Company Number: 4832161 Charity number: 1101446 58.12 ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST DECEMBER 2021 Contents Page Direclors report Auditor's report Statement of Financial Aclivilies Balance Sheet Notes to the financial statements 9-12 58.12 DIRECTORS REPORT The directors present a combined Trustees. and Directors, Report and Financial Statements for the year ended 31st December 2021. These comply with the Charities Act 2011, the Companies Act 2006, the company s Memorandum and Articles of Association and Accounting and Reporting by Charities.. Statement of Recommended Practice applicable to charities preparing their accounts in accordance with Financial Reporting Standard 102. Reference and Administrative information Directors The following served as directors during the year and are also the key management personnel.. James Collins Ben Quartey-Papafio Michele Bailey Alastair McLuckie David Colpus Heidi Allen Joanna Walker Advisers Auditors.. Solicitors= Bankers.. Developers: HPCA Ltd, Station House, Connaught Road, Brookwood, Woking, Surrey, GU24 OER Withers LLP, 16 Old Bailey, London. EC4M 7EG (Charity Matters} HSBC Bank plc, 54 Woodcote Road, Wallington, SM6 ONJ Thornsett Group Plc, 34 Margery Street, London WC1X OJJ Structure, governance and management 58.'12 was incorporated as a company limited by guarantee on 14th July 2003. It is governed by its Memorandum and Articles of Association adopted on incorporation and amended by special resolution on 5 May 2021. The directors are the trustees of the charity. New directors are appoinled by the current directors but require the approval of the Pudey Baptist Church Leadership Team. The directors meet regularly during the year and training and induction of new directors is incorporaled in Ihese meetings. The directors continue to eslablish separate committees as ne￿SSary to work on various aspects of the project. The directors have considered the major risks lo which the charity is exposed and are satisfied that systems are in place to mitigate these risks. The company is under the control of Purley Baptist Church. 8 company limited by guarantee and registered with the Charity Commission. The results of the 58.12 for the year have been included in the consolidated accounts of the church which can be obtained from the church office on request. Objectives and activities The company was established to advance the Christian faith and the worship of God in accordance with Evangelical doctrines and to promote urban regeneration specifically in Purley. The directors have had due regard to the Charity Commission's guidance on public benefit when considering the activities and objectives for the year. Page 1 58.12 DIRECTORS, REPORT {continued) Achlevements and Performance In January 2021, the charity disposed of its land on the south side of Banstead Road as part of the sale of that section of the development to Opiivo, a housing association. This site will now be developed fully as affordable housing, which brings Ihe overall scheme to 48.2 /0 affordable housing. At Ihe time of approving the accounts, the building of this development is well underway. During the year, Ihe charity has continued in discussions with Thornsett, the developer. regarding the final plans for the new community building. The Project Delivery Group IPDG) have been involved in reviewing all the details of the final design and have liaised with external consultants where necessary. The Chrysalis Group have conlinued to work wilh church staff and members to consider how various aspects of the building will be used to ensure the design contains all the necessary requirements. The trustees and staff met with the architects lo see some initial design concepts for the interior design of the building and a Design Forum has now been established to progress this area. The trustees have also reviewed the overall structure of the charity to ensure there is clarity as to who is responsible for each area and that nothing is overlooked. In mid 2022 a communications consultant was engaged to create a communications and fundraising strategy for the next stage of the project. In April 2022, the head leases were granted to the developer so that they could draw down funding. The detailed designs have gone out for tender and quotes are awaited. Financial review Donalions continue to be received sufficient to cover the expenses incurred during the year. The first amounls due under the development agreement were received in January 2021 which has enabled some loans from church members to be repaid. Reserves The charity is currently building up funds to support the future development of the site. The company had no free reserves at 31st December 2021. Net current liabilities The balance sheet shows net current liabilities at the year end. Included in current liabilities are a number of loans from church members which are technically due for repayment on demand but the members are not currently requiring repayment. The loan from the London Baptist Property Board has been renewed for a further period and began to be repaid in July 2022 as funds have been received from the developer. The trustees therefore consider il is appropriate to prepare accounts on the going concern basis. Page 2 58.12 DIRECTORS, REPORT {Gontinuedl Statement of directors. responsibiliti?s Company law requires the directors lo prepare financial statements for each financial period that give a true and fair view of the state of affairs of the company and of ils financial activities for that period. In preparing those financial stalgment8, the dirgctors are required lo.. select suitable accounting policies and apply them con5iStenlly make jud9emenl and Colimatc- that are rea¥on8ble and prudent prepare the financial slalements on Ihe going concern basis unless It is inappropriate lo assume that the activrties of the company ivill continue The directors are responsible for ktseping proper ac£ountirg records which disclose with re3sonabl- accuracy at any lime the financial position Df the company. They are also responsib.e for safeguarding the assels ol the company and hence for taking reasonable steps for the pre￿entIOn and detection of fraud and other irregularitiew. Disclosure of information to auditors Each of the directors has confimied that there is no information of which they are aware which is relevant to tie audf(, bul ol which the auditor is unaware. They have further confirrned that they have taken appropriate steps to identify gLeh relevant Information and establish that the auditors are aware of such infonnalion The direclo's. report is prepared in accordance with special provisions of Part Vl l of the Companies Act 2005 relatin9 to small companies. Approv@d by diroctors on ?7 Septernber 2022 and signéd on th&ir bohalf by.. Banstead Road Purley Surrey CR8 3EA Joanna Walker Director Page 3 REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF 58.12 Oplnlon We have audited the financial statements of 58.12 {Ihe 'charitable company'l for the year ended 31 December 2021 which comprise the Statement of Financial Activities, the Balance Sheet, the Cash Flow statement and notes to the financial slatemenls, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice}. In our opinion the financial statements: give a true and fair view of the stale of the charitable company's affairs as al 31 December 2021 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 ￿quirementS of the Companies Act 2006. Basls for oplnlon We conducted our audit in accordance with International Standards on Auditing (UK) IISAS IUKII and applicable law. Our responsibilities under those standards are further described in the Auditors 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 lo provide a basis for our opinion. Conclusions relating to going concern In auditing the financial statements, we have concluded that the directors, use of the going concem basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed. we have not identified any material uncertainties relating lo events or conditions that, individually or collectively, may cast significant doubl on the group's ability to continue as a going concern for a period of al least twelve months from when the financial statements are authorised for issue. Our responsibilits.es and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Other information The trustees are responsible for the other information. The other information comprises the information included in the annual report. other than the financial statements and our RepK)rt of the Independent Auditors thereon. Our opinion on Ihe financial stalements does not cover the other information and we do not express any form of assurance conclusion Ihereon. In connection with our audil of the financial statements, our responsibility is to read the other infomialion and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misslaled. If, based on the work we have perfomied, 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. Opinlon on other matters prescribed by the Companles Act 2006 In our opinion, based on the work undertaken in the course of the audit.. the infomiation given in the Report of the Trustees for the financial year for which the financial statements are prepared is consistent with the financial slatemenls., and the Report of the Trustees has 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 Report of the Trustees. Page 4 REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF 58.12 (continued) Matters on which we are required to report by exception 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.. adeqLJate 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 nol in agreement with Ihe accounting records and returns., or certain disclosures of Irustees, remuneration specified by law are not made., or we have not received all the infomiation and explanations we require for our audit., or the trustees were not entitled to take advantage of the small companies exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Trustees. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, lo 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 extent to which the audit was considered capable of detecting irregularities including fraud Our approach lo identifying and assessing the risks of material misstalemenl in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills lo identify or recognise non-compliance with applicable laws and regulations., we identified the laws and regulations applicable to the company through discussions with directors and other management, review of the company's 'Register of Legal Requirements,, and from our commeraal knowledge and experience of the sector., we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, charity legislation. environmental and health and safety legislation., We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting relevant correspondence., and identified laws and regulations were communicated within the audit team regularly and the team remained olert to instances of non-compliance throughout the audit. We 888essed the susceptibility of the company's financial statements to material mi8Statemenl, including obtaining an understanding of how fraud might occur, by.. making enquiries of management as lo where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud., and considering the internal controls in place to mitigate risks of fraud and non-compliance wlh laws and regulations. To address the risk of fraud Ihrough management bias and override of conlrols, we.. performed analytical procedures lo identify any unusual or unexpected relationships., tested journal entries to identify unusual transactions., assessed whether judgements and assumptions made in delemiining the accounting estimates were indicative of potential bias., and investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, bul were not limited lo.. agreeing financial statement disdosures lo undedying supporting documentation., reading the minutes of meetings of those charged with governance., obtaining an overview of the internal procedures adopted by the client lo ensure continued compliance wilh relevant laws and regulations, including a review of a sample of Ihe reports from intemal process audits., Page 5 REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF 58.12 (continued) enquiring of management as to actual and potential litigation and claims., and reviewing correspondence with relevant regulators where appropriate. There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit prO￿dureS required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to delect than those that arise from error as they may involve deliberate conc8alment or collusion. Responsibilities of trustees As explained more fully in the Stalemenl of Trustees Responsibilities, the trustees (who are also the directors of Ihe charitable company for Ihe purposes of company lawl are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial slatemenls, the trustees are responsible for assessing the charitable companrfs ability to continue as a going concem, disclosing, as applicable, mallers related to going concern and using the going concem basis of accounting unless the trustees either intend to liquidate the charitable corllpany or to cease operations, or have no realistic altemative bul lo do $0. Our responsibilities for the audit of the financial statements OLJr objectives are lo obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Independent Auditors that includes our opinion. Reasonable assurance is a high level of assurance, bul is not a guarantee that an audit conducted in accordance with ISAS {UK} will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if. individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website al www.frc.org.uklauditorsresponsibilities. This description forms part of our Report of the Independent Auditors. This report is made solely lo 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 lo the charitable company's members those matters we are required to state to them in an auditors, report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility lo anyone other than the charitable company and the charitable company's rllembers as a body, for our audit work, for this report, or for the opinions we have formed. Lance Redman (Senior Slalutory Auditor) for and on behalf of HPCA Ltd Chartered Accountants and Slatutory Auditors Station House Connaught Road Brookwood Woking Surrey GU24 OER 29 September 2022 Page 6 58.12 STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING THE INCOME AND EXPENDITURE ACCOUNT} FOR THE YEAR ENDED 31ST DECEMBER 2021 Unrestrlcted Restrlcled 2021 Unrestrlcted Restrlcted 2020 Funds Funds Total Funds Funds Total Income from: Donations Legacies Other trading activities fundraising 48,310 48,310 40,416 40,416 202 202 335 335 Total income Expenditure on: Charitable activities Finance costs Other expenses Governance costs Total expenditure 26,334 775 26,334 775 29,759 662 29,759 662 Net income for the year 19,973 11,430) 18,543 8,980 (1,350) 7,630 Reconciliation of funds Total funds brought fonmard Total funds carried forward 2 300 315 860 502 3 160 817 2 291 335 861852 3 153 187 All income and expenditure relates to continuing activities. There are no recognised gains or losses olher Ihan those shown above. Page 7 58.12 BALANCE SHEET AS AT 31ST DECEMBER 2021 2021 2020 Note Fixed assets Tangible asset5 4,127,724 4,527,724 CIArrÈnt asgetg Debtors Cash at bank and in hand 2 141 177.141 2,065 5,789 179.282 Current liabilities Creditors. Amounts falling due in less than one year 910646 1 127 761 Net current Ilabilities 7.21 3fi41 11 119ffj71 Total assets loss current liabilities 3,396.360 3,401.817 Creditors.. Amounts fallino due in more than one year 217,000 247 000 Not 3$sgts Represented by Unrestricted Funds Re51ricted Funds Total charlty funds 2,320,288 859 072 3 179 360 2.300.315 860 502 3,160.817 The accounts were prepared in accordance wlh the special provisions within Pari 15 of the Companies Act 2006 relating to small companies, were approved by the directors on 27 September 2022 and signed on their behalf by. J LNJOL J Walker Director Page 8 ## **58:12** ## **NOTES TO THE FINANCIAL STATEMENTS** ## **FOR THE YEAR ENDED 31ST DECEMBER 2021** ## **1. Accounting policies** ## 1.1 **Accounting convention** The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with Financial Reporting Standard 102, Financial Reporting Standard 102 and the Companies Act 2006. The financial statements are prepared in pound sterling rounded to the nearest pound. The charity is a company limited by guarantee with registered office at Banstead Road, Purley, Surrey, CR8 3EA and incorporated in England. It is a public benefit entity. The financial statements are prepared under the historical cost convention and on the going concern basis. ## 1.2 **Going concern** The balance sheet shows net current liabilities at the year end. Included in current liabilities are a number of loans from church members which are technically due for repayment on demand but the members are not currently requiring repayment _._ The loan from the London Baptist Property Board has been renewed for a further period and began to be repaid in July 2022 as funds have been received from the developer. The trustees therefore consider it is appropriate to prepare accounts on the going concern basis. ## 1.3 **Freehold properties** Freehold properties are included at cost which includes demolition costs and some professional fees in connection with the development. Depreciation is not charged as the current realisable value of the properties is sufficiently greater than the cost to render depreciation immaterial. ## 1.3 **Donations, gifts and legacies** These are accounted for when the charity is certain of receipt and the amount can be measured with reasonable accuracy. ## 1.4 **Expenditure** These are recognised when the expenditure is incurred. All costs have been directly attributed to one of the functional classifications in the SOFA. ## 1.5 **Governance costs** This comprises expenditure relating to compliance with constitutional and statutory requirements. ## 1.6 **Debtors** Debtors are measured at the settlement amount due. ## 1.7 **Creditors** Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount. Page 9 ## **58:12** ## **NOTES TO THE FINANCIAL STATEMENTS** ## **FOR THE YEAR ENDED 31ST DECEMBER 2021** ## **1. Accounting policies (continued)** ## 1.8 **Financial instruments** The charity 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 the carrying value plus accrued interest less repayments. The financing charge to expenditure is at a constant rate calculated using the effective interest method. ## **2. Net income for the year** This is stated after charging: |Audit fee|**2021**
**£**
2,860|**2020**
**£**
2,700| |---|---|---| None of the directors received any emoluments during the year or were reimbursed for any expenses incurred. ## **3. Other trading activities - fundraising** |**Other trading activities - fundraising**||| |---|---|---| ||**2021**|**2020**| ||**£**|**£**| |Cards, Bricks and Books|-|26| |Events & Sales|168|303| ||168|329| ## **4. Fixed assets** ||**Tangible**|**Tangible**|| |---|---|---|---| ||**Fixed**|**assets**|| ||**Freehold**|**Properties**|| |||**£**|| |**Cost**|||| |At 1st January 2021|4,527,724||| |Disposal|(400,000)||| |31st December 2021|4,127,724||| |**Debtors**|||| ||**2021**|**2020**|| ||**£**||**£**| |Gift aid tax recoverable|1,829|1,829|| |Due from Purley Baptist Church|312||236| ||2,141|2,065|| ## **5. Debtors** Page 10 ## **58:12** ## **NOTES TO THE FINANCIAL STATEMENTS** ## **FOR THE YEAR ENDED 31ST DECEMBER 2021** ## **6. Creditors: Amounts falling due in less than one year** |Other loans - interest free
Other loans - interest bearing
Loan from Purley Baptist Church
Other creditor
Accruals|**2021**
**£**
167,000
600,000
30,000
100,000
13,646
910,646|**2020**
**£**
342,000
600,000
169,346
-
16,415| |---|---|---| |||
1,127,761| Other loans - interest free represent unsecured loans from church members and friends. Other loans – interest bearing is secured on the tangible fixed assets and bears interest at 3.2% ## **7. Creditors: Amounts falling due in more than one year** |Loan from Purley Baptist Church
Other loans (see note 6)
The loan from Purley Baptist Church bears interest at 3.2%.|**2021**
**£**
217,000
-
217,000|**2020**
**£**
247,000
-| |---|---|---| |||247,000| |||| ## **8. Restricted Funds** |**Restricted Funds**|||||| |---|---|---|---|---|---| ||**Balance at**|**Income**||**Expenditure**|**Balance at**| ||**1st January**||||**31st December**| |||**£**||**£**|**£**| |Island Site Fund|860,502||-|1,430|859,072| The funds are restricted for use on the proposed redevelopment of the “Island Site” in Purley. This includes necessary expenditure on support costs such as audit and legal fees. ## **9. Analysis of net assets between funds** |**Fixed**
**Current**
**Liabilities**
**Assets**
**Assets**
**£**
**£**
**£**
General Fund
3,288,253
158,251 (1,126,216)
Island Site Fund
839,471
21,031(1,430)
4,127,724
179,282(1,127,646)|**Total**
**£**
2,320,288
859,072
3,179,360| |---|---| ## **10. Members Guarantees** At 31st December 2021 there were 7 members of the company. In the event of the company being wound up the members are liable to contribute £1 each. Page 11 **58:12** ## **NOTES TO THE FINANCIAL STATEMENTS** ## **FOR THE YEAR ENDED 31ST DECEMBER 2021** ## **11. Ultimate controlling party** The company is under the control of Purley Baptist Church. Transactions and balances with Purley Baptist Church have not been disclosed as consolidated accounts are available. These can be obtained from the church office at the registered office address. ## **12** . **Related party transactions** The other interest free loans in note 6 include a total of £50,000 from trustees. There were no other related party transactions during the year other than the loan from Purley Baptist Church as shown in notes 6 and 7. ## **13** . **Post balance sheet events** The charity granted long leases of the remaining freehold property to the developer in April 2022, in return for a land premium and future leases on part of the new building. Page 12