2024-08-31-accounts

Charity Registration No. 1099060

Company Registration No. 4788370 (England and Wales)

SJS REALISATIONS LIMITED (FORMERLY ST JAMES’ SCHOOL, GRIMSBY LIMITED) DIRECTORS’ REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST AUGUST 2024

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

CONTENTS

	Page
Company information	1
Directors’ report	2 – 6
Strategic Report	4 – 5
Statement of Directors’ Responsibilities	6
Independent Auditor’s report	7 – 10
Statutory financial statements of the company	11-24

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

CONTENTS

DIRECTORS AND ADVISORS
	I.R. Sanderson (to 23rdJanuary 2025)
Directors	B.L.K. Allen (to 23rdJanuary 2025)
	J.M. Bowman (to 23rdJanuary 2025)
	M. S. Hedges (Chairman) (Appointed 4thApril
	2024)
	The Woodard Corporation Limited (Appointed 4th
	April 2024)
Charity No.	1099060
Company No.	4788370
Principal address and Registered Office	Woodard Corporation
	High Street
	Abbots Bromley
	Rugeley
	WS15 3BW
Auditors	Moore Kingston Smith LLP
	9 Appold St
	London
	EC2A 2AP
Bankers	Svenska Handelsbanken
	Unit 7, Europa Park
	Appian Way
	Grimsby
	DN31 2UT
Solicitors	Wilkin Chapman
	Cartergate House
	26 Chantry Lane
	Grimsby
	DN31 2LJ
Insurance Brokers	Marsh
	Capital House
	1-5 Perrymount Road
	Haywards Heath
	West Sussex
	RH16 3SY

1

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

DIRECTORS’ REPORT ( incorporating the Strategic Report ) YEAR ENDED 31ST AUGUST 2024

The directors present their report and financial statements for the year ended 31[st] August 2024 and confirm they comply with the requirements of the Charities Act 2011, including the Directors’ Reports, under the Companies Act 2006.

REFERENCE AND ADMINISTRATIVE INFORMATION

The charity was formed in June 2003 and is registered with the Charity Commission as charity number 1099060. The charity is a limited liability company and wholly owned subsidiary of The Woodard Corporation (charity number 1096270). Directors of the Company are also Fellows (members) of the Woodard Corporation and participate in the election of its board of management and are committed to its charitable objects.

CESSATION OF SCHOOL OPERATIONS

The school business and certain assets were sold on 11[th] May 2021 and the name of the Company was changed to SJS Realisations Limited by Special Resolution dated 28[th] April 2021 and filed at Companies House on 12[th] May 2021. As a result of this sale all trade attributable to the company therefore ceased on 11[th] May 2021. The contents of this report, including the aims and primary objectives of the entity remain relevant to the period ended 11[th] May 2021, and subsequent periods.

STRUCTURE, GOVERNANCE AND MANAGEMENT

Governing Document

The Company is governed by Articles of Association as adopted by Special Resolution dated 20[th] March 2013 amended by Special Resolutions dated 25[th] January 2006, 28[th] April 2009, 23[rd] June 2009, 20[th] March 2013, 22[nd] March 2021 and 15[th] July 2023. They permit funds to be managed in such a manner as the directors see fit, provided that such powers are only exercised for the purposes of attaining the objects and in a manner which is legally charitable. The Articles of Association forbid the distribution of any property or funds, which are to be applied solely towards the promotion of the objects of the Company.

Governing Body

The governors are the directors and charitable trustees of the Company and comprise the governing body of SJS Realisation Limited. The charitable company is governed by the governing body.

Recruitment and Training of Governors

All governors are Fellows of the Woodard Corporation. Fellows are responsible for electing the Woodard Board. Governors are recruited on the basis of nominations and the governing body look to ensure a mix of skills. Governors were provided with induction training and a wider programme of training events is organised by Woodard.

With the change in circumstances at the school, the skills mix has changed and where possible the governors considered that the skills and experience of the governing body should comprise the following:

• A Governor with a legal background.

• A Governor with a financial/accounting background.

• A Governor with senior managerial or business experience.

One Governor may have one or more of these skills.

Volunteers

Governors are volunteers providing their time for free to support the governance of the charitable company. Whilst in operation the charitable company had several volunteer groups helping the company to raise funds, assisting in school events and providing other help where required.

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

DIRECTORS’ REPORT ( incorporating the Strategic Report ) YEAR ENDED 31ST AUGUST 2024

Organisational Management

The charitable company is governed by the governing body which met to take all significant decisions during the year. The previous committee structure was disbanded. The directors determine the general policy of the company.

The day-to-day management of the company has mostly passed either to the governors or is undertaken as part of Woodard Corporation’s activities. All previous structures supporting the school whilst in operation ceased as the previous senior management team were transferred to the new employer at 11[th] May 2021.

Group Structure and Relationships

The charitable company does not have any subsidiaries or other group companies or charities.

CHARITABLE OBJECTS, AIMS, OBJECTIVES AND ACTIVITIES

Charitable Objects

The charity’s objects, as set out in the Articles of Association, are to promote and extend education (including spiritual, moral, social, cultural, and physical education) in accordance with the doctrines and principles of the Church. The Church is defined as being the Church of England and churches in full communion with the See of Canterbury. The charitable objectives are recognised as benefiting the public when pursued in the context of formal education in a body where all surplus funds are re-invested.

In setting objectives and planning activities the governors have considered the Charity Commission’s general guidance on public benefit. SJS Realisations Limited is a charitable trust which seeks to benefit the public through the pursuit of stated aims.

Aims and Intended Impact

St James School was a boarding and day independent school for pupils from the ages of 3 to 18. It aimed to support children in reaching their potential in all areas of their activity at the school, and in the wider community. This may have been in academic subjects but could just as easily be reflected in success in art, drama, sport, music, or dance.

Primary objectives

After the sale of the land and buildings and transfer of operations to Alpha Schools on 11[th] May 2021, the aims of the company became realisation of all remaining assets, and settling of liabilities.

Strategies to achieve the primary objectives

The school council appointed a number of experts and other advisers to assist the charitable company in achieving its aims.

Principal Activities of the Year

The principal activity of the company since the cessation of school operations and sale of the assets and operations has been the realisation of assets, chasing amounts owing, settling liabilities and ensuring that the wind down of the charitable company could be achieved successfully.

Public Benefit

Within the objects, the school aimed to create an environment to nurture children, to get the best from them and allow them to develop and fulfil their potential. The public benefit aim was that all pupils were self-confident and desired to contribute to the wider community. As stated above, in realising the assets the governors have been ensuring that the public benefit aim is delivered, as far as possible. Any excess of proceeds after the sale of the land and buildings and settlement of liabilities will be used for purely charitable purposes in pursuit of the public benefit.

In the furtherance of these aims the SJS Realisations governors, as the charity trustees, have complied with the duty in s.17 of the Charities Act 2011 to have due regard to the Charity Commission’s published general and relevant sub-sector guidance concerning the operation of the public benefit requirement under that Act.

It is a key requirement of evidencing public benefit that any private benefit to individuals or elements of

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

DIRECTORS’ REPORT ( incorporating the Strategic Report ) YEAR ENDED 31ST AUGUST 2024

the charity will be incidental to the charity’s objectives. An example of private benefit may be the reimbursement of travelling expenses for directors attending training courses: any private benefits to individuals or elements of Woodard are incidental to delivery of the charitable objectives.

STRATEGIC REPORT

REVIEW OF ACHIEVEMENTS AND PERFORMANCE FOR THE YEAR

Achievements and Performance in the Year

Following the regrettable decision to transfer school operations and sell the land and buildings in May 2021 the governors have continued to arrange for recovery of any outstanding assets and settlement of all liabilities. The final amounts due from the buyer were received on 13[th] March 2024, and the remaining loan from The Woodard Corporation was repaid on 8[th] April 2024. As at 31[st] August 2024, debts owed to the charitable company were being followed and settled.

FINANCIAL REVIEW

The net gain for the year was £11,545 (2023: gain of £535,375).

In the year under review the overall expenditure of the company was focused on post-operation activity including archiving records, collection of debts and administration of the company. Operational activity to generate income had ceased.

Reserves Level and Policy, and Financial Viability

Following closure, the reserves policy concentrates on realising the assets in order to pay liabilities, and using any surplus funds to pursue the charitable purposes. This policy is dependent on protecting the assets and maximising their value.

Unrestricted funds increased by £11,545 to total a surplus of £83,253, as shown in note 17.

Of the school’s total reserves of £97,528 at the year-end, £14,275 were restricted funds and £83,253 were unrestricted funds.

As detailed further in the going concern section of the Directors’ Report, the business activities of the company and certain business assets were sold to Alpha Schools (Holdings) Limited on 11[th] May 2021. It is intended that SJS Realisations Limited will commence the necessary steps to undertake a voluntary winding up of the company as soon as practicable.

PRINCIPAL RISKS AND UNCERTAINTIES

The governing body is responsible for the identification and management of risks. The major risks, to which the charity is exposed, as identified by the directors, have been reviewed and systems or procedures have been established to manage those risks. A formal review of the risk management processes is undertaken annually.

The principal risks to which the charitable company was exposed, in the view of the governing body at 31[st] August 2024, included those affecting security and preservation of charitable assets both now and in the future. Significant risk areas are:

• the charitable company operated in a highly regulated sector and appropriate professional advisers were appointed to ensure that the school could keep up to date with all requirements.

• the charitable company operated in an increasingly litigious environment and the governing body appoint appropriate professional advisers and purchase insurance using specialist brokers and advisers to ensure that all requirements and challenges are met.

• all organisations face difficult economic conditions and the directors of the charitable company keep abreast of economic conditions locally, nationally and internationally to identify trends and develop plans to address issues

The key controls used by the charitable company include:

• formal agenda and minutes for all meetings of the governing body

• planning, financial forecasting, budgeting and management accounting

• formal written policies

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

DIRECTORS’ REPORT ( incorporating the Strategic Report ) YEAR ENDED 31ST AUGUST 2024

• clear authorisation limits

• vetting procedures, as required by law, for protection of the vulnerable

With its limited ambitions, the charitable company planned strategically having regard for risk. Advisers and staff provided the governing body with regular reports of progress to realising the limited aims of the charitable company.

The strategy for realisation was discussed between the governing body and the Woodard Board.

Financial risk management objectives and policies

The charitable company uses financial instruments, other than derivatives, comprising loans, cash and other liquid resources and various other items such as trade debtors and creditors that arise directly from operations. The main purpose of these financial instruments is to raise finance for the school’s operations.

The main issues arising from the school’s financial instruments are liquidity risk and interest rate risk in the longer term. The school’s directors adopt policies for managing each of the risks and these are summarised as follows:

• Liquidity risk – the school seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs by negotiating adequate facilities from banks and other lenders

• Interest rate risk – the school finances operations through a mixture of retained surpluses and bank and other borrowings. The exposure to interest rate fluctuations is managed by the use of both fixed and floating facilities.

GOING CONCERN

As discussed in more detail in the going concern section of Accounting Policies, the directors consider that the preparation of the financial statements on a non-going concern basis reflects the sale of the business activities and certain assets of SJS Realisations Limited to Alpha Schools (Holdings) Limited on 11 May 2021. It is intended that SJS Realisations Limited will realise its remaining assets, settle outstanding liabilities and then the parent company will commence the necessary steps to undertake a voluntary winding up of the company.

DIRECTORS

The directors who served during the year and up to the date of the accounts being signed, and the committees of which they are members, are:

• I.R. Sanderson (to 23[rd] January 2025)

• B.L.K Allen (to 23[rd] January 2025)

• J.M. Bowman (to 23[rd] January 2025)

M. S. Hedges (Appointed 4[th] April 2024)

The Woodard Corporation Limited (Appointed 4[th] April 2024)

None of the directors has any beneficial interest in the company.

AUDITORS

Following a competitive tender process, Moore Kingston Smith LLP were appointed as the company’s external auditors at the Annual General Meeting held on 23[rd] May 2024, for the year to 31 August 2024 onwards. As a consequence, RSM UK Audit LLP did not offer themselves for reappointment under section 487 (2) of the Companies Act 2006. The Board would like to express its appreciation to RSM for their services over the past seven years.

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

DIRECTORS’ REPORT ( incorporating the Strategic Report ) YEAR ENDED 31ST AUGUST 2024

DIRECTORS’ RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Directors’ Report, the Strategic Report included within the Directors’ Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group and the company for that period.

• select suitable accounting policies and then apply them consistently;

• observe the methods and principles in the Charities SORP (FRS 102);

• make judgements and accounting estimates that are reasonable and prudent

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and,

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company and group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors confirm that:

• so far as each director is aware, there is no relevant audit information of which the charitable company’s auditor is unaware; and

• the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the charitable company’s auditor is aware of that information.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

29/05/25

Approved by the Board of Directors of SJS Realisations Limited on including, in their capacity as company directors, approving the Directors’ and Strategic Reports contained therein, and signed on its behalf by:

M S Hedges

M S Hedges (May 29, 2025 10:38 GMT+1)

M. S. Hedges CHAIRMAN

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED) YEAR ENDED 31ST AUGUST 2024

Opinion

We have audited the financial statements of SJS Realisations Limited (‘the charitable company’) for the year ended 31[st] August 2024 which comprise the Charity Statement of Financial Activities, the Charity Balance Sheet, the Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 ‘The Financial Reporting Standard Applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the charitable company’s affairs as at 31[st] August 2024 and of its incoming resources and application of resources, including its income and expenditure, for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter – Non-going concern basis of accounting

We draw attention to Note 1(b) to the financial statements, which describes the basis of preparation of the financial statements on a non-going concern basis. The company ceased trading following the sale of the school’s business activities and certain assets on 11th May 2021, and the directors have concluded that it is no longer appropriate to prepare the financial statements on a going concern basis. There have been no adjustments made to the financial statements as a result of the application of the non-going concern basis of accounting. Our opinion is not modified in respect of this matter.

Conclusions relating to going concern

As stated in the going concern accounting policy in note 1b, the directors intend to wind up the charitable company in due course. Accordingly, the accounts have been prepared on a basis other than going concern.

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

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

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

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements, or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED) YEAR ENDED 31ST AUGUST 2024

material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the Directors’ Report, which includes the Directors Report and the Strategic Report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the Directors’ Report and the Strategic Report included within the Directors’ Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors’ Report or the Strategic Report included within the Director’' Report.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

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

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

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

• we have not received all the information and explanations we require for our audit.

• we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors’ responsibilities statement set out on page 6, the directors (who are also the trustees of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor’s Responsibilities for the audit of the financial statements

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

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one

8

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED) YEAR ENDED 31ST AUGUST 2024

resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the charitable company’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

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

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

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

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

The objectives of our audit in respect of fraud, are to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the charitable company.

Our approach was as follows:

• We obtained an understanding of the legal and regulatory requirements applicable to the charitable company and considered that the most significant are the Companies Act 2006, the Charities Act 2011, the Charity SORP, and UK financial reporting standards as issued by the Financial Reporting Council

• We obtained an understanding of how the charitable company complies with these requirements by discussions with management and those charged with governance.

• We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

• We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.

• Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

There are inherent limitations in the audit procedures described above. We are less likely to become

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED) YEAR ENDED 31ST AUGUST 2024

aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Use of our report

This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the charitable company and charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Moore Kingston Smith

Moore Kingston Smith (May 29, 2025 11:06 GMT+1)

Shivani Kothari (Senior Statutory Auditor) For and on behalf of Moore Kingston Smith LLP, Statutory Auditor Chartered Accountants 9 Appold Street London EC2A 2AP

29/05/25

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

STATEMENT OF FINANCIAL ACTIVITIES (Incorporating an Income and Expenditure Account) YEAR ENDED 31ST AUGUST 2024

Notes Income and endowments from: Other Sundry Income 2 TOTAL INCOMING RESOURCES Expenditure on: Raising funds Financing costs 4 TOTAL Charitable Activities Education and grant making TOTAL EXPENDITURE 3 Net income and expenditure before transfers NET INCOME Net Movement in funds for the year Fund balances at 1st September 2023 FUND BALANCES AS AT 31ST AUGUST 2024	Unrestricted Funds £ 35,111 35,111 10,688 10,688 12,878 23,566 11,545 11,545 11,545 71,708 83,253	Restricted Funds £ - - - - - - - - - 14,275 14,275	2024 £ 35,111 35,111 10,688 10,688 12,878 23,566 11,545 11,545 11,545 85,983 97,528	2023 £ 578,617
				578,617
				40,934
				40,934 2,308
				43,242
				535,375
				535,375
				535,375 (449,392)
				85,983

All recognised gains and losses in the current and prior year are included in the Statement of Financial Activities. The notes on pages 14 to 24 form part of these financial statements.

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

BALANCE SHEET YEAR ENDED 31ST AUGUST 2024

Note FIXED ASSETS Investments 7 CURRENT ASSETS Debtors due within one year 8 Debtors due after more than one year 9 Cash at bank and in hand 20 CURRENT LIABILITIES Creditors payable within one year 10 NET CURRENT ASSETS TOTAL ASSETS LESS CURRENT LIABILITIES TOTAL NET ASSETS REPRESENTED BY: CALLED UP SHARE CAPITAL 12 RESTRICTED FUNDS 15 UNRESTRICTED FUNDS General reserve 15	2024 £ 150 150 - - 100,541 100,541 (3,063) 97,478 97,628 97,628 100 14,275 83,253 97,628	2023 £ 150
		150
		100,000 100,000 125,220
		325,220 (239,287)
		85,933
		86,083
		86,083
		100 14,275 71,708
		86,083

29/05/25 The financial statements were approved and authorised for issue by the Board on and signed on its behalf by

M S Hedges

M S Hedges (May 29, 2025 10:38 GMT+1)

M. S. Hedges CHAIRMAN Company registration number 4788370

The notes on pages 14 to 24 form part of these financial statements

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

STATEMENT OF CASH FLOWS YEAR ENDED 31ST AUGUST 2024

Cash flows from operating activities: Notes Net cash provided by operating activities 19 Cash flows from financing activities: Financing costs 4 Net cash provided/(used in) financing activities Change in cash and cash equivalents in the year Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year 20	2024 £ (35,367) 10,688 10,688 (24,679) 125,220 100,541	2023 £
		52,488
		40,934
		40,934
		93,422 31,798
		125,220

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SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

1. ACCOUNTING POLICIES

The principal accounting policies, all of which have been applied consistently throughout the year and in the preceding year are:

a) Basis of Accounting

The accounts have been prepared under the Companies Act 2006 and in accordance with the Statement of Recommended Practice for Charities (‘SORP (FRS102)’) and with applicable UK Accounting Standards. They are drawn up on the historical cost accounting basis.

SJS Realisations Limited meets the definition of a public benefit entity under Financial Reporting Standard (FRS) 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy notes.

The preparation of financial statements in conformity with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. Further details are provided in the accounting policies for depreciation of fixed assets, for pensions and for bad debts. The financial statements are presented in Sterling (£), and the functional currency is also sterling (£).

b) Going Concern

The school’s business activities and certain assets of SJS Realisations Limited were sold to Alpha Schools (Holdings) Limited on 11[th] May 2021. Following the transition, it is intended that SJS Realisations Limited will commence the necessary steps to undertake a voluntary winding up of the company as soon as practicable. The parent company, The Woodard Corporation, will ensure that all external liabilities are settled and will endeavour to recover monies owed. It is likely that there will ultimately be a shortfall in funds, and monies owed to The Woodard Corporation by SJS Realisations Limited are unlikely to be repaid in full.

The directors therefore consider the preparation of the financial statements on a basis other than as a going concern to be appropriate. There have been no adjustments made to the financial statements in adopting this approach.

c) School Fees Receivable and Similar Income

Fees receivable and other educational income are accounted for in the period in which the service is provided. Fees receivable are stated after deducting allowances, scholarships and other remissions by the school, but include contributions received from restricted funds for scholarships, bursaries and other grants. Fees in Advance Scheme Contracts are those fees received in advance of education to be provided in future years under a specific contract. The fees are held as investments in interest bearing assets until either taken to income to match liabilities in the term when used, or else refunded. Any surplus of assets over liabilities is held within the fund as a buffer. Debts are provided for if not recovered within one term. Estimating amounts to provide against recovery of debts is a matter of judgement.

d) Ancillary and Non-Ancillary Trading Income

Ancillary trading income represents amounts from activities to generate funds within the charitable objects for example, school shop sales, coaches to and from school and school trips. Non-ancillary trading income represents amounts from activities not directly related to the charitable objects, for example lettings of school facilities out of term time and rental from spare school buildings. Income from these activities is recognised in the SOFA when the goods are sold, or services provided.

e) Voluntary sources, Grants and Donations

Voluntary incoming resources are accounted for as and when entitlement arises, the amount can reliably be quantified, and the economic benefit is considered probable.

Voluntary income for general purposes is accounted for as unrestricted and is credited to the General Reserve. Where the donor or an appeal has imposed trust law restrictions, voluntary income is

14

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

credited to the relevant restricted fund and incoming endowments are accounted for as permanent trust capital or expendable trust capital, according to whether the donor intends retention to be permanent or not. Gifts in kind are valued at estimated open market value at the date of gift, in the case of assets for retention or consumption, or at the value to the school in case of donated services or facilities.

f) Expenditure

Expenditure is accrued as soon as there is a contractual obligation or a liability is considered probable, discounted to present value for longer term liabilities. Expenditure is allocated to expense headings either on a direct cost basis or apportioned according to time spent. The irrecoverable element of VAT is included with the item of expense to which it relates. Bad debts are provided for in accordance with the group bad debt policy.

The cost of refurbishing and converting existing buildings is written-off in the year in which it is incurred except where the useful life has been extended.

g) Finance and Other Costs

Other costs include amounts accrued in accordance with the terms of Fees in Advance Scheme Contracts.

h) Pension Costs

The school company participated in the Teachers' Pensions scheme, which is an unfunded government scheme which provide benefits based on final pensionable pay. The funds of the scheme are separate from the company, although the company’s share of the scheme cannot be identified as the scheme is a multi-employer scheme, and so the pension costs are accounted for as a defined contribution scheme. The company also contributed to other defined contribution pension schemes for non-teaching staff.

i) Financial Instruments

SJS Realisations Limited only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amortised cost using the effective interest method.

j) Investments

Investments are carried at fair value, which is deemed to be market value as at the balance sheet date.

Unrealised gains and losses arising on the revaluation of investments are credited or charged to the Statement of Financial Activities and are allocated to the appropriate fund according to the ‘ownership’ of the underlying assets. Realised gains and losses are the difference between sales proceeds and opening market value where the investment was held at the beginning of the year, or sales proceeds less cost of purchase where the investment was acquired in the year. The revaluation reserve reflects the accumulated total of unrealised gains. Uninvested cash is the balance of liquid cash, held as an investment, which has not been invested in securities.

k) Fund Accounts

Restricted funds are subject to specific conditions by donors as to how they may be used. The purposes and uses of the restricted funds are set out in the notes to the financial statements.

Designated funds comprise funds which have been set aside at the discretion of the directors for specific purposes. The purposes and uses of the designated funds are set out in the notes to the financial statements.

l) Taxation

SJS Realisations Limited is a registered charity and as such is exempt from income tax and corporation tax under the provisions of Section 478 of the Corporation Tax Act 2010. There is no similar exemption for VAT, which is included in expenditure or in the cost of assets as appropriate.

15

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

2.OTHER
	Unrestricted			Restricted		Total	Total
						2024	2023
			£	£		£	£
Sundry other income		24,955		-		24,955	-
Fee Recovery		10,156				10,156	8,617
Intercompany loan			-	-		-	570,000
written off
		35,111		-		35,111	578,617
3.ANALYSIS OF EXPENDITURE
a)Total expenditure
	Staff costs			Depreciation	Support	Total	Total
	(note	5)	& Impairment		Costs	2024	2023
		£		£	£	£	£
Costs of raising funds
Financing cost (note 4)		-		-	10,688	10,688	40,934
Total cost of generating funds		-		-	10,688	10,688	40,934
Charitable expenditure
Governance		-		-	6,638	6,638	9,849
School administration		-		-	6,240	6,240	(7,541)
Total charitable expenditure		-		-	12,878	12,878	2,308
Total Expended		-		-	23,566	23,566	43,242

b) Total resources expended include:

SJS Realisations reimburses governors for out-of-pocket expenses including travel subsistence and accommodation. There were no claims by the governors during the year (2023: NIL).

	2024	2023
	£	£
Remuneration paid to auditor for audit services	4,000	2,000

16

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

4. FINANCING COSTS

Other Interest Payable Bank charges	2024 £ 9,288 1,400 10,688	2023 £ 39,534 1,400 40,934

5. STAFF COSTS

The average number of employees during the year calculated on a head count basis was Nil (2023: Nil)

6. TAXATION

The company is a registered charity and therefore no liability to taxation arises on its charitable activities

7. INVESTMENTS

Investments comprise: Listed investments Fixed Interest DEBTORS due within one year Other debtors	2024 £ 150 150 2024 £ - -	2023 £ 150
		150
		2023 £ 100,000
		100,000

1. DEBTORS due within one year

9. DEBTORS due after more than one year

Following a delay to receipts being received in line with the repayment scheduled, all amounts became due and were received on 13[th] March 2024.

10. CREDITORS: amounts falling due within one year

Accruals Other creditors Amounts owed to the parent company	2024 £ 3,063 - - 3,063	2023 £ 2,216 28,772 208,299
		239,287

17

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

11.FINANCIAL INSTRUMENTS FINANCIAL ASSETS: Debt instruments at amortised cost Other debtors FINANCIAL LIABILITIES: Financial liabilities at amortised cost Other creditors Borrowings - bank and other loans Accruals 12.SHARE CAPITAL Authorised 100 Ordinary Shares of £1 each Allotted, called up and fully paid 100 Ordinary Shares of £1 each	2024 £ - - 2024 £ - - 3,063 3,063 2024 £ 100 100	2023 £ 200,000
		200,000
		2023 £ 28,772 208,299 2,216
		239,287
		2023 £ 100 100

The shares shall not be transferable. Any invitation to the public to subscribe for any shares or debentures of the company is prohibited.

18

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

13. DISPOSAL OF THE BUSINESS

The business and certain assets of the company were sold to Alpha Schools (Holdings) Limited on 11[th] May 2021. All fixed assets were sold, as well as any stocks held and petty cash. The agreed sale price was £1,300,000 with the residual net book value of the assets sold being £1,347,813, resulting in a loss of £47,813. As stated in the sale agreement, Trinity (Summer) term fees belonged to Alpha Schools (Holdings) Limited. As part of the transfer of funds, monies collected by SJS Realisations Limited in respect of Trinity term were taken into account as well as outstanding trade debtors relating to Trinity term and costs incurred after the sale date by SJS Realisations Limited which related to Alpha Schools (Holdings) Limited.

SJS Realisations Limited paid Alpha Schools (Holdings) Limited £82,139.65 on 20 December 2021 and a further £11,758.48 on 18[th] January 2022 in respect of the calculation of the combined apportionment of Trinity terms fees, outstanding debtors and costs incurred by SJS Realisations Limited. Following a delay to receipts being received in line with the repayment scheduled, all amounts from Alpha Schools became due and were received on 13[th] March 2024.

14. FUNDS

SJS Realisations Limited funds are analysed under the following headings:

a) RESTRICTED FUNDS

St. James’ Music Fund

This represents funds received for the purpose of the musical activities of the school.

LF Funding Grant

This represents a grant received for the purpose of the early years activities of the School.

Sports Fund

These are various grants and donations towards the cost of new sports equipment and events.

Masters Room Appeal

This is monies raised towards the refurbishment of the Masters room.

IT Fund

This is monies received for the purchase of IT equipment during the Coronavirus Pandemic.

b) UNRESTRICTED FUNDS

Unrestricted funds represent accumulated income from the school’s activities and other sources that are available for the general purposes of the school.

19

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

15. ANALYSIS OF NET ASSETS BETWEEN FUNDS

Investments Net current asset / (liabilities) Prior year comparative figures: Investments Net current asset / (liabilities)	Unrestricted £ - 83,353 83,353 Unrestricted £ - 71,708 71,708	Restricted £ 150 14,125 14,275 Restricted £ 150 14,125 14,275	Total 2024 £ 150 97,478 97,628 Total 2023 £ 150 85,833 85,983	Total 2023 £ 150 85,833
				85,983
				Total 2022 £ 150 (449,542)
				(449,392)

20

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

16. SUMMARY OF MOVEMENTS ON MAJOR FUNDS

Restricted Funds St. James’ Music Fund LF Funding Grant Sports Fund Masters Room Appeal IT Fund Unrestricted Funds General Reserve Total Funds	At 1 Sept 2023 £ 6,622 20 790 4,848 1,995 14,275 71,708 71,708 85,983	Incoming resources £ - - - - -	Resources expended £ - - - - - - (23,566) (23,566) (23,566)	Transfers £ - - - - - - - - -	At 31 August 2024 £ 6,622 20 790 4,848 1,995
		-			14,275
		35,111			83,253
		35,111			83,253
		35,111			97,528

Note 14 provides details of the individual funds.

Prior year comparative figures :

Restricted Funds St. James’ Music Fund LF Funding Grant Sports Fund Masters Room Appeal IT Fund Unrestricted Funds General Reserve Total Funds	At 1 Sept 2022 £ 6,622 20 790 4,848 1,995 14,275 (463,667) (463,667) (449,392)	Incoming resources £ - - - - - - - 578,617 578,617 578,617	Resources expended £ - - - - - - (43,242) (43,242) (43,242)	Transfers £ - - - - - - - - -	At 31 August 2023 £ 6,622 20 790 4,848 1,995
					14,275
					71,708
					71,708
					85,983

17. CAPITAL COMMITMENTS

At 31 August 2024, the charitable company had no capital commitments.

21

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

18. STATEMENT OF FINANCIAL ACTIVITIES – COMPARATIVE FIGURES BY FUND TYPE FOR THE YEAR ENDED 31[ST] AUGUST 2023

Notes Income and endowments from: Other Sundry Income 2 TOTAL INCOMING RESOURCES Expenditure on: Raising funds Financing costs 4 TOTAL Charitable Activities Education and grant making TOTAL EXPENDITURE 3 Net income and expenditure before transfers NET INCOME Pension scheme actuarial losses Net Movement in funds for the year Fund balances at 1st September 2022 FUND BALANCES AS AT 31ST AUGUST 2023	Unrestricted Funds £ 578,617 578,617 40,934 40,934 2,308 43,242 535,375 535,375 - 535,375 (463,667) 71,708	Restricted Funds £ - - - - - - - - - - 14,275 14,275	2023 £ 578,617
			578,617
			40,934
			40,934 2,308
			43,242
			535,375
			535,375 -
			535,375 (449,392)
			85,983

22

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

19.RECONCILIATION OF NET INCOME/(EXPENDITURE) TO NET CASH OPERATING ACTIVITIES 2024 £ Net income for the year (as per the statement of financial activities) 11,545 Adjustments for: Financing costs (10,688) Decrease in debtors 200,000 Decrease in creditors (236,224) Net cash provided by operating activities (35,367) 20.ANALYSIS OF CASH AND CASH EQUIVALENTS 2024 £ Cash at bank and in hand 100,541 Total cash and cash equivalents 100,541

INFLOW FROM 2023 £ 535,375 (40,934) 100,000 (541,953) 52,488 2023 £ 125,220 125,220

21. ULTIMATE CONTROLLING PARTY

The Woodard Corporation Limited is the ultimate controlling party, a registered charity number 1096270, which is incorporated in England and Wales. Copies of the financial statements of the Woodard Corporation can be obtained from High Street, Abbots Bromley, Rugeley, Staffordshire, WS15 3BW. The accounts of St James’ School Grimsby Limited are included within the consolidated financial statements of the Woodard Corporation Limited.

22. RELATED PARTIES

The Company is a wholly owned subsidiary of The Woodard Corporation, a registered charity number 1096270, which is incorporated in England and Wales. An amount of £Nil (2023: £Nil) was paid during the year to the Corporation by way of a levy to meet Corporation running costs. Woodard also provided a loan of £100,000 in 2013, upon which interest of £Nil (2023: £7,049) was paid for the year ended 31[st] August 2024. Interest on this loan was charged at 4.5% over the Bank of England base rate. Woodard provided a further loan of £300,000 in June 2020, which is repayable over 5 years and interest was charged at 2.25% over the base rate. Interest charged during the year amounted to £Nil (2023: £14,817). During 2020-21 Woodard provided a further loan of £307,333 with interest charged at a rate of 2.25% over the base rate and the interest charged for the year amounted to £9,288 (2023: £17,667).

It was agreed by The Woodard Corporation Board on 15[th] July 2023 to write off £570,000 of the loan funding provided to SJS Realisations Limited. This was achieved by the cancellation of the 2013 and 2020 loans in full including interest and the reduction of capital of the 2021 loan. The capital owing as at 31[st] August stands at £NIL. The remaining loan balance of £246,358 including interest was repaid to Woodard on 8[th] April 2024.

The amount owing to The Woodard Corporation at 31[st] August 2024, excluding the loans is £NIL (2023: £28,772).

None of the directors (or any persons connected with them) received any remuneration during the year and no travel or other expenses (2023: £NIL) were reimbursed to any director during the year.

There are no further related party transactions.

23

SJS REALISATIONS LIMITED (FORMERLY ST. JAMES SCHOOL, GRIMSBY LIMITED)

NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31ST AUGUST 2024

23. CONTINGENT LIABILITIES

There are no contingent liabilities during the year.

24. ACCOUNTING ESTIMATES AND JUDGEMENTS

In preparing the financial statements, the directors are required to make estimates and judgements. The matters detailed below are considered to be the most important in understanding the judgements that are involved in preparing the financial statements and the uncertainties that could impact the amounts reported in the results of operations, financial position and cash flows. Accounting policies are shown at note 1 to the financial statements.

Provision for bad debts

Debts are provided for if not recovered within one term. Estimating amounts to provide against recovery of debts is a matter of judgement.

24

SJS Realisations Ltd Financial Statements year ended 31st August 2024

Final Audit Report

2025-05-29

Created: 2025-05-28 By: Nicola Downing ([e-mail]) Status: Signed Transaction ID: CBJCHBCAABAA4-SS6bW47wPL-p0JQkYhE7AG_NdIr2E2

"SJS Realisations Ltd Financial Statements year ended 31st Au gust 2024" History

• Document created by Nicola Downing ([e-mail])

• 2025-05-28 - 9:00:27 AM GMT

• Document emailed to M S Hedges ([e-mail]) for signature

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