Chief Executive Officer Chief Financial Officer & Company Secretary Chief Operating Officer Chief People Officer Chief Marketing & Fundraising Officer Director of Care & Educats'on (Retired 31 Dec 20241 K Duggan N Giles M Travers B White Address and Registered Office Stanley Road Cheadle Hulme Cheadle Cheshire SK8 6RQ SEASHELL TRUST CHARITY ADMINISTRATION Banker8 Royal Bank of Scotland plc Sl Ann's Square Branch, PO Box 320 St Ann Street Manchester M60 2SS Barclays Bank plc Corporate Banking Level 11. 20 Chapel Street Liverpool L3 9AG Auditors Forvis Mazars LLP One St Peter's Square Manchester M2 3DE Sollcltors Eversheds Sutherland LLP 6 Stanley St Salford M3 5GX Veale Wasbrough Vizards LLP Narrow Quay House Narrow Quay Bristol BS14QA Gorvins LLP Dale House Tiviot Dale Stockport SK1 1TA Company Regislration Number 04216714 Charity Registration Number 1092655 SEASHELL TRUST Introduction from the Chair of Trustees On behalf of the Trustees of Seashell Trust, l am pleased to introduce the Trust's Direclors. Report and Financial Staternents for the year ended 31 August 2025. Leadershlp As Chair, it has. once again. given me great pleasure to oversee the development of the TnJst during the year and I would like to convey my thanks to CEO, Brandon Leigh, the Executive Leadership Team and all staff and colleagues across the Trust for their continued dedication lo the Trust's strategic priorities, resilience in the fats of challenges and constant endeavour to ensure that the Trust provides exceptional services to its beneficiaries. The Trust's work does not stop with those who directly benefit from our services on campus. We aim lo be a National Centre of Excellence for children and young adults with the most complex needs. Our National Complex Needs Survey has confirmed: An increase in complexity of need and number of children and young adults in England with Autism Spectrum Condition IASC) and multi-sensory impaimient {MSI) Specialist providers experien￿ challenges relating lo workforce and environment in meeting changing needs Providers are looking to increase capacity but it is undear whether this will be sufficient to keep pace with need. and also that More accurate data is needed through increased adopiion of health definitions and reduced reliance on SEND data Seashell 15 proud to be aulhorised by the Department for Education to deliver a higher education course leading to a mandatory qualification for teachers of MSI IMQ MSI PGDip). Seashell is one of only two providers nationally of this specialist course, which has been developed by Seashell and which opened to students for the first time in Octobér 2024. The course is being delivered in partnership with Liverpool John Moores University and is re￿Iving ex￿lIent feedback from students. Servlce dellvery Seashell has a skilled, dedicated, and flexible workforce that enables the Trust to provide high-quality support for our students, residents, and their families. Attracting and retaining staff in our sector nevertheless remained a challenge as a result of a competitive jobs market and the cost-of-living challenge. The recruitment. retention. training and career development of staff remains a top priority for the Trust, and we continue to highlight the unique qualities of a career al Seashell. Campus During the year we made substantsal progress towards completion of the Ged Mason Building, which will be the new home for Royal College Manchester. Once complete, in early 2026, the building's facilities will help prepare our students for a fulfilling life in the community and will match the sector- leading standard of the Moulding Foundation Building. home of Royal School Manchester. which marked ils second anniversary during the year. The Ged Mason Building will also incorporate outstanding sports facilities. including a fully accessible climbing wall and will. in addition. bring the Trust's support serVi￿S logelher under one roof for the first time. positively transforming our ways of working. Of our £10m appeal tsrget for the Ged Mason Building we have approximately £2m left to raise. We greatly appreciate all of the support we have received so far but continue to need as much help as possible ta make this much needed facility become a reality. SEASHELL TRUST We remain highly ambitious and excited about the future and will continue lo plan for the ongoing d8velopment of our campus to extend our reach and increase our impact. Registered S8rvices inspeclions Seashell has six registered services. I￿0 of which w8re insp8Ct8d during the year.. Royal College Manchester (Ofsted) was inspected during the year and we were delighted to receive a rating of Outstanding- and Children's Care service (Ofsted}- was inspected during the year and the efforts undertaken lo improve the Servi￿ were recognised by Otsled. The service re￿iVed a rating of Requires Improvement. Work is continuing to implement the requirements and recommendations of the Ofsted report in order lo restore the seThice lo a rating of Good. The ratings of our other four Registered SeNices remain unchanged as follows: Royal School Manchesler (Ofstedl - Oulstanding- Health Service {CQCI - Outstanding,. Young Adults home (CQC) - Good, Children Short breaks (Ofsted) - Outstanding. Flnanclal In October 2024, the National Insurance and Minimurn Wage elements of the government's Budget increased Seashell's costs subslantially above levels of inflation from April 2025. During the year we were not fully able lo recover these additional costs and, as a result, coupled with a reduction in student numbers in some services. the Trust has disappointingly retumed a deficit of £1.1 m on its unrestricted activities before depreciation. To address the ongoing financial challenges faced by the Trust, the ELT has prepared a detailed 5 Year Plan during the year, supported by the Board of Trustees, which focuses on maximising the capacity of its new facililies on campus as well as improving the efficiency of th8 Trust's operations. The plan aims to return the Trust's financial perfomiance to sustainable levels. enabling il to rebuild its free reseNes for the future. Chris Smale Chalr SEASHELL TRUST CONTENTS Page Dire¢lors' ￿pOrt. including Directors. Strategic Report Statement of Diredors. duties in performance of S172 (1) Companies Act 13 Statement of Diredors. responsibilities 15 Independent auditor's report 16 Statement of financial activities 20 Balan¢e sheet 21 Statemenl of ¢ash flows 23 Notes to the financial statements 24 SEASHELL TRUST Directors, Report The Directors. who are all Trustees for the purposes of the Charities Act. are pleased lo present their annual report with the audited financial statements of the charity for the year ended 31 ALtgust 2025. The Trustees have adopted the provisions of the Slalemenl of Recommended Practice ISORP) "Accounting and Reporting by Charities. issued in 2019 in preparing the annual report and financial slalements of the charity. Our Charitable Objects Seashell's objects, as described in ils MemorandLJm and Articles of Association. are the advancement of the education (inclu¢Jing social and physical training) andlor welfare of children and adults who, through any one or more fomis of disability, require special provision for their needs I"Beneficiarios"), and in furtherance of those objects to provide suitsble facilities for assessment, nursery care. education. training, work experien￿, recreation, care, residential accommodation and support for Beneficiaries. Our Services and facilities The Trust provides high quality, specialist education and care to children and young adults with complex learning and communication difficulties. such as hearing, visual and multi-sensory impairments. physical disabilities, health needs and autism spectrum condition. The Trust's facilities comprise a Schwl, Royal School Manchester ("RSM"I (for students aged 2- 19), a College, Royal College Manchester {"RCM") (for students aged 19-251, Children's and Young Adult's Care Homes and our inclusive sports facilities including the CADSTM (Children's Able and Disabled Sports) programme. Our care homes provide integrated care services for students either in full time education or in receipt of short breaks. The short break provision is also available to families whose children or young adults are not students at the Trust. All aspects of our provision incorporate all-inclusive therapy and health serVi￿S as well as a professional leaming and development provision for staff induction and training. Public Benefit The Direclors confimi thal they have complied with the duty in Section 4 of th8 Charit18s Act 2011 to have due regard lo the Charity Commission's guidance on Public Benefit. The Trusl's charilable purpose is enshrined in its objects and the Directors, together with th8 Executive Leadership Team {"ELT'}, review the strategy annually to ensure that it continues to support the Trust's slated aims and objectives. Local Authorib'es and the Educab'on and Skills Funding Agency pay fees for the Trust's services. Rigorous assessments are carried out prior to offering places in the School and College. Services are offered on the basis of need and suitabilily and are subiecl to funding approvals by the relevant funding bodies. Appropriate use of our facilities le.g. sports) is also made available for use by the public. SEASHELL TRUST Corporate Governance Our Board Assurance Frameworf< is summarised in the diagram below. Board Assurance Framework Seashell Trustee Board Board Cornmittees ¢Jmrning S•f•y•raln9 Audit& H•*lth & IRSM & RCMI Care Qualltv Appolntm•n Executive LeadershipTeam Heèlth & Salety Ctsmmittté Equalityp Oiv¢rsity, & I￿lusiOn Committee Reportin9: Monthly: ELT full review of reportin9 pack lincluding key KPIS) 4 x year: Trustee Board The duties and responsibilities of Trustee Board Direclors are enshrined in the Memorandum and Articles of Association of ihe company. The dub'es and responsibilities of the Govemors are set out in the Scheme of Delegation which delegates operational managernent of RSM and RCM to the respects've Governing Bodies. Those bodies rneet termly, are chaired by L Pery, a Director, and include independent governors. M Heath, and E Kortland, Directors, also sit on the RSM and RCM Goveming Bodies Irespectivelyl. There are five additional permanent sub-committees of the Board, chaired by a Director to oversee governance.. Safeguarding.. Audit & Finance,. Remuneration & Appointments: Health & Care Quality and a Transformation Project Steering Group {'TPSG'I to oversee the delivery of Project Transfomiation. Directors, induction and responsibilities Potential new Directors are identified based on the skills and knowledge required by the Charity lo support its strategic aims. Candidates are invited for a site visit. encouraged to attend at least one Board meets'ng and interviewed by the members of the Remuneration & Appointments Committee. On appointment. Directors may b8 allocated a spectfic role wthin the scheme of gov8mance committee structure. as appropriate. Training is offered to Directors as required and an 'away day is held for Directors. annually, to review and update the Trust's strategy. The Trustees are included in the Oirectors and Officers insurance cover, which is maintained by the Trust for all Officers, Directors and Trustees. SEASHELL TRUST Directors meet at least four times a year and at these meetings receive reports from ELT, Governing Bodies and from the Board's sub-committees. Straiegic declsions recommended by the sub- committees or Goveming Bodies must be ratified by Ihe Directors. Executlve Leadership Team The ELT meets weekly. The remuneration of the CEO is agreed by the Remuneralion & Appointments Committee, via Ihe Trust's performance review process. The remuneration of other individuals within ELT is approved by the CEO. All pay awards are made after making due referen￿ to Trust performance, individual personal performance, market conditions and external benchmarks. There are two advisory sub•committ8es of the ELT, as summarised in the diagram above, comprising.. Health & Safety., and Equality, Diversity & Inclusion. Directors, Strategic Report Employees and Volunteers We employ approximately 667 full and part time salaried staff whose contribution and commitment to the Trust, its children, young adults and their families, is truly inspiring. The Trustees continue to express pride for the work of our staff teams and the outcomes they achieve for our young people. Communication with Employees and Staff Wellbeing A monthly feedback survey captures the employee voice through their experiences of Seashell including employee development, management support and feeling valued and respected. All Staff meetings have been reignited for the new a¢ademi¢ year to update on strategi¢ priorities, key developments on site and new initiakn'ves being promoted across Seashell. Employees also facilitate and lead on a range of staff support groups. Our wellbeing hub continues to host a bi-monthly employee drop-ins. to help promote benefi'ts and encourage feedback over a coffee and cake. Our Trust e-newsletter and internal intranet further enable stsff communication across the Trust. Our wellbeing offer is growing in strengih with established use of private healthcare for staff. This cover provides a range of health and wellbeing benefits for staff including access lo physiolherapy, counselling. employee assistance on life events as well as our in-house debrief support through the Positive Behaviour Support team. Throughout the year we lake opportunities to reward and recognise employee contributions with giveaways I wellbeing events I seasonal gifts which gather great feedback. Recrullment and talent The Trust continues to follow Safer Recruitment guidelines and continuously reviews and revises its recruitment and induction processes to ensure it attracts and retains the most suitable employees. The Trust is an equal opportunities employer and welcomes applications from disabled candidates. Any disabled candidale who meets the minimum criteria for the person specification will be invited to interview and suitab18 adaptations made to facililale this. If the candidat8 is successful, reasonab18 workpla¢e adaplalions are put in pla￿ to ensure that the employee Can perform their role and access any training so that their personal development is not restricted. SEASHELL TRUST The recruitment and onboarding team are now firmly positioned as the Talent leam and support recruitment lo roles across all areas. Using a variety of media and methods, the Trust is attracting new employees and talent through a number of channels including direct recruitment campaigns, recruitmenl events, agency recruitment, social media campaigns, open recruitment days, CV search facilities and working wilh national partners and local partners in schools, colleges and universities. Our apprentice academy and volunteer programmes continu8 to deliver opportunities, with many continuing into pennanenl roles at the Trust. Inveslment in new technology next year will give us a fresh perspective on the candidate and employee journey and we look foN4ard to the positive changes that this brings. The recruitment and retention of staff remains high on the Trust's agenda, as cost of living pressures continue lo create competition in the job market. Being able to attract and retain talent whilst highlighting the unique qualities of a career al the Trust, remains our top priority. Understanding our intemal talent is an important step in the process. In late 2025 we have launched a prograrnme that encourages valuable talent conversations, give us visibility on our talent and help shape development programmes that respond to colleagues, needs. Learnlng and Dèvelopmont The Trust provides specialist servi￿$ and therefore requires similarly qualified and specialist skills amongst ils staff. Continued investment in leaming and development enabled the Trust to expand the skills of the Leaming and Development team this year and provide a much closer business partnering experience for Managers. A new staff member's journey starts with a robust Induction. As new technology redefines our processes we will take the opportunity lo find new, blended ways of sharing knowledge and building skill. How leaming is delivered al the Trust wll continue to evolve as the organisation grows and adapts. A summary of learning and development. talent and human resources delivery for the year ended 31 August 2025 is delailed in th8 infographic below.. Seashell HRD 24125 HIGHLIGHTS HR L&D 812,442 198 &P 69 47 MIDEPAItTh•EMT ***** SEASHELL TRUST Fundraising Seashell is voluntarily registered with the Fundraising Regulator and actively seeks to fundraise in line with the Code of Fundraising Practice in a way thal is legal, open, honest, and respectful. We are also an organisalional member of the Chartered Institute of Fundraising. We operate fundraising practices and standards that protect vulnerable people and other members of the public and have received no complainls in the year regarding our fundraising activitses12023124 none). We work wilh a small nufflber of organisations to help us raise the most funds possible for our 5tudenls and actively direct and monitor all the activities undertaken through regular meetings and reports, ensuring the same high standards are maintained. Suppliers The Trust recognises ils responsibility to ensure its charitable business activities are undertaken in accordance with regulatory requirements and best practice. The Trust's procurement policy has been developed to help Ihe Trust achieve best value in the use of limited resources to support the Trust in achieving ils overall aims and objectives. It also supports addressing the requiremenls of the Charity Govemance Code and the 2010 Bribery Act by emphasising the responsibility of all staff involved to conduct procurement legally and ethically as well as securing value for money. All prowremenl activity adheres to the following key prin¢iples= Transparency- clear procedures to be followed and evidence of adherence Tetsined for audit: Equal treatment- for all potential suppliers to ensure a level playing field. no favouritism and lo ensure best value is obtained., Wherever possible we endeavour to Sour￿ potential suppliers from the local area where this can be justified in terms of best value and l or social value-, and Suppliers are required lo follow Trust safeguarding standards where applicable. Energy Usage and Sustainability Under the Companies (Directors. Report) and Limited Liability Partnerships {Energy and Carbon) Regulations 2018, the Trust is required to report its annual UK energy consumption and Greenhouse Gas (GHG) emissions. Energy and GHG emissions have been ind8pend8ntly calculat8d by a third- paty company for the year ended 31 August 2025. Reported energy and GHG ernissions data is compliant with the requirements under the Streamlined Energy Cart)on Reporting (SECR) regulations and has been calculated in accordance with the GHG Protocol and SECR 9uidelines. Energy and GHG emissions are reported from buildings and transport where operational control is held - this includes eleclricity, natural gas and business travel in company-owned or grey-fleet vehicles. The Total Energy Consumption {TEC) for the Trust for th8 year end8d 31 August 2025 was 5.286 Mwh (2023-24 5,274 Mwhl resulting in carbon emissions of 965 lonnes of ¢arbon dioxide12023-24 994 tonnesl. Emissions per employee are considered to be at an appropriate intensity ratio,. average emissions p8r employ8e for the year were 1.45 tco {2023-24: 1.54 tC&.). Zv Energy usage lin terms of Mwh) increased slighdy in the year as we continued to build out the campus as part of Project Transformation. However, in the medium and long lemi, this campus redevelopment is expecled to result in significant reductions in energy usage as many of our existing, energy inefficienl and aged buildings are repla￿d. For example, the new Ged Mason Building is SEASHELL TRUST designed to be carbon neutral in operation and is also expected lo generale surplus electricity for export to other campus buildings. Project Transformation Project Transformation is the name given to the programme to comprehensively redevelop our campus in Cheadle Hulme. This development was initiated with the construction of our new residential accommodation in 2016, continued with the construdion of a new 3G sports pitch in 2019, and. in the year ended 31 August 2023, the opening of our new outdoor cycling facilities and the completion of the Moulding Foundation Building. the new home for RSM in¢orporaling integrated swimming. hydrotherapy and refectory facilities, which opened in February 2023. During the year ended 31 August 2025 £16.Om (2024, £5.4m} has been spent on the building work for the Ged Mason Building, the new home for Royal College Manchester building (which will include extended and enhanod sports. training and adminislralion fa¢ilitiesl. on which ¢onstru¢lion began in January 2024. The Ged Mason Building is expected to OP8n in early calendar year 2026. Project Transformation is part-fund8d by th8 sa18 of approximately 33 acres of tha Trust's landholding lo Bloor Homes. Under the terms of this agreement. the land was sold in tranches. all of which were transferred in previous years generating a nel receipt of c.£36.5m. The balance of funding for Project Transformation is expected to come from other sources. including the Trusl's own cash reserves {£3m has already been incurred to dale), borrowing and from donations arising from a capital fundraising appeal. During the year, the Trust received a furth8r £1.7m of income from our Transforming Lives Appeal for Project Transfomation. In order to complete the Ged Mason Building, after the balance sheet date, Ihe Trusl borrowed £0.5m under a mortgage facility provided by Together Money Commercial Finance Limited. The borrowing is secured via a charge on the Trust's land and buildings. Strategic Priorities Our strategic priorities which shaped our plans during the year were: 1. To provide exceptional education, care, and health & wellbeing support for our children and young adults {C&YA) with safeguarding as the highest priority- 2. To promote the voice of C&YA and their families through co-production to inforrn the design and delivery of services and to influence nalional policy., 3. To achieve meaningful outcomes after Seashell through successful transitions to high quality and sustainable employment. education, and social opportunities., 4. To continue to transform our site to ensure high quality facilities for our C&YA as well as playing a valued role in the broader community. 5. To develop and share our specialist knowledge and skills nationally and intemationally,. 6. To be an employer of choice with a Culture of ￿ntInuoUS improvement through investment in our excepts'onal workforce; and 7. To ensure long-lerm financial security through the development of fundraising and other income generating activities. SEASHELL TRUST Operational Performance in the Year Our operatlng model Seashell Safe at Seash￿1 young adults with Ihe m05t cCffip￿m need5 f 4 Er**￿•d by Our six registered services 1. Royal School Manchester. Ofsted registered. Non-maintained speaal school. Rating Outstanding. 2. Royal College Manchester. Ofsted registered. Specialist post-16 institution. Rating Outstanding. 3. Seashell Health Services. CQC registered. Treatment of disease. disorder & injury. Rating Oulslanding 4. Seashell Children's Care Services Children's Home. Ofsted registered social &qre provision. Rating Requires improvemenl. Work is continuing to implement the recommendations of the re￿nt Ofsted report in order to restore the service to a rating of Good. 5. Seashell Children's Care Services - Short Breaks. Ofsted registered. Social care provision. Rating - Outstanding. 6. Seashell Young Adults Care Services. CQC registered. Care home. Ratlng - Good. Our year in numbers In total, more than 8.000 people benefited from our wide range of services and fa¢ilities during the year. This included.. Education and Care for over 130 children and young adults with some of the most complex disabilities in the country 92 % of our students require one-to-one support lor greater) to access their education 790/0 of our School students achieved their individual education plan targets for the year and 85 % of students achieved 'expected' or 'belter than expected. progress during their time with us SEASHELL TRUST 0 93¥p of College students achieved their destination goals for the year and 32'h of students reduced their need for support per week as they became more independent Fully inclusive sports. activities and fa¢ililies accessed by over 2.600 children and adults from the community Seashell welcomed 566 parent carers and families to our events and workshops this year, creating a stronger. more informed and connected community through meaningful participation Training and support lo almost 250 organisations and more than 400 professionals to enable them to become more supportive and inclusive Organlsatlonal culture and workforce management Attracting and retaining appropriately qualified staff continues to b8 the key priority for the Trust. Focus remains on recruitment and retention through the continued enhancement of our employee offer, which complements competitive rates of pay with increased health and wellbeing benefits. We continue to dosely monitor key staff metrics such as training compliance, absence levels, utilisalion, recruitment and retention. Studenl Numbers At the end of the year, the numbers of students and residents on roll were as follows: 2025 2024 Royal School Manchester ' Royal College Manchester. Children's Residential Care Services Young Adult Residential Care Services 67 66 62 70 22 30 at the end of the summer term Student numbers in school al the end of the year overall were slightly higher than 2024 levels. Student numbers in the other services were lower than in 2024. We expect thal the numbers of students in school will conlinue lo increase towards the 80-student capacity of the new school building in the next two years. As several of Ihese new students will hav6 residential placemenls, Children's Care resident numbers are also expected to increase overtime. College student numbers are already at levels close to capacily (c.70 sludenls). although the new home for Royal College Manchesler. the Ged Mason Building, may provide a potential opportunity for growth once it opens in 2026. Financial Review Income The unrestricted income for the year ended 31 August 2025 and previous y8ar is summarised in the table below.. 2025 £'ooo 2024 Change £'ooo £'ooo Donations and legacies Charitable activities Other trading activities Interest income 761 22,707 573 250 1.180 23.831 258 160 (419) (1,124} 315 Total Unreslrlcted Income 24,291 25,429 (1,138) Total income from unreslrl￿ed funds reduced by £1,138.000. This was largely due to reduced student numbers in the year. Student numbers for 25126 have started positively with an increase from 133 10 141. SEASHELL TRUST Restricted income in the year was £2.363.000, as compared with £5.904.000 in the year ended 31 August 2024, which included some large, one-off donations towards the in-progress Ged Mason Building (new home for Royal College Manchesler} as part of Project Transfomiation and the Transfomiing Lives Appeal. In 2025 we recognised £0.9m of accrued income (£3.2m in 2024) for donations committed. Expenditure Total unrestricted expendilure increased by £83,000 to £26,852,000 paruy due to the increased wages cosls due to government changes to national insurance and national minimum wage impacting our charitable expenditure. This increase was partly offset by some input VAT recovery following the change in VAT status of Royal School Manchester (which was captured by the govemment's newly introduced VAT on private schools policy). Unrestrlcted funds net deflclt The net deficit on unrestricted funds for Ihe year was £2,561,000. an increase on the £1,340,000 deficit recorded in 2023-24. This reflects Ihe reducts'on in unrestricted income in the year not being offset by a corresponding decrease in expenditure. The Trust aims to record a small financial surplus, before depreciation charges. each year and in the year reported a deficit before depreciation on unrestricted funds of £1.078.000 (2023-24 surplus of £129,000). Endowmont Fund There was no endowment income during the year. The endowment income of £13,965.000 recorded in 2023-24 represenled the net profit arising on the disposal of the final tranche of land under the temis of the sale agreement with Bloor lo part fund the cosls of delivering Projed Transfomialion. Net assets Net assets reduced by £737,000 in the year to £61,741.000 as at 31 August 2025. compared with £62,478.000 at 31 August 2024. Thi5 decrease in net assets is primarily due to the deficit on unrestricted activities. partly offset by restricted donations for Project Transfomiation. Reservès The reserves policy states that target free reserves li.e. unrestricted. undesignated reserves (excluding fixed asselsll are assessed annually. The current target level of free reserves is £4.2 million. In recognition of the fact that the risks. opportunities, external factors and strategic initiab'ves that are relevant to the Trust ebb and flow over time, the assessed level of free reserves will similarly fluctuate. As a result. the Tmst's policy is for its actual holding of free reserves in the short lo medium tem) to be within a range of 50-150 /0 of its targel free reserves amount {i.e. the current target free reserves range is £2.1 million to £6.3 million). Free reserves available for use by the charity exclude designated and restricted funds as well as fixed assets. The majority of fixed assets are held as land and buildings, which are permanently endowed and so cannot be used for revenue purposes. The value of our free reserves at 31 August 2025 is £1,336,000 {2024.' £2,587,000). held in the form of current assets. which are available for use by the charity, resulting in a gap to the lower end of the range of target free reseryes stated in the reserves policy. To address th8 ongoing financial challenges faced by the Trust and to align the gap between actual free reserves and target free reserves, the ELT has prepared a detailed 5 Year Plan during the year, supported by the Board of Trustees. which focuses on maximising the capacity of its new facilities on campus as well as improving the efficiency of the Trust's operations. The plan aims to return the Trust's financial perfomiance to sustainable levels, enabling tt lo rebuild its free reserves for the future. Restrlcted funds are funds subject to specific requirements specified by the donor at the time of grant and their total value at 31 August 2025 was £1,744,00012024: £3,556,000). SEASHELL TRUST Other Funds - Permanenl Endowment- this is property. induding land. which the Directors may not spend as if it were income. As al 31 Augusl 2025 the value of endowment reserves was £58,416.00012024.. £56.098,000). Golng concern The Directors have prepared budgets and projections taking into account possible changes to future income and expenditure which show that the Trust is able to continue lo operate as a going concem for the foreseeable future. A reasonable worst-case sel of assumptions has been considered in making this assessment on going concem. Therefore, the Directors conts'nue lo adopt the going conc8m basis of accounting in preparing the financial statements. The Directors have considered a period in excess of 12 months from the dale of the approval of the financial statements in making their assessment. In particular, the Directors do not consider there to be any material uncertainties in regard to the Trust being able to continue to operate as a going concem for the foreseeable future. Future Plans The environment within which the Trust operates continues to be one with both significant challenges and opportunities. The substantial investment in the new and extended facilities provided by Project Transformation provides additional capacity for growth in income in future years and there continues to be increased demand for the Services the Trust provides. Our ability to meet this demand is subject to being able to recruit and Telain the appropriate levels of suitably qualified staff, the exlemal UK market for which remains constrained. We are addressing this challenge through various initiatives such as onlinuing to improve our overall employee offer {which includes a number of health and wellbeing benefits in addition to a competitive salary) as well as broadening our recruitment channels for certain roles. We have seen good signs that this investment is impacting on improved recruitment and retention metrics. New on-site facilities provided under Proje¢l Transformation are also aiding our staff recnjitment and retention objectives. During the year, in October 2024. the National Insurance and Minimum Wage elements of the govemmenl's Budget increased Seashell's costs substantially above levels of inflation from April 2025. During the year we were not fully able lo recover these additional costs and. as a result. and coupled with a reduction in student numbers in some services, the Trust has disappointingly retumed a deficit of £1.1 m on its unrestricted activities before depreciation. As described above, the Tnjst has now put in place a detailed five-year plan, which focusses on maximising the capacity of its new facilities and which will enable the Trust to rebuild its reseNes over the coming years. 10 SEASHELL TRUST Risk Management The Trust has a Risk Management Framework, which provides a rigorous and robust process around how risks across the Trust are identified, quantrfied, mitigaleé and reported. The identification of risk is delegaled lo the Executive Leadership Team who report risk management to the Directors for their oversight, review and approval at Board Meetings. The most significanl risks identified In the curreni year and how these rfsks are managed by the Trust aro as follows: Key Rlsk A seriou5 safeguarding incident occurs or is reported which causes significant reputational damage to the Trust. potentially impacting on the willingness of Local Authorities to place children and young adults at the Trust. How Ihls rlsk Is managed The Trust places the greatest of importance to its obligations to ensure the safety and well-being of the children and young adults under ils care. However. the Directors recognise that the onlrols and procedures that we have in pla￿ to monitor and manage this risk, can be effective in reducing this risk. but annot completely eliminate it. These key ￿ntrOl$ and procedures include.. We have a dedicated Safeguarding Board, including exlernal. independent representation- We have a Trust-wide role of Safeguarding Officer, The Trust has a welloslablished safeguarding policy. praclices and reporting systems which ar8 reviewed continually., Progressive and developmental safeguarding training and development for all staff., Liaison with External Safeguarding bodies for best practice initiatives and monitoring. Procuring appropriate levels of insurance cover to mitigate againsl any financial risk that the Trust could be exposed to in the event of any allegations or claims., Extemal reviews of our safeguarding practices and procedures, and Obtaining expert legal advice and counsel where considered appropriate. Continuing changes govemment policy. which could result in reduced funding levels, additional regulatory requirements and additional cosls, despite underlying demand for Ihe Trust's services increasing. The Trust actively maintains close and positive relationships with the education. heallh and care teams within ils pnncipal Local Authorities, lo understand th8 drivers impacting on their placement behaviour. In recent years, we have had to manage increasing costs such as staff costs, energy, and other general costs due to high levels of inflation. These costs are reflected in our fee structure going forward to ensure the Trust remains financially viable. In addition, the Twst has developed strong links nationally with sector organisations such as NASS, NATSPEC, CDC and NNPCF as well as close working relationships with the Department for Education. 11 SEASHELL TRUST Key Rlsk How thls rlsk Is managed The inability to recruit and relain staff with the requisite skills to meel the increasingly complex needs of our students. This poses significant challenge to the Trust, thal if not adequately addressed could result in staffing shortfalls. reductions in the quality of care that the Trust provides, andl or additional costs in addressing staffing shorffalls by the use of higher-Gost agency workers. We have continued to implemenl our 'People Strategy., which sets out a comprehensive and overarching plan to address issues associated with staff recruitment, retention, reward, performance and well-being. This has included a number of inilialives such as- Extended the number and scope ofour managemenl training programmes., Conducted Ihe Job Evaluation Review. including a revised benchmarking exerase whereby salaries are compared with extemal data.. Streamlined recruitment processes and actions to increase the effectiveness of recruitment activity and added extra resource to the recruilrnent team., Implemented a targeted uplift in base pay across the Trust effective September 2024" and Continualion of recruitment activities beyond the required staffing complement for key roles in order to create a staffing "buffer. to mitigate th8 impact of staff absences and resi nations. Project Transfomiation is now firmly in its implementstion stage with construction of the Ged Mason Building, the new home to RCM and shared facilities started and due to open in 2026. The Trust is reliant on the delivery of the sile redevelopment in order to continue to provide its on-site based activities in the medium temi. Delays and cost overruns in delivering the redevelopment will adversely impact the Trust's ability lo achieve aims and obje¢lives. The Directors closely monitor the progress of the various elements of the project at each Board Meeting. The day-to-day aspects of Project Transfomiation are considered and managed by the 'Transfom)alion Project Steering Group", a sub-committee of the Board which comprises a number of Trustees, members of ELT, ￿levant Heads of Service and Specialist Advisors. This group rneets monthly. with relevanl input from appropriate professional advisors. This group reports to the Board of Directors at each Board Meeting and more frequently when required. The Trust ensures its physical infrastructure is updated regularly and refleds best practice. As a result of a potential breach in cyber security the Trust could become exposed to a prolonged period of IT disruption which significantly affects delivery of its services and l or results in the loss of a large amount of sensitive data. The Trust ensures its suite of systems and SO￿are. including malware and cyber-attack protection are of a high standard, updated regularly and tested for vulnerability. The Trust has robust policies and procedures including those governing all users. Seashell is Cyber Essentials and NHS Toolkit a¢¢redited. The Trust inrnrporates IT training and data goveman¢e in its induction and ongoing training programme. The Trust and ELT monitors all elements of the five-year plan, including financial perfomiance against the plan's detailed assumptions on a frequent basis and corrects course as appropriate. Financial factors outside of the Trust's control result in Trust's five-year plan being adversely affected and free reserves remaining below 50 % of target 12 SEASHELL TRUST STATEMENT OF THE DIRECTORS, DUTIES IN PERFORMANCE OF S17211I COMPANIES ACT 2019 This Statement is requir8d under Section 414CZA, of the Companies Act 2019 and sets out how the Directors have had regard to the matters set out in section 172{1) of the Companies Act 2019 in P8rforming th8ir dulles. The Directors recognise Ihat the long-term success of Ihe company is dependenl on having regard to the interests of all of its stakeholders. As a registered charity. the Directors, responsibility also extends to ensuring that the affairs and objectives of the Trust are managed in a way that enhances public trust and support. Key stakeholders include the children and young adults educated and cared for by the Trust. their farnilies, their carers. our workforce, Local Authortti'es and our regulators. The Board of Directors of Seash811 Trust consid8r that. both individually and collectively. for the year ended 31 August 2025 they have acted in the way that they believe. in good faith, would be the most likely to promote the success of Ihe company for the benefil of its members as a whole and having regard lo the matters set out in s172 {1) la) to If) as below-. a) The likely consequences of any decision in the long-term: b) The inleresls of the company's employees., cl The need to foster th8 company's business relationships with suppliers, customers and others,. d) The impact of th8 company's operations on the community and the environment; e) The desirabilily of the company maintsining a reputation for high standards of business conducl., and f) The need lo act fairfy be￿een members of the company. (a) The likely consequences of any decision in the long term. The Directors have regard lo the likely consequences of their decisions on the long term objectives and sustainability of the Trust, its stakeholders and the community whilst also preserving its values and culture. As a charity educating and caring for some oflhe most vulnerable people in our society, the way we behave and our reputation are of utmost importance to us and we considerthe short and long term behavioural and reputslional impacts of all our decisions. We are dedicated to ensuring we maintsin our culture whilst achieving our purpose. (b) The inlerests of the company s employees. As referred to above, our employees are fundamental to our success and it is very important that they have the right attitude and the drive to create ideas and sel high standards. This requires that the Trust sets the right environment and that this be led 'from the top.. All employees are encouraged to be honest and regular discussions are held with employees through various means, including regular team meetings, formal staff supeNision sessions and via our Staff Engagement Group. We have held the "Investors in People" standard for several years and retained the standard in the previous year. (c) Thé naed lo foster the company s businèss relationships with supplièrs, customers and olhèrs. We seek to carry out our business with similar-minded people who share our vision to help the children, young adulls and their families live their best lives. We encourage all those with whom we have significant business interests to visit our sile. meet our staff, children and young adults and see for themselves the work that we do. We look to forge strong, open. transparent and lasting partnerships which is important for our long-term success. 13 SEASHELL TRUST (d) Th8 impact of the company's operations on the community and the environment. We are proud to be parl of the local and wider communities and have a strong and developing community engagement programme led by our sports and fundraising teams. It is our aim lo create opportunities lo recruit and develop local people and to understand the local issues that are important to the ￿MmunitY and what we can do to support It. (e) The desirability of the company maintaining 8 reputation for high standards of business conduct. I new employees get a New Starter Pack which includes, amongst other things, our history, standards, equal opportunities and training programme. All employees have easy access to our Operating Procedures and Codes of Conduct via our Trust-wide Intranet and understand the requirement for them lo comply with Ihe company s high standards of business conduct at all limes. Any issues of non•compliance with any of our policies can be dealt with in confidence. (O The need to act fairly between members of the company. The company aims to act with integrity and courtesy in all of its relationships and will consider all members and stakeholders when making decisions for the overall good of the company. 14 SEASHELL TRUST STATEMENT OF DIRECTORS, RESPONSIBILITIES Charity law requires the Directors lo prepare accounts for each year which, in accordance with United Kingdom Accounting Standards {Uniled Kingdom Generally Accepled Accounting Practice) and Staternent of Recommended Praclice "Accounting and Reporting by Charities" give a true and fair view of Ihe charily's financial activities during the year and Ihe financial position at th8 end of the year, In preparing those accounts, the Directors are required lo.. select suitable accounting policies and then apply them consistently-, make judgements and eslimales that are reasonable and prudent- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the accounts- and prepare the accounts on the going concern basis un18SS it is inappropriate to pr8sume Ihat th8 charity will continue in business. The Directors are responsible for keeping proper accounting records which disclose wlh reasonable accuracy al any lime the financial position of the charity. 11 is also responsible for safeguarding the assels of the charity and hence for taking reasonable steps for the prevention and deteclion of fraud and other irregularities. The Directors confirm thal: as far as they are aware there is no relevant audit infomiation of which the charity's auditors are not aware; and they have taken all the steps they ought to have taken to make themselves aware of any relevant audit infomation and to establish that the auditors are aware of that infomation. In approving the Directors. Report, the Trustees are also approving the Strategic Report in their capacity as Company Directors. Approved by the Board and signed on ils behalf by= CLf- C Smale Chair 03 February 2026 15 SEASHELL TRUST INDEPENDENT AUDITOR'S REPORT Opinion We have audited the financial statements of Seashell Trust (the 'charily'l for the year ended 31 August 2025 which comprise the Statement of Financial Activities, the Balance Sheet, the Ststement of Cash Flows and notes to the financial slalemenls, including a surnmary of significant accounting policies. The financial reporbng 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 stale of the charity's affairs as at 31 August 2025 and of Its income and expenditure for the year then ended. have been propedy prepared in accordance with United Kingdom Generally Accepted Accounting Practice., and have been prepared in accordance wth the requirements of the Companies Act 2006. Basls for oplnlon We conducted our audit in accordance with Intemalional Standards on Auditing (UK) (ISAS (UK)) and applicable law. Our responsibilities under those standards are further described in the "Audilor's responsibilities for the audit of the financial statements" section of our report. We are independenl of the charity in accordance with the ethical requirements thal are relevant to our audit of the finanaal slalemenls in the UK. including the FRC'S Ethical Standard. and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe Ihat the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Concluslons relatlng lo golng concern In auditing the financial stalements, we have concluded that the trustees use of the going concem basis of accounting in the preparation of the financial statements is appropriale. Based on the work we have performed. we have not identified any material uncertainties relating lo events or conditions that. individually or collectively, may cast signifi'cant doubt on the charity's ability to continue as a going concem for a period of at least twelve months from when the financial ststements are authorised for issue. Our responsibilities and the ￿SponSibl1111es of the trustees wilh ￿SpeCt to going cOn￿M are described in the r8levant sections of this report. Other infomiation The other informalion comprises the InfO￿allOn included in the Directors Report. other Ihan the financial statements and our auditor's report thereon. The trustees are responsible for the other infomialion ¢onlained within the annual report. Our opinion on the finan¢ial slalements dtss nol cover the other information and, except to the extent otherwise explicitly stated in our report. W8 do not express any fom of assurance ￿nClUsion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other infomiation 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 identtfy such rnaterial inconsistencies or apparent material misstatements, we are required lo determine whelher this gives rise to a material misstatement in the financial statements themselv&s. If, bas8d on th8 work w8 have 16 SEASHELL TRUST performed, we conclude Ihat there is a material misstatement of this oth8r infomiation, we are required to report thal 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 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 finandal statements are prepared is consistent with the financial statements.. and the strategic report and Ihe directors, report included within the Iruslees, 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 underslanding of the charity and ils environment obtsined 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 lo report to you if, in our opinion.. • adequate accounling records have nol been kept, or retums adequale for our audit have not been re￿iVed from branches not visited by us: or the financial statements are not in agreement with the accounting records and retums: or certain disclosures of trustees. remuneration specified by law are not made,. or • we have not received all the infomiation and explanalions we require for our audit. ResponslbSlltles of Trustees As explained more fijlly in the trustees. responsibilities slalemenl set out on page 13. Ihe trustees (who are also director5 of the charity for the purposes of company lawl are responsible for the preparation of the financial slalemenls 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 finanaal slalemenls that are free from material misslalemenl. whether due to fraud or error. In preparing the financial statements. the Irustees are responsible for assessing the charity's ability to continue as a going concern, disclosing, as applicable, matters related lo going concern and using the going concem basis of accounting unless the trustees erther intend lo liquidate the charity or to cease operations, or have no realistic alternatsve but to do so. Audltor's responslbllltles for the audlt of the flnanclal slatements 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 audilor's report that indudes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAS {UKI will always detect a material misstatement when it exisls. Misstatements can arise from fraud or error and are considered malerial 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 lo which our procedures are Capable of dete¢ting irregularities. in¢luding fraud is detailed below. 17 SEASHELL TRUST Irregularilies, including fraud, are inslances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, lo delect material misstatements in respect of irregularities, including fraud. Based on our understanding of the charity and its sector, we considered that non-compliance with the following laws and regulalions might have a material effect on th8 financial slat8m8nls.' The Charilies Act 2011, the Charities Statement of Recommended Practice. 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 prO￿dureS included. but were not limited to.. Inquiring of management and. where appropriate. those charged with govemance. as to whether the charity is in Complian￿ with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations.. Inspecting correspondence, if any, wilh 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 applicabl8 laws and regulations, including fraud. We also considered those laws and regulations that have a direct effect on the preparation of the rinancial slalemenls. such as tax legislation, pension legislation, the Charibes Act 2011, the Companies Act 2006 and the Charities Statement of Recommended Practice. In addition, we evaluated the trustees, and management's incentives and opportunit18s 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 joumal entries to rnanipulate financial performance, managernent bias through judgements and assumptions in significant accounting estimates. in particular in relation to. income recognition (which we pinpointed to the cut-off as5ertionl. restrictions over the use of funds. recognition of transactions in respect of the assets under construction, depreciation of fixed assets and significant one-off or unusual transactions. Our audit procedures in relation to fraud included but were not limited to- Making enquiries of the trustees and management on whether they had knovl8dge of any actual. suspected or alleged fraud., Gaining an understanding of the internal controls established lo mitigate risks related to fraud-, Discussing amongst the engagement team the risks of fraud- and Addressing the risks of fraud through management ovemde of controls by perfoming joumal entry testing. There are inherenl limitations in the audit procedures described above and the primary responsibility for the prevenlion and detection of irregularilies including fraud rests with management. As with any audit. there remained a risk of non-delection of irregularilies. as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. A further description of our responsibilib'es for the audit of the finanrial ststemenls is located on the Finanaal Reporting Council's website al www.frc.o .uklauditorsres onsibililies. This description fomis part of our auditor's report. 18 SEASHELL TRUST 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 slate to them in an auditor's report and for no other purpose. To the fullesl extent permitted by law, we do not accept or assume responsibility to anyone other than the charity and the charity's mernbers as a body for our audit work, for this report, or for the opinions we have fomied. Miikae Michael Speight (Senior Statutory Auditor) for and on behalf of Forvis Mazars LLP Chartered Accountants and Statutory Auditor One St Peter's Square Manchester M2 30E 1110212026 19 SEASHELL TRUST STATEMENT OF FINANCIAL ACTIVITIES {Includlng Income and Expendllure Account) For the year ended 31 August 2025 Un- Restricted Funds £'ooo Endow- ment Funds £'ooo Restricted Funds £'ooo 2025 Total £'ooo 2024 Total £'ooo Note Donations and legacies 761 1,688 2,449 6,712 Charitable activities 22.707 675 23,382 24,202 Other trading activities 573 573 258 Investmenls 250 250 160 Other income - profil on disposal of endowment land 13,965 Total Income 24.291 2,363 26.654 45,297 EXPENDITURE ON: Raising funds (675) (675) (665) Charitable activities {26,0201 (441) (26,461) (26,248) Other (1571 198} (255) (244) Total Exponditurè {26,8521 (441) 198} (27.391) (27.157) Net (expenditure)l income (2,5611 1,922 198) (737) 18,140 Transfers between funds 1.318 {3,734) 2,416 Net movement In funds (1.2431 {1,812) 2,318 {737} 18,140 Balances brought fO￿ard 2,824 3,556 56,098 62,478 44,338 Balances carrled forward 1,581 1,744 58,416 61,741 62,478 All amounts in the year are derived from continuing activities. All gains and losses recojnised in the year are induded in the Statement of Financial Activrties. An analysis of the prior year athNrties by fund type is disdosed in note 2. 20 SEASHELL TRUST BALANCE SHEET As at 31 August 2025 COMPANY NUMBER: 04216714 2025 £'ooo 2024 £'ooo Note Fixod assets Tangible fixed assets 57,779 43,122 57,779 43,122 Current assets Deblors= amounts falling due within one year Cash at bank and in hand 4,443 3,500 11,612 9.885 7.943 21.497 CredStors: amounts falling due within one year (4.421} (4.0031 Net cuf￿nt assets 3,522 17,494 Debtors: amounts falling due after more than one year 440 1.862 Total asset5 less current liabilities and net assets 10 61,741 62.478 Endowment funds 11 58,416 56,098 Reslrlcted funds 12 1,744 3,556 Unrestricted funds Unrestricted funds 13 1,581 2.824 Total funds 61,741 62,478 Approved on behalf of the Directors CLS,- C Smale Chair 03 February 2026 21 SEASHELL TRUST STATEMENT OF CASH FLOWS For the year ended 31 August 2025 2025 £'ooo 2024 £'ooo Cash flow from operating activities Nel income Depreciation Interest income Lossllgainl on sale of fixed assets {Increaseydecrea5e in debto Increaselldecrease) in creditors (7371 1.483 (2501 98 8.549 {821 18,140 1,469 (1601 (13,965) (11,454) 871 Net cash Inflowl{ouffiowl from operatlng aclivities 9,061 (5,0991 Cashflows from Investlng acllvltles Purchase of builéings and other fixed assels (Expenditurellproceeds on sale of fixed assets Bank interesl received (15,6381 {981 290 15,9961 14,541 141 {15,4461 8,686 Net (decrea6e)lincrease in cash before financlng (6,3851 3,587 Net (decrease)Ilncrease In cash & cash equivalents (6.3851 3,587 Cash at bank and in hand Balance al beginning of year Balance at end of year 9.885 3.500 6,298 9,885 (Decrease)Ilncrease In cash In the year (6.3851 3.587 22 SEASHELL TRUST STATEMENT OF CASH FLOWS For the year ended 31 Augusl 2025 2025 £'ooo 2024 £'ooo Reconcillation of net cash flow to movements in net funds (Decreasellincrease in cash in the year (6.3851 3.587 Movement in net funds in the year (6.3851 3.587 Balanc8 at b8ginning ofyear 9.885 6.298 Net funds al end of year 3.500 9.885 Analysls of net funds Cash at bank and in hand 3,500 9,885 Total 3.500 9.885 Analysls of nel funds Oecrease in cash in the year £'ooo Asat1 September 2024 £'ooo Asat31 August 2025 £'ooo Cash at bank and in hand 9,885 (6.3851 3.500 Total 9.885 (6.3851 3.500 23 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 ACCOUNTING POLICIES Basis of preparation Seashell Trust is a charitable company limited by guarantee and registered in England and Wales. The registered address is Stanley Road, Cheadle Hulme, Cheshire, SK8 6RQ. The financial statements have been prepared under the historical cosl convention as modified to include fixed asset investments at fair valu8. The financial statements are also prepared in a¢¢ordants with the Companies Act 2006 and the Statement of Recommended Practice.. 'Accounling and Reporting by Charities (SORP 20191" applicable lo charities prepanng their financial statements in accordance with Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland IFRS1021, effective 1 January 2019. Seashell Trust meets the definition of a public benefit entity under FRS102. The financial statements include land and buildings owned by Royal Schools for the Deaf. Manchester Trust (charity no 1092655-11 of which Seashell Trusl (charity no 10926551 is a corporate trustee. Going concern The Directors have prepared budgets and projections taking into account possible changes to future income and expenditure, which show that the Trust is able lo continue as a going concern for the foreseeable future. A reasonable worsl-¢ase set of assumptions has been considered in making this assessment. Therefore. the Directors continue to adopi the going concem basis of accounting in preparing these financial statements. The Directors have considered a period in excess of ￿e1ve months from the dale of the approval of Ihese financial statements in making their assessment. In particular, the Directors do not consider there to be any malenal uncertainties in regard to the Trust being able to operate as a going concern for the fo￿Seeable futu￿. Fund accounting: Unrestricted funds These are funds that can be used in accordance with the harilable objects at the discretion of the Directors. Designaled funds These are funds that are sel aside by the Directors out of unrestricted general funds for specific fvlure purposes or projects. As such they are not considered to be part of the charity's available free reserves. Restrlcted funds - These are funds comprising assels that have been given to the charity subject lo certain conditions. They include cash donations and legacies given for a specific purpose. 24 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 Continued Income: All income is included in the Statement of Financial Activities when Ihe charity has entitlement to the ftjnds, any perfomiance conditions attached to the income have been substantially met, it is probable that the income will be received and the amount can be measured reliably. Income from donations and legacies is re￿1Ve￿ by way of grants, donations and bequests and is included in full when the Directors consider receipt of the funds to be probable. Income received for the general purpose of the charity is credited lo unreslricted income. Those amounts that are subject to the specific wishes of the donors are included in either restricted or endowment funds according to Ihe nature of the receipt., Income arising from other trading activities is accounted for when earned., Income from charitable activities represents fees receivable and charges for seNices. accounted for in the year in which the service is provided. For income received und8r Contracts. income is recognised as the services are perfomed.. Income from investments is included when receivable. Bank inter8St is accounted for on an accruals basis., Income is deferred when the income recognition criteria have not been met. Profils arising from the disposal of fixed assets are recognised when all condilions attaching to the sale have been salisfied and legal litle has been transferred. The profit or loss is recorded net of the residual value of the related asset and any costs associated with its disposal. Expendlture: Expendilure is accounted for on an accruals basis and provision against anticipated costs is made when the Directors consider such costs will likely be incurred. Expenditure includes some irrecoverable VAT. Costs of raising funds comprise costs associated raising income frorn donations and legacies. Charitable activity expenditure is made up of those costs incurred by the charity in the delivery of its activities and services. 11 includes both directly atlribulable costs and those which are not directly attributable. Such support costs are apportioned to the relevant activity on varying bases. but principally on the basis of the number of staff each activity has within it. Tanglble fixed assets Tangible fixed assets are stated at cost, net of depreciation and any provision for impairment. Costs of maintenance are charged to revenue as they are incurred. Fixed assets below a de- minimis limit of £2,000 are not capitalised. Assets in the course of construction are stated at cost less provision for impainllent and are transferred lo compleled assets when substantially all the activities necessary lo get the asset ready for use are complete. Cosl includes extemally incurred costs associated with the asset, including construction related project management costs. architectural fees and construction enabling works. Projects that are in the early stages of planning are capitalised when the Directors are satisfied that the necessary consents will be received and the projects will be completed. Each year the Directors review assets in the course of constnjction for any potential impaimienl and make provision if deemed ne￿Ssary. 25 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 Continued Depreciation is provided on each tangible fixed asset once that asset is brought into use, other than freehold land, at rates calculated lo write off the cost of each asset, less its estimated residual value evenly ov8r its estimated useful economic lrfe, as follows: Freehold buildings including the Sports Hall Fixtures and equipment Motor vehicles Hydrotherapy pool Swimming pool 3-60 years 5 years 5 years 10 years 20 years Where a fixed asset is considered to have a useful life in excess of 50 years. an annual impairment review is performed to assess the carrying value of the residual fixed asset as recoverable. Flxed asset Investments Listed investrnents are revalued to open market value on an annual basis in accordance wlh FRS102. Any gains or losses on revaluation are taken to the Statement of Financial Activities and recorded under 'Net gainsl (losses) on investments-. Fixed asset investments include cash on deposit wilh a maturity in excess of 3 months at the balance sheet date. Pènsion schèmos The Company participates in a multi-employer pension scheme. the Government's Teachers, Pension Defined Benefits Scheme, for its teaching staff. It is not possible lo identify the assets and liabilities of the Scheme that are attributable to the charity. Accordingly, under FRS102 the Schem8 is account8d for as if it were a defined contribution sch8me. The charity has arranged a Group Personal Pension Scheme with Legal & General, a defined contribution scheme for those members of slaff who are not eligible lo join the Teachers, Pension Scheme. Pension costs char9ed in the Slalement of Financial Activities represent the contributions payable by the chariiy in the year. Taxation Seashell Trust is a registered charity and. as such. is not liable for laxation on its charitable income. Flnanclal Instruments The Company only holds basic financial instruments as defined in FRS102. The financial assets and financial liabilities of the Charity and their measurement basis are as follows.. Flnanclal Assets fees, accrued income and other debtors are basic finanaal instruments and are debt instruments measured at amortised cost as detsiled in note Cash at bank - is classified as a basic financial instrument and is measured at fa value. Financial liabilities- trade creditors and other creditors are financial instruments and are measured at amortised cost as detailed in Nole 9. 26 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 Continued Oporaling leases Renlals paid under operating leases are charged lo the Statement of Financial Activities in equal annual instslments over the period of the lease. Critical accounting judgements and key $our¢es of estimation uncertainty Accountlng Judgements R8cognition of profit on th8 sale of endowment land The wntra¢l under which the Trust has agreed to sell part of ils land-holding. provides that the land be transfe￿ed to the purchaser in tranches, with legal tiue of each tranche only being mpleled upon the salisfaolory completion of Certain wnditions. Not all of these Conditions are wholly within the control of the Trust. Consequently. profit on the sale of endowment land is only recognised when all conditions attaching to its sale have been satisfied and legal tille transferred. The profit on sale is calculated net of the carrying value attaching lo the land sold. together with associated planning. legal and other disposal costs. in proportion to the amount of land legally sold. Estlmatlon Uncertalnty Usé of estimatés in determining carying 8mounts of asséts and liabilities In the application of the Company's accounting policies, Ihe Directors are required to make judgements, estimates and assumptions about the carying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered lo be r8levant. Actual results may differ from these estimates. The eslimales and underfying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the eslimale is revised if the revision affects only that period. or in the period of the revision and future periods if th8 revision affects both current and future periods. Depreciation In respect of depreciation. this is calculated by reference to an eslimaled useful economic life of each major asset category. Judgement is applied in Ihe regular review of useful economic lives, taking into account factors such as actual or planned changes in use of an asset. ongoing costs of maintenance. refurbishment and replacement of thal asset and by reference to anticipated residual values. Assels in the course of Construction Assets in the course of conslruclion are stated al cost less any provision for impairment. The Gqlculation of any impainnent provision in respect of the costs of Project Transformation requires judgement about the value of those costs now that planning consent has been granted. This yearfs review considered that no impaimient provision was required on the basis that these costs will be of value in assisting the Trust in delivering Project Transformation. 27 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 Analysls of Prlor Year Statement of Flnanclal Actlvltles Endow- ment Funds £'ooo Restricted Funds £'ooo Restricted Funds £'ooo 2024 Total £'ooo Note IN ME FROM: Donations and legacies 1,180 5,532 6.712 Charitable activities 23.831 372 24.202 Other trading activities 258 258 Interest 160 160 Other income - profit on disposal of endowment land 13,965 13.965 Total Incom8 25.429 13,965 45.297 EXPENDITURE ON: Raising funds (6651 (665) Charitable activities {25,8601 (388) (26,248) Other (2441 (244) Total Expendlture {26,7691 {388) {27,157) Net gains on investments Net (expenditurell income (1,3401 5,516 13,965 18.140 Transfers between funds 1.051 (2,313) 1,262 Net movemenl In funds 12901 3,203 15,227 18.140 Balances brought forward 3,114 353 40,871 44.338 Balances carrfed forward 2,824 3,556 56,098 62,478 28 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 ANALYSIS OF EXPENDITURE la) Analysis of totsl expenditure.. Other direct costs £'ooo Stsff costs £'ooo Support costs £'ooo 2025 Totsl £'ooo 2024 Total £'ooo Unrestricted funds Expenditure on raising funds Expenditure on Charitable activities Other expenditure 468 155 51 675 665 19,816 3,107 3,097 157 26,020 157 25.860 244 Total un￿strICted expenditure 20,284 3.262 3,305 26.852 26.769 Restrlcted funds Charitab18 activities 264 177 388 Total restricted expendiiure 264 178 388 Endowment funds Other expenditure 98 98 Total endowment expenditure 98 98 Total expenditure 20,548 3.262 3,581 27.391 27.157 (b) Support costs Support costs ￿late lo non-staffing costs that are incurred by the Trust that are not directly attributable to a specrfic ackn'vity. such as overheads including costs of central support functions (Finance, IT, HR etc.) and site ￿lated costs {general utility Costs, insurance. site security etc.). (¢) Olher direct costs Ouier direct ￿sts include non-staffing costs. including thè costs of agency supply workers, which are directly incurred by the relevant activities of the Trust and include items such as catering and cleaning costs, purchase of educational and training materials, maintenance expenditure and depreciation costs. 29 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 NET INCOME I EXPENDITURE Net income l expenditure is stated after chargintylcrediting): 2025 £'ooo 2024 £'ooo Auditors. remuneration - audit services Depreciation Profit on disposal of endowment land 27 1,483 25 1,469 (13.965} In the year ended 31 August 2020. the Trust entered into a conditional agreement to sell approximately 33 acres of its land to Bloor Homes Limited. The agreement allowed for the sale of these 33 acres in discrete tranches, with the Sale of each tranche being linked to, and conditional on. the Trust entering into legally binding conlra¢ls for the Construction of individual èlernents of Project Transformation. During th8 y8ar ended 31 August 2024. the conditions attaching to the final tranch8s of the land sale were satisfied. This resulted in the legal transfer of approximately 11 acres of land to Bloor Homes Limited. The consideration in respect of this land transfer was £14.5m. In previous years, the Trust had incurred £1.9m of costs in concluding an agreement for the disposal of the 33 acres of land. These costs include legal costs in relation to the sale agreement, planning advisory and consultancy costs, associated legal and planning application fees in progressing the planning application through ils various stages. including the costs of the public planning inquiry in 2019, and land agent fees. These costs were capilalised within assets under construclion and are being expensed lo the Statement of Financial Activities in line with the proportion of land that is sold. Accordingly, the final capilalised amount of £0.6m was deducted from Ihe proceeds of Ihe land transfer in arriving at the net profit on the sale of endowment land as recorded in Ihe Statement of Finanaal Activities for the year ended 31 August 2024 and all £1 9m has now been expensed. 30 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 EMPLOYMENT COSTS 2025 £'ooo 2024 £'ooo Wages and salaries Social security costs Pension contributions 17.735 1.787 1.026 16,671 1.432 875 20.548 18.978 The average monthly number of employees in the year was 667 12024: 640). of which, 37 were qualified teachers and 50 were bank staff 12024= 37 and 45 respectively) without specified contractual hours. As at 31 August 2025, the total number of employees was 726 (2024-. 7341 Neither the Directors nor persons connected wilh them received any remuneration or other benefits. The sum of £1.37512024-. £4751 was reimbursed for travel 8xpenses incurred by two {2024= tsvol Directors during the year. The number of employees whose emoluments (excluding pension contributions) exceeded £60.000 during the year was.. 2025 Number 2024 Number £60,001- £70,000 £70,001- £80,000 £80.001- £90,000 £90,001- £100,000 £100.001- £110,000 £120,001- £130,000 £150.001- £160,000 £190,001- £200,000 The amount of pension contributions paid into the Pension Scheme for these individuals amounted to £129,000 (2024.. £113.000). The key management personnel are considered by the Directors to be the members of the Trust's Executive Leadership Team as disdosed in the Directors, Report. The lolal remuneration {including pension and ernployer national insurance ¢ontribLbtions) of the key management personnel for the year was £864,00012024.' £776,000). 31 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 FIXED ASSETS Freehold land & buildings £'ooo Sports facilities £'ooo Motor vehicles £'ooo Fixtures & Assets under equipment Construction £'ooo £'ooo Total £'ooo Cost At 1 September 2024 Additions Disposals Transfers 35,715 18 2,071 337 49 (561 1,869 107 10,366 15,965 50.358 16.140 (56) 2,142 12,142) Al 31 August 2025 37,874 2,071 331 1,976 24,189 66.442 Depreciation Al 1 September 2024 Charge for the year Disposals 4,535 1,207 734 126 319 23 (561 1,648 127 7,236 1.483 1561 At 31 August 2025 5.742 860 286 1,776 8.663 Net book value At 31 August 2024 31,180 1,338 18 220 10,366 43,122 At 31 August 2025 32,133 1,212 45 200 24.189 57.779 The land and buildings are legally owned by Royal Schools for the Deaf Manchester Trust {charity no 1092655-11 of which S8ashell Trust (charity na 10926551 is a corporate Trustee. The land on which the sports pitch and cycle track are constructed are subject to legal charge5 in favour of two third parties. 32 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 DEBTORS: amounts falling due within one year 2025 £'ooo 2024 £'ooo Fees Accrued income Other debtors and prepayments 2,757 857 829 3,626 7,170 817 4,443 11.612 Where debtors arise from fees in respect of future periods they are also included in defe￿ed income within creditors.. amounts falling due within one year as disclosed in Note 9. DEBTORS: amounts falling due after more than one year 2025 £'ooo 2024 £'ooo Accrued income 440 1,862 440 1,862 Accrued income is in respect of Transforming Lives Appeal donations. CREDITORS: amounts falling due within one year 2025 £'ooo 2024 £'ooo Trade creditors Taxation and Social Security Deferred income Other creditors and accmals 372 419 925 2,705 343 363 1.071 2,226 4,421 4.003 2025 £'ooo 2024 £'ooo Deferred Incorne: Balance at 1 September Amount released to income Amount deferred in year 1.071 (1,071) 925 233 (2331 1,071 Balance at 31 August 925 1,071 Deferred income includes amounts invol￿d in advance in respect of student fees. 33 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 10. ALLOCATION OF THE CHARITY'S NET ASSETS Tangible fixed assets £'ooo Net other assets £'ooo As at 31 August 2025 Total £'ooo Endowment funds Restricted funds Unrestricted funds 57,534 882 1.744 1,336 58,416 1.744 1,581 245 Total net assets 57.779 3,962 61,741 Tangible fixed assets Net other assets As at 31 August 2024 Total £'ooo £'ooo £'ooo Endowment funds Restricted funds Unrestricted funds 42.884 13,214 3,556 2,586 56,098 3,556 2.824 238 Total net assets 43.122 19.356 62,478 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 11. ENDOVVMENT FUNDS Balan￿ at 31 August 2025 Balance at 1 September 2024 Income Expense Transfers £'ooo £'ooo £'ooo £'ooo £'ooo Royal S¢h¢)ols for the Deaf Endowment 56.098 198) 2.416 58.416 56.098 198) 2.416 58.416 Balance at 31 August 2023 £'ooo Balance at 31 August 2024 £'ooo Income £'ooo Expense £'ooo Transfers £'ooo Royal Schools for the Deaf Endowment 40.871 13.965 1,262 56.098 40,871 13.965 1,262 56.098 Royal Schools for the Doaf Endowment In accordance with Ihe Charity Commission's view that the land and buildings are presumed to be endowed unless evidence exists lo the contrary, £2.4m has been transferred lo endowment funds from reslricted and unr8Stricled reserves during the year, reflecting the land and building addilions in the year and restricted donalions relating to Project Transformation nol yet spent, net of the depreciation charge during the year in respect of endowed fixed assets. 35 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 12. RESTRICTED FUNDS A11 September 2024 £'ooo At31 August 2025 £'ooo Income £'ooo Expenditure £'ooo Transfers £'ooo Transforming Lives Appeal Phase 2 Sundry Funds 3,351 205 1,688 675 (3,734) 1,305 439 (4411 3.556 2.363 (4411 (3,734) 1,744 The Trust's policy is that once restricted funds have been used for the purpose for which they were intended any assets purchased are held in unrestricted funds provided that there is no indication that the donor intended the usage to be restricted. During the year £3.7m of Transforming Lives Appeal Phase 2 fvnds has been transferred lo Endowment Funds relating to the costs of Project Transformation. At1 September 2023 £'ooo A131 August 2024 £'ooo Income Expenditure £'ooo Transfers £'ooo £'ooo Transforming Lives Appeal Phase 2 Sundry Funds 132 221 5,532 372 12,313) 3,351 205 (388) 353 5,904 {388) 12,313) 3,556 36 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 13. UNRESTRICTED FUNDS Balance at 1 September 2024 £'ooo Balance at 31 August 2025 £'¢)00 Income Expenditure £'ooo £'ooo Transfers £'ooo Unrestrlcted funds 2,824 24,291 (26.852) 1,318 1,581 2,824 24,291 (26,852) 1,318 1,581 Balance at 1 Seplember 2023 £'ooo Balance at 31 August 2024 £'ooo Income Expenditure £'ooo £'ooo Transfers £'ooo Deslgnated Strategy Development Unrestrictod funds 98 (98) 3,016 25,429 (26.769) 1,149 2,824 3,114 25,429 (26.7691 1.051 2,824 Unrestrlcted designated Strategy Development Fund= this designated fund was established to ring-fence funds for the future developrnent of the Trust's strategy including Site development costs and start-up costs for the developrnent of new services to Ihe Trust (outside of Project Transfomialion). During the year 2023- 24, £98k was transferred to Endowment funds lo reflect site investments mad8 during that year. Unrostricted The Unrestricted Funds include £342,645 in respect of grants received for the rebuilding of the schools on the site at Stanley Road, Cheadle Hulme. They are repayable to HM Govemmenl only in Ihe event that the buildings are sold at some future date. In the opinion of the Directors this eventuality is so remote as lo enable the funds to be calegorised as unrestricted. The transfer of £1,318,000 primarily represents the allocation of the depreciation charge relating to endowed assets to the Endowment Fund. 37 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 14. OTHER FINANCIAL COMMITMENTS At 31 August 2025, total commitments under nonrycancellable operating leases are as follows: Other 2025 £'ooo Amounts payable within 2024 £'ooo Le5S than 1 year 15. CAPITAL COMMITMENTS Amounts contracted for but not provided for In the financial statements amounled lo £3.4m (2024= £18.8ml in respect of Project Transformation. 16. PENSION COMMITMENTS Th8 charity participal8s in th8 Teachers. Pension Schem8 ITPS}. The TPS is a statutory. contribulory, defined benefil scheme, govemed by the Teachers. Pensions Regulations 2014. These regulations apply lo teachers in schools and other educational establishments, induding academies, in England and Wales that are maintained by Local Authorities. In addition. teachers in many independent and voluntary-aided schools and teachers and lecturers in some establishments of further and higher education may be eligible for membership. Membership is automatic for full-lime teachers and leclurers in academies and, since 1 January 2007, automatic too for t8achers and lecturers in part-lime employment following appointment or a change of contracl. Teachers and lecturers are able to opt out of Ihe TPS. The TPS is an unfunded scheme and members contribute on a 'pay as you go, basis - these contributions along with those made by employers are credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliam8nl. Valuation of the Teachers, Pension Scheme The Government Actuary, using nomial actuarial principles, conducts a formal actuarial review of the TPS in accordan￿ with the Public servi￿ Pensions (Valuations and Employer Cost Cap) Directions 2014 published by HM Treasury. The aim of the review is to specify the level of future contributions. Actuarial scheme valuations are dependent on assumptions about the value of future costs, design of benefits and many other factors. The latest actuarial valuation of the TPS was carried out as at 31 March 2020 and in accordance with the Public Service Pensions (Valuations and Employer Cost Cap) Directions 2023. The valuation report was published by the Department for Education on 26 October 2023. A copy of the valuation report and supporting d0￿mentation is on the Teachers, Pensions websile. 38 SEASHELL TRUST NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 Augusl 2025 16. PENSION COMMITMENTS (contlnued) The key elements of the valuation and the subsequent consultation are: employer contribution rates were set at 28.68010 of pensionable pay {including a 0.080 levy for adminislralionl, an increase from the previous rate of 23.68 % , total scheme liabilities {pensions currently in payment and the estimated wst of future benefits) for service to the effective date of £262.0 billion, and notional assets (estimated future contributions together with the notional investments held al the valuation datel of £222.2 billion. giving a notional past service deficit of £39.8 billion., an employer cost cap of 8.1°h of pensionable pay will be applied to future valuations- the assumed real rate of GDP growth is 1.7Vo p.a. in excess of CPI. Under the definitions set out in FRS 102, the TPS is an unfunded multi-employer pension scheme. The Trust has accounted for its contributions to the scheme as if it were a defined contribution scheme and has therefore set out above the infomalion available on the TPS. The pensions charge includes contributions payable to the TPS fund of £459.000 {2023-24.' £382,000}. Contributs'ons payable to the scheme at the year-end amounted ta £47.000 (2024- £49.000). The charity also operates a defined contribution pension scheme for those staff not eligible lo join the Teachers. Pension Scheme. The cost for the year represents the charily's contributions to the Scheme of £579,000 (2023-24- £518,000}. Conlribulions payable to the scheme at the year-end amounted to £98.000 {2024.' £96.000). 17. RELATED PARTY TRANSACTIONS There have been no relaled party Iransactions in the year that require disclosure. 18. POST BALANCE SHEET EVENTS In order to complete the Ged Mason Building, after the balance sheet dale, Ihe Trust borrowed £0.5m under a mortgage facility provided by Together Money Commercial Finan￿ Limited. The borrowing is secured via a charge on the Trust's land and buildings. 39