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2023-12-31-accounts

Registered number: 04946116 Charity number: 1103251

DONTCHEV FOUNDATION

CONSOLIDATED FINANCIAL STATEMENTS

PERIOD FROM 1 NOVEMBER 2022 TO 31 DECEMBER 2023

LUBBOCK FINE LLP Chartered Accountants Paternoster House 65 St Paul's Churchyard London EC4M 8AB

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

CONTENTS

Page
Reference and Administrative Details of the Charity, its Trustees and Advisers 1
Trustees' Report 2 - 6
Independent Auditors' Report on the Financial Statements 7 - 10
Consolidated Statement of Financial Activities 11
Consolidated Balance Sheet 12 - 13
Charity Balance Sheet 14
Consolidated Statement of Cash Flows 15
Notes to the Financial Statements 16 - 44

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY, ITS TRUSTEES AND ADVISERS

FOR THE PERIOD ENDED 31 DECEMBER 2023

Trustees S G Dontchev
I V Manoilov
P Dontchev
Y L Djonev (appointed 11 February 2024)
Company registered
number
04946116
Charity registered
number
1103251
Registered office
4 Hill Street
London
W1J 5NE
Company secretary
A Tulloch
Independent auditors
Lubbock Fine LLP
Chartered Accountants & Statutory Auditors
Paternoster House
65 St Paul's Churchyard
London
EC4M 8AB
Solicitors
TGW Law
4 Hill Street
London
W1J 5NE

Page 1

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

TRUSTEES’ REPORT

FOR THE PERIOD ENDED 31 DECEMBER 2023

The Trustees present their annual report together with the audited financial statements of the group and the charity for the period 1 November 2022 to 31 December 2023. The Annual Report serves the purposes of both a Trustees' report and a directors' report under company law. The Trustees confirm that the Annual Report and financial statements of the charitable company comply with the current statutory requirements, the requirements of the charitable company's governing document and the provisions of the Statement of Recommended Practice (SORP) applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2019).

Since the group and the charity qualify as small under section 383 of the Companies Act 2006, the Group Strategic Report required of medium and large companies under the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 has been omitted.

THE TRUSTEES

The trustees who served the charity during the period and since the year end were:

S G Dontchev I V Manoilov P Dontchev Y Jonev (appointed 11 February 2024)

STRUCTURE, GOVERNANCE AND MANAGEMENT

The Dontchev Foundation is a charitable company limited by guarantee and has no share capital. In the event of a winding up, while a Member or within one year of ceasing to be a Member, the Member's liability is limited to £10. The Company was incorporated on 28 October 2003 and is governed by its Memorandum and Articles of Association. It subsequently registered as a charity on 16 April 2004.

The Memorandum and Articles of Association were updated by Special Resolution on 14 December 2022.

The Foundation is managed by a Board of Trustees supported by the Secretary.

Related Party relationships including group structure

The results included in the group financial statements include the results of the Charity and its subsidiaries all incorporated in Bulgaria as follows:

Entity Description Primary activity
Dontchev Foundation Parent entity To advance education and relieve poverty and to promote such
purposes as are now or may hereafter be deemed by English
law to be charitable
BG Shkolo EAD 100% direct subsidiary Owning and operating educational complex and sports centre
SEGA EAD1 100% direct subsidiary Online advertising and publishing
SEGA BG EOOD1,2 100% indirect subsidiary Newspaper publication

1 These subsidiaries were disposed of on 20 December 2023.

2 The shares in this subsidiary were held by SEGA EAD and therefore was an indirect subsidiary.

Principal risks and uncertainties and summary of plans and strategies for managing the risks

The Trustees have considered the significant risks to which the Charity Group is exposed and have established appropriate procedures to mitigate the impact of those risks.

Page 2

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

TRUSTEES’ REPORT

FOR THE PERIOD ENDED 31 DECEMBER 2023

These include reputational risks, organisational risks, regulatory compliance risks and financial risks. The Board operates a Risk Register which scores specific risks within these broader categories, in terms of likelihood and impact, and details the mitigation planned and the resultant score. A range of policies and procedures have been developed which help to mitigate these risks including:

Methods used to recruit and appoint new trustees

The Trustee’s may appoint a person who is willing to act as a Trustee either to fill a vacancy or as an additional Trustee provided that the appointment does not cause the number of Trustees to exceed any number fixed by or in accordance with the Articles.

Policies adopted for the induction and training of Trustees

The training of Trustees is determined by the governance needs of the Foundation to meet its charitable objectives. On initial appointment, new Trustees are given access to the governing document, financial information, meeting materials and essential trustee guidance from the Charity Commission.

Organisational Structure and decision-making policies

The Trustees are responsible for making operational, funding and strategic decisions in line with charity objectives.

The staff responsible for carrying out the day-to-day activities of the Group are supervised and supported by the Trustees.

Arrangements for setting pay and remuneration of key management personnel

The Trustees are not remunerated for their work and the charity has no employees.

In the subsidiaries key management remuneration is reviewed regularly and reflects market rates.

OBJECTIVES AND ACTIVITIES

The Charity’s objects are to advance education and to relive poverty and to promote such other causes as are now or may hereafter be deemed by English law to be charitable.

In order to achieve these objectives, the main activities undertaken have been the provision of grants to Bulgarian students attending UK universities as well as other universities abroad. The Foundation has in the past supported BG Shkolo EAD, the Charity’s subsidiary (its subsidiary until 23[rd] December 2024), an entity which owns and operates an educational complex and sports centre.

In setting objectives and planning for activities, the Trustees have given due consideration to general guidance published by the Charity Commission relating to public benefit, including the guidance 'Public benefit: running a charity (PB2).

Strategies for achieving aims and objectives

The Foundation is not currently in receipt of funds to allow the provision of grants or scholarships to advance education and relieve property however it hopes to attract further funding in the future in order to continue to achieve its objectives.

Page 3

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

TRUSTEES’ REPORT

FOR THE PERIOD ENDED 31 DECEMBER 2023

Criteria used to measure success

The Trustees meet annually to assess the progress of the Charity against its objectives. Trustees agree goals and objectives for the following twelve months.

During the reporting period, the success of the charity was measured through the success of its subsidiary company Bulgarska Shkolo (BG Shkolo), a Bulgaria school complex. Bulgarska Shkolo is self- funding and has not received funds during the period to 31[st] December 2023 from the Foundation.

Significant activities undertaken

The charity operated solely to support its subsidiaries in the current year, with no charitable activities occurring during the period.

BG Shkolo continued to operate as a Bulgarian school complex, offering a variety of educational facilities including a kindergarten, primary school, junior high school, high school and a sports centre.

The charity had two additional subsidiaries during the year SEGA EAD and SEGA BG, newspaper and digital creation companies. SEGA EAD was sold on 20 December 2023 for BGN 50,000 to Overgas Holding AD which has enabled the Charity to focus on its educational objectives going forward.

Grant Making Policies

The Charity Trustees are keen to support activities that advance the Objects in an effective way. However, they recognise that a limited amount of funds is available to distribute each year and that the Charity is dependent on donations from Sasho Dontchev (Trustee) and companies controlled by him and the discharge of the indebtedness owed by DDI Holdings Ltd.

The Charity Trustees have ultimate responsibility for all grant-making decisions and for ensuring that all funds awarded are used to advance the Objects.

ACHIEVEMENTS AND PERFORMANCE

Dontchev Foundation has provided in the past support, to its wholly owned subsidiary (its subsidiary until 23rd December 2024), 'BG Shkolo' EAD, which the Foundation initially funded for the construction of the Bulgarsko Shkolo school complex, including kindergarten, primary school, junior high school, high school and a sports centre. In total, the complex educates more than 400 pupils annually. The complex has been fully operational since 2012. As at 31 December 2023 the Foundations sole subsidiary Bulgarska Shkolo is self- funding and has not received funds during the year to 31st December 2023 from the Foundation.

The charity received no income and made no grants to beneficiaries during the current or prior period. The future plans of the charity is to raise income through donations to be able to fund grant making activities.

The Foundation did not conduct any public fundraising activities during this period, and no fundraising complaints were received.

FINANCIAL REVIEW

During the period ended 31 December 2023 the group achieved income of BGN 6,331,000 (2022: BGN 4,596, 000). Expenditure totalled BGN 5,227,000 (2022: BGN 25,743,000). Other movements in the period included a gain on disposal of subsidiaries of BGN 425,000 (2022: BGN Nil) and taxation of BGN 30,000 (2022: BGN 34,000) resulting in net movement in funds for the period of BGN 1,499,000 (2022: deficit of BGN 21,181,000).

The charity’s net movement in funds for the period was a surplus of BGN 134,000 (2022: deficit of BGN 16,549, 000). The year end reserves of the charity totalled £65,896,000 (2022: £65,762,000) comprising solely of unrestricted reserves.

Page 4

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

TRUSTEES’ REPORT

FOR THE PERIOD ENDED 31 DECEMBER 2023

Reserves Policy

The reserves held as at 31 December 2023 totalled BGN 75,956,000 (2022: BGN 73,146,000) comprising solely of unrestricted reserves. The reserves at the year end exceed the charities reserve policy of BGN 70,000. and the charity will continue to look to fund its charitable activities through the provision of grants and scholarships.

Going Concern

The trustees consider that it is appropriate to prepare the financial statements on a going concern basis. In formulating this assessment the trustees have taken in to consideration the strength of available reserves and the on going support of other related entities.

PLANS FOR FUTURE PERIODS

The Foundation donated its shareholding in BG Shkolo EAD to Foundation Mlada Bulgaria, a Bulgarian charity, on 23rd December 2024.

The Foundation will henceforth focus on the provision of charitable grants to educational establishments and scholarships to students.

TRUSTEES’ RESPONSIBILITIES STATEMENT

The Trustees (who are also the directors of the charity for the purposes of company law) are responsible for preparing the Trustees' Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the Trustees to prepare financial statements for each financial period. Under company law, the Trustees 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 charity and of their incoming resources and application of resources, including their income and expenditure, for that period. In preparing these financial statements, the Trustees are required to:

The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and the charity's transactions and disclose with reasonable accuracy at any time the financial position of the Group and the charity 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 Group and the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are Trustees at the time when this Trustees’ Report is approved has confirmed that:

Page 5

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

TRUSTEES’ REPORT

FOR THE PERIOD ENDED 31 DECEMBER 2023

In preparing this report, the Trustees have taken advantage of the small company exemptions provided by section 415A of Companies Act 2006.

This report was approved by the Trustees, and signed on their behalf by:

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I V Manoilov

Trustee

30 June 2025 Date:

Page 6

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DONTCHEV FOUNDATION

FOR THE PERIOD ENDED 31 DECEMBER 2023

Opinion

We have audited the financial statements of Dontchev Foundation (the 'parent charitable company') and its subsidiaries (the 'group') for the period ended 31 December 2023 which comprise the Consolidated Statement of Financial Activities, the Consolidated Balance Sheet, the Charity Balance Sheet, the Consolidated Statement of Cash Flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent charitable company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Page 7

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DONTCHEV FOUNDATION (CONTINUED)

FOR THE PERIOD ENDED 31 DECEMBER 2023

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The Trustees are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of our 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 Trustees' Report.

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

Responsibilities of trustees

As explained more fully in the Trustees' Responsibilities Statement, the Trustees (who are also the directors 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 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 statements, the Trustees are responsible for assessing the Group's and the parent 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 Trustees either intend to liquidate the Group or the parent charitable company or to cease operations, or have no realistic alternative but to do so.

Page 8

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DONTCHEV FOUNDATION (CONTINUED)

FOR THE PERIOD ENDED 31 DECEMBER 2023

Auditors' 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 Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we considered the following:

We also obtained an understanding of the legal and regulatory framework that the charity operates in, focusing on provisions of those laws and regulations that had direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Charities Act, Charities SORP 2019 and FRS 102.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the charity's ability to operate or to avoid a material penalty.

As a result of these procedures, we considered the particular areas that were susceptible to misstatement due to irregularities including fraud were in respect of valuation of investment property, income recognition, debtors recoverability and opening balances. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. Our procedures to respond to risks identified included the following:

Page 9

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DONTCHEV FOUNDATION (CONTINUED)

FOR THE PERIOD ENDED 31 DECEMBER 2023

the valuation; review of the underlying assumptions and estimates used in determining the fair value; and review of third party valuation reports where valuations are based on this;

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

Other matters

We draw your attention to the fact that the consolidated and stand alone charity financial statements for the year ended 31 October 2022 were not audited.

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, and to the charitable company's trustees, as a body, Part 4 of the Charities (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charitable company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and its members, as a body, for our audit work, for this report, or for the opinions we have formed.

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Hazra Patel (Senior Statutory Auditor)

for and on behalf of

Lubbock Fine LLP

Chartered Accountants & Statutory Auditors Paternoster House 65 St Paul's Churchyard London EC4M 8AB

Date: 30 June 2025

Page 10

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES INCORPORATING INCOME AND EXPENDITURE ACCOUNT

FOR THE PERIOD ENDED 31 DECEMBER 2023

Note
Income from:
Income generated by subsidiaries
3
Total income
Expenditure on:
Expenditure incurred by Subsidiaries
Charitable expenditure
4
5
Total expenditure
Net income/(expenditure) before net gains on
investments
Gain on disposal of investments
Net income/(expenditure) before taxation
Taxation
Net movement in funds before other recognised
gains/(losses)
Other recognised gains/(losses)
Forei
:
Gains on revaluation of fixed assets
gn exchange gain resulting from change of
presentational currency
Net movement in funds
Reconciliation of funds:
Total funds broug
Net movement in funds
ht forward
Total funds carried forward
BGN'000
Unrestricted
funds
2023
6,331
6,331
5,361
(134)
5,227
1,104
425
1,529
(30)
1,499
1,320
-
2,819
2,819
73,136
75,955
BGN'000
Total
funds
2023
6,331
6,331
5,361
(134)
5,227
1,104
425
1,529
(30)
1,499
1,320
-
2,819
2,819
73,136
75,955
BGN'000
Unaudited
Total funds
2022
4,596
4,596
4,573
21,170
25,743
(21,147)
-
(21,147)
(34)
(21,181)
-
4,621
(16,560)
89,696
(16,560)
73,136

The Consolidated Statement of Financial Activities includes all gains and losses recognised in the period.

The notes on pages 16 to 44 form part of these financial statements.

Page 11

DONTCHEV FOUNDATION

(A Company Limited by Guarantee) REGISTERED NUMBER: 04946116

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2023

Note
Fixed assets
Intangible assets
10
Tangible assets
11
Investment property
12
Current assets
Stocks
14
Debtors
15
Cash at bank and in hand
Creditors: amounts falling due within one
year
16
Net current assets
Total assets less current liabilities
Creditors: amounts falling due after more
than one year
17
Provisions for liabilities
18
Total net assets
Charity funds
Restricted funds
20
Unrestricted funds
20
Total funds
10
54,580
35
54,625
(1,423)
31
December
2023
BGN'000
-
1,678
24,996
26,674
53,202
79,876
(3,910)
(10)
75,956
-
75,956
75,956
3
54,894
302
55,199
(2,687)
Unaudited
31 October
2022
BGN'000
25
1,752
23,639
25,416
52,512
77,928
(4,792)
-
73,136
-
73,136
73,136

Page 12

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.

The financial statements were approved and authorised for issue by the Trustees and signed on their behalf by:

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I V Manoilov

Trustee 30 June 2025 Date:

The notes on pages 16 to 44 form part of these financial statements.

Page 13

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

BALANCE SHEET REGISTERED NUMBER: 04946116

FOR THE PERIOD ENDED 31 DECEMBER 2023

Note
Creditors: amounts fallin
Current assets
Debtors
Fixed assets
Investments
g due within one
year
13
15
16
Net current assets
Total net assets
Charity
Unrestricted funds
funds
Restricted funds
20
20
Total funds
53,485
(99)
31
December
BGN'000
2023
12,510
53,386
65,896
65,896
-
65,896
53,204
(2)
Unaudited
As restated
31 October
BGN'000
2022
12,560
53,202
65,762
-
65,762
65,762

The charity's net movement in funds for the period was a surplus of BGN 134,000 (2022 - deficit BGN 16,549,000).

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.

The financial statements were approved and authorised for issue by the Trustees and signed on their behalf by:

==> picture [95 x 37] intentionally omitted <==

I V Manoilov Trustee 30 June 2025 Date:

The notes on pages 16 to 44 form part of these financial statements.

Page 14

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIOD ENDED 31 DECEMBER 2023

Cash flows from operating activities
Net cash used in operating activities
Cash flows from investing activities
Purchase of investment property additions
Purchase of tangible fixed assets
Net cash used in investing activities
Cash flows from financing activities
Repayments of borrowing
Interest paid
Net cash used in financing activities
Change in cash and cash equivalents in the period
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
The notes on pages 16 to 44 form part of these financial statements
2023
BGN'000
993
(37)
(341)
(378)
(729)
(153)
(882)
(267)
302
35
Unaudited
2022
BGN'000
104
-
(116)
(116)
(379)
(170)
(549)
(561)
863
302

Page 15

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies

1.1 General information

The Charity is a public benefit entity and a private company limited by guarantee, incorporated in England and Wales and has no share capital. The charity is registered in England and Wales.

The address of the registered office and principal place of business is 4 Hill Street, London, W1J 5NE. The principal activity of the charity is that of providing grants to students.

The charity owned three trading subsidiaries during the period ended 31 October 2022. which consisted of two newspaper and digital creation companies which were disposed of during the period and a company which rented a school building and held other educational classes.

The Charity and Group's functional and presentational currency is Bulgarian Lev (BGN), the financial statements are rounded to the nearest BGN'000.

The Charity's and Group's current accounting period represents 14 months from 1 November 2022 to 31 December 2023, as such the comparative period is not entirely comparable. The accounting period of the parent charity was changed to match that of the subsidiaries.

1.2 Basis of preparation of financial statements

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

Dontchev Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy.

The consolidated financial statements present the results of the Charity and its own subsidiaries ("the Group") as if they form a single entity. The results of the subsidiaries are consolidated on a line by line basis. Intercompany transactions and balances between group companies are therefore eliminated in full.

The Charity accounts are prepared in accordance with FRS 102 and Charities SORP (FRS 102) and the Companies Act. The accounts of the subsidiaries are prepared under IFRS and adjustments have been made to align the financials with the accounting policies of the group.

The preperation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The following principal accounting policies have been applied:

Page 16

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.3 Basis of consolidation

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Financial Activities from the date on which control is obtained. The results are deconsolidated from the date control ceases.

The reporting periods of the subsidiaries have been amended to match that of the parent entity Dontchev Foundation. The subsidiaries accounting periods were from 1 January 2023 to 31 December 2023 and comparative period from 1 January 2022 to 31 December 2022. These periods have been amended to 1 November 2022 to 31 December 2023 and comparative period 1 November 2021 to 31 October 2022.

On 20th December 2023, the Charity disposed of it's 100% shareholding in Sega EAD, and by virtue its 100% shareholding in Sega BG EOOD. From this date, the results of Sega EAD and Sega BG EOOD are no longer included within the Consolidated Statement of Financial Activities or Consolidated Statement of Financial Position.

1.4 Going concern

The trustees consider that it is appropriate to prepare the financial statements on a going concern basis. In formulating this assessment the trustees have taken in to consideration the strength of available reserves and the on going support of other related entities.

1.5 Foreign currency translation

Functional and presentation currency

The Charity's functional and presentational currency is BGN.

The presentational currency of the charity has been changed from Sterling (GBP) in the prior period to BGN on the basis that the charity and its subsidiaries are situated in and operate in Bulgaria. The impact of the translation has resulted in an other comprehensive gain of BGN 4,621,000.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Nonmonetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised the Statement of Financial Activities.

1.6 Company status

The Charity is a company limited by guarantee. In the event of the Charity being wound up, the liability in respect of the guarantee is limited to £10 per member.

Page 17

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.7 Income

All income is recognised once the charity has entitlement to the income, it is probable that the income will be received and the amount of income receivable can be measured reliably.

Income from subsidiaries

Income from subsidiaries represents income received from advertising and publishing electronic media, creation of newspaper content and income from education and sports complex.

Rendering of services

Income from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

Rental income

Rental income is recognised on a straight line basis over the term of the lease. Any rent incentive or rent free period given is spread over the period of the lease.

Sale of Goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

Page 18

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.8 Expenditure

Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity.

The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity.

Direct costs attributable to a single activity are allocated directly to that activity.

Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources.

Expenditure on charitable activities is incurred on directly undertaking the activities which further the Group's objectives, as well as any associated support costs.

All expenditure is inclusive of irrecoverable VAT.

1.9 Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Consolidated Statement of Financial Activities on a straight-line basis over the lease term.

Page 19

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.10 Taxation

Charity

The charity is considered to pass the tests set out in Paragraph 1 Schedule 6 of the Finance Act 2010 and therefore it meets the definition of a charitable company for UK corporation tax purposes. Accordingly, the charity is potentially exempt from taxation in respect of income or capital gains received within categories covered by Chapter 3 Part 11 of the Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act 1992, to the extent that such income or gains are applied exclusively to charitable purposes.

Subsidiaries

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

1.11 Intangible assets and amortisation

Intangible assets costing BGN'500 or more are capitalised and recognised when future economic benefits are probable, and the cost or value of the asset can be measured reliably.

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the charity assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined to be the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Page 20

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.11 Intangible assets and amortisation (continued)

Amortisation is provided on intangible assets at rates calculated to write off the cost of each asset on a straight-line basis over its expected useful life.

Amortisation is provided on the following bases:

Other intangibles - 10 % - 15%
Trademarks - 10 % - 15%
Computer software - 50 %

1.12 Tangible fixed assets and depreciation

Tangible fixed assets costing BGN'NIL or more are capitalised and recognised when future economic benefits are probable and the cost or value of the asset can be measured reliably.

Tangible fixed assets are initially recognised at cost. After recognition, under the cost model, tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. All costs incurred to bring a tangible fixed asset into its intended working condition should be included in the measurement of cost.

At each reporting date the charity assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined to be the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of tangible fixed assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following bases:

Plant and machinery - 3-4 years
Motor vehicles - 3-4 years
Fixtures and fittings - 5 years
Office equipment - 3-4 years
Other fixed assets - 6-7 years

1.13 Investment property

Investment property is carried at fair value determined annually by the directors and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised the the Consolidated Statement of Financial Activity.

Page 21

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.14 Investments

Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the Balance Sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Gains/(Losses) on investments’ in the Consolidated Statement of Financial Activities.

Investments in subsidiaries are valued at cost less provision for impairment.

Investments held as fixed assets are shown at cost less provision for impairment.

1.15 Stocks

Stocks are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

1.16 Debtors

Trade and other debtors are recognised at the settlement amount after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.

1.17 Cash at bank and in hand

Cash at bank and in hand includes cash and short-term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.

1.18 Liabilities

Liabilities and provisions are recognised when there is an obligation at the Balance Sheet date as a result of a past event, it is probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be estimated reliably.

Liabilities are recognised at the amount that the charity anticipates it will pay to settle the debt or the amount it has received as advanced payments for the goods or services it must provide.

Provisions are measured at the best estimate of the amounts required to settle the obligation. Where the effect of the time value of money is material, the provision is based on the present value of those amounts, discounted at the pre-tax discount rate that reflects the risks specific to the liability. The unwinding of the discount is recognised in the Consolidated Statement of Financial Activities as a finance cost.

Page 22

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.19 Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables and bank loans are measured at their transaction price after transaction costs.

When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Page 23

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1. Accounting policies (continued)

1.19 Financial instruments (continued)

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

1.20 Operating leases

Rentals paid under operating leases are charged to the Consolidated Statement of Financial Activities on a straight-line basis over the lease term.

1.21 Fund accounting

General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Group and which have not been designated for other purposes.

Page 24

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

2. Judgments in applying accounting policies and key sources of estimation uncertainty

Investments in subsidiaries

Included in the Charity Balance Sheet are investments in subsidiaries. These investments are reviewed for impairment annually and if the carrying amount of the investment exceeds the subsidiaries net asset value, an impairment charge is recognised in the Charity's Statement of Financial Activities.

As at 31 December 2023, the investment in subsidiaries within the Charity balance sheet of BGN 12,510,000 was impaired down to a carrying amount of BGN 9,703,000.

Impairment of related party debtor balances

Included in both the Consolidated Balance Sheet and the Charity Balance Sheet are amounts advanced to various related parties. Where an indicator exists that these amounts are not fully recoverable, a bad debt provision is recognised in the Statement of Financial Activities to reduce the carrying amount of these debtors to their estimted recoverable amount.

As at 31 December 2023, no impairment provision against an amount due from a related party outside of the Group has been recognised.

3. Income generated from subsidiaries

Unrestricted
funds
2023
BGN'000
Other income
64
Revenue from publication services
3,205
Income from creation of newspaper content
-
Income from rental of school building
1,754
Income from sports and educational classes held
1,073
Income from the sale of food and beverages and other materials
130
Income from the sale of newspapers and other related products
-
Revenue from the provision of administrative and financial services
105
6,331
Total
funds
2023
BGN'000
64
3,205
-
1,754
1,073
130
-
105
6,331

Page 25

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

3. Income generated from subsidiaries (continued)

Unaudited
Unrestricted
funds
2022
BGN'000
Other income
109
Revenue from publication services
1,834
Income from creation of newspaper content
119
Income from rental of school building
1,515
Income from sports and educational classes held
679
Income from the sale of food and beverages and other materials
113
Income from the sale of newspapers and other related products
171
Revenue from the provision of administrative and financial services
56
4,596
Unaudited
Total
funds
2022
BGN'000
109
1,834
119
1,515
679
113
171
56
4,596

4. Charitable expenditure

Unrestricted
funds
2023
BGN'000
Governance costs - auditors remuneration
96
Support costs - accountancy fees
4
Support costs - foreign exchange gain
(234)
(134)
Total
funds
2023
BGN'000
96
4
(234)
(134)

Page 26

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

4. Charitable expenditure (continued)

Unaudited
Unrestricted
funds
2022
BGN'000
Support costs - provision for doubtful debts
21,192
Support costs - accountancy fees
3
Support costs - foreign exchange gain
(25)
21,170
Unaudited
Total funds
2022
BGN'000
21,192
3
(25)
21,170

5. Analysis of subsidiary activities

Summary by fund type

Unrestricted
funds
2023
BGN'000
Costs relating to advertising and publishing electronic media
1,727
Costs relating to creation of newspaper content
1,207
Costs relating to education and sports complex
2,427
5,361
Unaudited
Unrestricted
funds
2022
BGN'000
Costs relating to advertising and publishing electronic media
1,668
Costs relating to creation of newspaper content
979
Costs relating to education and sports complex
1,926
4,573
Total
2023
BGN'000
1,727
1,207
2,427
5,361
Unaudited
Total
2022
BGN'000
1,668
979
1,926
4,573

Page 27

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

6. Analysis of expenditure by activities

Costs relating to advertising and publishing electronic media
Costs relating to creation of newspaper content
Costs relating to education and sports complex
Subsidiary
Activities
undertaken
directly
2023
BGN'000
1,561
1,158
1,824
4,543
Subsidiary
Support
costs
2023
BGN'000
166
49
603
818
Total
funds
2023
BGN'000
1,727
1,207
2,427
5,361
Costs relating to advertising and publishing electronic media
Costs relating to creation of newspaper content
Costs relating to education and sports complex
Unaudited
Subsidiary
Activities
undertaken
directly
2022
BGN'000
1,575
945
1,545
4,065
Unaudited
Subsidiary
Support
costs
2022
BGN'000
93
34
381
508
Unaudited
Total
funds
2022
BGN'000
1,668
979
1,926
4,573

Analysis of subsidiary direct costs

Advertising and
publishing
electronic media
2023
BGN'000
Staff costs
146
Cost of materials
15
Cost of external services
1,400
1,561
Creation of
newspaper
content
2023
BGN'000
1,026
-
132
1,158
Education
and sports
complex
2023
BGN'000
620
402
802
1,824
Total
funds
2023
BGN'000
1,792
417
2,334
4,543

Page 28

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

6. Analysis of expenditure by activities (continued)

(continued)

Unaudited
Advertising and
publishing
electronic media
2022
BGN'000
Staff costs
181
Cost of materials
6
Cost of external services
1,388
1,575
Analysis of subsidiary support costs
Advertising and
publishing
electronic media
2023
BGN'000
Interest expense
4
Depreciation
93
Other expenses
1
Rental expense
68
Provision for doubtful debts
-
166
Unaudited
Creation of
newspaper
content
2022
BGN'000
848
-
98
946
Creation of
newspaper
content
2023
BGN'000
-
4
11
34
-
49
Unaudited
Education
and sports
complex
2022
BGN'000
419
450
675
1,544
Education
and sports
complex
2023
BGN'000
253
179
81
-
89
602
Unaudited
Total
funds
2022
BGN'000
1,448
456
2,161
4,065
Total
funds
2023
BGN'000
257
276
93
102
89
817

Page 29

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

6. Analysis of expenditure by activities (continued)

(continued)

Unaudited
Advertising and
publishing
electronic media
2022
BGN'000
Forei
Other expenses
Depreciation
Interest expense
gn exchange gain
20
20
3
50
93
Unaudited
Creation of
newspaper
content
2022
BGN'000
-
6
1
27
34
Unaudited
Education
and sports
complex
2022
BGN'000
8
180
193
-
381
Unaudited
Total
funds
2022
BGN'000
29
206
196
77
508

7. Auditors' remuneration

Unaudited
2023 2022
BGN'000 BGN'000
Fees payable to the charity's auditor for the audit of the group's annual
accounts 96 -

8. Staff costs

Wages and salaries
Social security costs
BGN'000
2023
Group
1,532
261
1,793
1,448
Unaudited
Group 2022
BGN'000
1,231
217

The average number of persons employed by the charity during the period was as follows:

Group Group
2023 2022
No. No.
Average number of employees 44 75

Page 30

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

8. Staff costs (continued)

No employee received remuneration amounting to more than £60,000/BGN 135,000 in either year.

The key management personnel of the group comprise of the Executive Director and members of the board of directors whose remuneration totalled BGN 150,386 for the period.

9. Trustees' remuneration and expenses

During the period, no Trustees received any remuneration or other benefits (2022 - BGN'NIL).

During the period ended 31 December 2023, no Trustee expenses have been incurred (2022 - BGN'NIL).

10. Intangible assets

Group

At 1 November 2022
Additions
On disposal of subsidiaries
At 31 December 2023
At 1 November 2022
Charge for the year
On disposal of subsidiaries
At 31 December 2023
Net book value
At 31 December 2023
At 31 October 2022
Patents
BGN'000
51
-
(51)
-
26
12
(38)
-
-
25
Trademarks
BGN'000
2
-
(2)
-
2
-
(2)
-
-
-
Computer
software
BGN'000
-
170
(170)
-
-
78
(78)
-
-
-
Total
BGN'000
53
170
(223)
-
28
90
(118)
-
-
25

Page 31

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

11. Tangible fixed assets

Group

Cost or valuation
At 1 November 2022
(unaudited)
Additions
Disposals
On disposal of subsidiaries
At 31 December 2023
Depreciation
At 1 November 2022
(unaudited)
Charge for the period
On disposal of subsidiaries
At 31 December 2023
Net book value
At 31 December 2023
At 31 October 2022
(unaudited)
Plant and
machinery
BGN'000
3,011
21
-
(35)
2,997
1,373
140
(31)
1,482
1,515
1,638
Motor
vehicles
BGN'000
39
-
-
(32)
7
23
6
(27)
2
5
16
Fixtures
and fittings
BGN'000
1,427
106
-
-
1,533
1,338
38
-
1,376
157
90
Office
equipment
BGN'000
31
44
-
(75)
-
28
5
(33)
-
-
3
Other
fixed
assets
BGN'000
5
-
(5)
-
-
-
-
-
-
-
5
Total
BGN'000
4,513
171
(5)
(142)
4,537
2,762
189
(91)
2,860
1,677
1,752

Page 32

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

12. Investment property

Group

Valuation
At 1 November 2022 (unaudited)
Additions
Surplus on revaluation
At 31 December 2023
Freehold
investment
property
BGN'000
23,639
37
1,320
24,996

The investment properties were revalued at 31 December 2023 by the directors, on an open market basis.

Page 33

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

13. Fixed asset investments

Charity
Cost or valuation
At 1 November 2022 (unaudited)
At 1 November 2022 (unaudited)
Disposals
At 31 December 2023
Net book value
At 31 December 2023
At 31 October 2022 (unaudited)
As restated
Investments
in
subsidiary
companies
BGN'000
12,560
12,560
(50)
12,510
12,510
12,560

Principal subsidiaries

The following were subsidiary undertakings of the charity:

Names Company Registered office or principal Class of Holding
number place of business shares
BG Shkolo EAD 201405530 Sofia, Str. "Filip Kutev", no 1 Ordinary 100%
Sega EAD 831770996 Sofia, Poduyane district, Evlogi Ordinary 100%
blvd Hristo Georgievi, no 169
Sega BG EOOD* 205375223 Sofia, Str. "Filip Kutev", no 1 Ordinary 100%

Page 34

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

13. Fixed asset investments (continued)

The financial results of the subsidiaries for the period were:

Names Income Expenditure Profit/(Loss)
BGN'000 BGN'000 for the
period
BGN'000
BG Shkolo EAD 3,153 1,134 2,019
Sega EAD 3,406 3,368 38
Sega BG EOOD* 1,294 1,362 (68)
These subsidiaries were held indirectly by the Charity.

On 20th December 2023, the Charity disposed of it's 100% shareholding in Sega EAD, and by virtue its 100% shareholding in Sega BG EOOD.

14. Stocks

Group Group
31 Unaudited
December 31 October
2023 2022
BGN'000 BGN'000
Finished goods and goods for resale 10 3

15. Debtors

Due after more than one year
Deferred Tax
Due within one year
Trade debtors
Other debtors
Prepayments and accrued income
Group
31
December
2023
BGN'000
299
299
332
53,948
-
54,579
Group
Unaudited
31 October
2022
BGN'000
354
354
471
53,690
379
54,894
Charity
31
December
2023
BGN'000
-
-
-
53,485
-
53,485
Charity
Unaudited
31 October
2022
BGN'000
-
-
-
53,204
-
53,204

Page 35

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

15. Debtors (continued)

Deferred Tax

As at the 31 December 2023 the deferred tax asset has arisen on the carried forward losses arising within the subsidiary held at the balance sheet date.

Of the movement in the year of BGN 55,000, BGN 25,000 is in relation to the disposal of the balances held within the subsidiairies sold during the year and the remaining BGN 30,000 is the movement in the asset in the remaining subsidiary. There is no specific expiry date on the unused tax losses, and they have been capitalised on the basis that the company will be profitable in subsequent periods. No other movements in income tax during the year.

Included within trade debtors is a provision for doubtful debts BGN 127,000 (2022: BGN 78,000).

16. Creditors: Amounts falling due within one year

Bank loans
Trade creditors
Other taxation and social security
Other creditors
Accruals and deferred income
Deferred income at 1 November 2022
Resources deferred during the period
Amounts released from previous periods
Group
31
December
2023
BGN'000
923
65
65
272
98
1,423
Group
Unaudited
31 October
2022
BGN'000
923
32
182
1,127
423
2,687
Charity
31
December
2023
BGN'000
-
-
-
-
99
99
Group
31
December
2023
BGN'000
420
-
(420)
-
Charity
Unaudited
31 October
2022
BGN'000
-
-
-
-
2
2
Group
Unaudited
31 October
2022
BGN'000
-
420
-
420

Page 36

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

17. Creditors: Amounts falling due after more than one year

Bank loans
Included within the above are amounts falling due as follows:
Between one and two years
Bank loans
The loan is secured on the investment property held by BG Shkolo EAD.
Group
31
December
2023
BGN'000
3,910
Group
31
December
2023
BGN'000
3,910
Group
Unaudited
31 October
2022
BGN'000
4,792
Group
Unaudited
31 October
2022
BGN'000
4,792
18.
Provisions
Group and charity
Additions
Other
provision
BGN'000
10
10

Page 37

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

19. Financial instruments

Financial assets
Financial assets measured at cost
Financial liabilities
Derivative financial instruments measured at fair value through income and
expenditure held as part of a trading portfolio
Group
31
December
2023
BGN'000
54,479
Group
31
December
2023
BGN'000
5,268
Group
31 October
2022
BGN'000
54,847
Group
31 October
2022
BGN'000
6,875

Financial assets comprise of trade debtors, amounts owed from related parties, and accrued income.

Financial liabilities comprise of trade creditors, bank loans, other creditors and accruals.

Page 38

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

20. Statement of funds

Statement of funds - current period

Balance at
Balance at 1 31
November Gains/ December
2022 Income Expenditure Taxation (Losses) 2023
BGN'000 BGN'000 BGN'000 BGN'000 BGN'000 BGN'000
Unrestricted
funds
General Funds 73,136 6,331 (5,227) (30) 1,746 75,956
Statement of funds - prior period
Unaudited
As restated Unaudited
Balance at Balance at
1 November Unaudited Unaudited Unaudited Unaudited 31 October
2021 Income Expenditure Taxation Gains/(Losses) 2022
BGN'000 BGN'000 BGN'000 BGN'000 BGN'000 BGN'000
Unrestricted
funds
General Funds 89,696 4,596 (25,743) (34) 4,621 73,136

The funds held by the charity as at 31 December 2023 totalled BGN 63,809,175 (31 October 2022 - BGN 62,955,130).

Page 39

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

21. Analysis of net assets between funds

Analysis of net assets between funds - current period

Unrestricted
funds
31
December
2023
BGN'000
1,678
24,996
299
54,325
(1,423)
(3,910)
(10)
75,956
Total
Analysis of net assets between funds - prior period
Unrestricted
funds
31 October
2022
BGN'000
Tang
Intan
ible fixed assets
g
Investment propert
ible fixed assets
y
Debtors due after more than one year
Creditors due within one
Current assets
year
Creditors due in more than one year
1,752
25
23,639
54,845
354
(2,687)
(4,792)
73,136
Total
Tangible fixed assets
Investment property
Debtors due after more than one year
Current assets
Creditors due within one year
Creditors due in more than one year
Provisions for liabilities and charges
Total
funds
31
December
2023
BGN'000
75,956
Total
funds
31 October
2022
BGN'000
1,752
25
23,639
354
54,845
(2,687)
(4,792)
73,136
1,678
24,996
299
54,325
(1,423)
(3,910)
(10)

Page 40

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

22. Reconciliation of net movement in funds to net cash flow from operating activities

Net income/expenditure for the period (as per Statement of Financial
Activities)
Adjustments for:
Depreciation charges
Gain on disposal from disposal of subsidiary
Bad debt provision
Decrease / (increase) in stocks
Decrease / (increase) in debtors
(Increase) / decrease in creditors
Tax charge
Increase in provision
Foreign exchange gain
Interest expense
Payment of corporation tax
Net cash provided by operating activities
Group
31
December
2023
BGN'000
1,499
276
(425)
89
7
314
(830)
30
10
(234)
257
-
993
Group
Unaudited
31 October
2022
BGN'000
(21,181)
206
-
21,192
(6)
(846)
502
34
-
52
193
(42)
104

23. Analysis of cash and cash equivalents

Cash in hand
Total cash and cash equivalents
Group
31
December
2023
BGN'000
35
35
Group
Unaudited
31 October
2022
BGN'000
302
302

Page 41

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

24. Analysis of changes in net debt

Cash at bank and in hand
Debt due within 1 year
Debt due after 1 year
At 1
November
2022
BGN'000
302
(923)
(4,792)
(5,413)
Cash flows
BGN'000
(267)
-
882
615
At 31
December
2023
BGN'000
35
(923)
(3,910)
(4,798)

Page 42

DONTCHEV FOUNDATION (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2023

25. Related party transactions

As at 31 December 2023 the balance due from DDI Holdings Limited to the Dontchev Foundation was BGN 53,435,450. DDI Holdings Limited is a company in which Sasho Donchev is a director. No other related party transactions occurred within the parent entity.

The transactions with related parties below are balances with other related parties included in the subsidiaries of the Dontchev Foundation. They are considered related parties due to a common trustee/director. All balances payable/receivable are interest free and repayable on demand.

le on demand le on demand
.
31
December
BGN'000
2023
-
4
214
1
56
54
430
-
383
52
91
-
-
-
-
-
-
Overgaz Engineering JSC
Renaissance
Overgaz Holding
ChSU Bulgarian School
Sunny Bunny/CHDG Small School
Denka
Overgaz Networks
Overgaz Capital
Overgaz Inc
OG Trans AD
Methodiya AD
Methodia Web Limited
Vestitel BG AD
Overgaz Direct
Overgaz Technik
Dee Dee Management AD
OU G security
1,285
Balances
receivable as at
31 December
2023
BGN'000
31
December
2023
BGN'000
Purchases for
the period
ended
31 December
2023
BGN'000
31
December
BGN'000
2023
Balances
receivable as at
31 December
2023
BGN'000
31
December
BGN'000
2023
Balances
payable as at
31 December
2023
BGN'000
31
December
BGN'000
2023

Sales for the
period ended
31 December
2023
BGN'000
-
4
214
1
56
54
430
-
383
52
91
-
-
-
-
-
-
1,285
14
-
-
-
-
72
256
1
-
1
25
1
-
-
-
28
7
405
-
76
1,498
65
414
300
23
-
2,866
-
19
-
309
2
-
-
-
5,572
98
-
35
-
7
-
300
14
10
-
10
1,291
16
-
-
1
353
2,135

26. Prior period adjustments

A prior period adjustment has been processed to recognise a historic donation of shares in the Dontchev Foundation. The impact of the adjustment is to increase investments in subsidiaries in the parent charity balance sheet by BGN 2,868,000 and a corresponding increase in unrestricted reserves of BGN 2,868,000 as at 31 October 2022.

Page 43

DONTCHEV FOUNDATION

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

27. Post balance sheet events

On 23 December 2024 the sole subsidiary of the Dontchev Foundation, BG Shkolo EAD was donated to Foundation M, a charity registed in Bulgaria for nil proceeds, after which the charity no longer hold any investments in subsidiaries.

Page 44