SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) TRUSTEES, REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 COMPANY NUMBER: 04990720 CHARITY NUMBER: 1103691
sourHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) FINANCIAL STATEMENrs FOR THE YEAR ENDED 31 DECEMBER 2023 Contents Pages Report of the Tte¢S 1-12 Independent Examiner's Report 13-14 ststement of Financial Activities 15 Balance Sh¢¢t 16-17 Notes to the FinanciaE Statements 18-30 THE FOLLOWING PAGES ARE FOR MANAGEMENT PURPOSES ONLY: Detailed Income and Expenditure Account
Page I SOUTHAMYfoN MENCAP (A COMPANY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 DECEMBER 2023 The trustees are pleased to present their at)nual trustees, report together with the unaudited Financial Statements of the charitable company for the year ending 31 December 2023, which are also prepared to meet the requirements fora directOTS' report and Financial Statements for Companies Act piiiposes. The Financial Statements comply wtth the Charities Act 2011, the Companies Act 2006, the M¢morandum and Articles of Association and Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preping their Financial Statements in accordance wtth the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102). REFERENCE AND ADMINISTRATIVE INFORMATION Charity Name: Southampton Mencap Registered Cbarffity Number: 1103691 Registered Company Number 04990720 Registered Office and Operational Address: 187A Portswood Road Southampton S017 2NF TRUSTEE DIRECTORS Th¢ trustees are the directors of the charitable company for the pury)ose of conwany law and are its trLthes for the purpose of charity law. The trustees who served the Charitable company during the year and since the year end are as follows: Jennifer Strevens Brian Strevens Diane Bernstein Hilary Linssen Daniel Mar-molinero Heidi Oldrey Lisa Stead Tre&surer KEY AND SENIOR MANAGEMENr Alexandra Iles
Page 2 soirrHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 OUR ADsoRs Independent Examiner. Abraham & Dobell 230 Shirley Road Soutbatnpton S015 3HR Bankers: HSBC plc 55 Above Bar Street Southampton S014 7DZ Investment Managerg: M & G Investments PO Box 9038 Chelmsford CM99 2XF OBJEcfNES AND ACTIVITIES A small, local clwity with big ambitions; specialising in truly r¢levant support and with clear objectives that focus on th¢ n¢eds of our ugers and their family carers. Mi&8lon Statem¢Dt We believe thal everyone with a learnlng disability should have the righi to choice, opportunity and respecl- whatever iheir age or dtsability. We also believe tharsupportfor thefamllies ofpeople with a learning disability is vilal to achieving our visio The strategies employed to achieve the charity's objectives for the benefit of people with a learning disability and their family car¢TS are to: Respond to needs of ow client group in a flexible and approprAate m8nner and support them to have 9hort breaks from each other. Deliver inforniation which is timely, appropriate and uTrto4late. Raise awareness to their rights by jointly working with Othe who share our goals in maknn8 difference. Encourdge participation of more people to get involved and have a say in the future planning of the Chitable company. Represent views so that learning disability issues are taken into consideration at all levels. Support family carers by helping with the development of groups with similar goals to the charitable company. Provide more services by developing new activities which fill the gaps in provision. Raise funds to support our exAstillg services and develop new initiatives.
Page 3 SOUTHAMYTON MENCAP {A COMPANY LIMrrED BY GUARANfEE) REPORT OF TKE TRUSTEF (CoNTlED) FOR THE YEAR ENDED 31 DECEMBER2023 Public Benefit Statement All of OUT activities ar¢ undthak¢n to fi]rtherour charltable purSeS for the public benefiL In shaping our objectives and plarming our activities. the trustees have CO81dered the Clwity Commission's guidance on public benefii including the guidance 'Public Benefit: RUDll1 a Charity B2),. ACHIEVEMENTS AND PERFORMANCE Southampton Mencap exists to provide advice and practical support for our nwnber4 their families and earers and to campaign to ensure that their views are represented. We participate in strategic panels and partnerships within healt education and wcial ¢aTe and are represented on the Learning Disability Partnership Board Confidential, personal advice and support is given to carers either within the individual services or from Membe of the Mencap staff. Practical support is given by the services we provide. Social Aetivitses Southampton Mencap Clubs have fonned part of our core offtT since the beginni. The organisation recognises the importance for children, young people and adults with kearning disabilities to have opportunities to engage in fun and affordable activities alongsi(k Iheir peer group and which give them and their parentslcarers regular short breaks from each other. To make these as accessible as possible to those on limited incon]es subscription fees have been kept to a minimum. Over 18 Social Clubs There are several social activities for Mem1rS over the age of18 looking to socialis¢ and experience leisure activities in a shorter. more relaxed setting to the more Struc day service progrdmme. The clubs are grouped by age. They meet every other Vek and ate very well attended. The clubs offer a range of different activities including gaming session4 arts and crnfts, ¢(kIng and visits to cafes. pubs and bowling all very much led by member choice. There are vacancies in all the clubs. Livewire 18 (6.30pm-9pm on alternate Wednesdays). 23 Sessio 57.5 hours vre delivered. The number of club Members rose from 12 to 14 during the year. Livewire 25 (6.30-9pm on alternate Wethiesdays). 23 sessions. 57.5 hours w¢re delivered. The number of club members rosc from 15 to 17 dwing the year. Adult Gateway (1.30pm4pm on alternate satdaYs). 20 se5sion4 50 IUts were delivered. The number of club members rnse from 13 to 15.
Page 4 soirrHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEF {CONfiNUED) FOR THE YEAR ENDED 31 DECEMBER 2011 ACHtEVEMEKfs AND PERFORMANCE (CONTINUED) Fairylay Saturday Clubs gDd Holiday Schernes These are care and play bas¢d activities for 5-18 year-olds and funded through Southampton City Council's short breaks framework. Eligibility is based on ¢hildreDfyoung people's status as a member of the Buz2 Network. These activities are also open to Jigsaw members. The Fairplay Saturday Clubs meet ¢vcry other Saturday - Fairplay Juniors meet 9.30am-l.00pm and Fairplay Teens meet 2.00pm to 5.30pm. These largely employ the same staff, though supervisors for the two groups are different. The Activities Manager supervises the Junior group. Both clubs delivered 17 sessions or 59.5 hours of support. 15 members attended the Junior Club with an average attendance of 8. 15 members attended the Teen club with an average attendance of 6. The Holiday Sebeme operates duTing the school holidays. In half tern we rLm two rnixed age days and over Easter and Summer we nm four Mixed age days each weeL Members tend to cesS both Saturday clubs and holiday scheme4 though there are a small number who only access one of these options. Activities include sensory based play, music, arts and crafts. physical play and imaginative play. In early 2023 the Junior group was OFSTED inspected and met all required criteri Volunteers are an important part of sthffing lev¢l& particularly for Saturday Clubs where I: I supFK)rt for at least two children p¢r session can leave other children with lower support needs wanting more engaganent with adult stsff. volwiieers are invaluable in helping these children. During the year, the FairPlay holiday hemeS delivered 40 sessions or 260 hours. 44 children attended the schemes with an average attendance per day of I l. Day Servi¢¢ Enterprises and Opportunities The Mencap Centre offers vekdaY opportunities from 9:30 am to 4:30 pm for individuals aged 18 and above with leaTning disabilities offering a unique experi¢nce based on individual preferences and interests. Led by an experienced staff t¢anL the programme facilitates lltinued learning, acquisition of practical work skills, and a dee understandin8 of the world for parti¢ipant4 emFM)wering them to contribute to their communities. Additional tefits include improved communication, staying active. understanding health and safety, reducing Isolatio and alleviates the pressure on carers. Currently, the pro&ramme offers 15 places w day spread across six session4 including two groups on Tuesdays. At the end of DeceMr, the ser4ice provided 63 places per weeL spread across the different services.
Page 5 SOlffHAMPTON MENCAP (A COMPAIYY LIMrrED BY GUARANTEE) REPORT OF THE TRUSTEES {CONrtNUED) FOR THE YEAR E]YDED 31 DECEMBER2023 ACHIEVEMENfs AND PERFORMANCE (CONTINUED) Handleraft Creation Group PTovides participants with the opportunity to get involved in regular craft activities and learn practical n¢w sknlls with a tsngibl¢ ¢nd product. this ami of our enterprise is fast developing a range of hand produced cards and gifts. This resulted in an increasing range of items which are available throughout the year. The stock is on display and available to customers using the Bakery on Thursdays. Own2Feet Day Serviee, one of OUT original offerings, began in September 2012 and continues to operate for 2 days each week. It has proved a popular educational programme which has retained a core element of learning through activities targeted at literacy, numerncy and IT skills. In recent limes, the programme hos expanded its scope to integrate targeted project work within the community. Members are not only encowaged but actively supported to engage in various campaigns addressing issu¢s of significance to them, such as health. advocacy, addressing charging concern5, or participating in initiatives to improve the lane leading up to the Mencap premises. Home Kitchen Established as one of our originals in March 2013, the Home Kitchen Day Service has played a pivotaI role in promoting a practical and holistic approach to fostering healthy lifestyles among people with learning disabilities. Over the last 10 years, the pro8ramme has consistently evolved, focusing on empowering participants to make infornied choices about nutrition. develop culinary skills SIng seasonal produce, and enhance overall well-being through h¢althier lifestyles. An integral aspect of th¢ Home Kitchen Day Service is its collaborative support for the Bakery. When necessary, the group actively contributes to the Bakery's efforts to ensure that supply meets demand. This symbiotic relationship not only highlights the interconnectedness of our VaTiOUS programmes but also reinforces the importance of teamwork and mutual support within our organisation. Bakers 'Makers & Bakers, convene every Wednesday and are dedicated lo crafting delectable freshly baked goods with an unwavering ¢on]mitment to quality and value for money. Recipes are adaptable to cater to specific dietary needs upon request. Our skilled tutor, leading the bakers, ensures comprehensive training in food handling, hygiene, and presentation. The group fulfils several orders weekly. including a consistent order from a High Street restaur8llt.
Page 6 SOUTHAMPTON MENCAP (A COMPAIqY LIMITED BY GUARAwfEE) REPORT OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 ACHIEVEMENTS AND PERFORMANCE (CONTINUED) Mencap MainteDance & GardeniDg Group MG&M Services comprises of individuals with learning disabilities who enjoy engaging in garden end n]nTrance work. Since the inception of the initiatxve in early 2022, these individuals have been actively cultivating and honing their skills acro&8 various facets of this domain. Initially commencing Ivith projects centred on the Mencap premises. the group has progressively evolved. Their ac¢omplishm¢nts Anclud¢ transfomiing areas for crop cultivation, establishing inviting seated patio space4 and undertsking a myriad of t&sks within and around tbe Mencap building. In addition to success11Y managing local gdens, MG&M Services Iw ventured into a forward-thinking financial model by receiving suggested donations from propety own3 for their visits. This has the potential to establish a consistent and sustsinable income stream for the organisation. Adapting to the growing demand, the group h&$ expansively broadened its scope, ventiring into an additional day to effectively manage increased Tesponsibilities. Skilled staff members provide support to participants, guiding them in diverse tasks at the Mencap Centre, rnnging from comprehensive painting projects to addressing snMII-scale maintenance issues. This proactiv¢ approach not only contribu*s lo cost savings by avoiding helty prof¢ssional bills but also facilitates the development of crucial skills through engaging in upcycling projects and fostering a commitment to suslainability. Bakery DoivD the LaDe The café re-opened in September, renamed 'Bakery Down the Lane, and with a reduced menu. Th¢ bakery is open every Thursday from 10am to 3pm offering a hot drink and a tssty snack while you sit and chat or delicious home cooked cak¢s to buy and take away. The bakery also sells items made by the Handicrafts group. This enterprise gives day service members the opportunity to interact with the public and to practise a variety of hospitality skills. Transport The Mencap car h&s proved invaluable, replacing previously unreliable taxi arrangements for two individuals attending OUT services, a5 agreed with the Learning Disability team. Initially accommodating two passengers, we aspire to soon operate at Ml capacity, providing far more reliable transport to and from the Mencap Centre for up to five people. Servi5 for Carer5 Carers in Southampton The contract for this service ended on 31• MarclL A temporary contract was awarded to Southampton Citizen's Advice who have renamed the service 'Unpaid Carers Support. All tbe Cis staff either accepted Tupe arrangements or found alternative employment. Much of the three months from January to March was spent liaising with the commissioner5 and CAB to ensure a stnooth handover.
Page 7 SOUTHAMPTON MENCAP (A COTrtPANY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 ACHIEVEMENTS AND PERFORMANCE (COIYTINUED) Carers Network Lunch Meetings. These take place quarterly at the Mencap centre. These meetings focus on addressing the 8pwific challenges faced by individuals caring for people with a learning disability. During these meetings, car¢rs are encouraged to participate in Meaningfi discussions about their priorities and concerns. subsequently identifying and inviting relevant speakers. Topics covered so far have included respite, transition. and adult social care. Importantly, these gatherings serve not only as platfornis for addressing important issues but also as opportunities for socialisation, sharing information, and fostering connections among carers facing similar circumstances. On average 25 carers of people with LD have accessed each of the 3 meetings held during this period. The Carers Co-production Group. Two key forums where we play a crncial role are the Learning Disability Partnership Board and the LD Carers Co-production group. Here we can ensure the voices of carcrs in the City are effectively conveyed and we provide insightful reports on collective issues raised by earers. Encouraging family carers to actively participate in local fOrUn and shaTe f¢¢dback is integral to OUT commitment. Their valuable input significantly contributes to shaping tUre planning initiatives. Staff have attended 46 meelings relating to LD, voluntary sector. and local community issues during the year. Advice and Support A vital element of our work is in providing infonnatlQD, advice and guidance to our members, their families, and ¢ar¢rs, and interested organizations or individuals, either face to face, by phone or via e mail. Many people have known us over several years and feel confident and able to call on us when needed. We may not always have the answer, but our experienced team has a wealth of experience. During the last year we published 4 copies of our Learning Disability News newsl¢tter packed full of helpful articles and diytributed to over 200 people within our organization and e- mailed to a further 200. The newsletter raises awareness of our worK local and national topical issues, and practical day-to-day inf0mtion about our services. Website and So¢lal Media This continues to play a key part in raising awareness of the work that we do. and regular updates and highlights the good work the services provid¢ to people with a learning disability, their families and carers. Our number of followers sits at 1250 different people and organizations (a slight drop from last year, though our engagement has risen year on year suggesting we are attracting more people genuinely interested in our updates) and our n]ost successful post in the past thr¢¢ months spotlighted day service members attending a workshop at Southampton City Art Gallery which rehed 433 people and had 216 unique ¢ngagements. Alongside this our website is ulxlated regularly to ensure it is up to date and is also aligned to our social media accounts. This Ye we have particularly focused on improving the Enterprise pages to better showcase what our members are achieving.
Page 8 soirrHAMPTOIY MENCAP (A COMPANY LIMrrED BY GUARAwfEE) REpoirf OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 ACHIEVEMENTS AND PERFORMANCE (CONTINUED) Volunteer Support Volunteers continue to play a vital role in all that we do. As well as long tenn, continuing volunteers, we have benefited from new volunteers coming in to support our services though it is worth notill8 that thcr¢ has been a sharp drop in volunteer applications sin¢¢ Covid-19. Through training and supporL volunteers are en¢ouTaged to share useful practical skills (for exatnple, arL (tram4 cookin8. Sports and music) while also joining in the broad support needed in Day Services and Clubs. Som¢ volunteers are drn to under 18 activities, where they are placed in a support and play capacity particularly for children with support needs cl&ssed &8 'b&8ic', but we also have a good number in our over 18 volunteers. Training sessions durin8 the year included First Aid. safeguarding, and domestic violence. FINANCIAL REVIEW In the year to 31 December 2023, the charitable company incurred a deficit of £(29,999) (2022 - £(33,214)). This was reduced by an unrealised gain OD the charitable company's investments of £9,386 (2022 - loss of £(314)). Qv¢rall, therefore, th¢ charitabl¢ company incurred a net movement in funds deficit of £(20,613) in the year to 31 De¢ember 2023 compared to £(33,528) in the y¢8r to 31 December 2022. Principal Funding Sour All income received by the organisation is used solely for the benefit of local Childr youn8 people and adults with a learning disability and their families or caters. Our princiFxl source of funding is Southampton City Cour11. The FairPlay seiCe is funded through a grant from SCC. The Day Services are funded through P¢rsoDal Budgets to the clients and paid ¢ither by Direct Payments to the clients or via SCC, Hampshire or NHS. Donations and fundrillg from local organisations and individuals help with funding the other activities. Investment Powers and Policy The trustees have considered the most appropriafr plicy for investing funds and have found that deposit accounts and Charifimd Unit Trust units meet their requirements. Reserves Policy and Going Concern The trustees have established a policy whereby tbe unrthcted funds, not Committed or invested in tangible fixed assets held by the Charitable company. should cover six months, of resources expended. At this leveL the trustees feel they would be able to continue the cumt activities of the charitsble company In tbe event of a SIlficant drop in funding. The tn are of the view that the cl]arÈtable company is a going conc
Page 9 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEES {COTfflNUED) FOR THE YEAR ENDED 31 DECEMBER 2023 PLANS FOR FUTURE PERIODS The termination of the Cis contract has meant that income from otbeT activities must be increased. A three - year business plan will be agreed and implemented &8 soon as possible. Our plans to balance the books within three years will need. increased activity, carefvl investment of our reserves and an increase in fi]nthaising. We aim to achieve this and to continue to serve people with a le8rnin8 disability, their families and carers by providing scrvices that are relevant and required. We need to increase the number of people attendin8 the day services and will explore gaps in the market to encourage this. The Enterprises initiative offtrs the opportunity to attract clients who need more meaningful day time activities. It is hoped to fill tbe present vacancies and expand the service to extra days. This service also provides the possibility of fundTaising by selling the goods and services. A stronger focus will be placed on rnarketing and promotion to inforni potcntial cEients about the add b¢n¢fits of using our services. We need to be more voc81 about what it is that makes us stand out fmm other organisations. e.g. the availability of free advice, inforniatiory advocacy or individual supp¢)rt when require We will remaTn vigilant to unmet need amongst those with learning disabilities and their carers by s¢¢king to fill th¢se by developing new services. We recognise the changing needs of children and young people transitioning into adult services, those who are aging or whose health is deteriorating, as well as those with complex needs and challenging behaviours and wxll seek OPPOTtuDities to work with others to ensure these are meL To achieve our &spirations of stability and growth a staffing re-organisation wbich will incory)ornts a succession plan will be implemented. We will consider fimding and contract OPPOtturrities wbich align with the organisation's mission and ethos by keeping a close eye on the market or funding opportunities. onEin¢ presence h&s steadily growffj and we will develop our platfornis furtber whilst finding a balance of continuing to leach our older population some of whom may not be IT savvy. We will not lose sight of the importance of campaigning by remaining vigilant to local and national issues, or proposed changes which impact on people with learning disabilities of all ages and those who provide their care. W¢ will achieve this by seeking infornation and sharing this widely and equitably. We will support people to voice their views or represent these on their behalf.
Page 10 SOUTHAMPTON MENCAP (A COMPAIYY LIMITED BY GUARANTEE) REPORT OF THE TRUSTEES (cowrINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 PLAIIS FOR FufuRE PERIODS (CONfINUED) We will ensure that the Mencap premises are fijlly fimctional and fit for purpose by drawing up and carefully monEtoring a building maintenance pla We will complete the conv¢rsion of the lounge into a s¢nsory spa¢¢ enabling our members to benefit from a calm quite are& STRUCfURE, GOVERNANCE AIYD MANAGEMENT Governing Doeument Southampton Mencap is a charitable company limited by guarantee, incorporated on 10 December 2003 and registered as a charity on I l May 2004. The charitabl¢ company, previously registered as Southgmpton Society for Mentslly Handicapped Children and Adults, was established under a Memorandum of Association which established the objects and powers of the charitable company and is governed under its Articles of Association. In the event of the charitable company winding up, each member is required to contribute £1. Re¢rnitment 2nd Appointment of Trustees The directors of the charltable Company are also trustees for the putposes of charity law. Owing to the specialised work of Southampton Mencap, a broad skill mix of trustees is sought. The core of the tntstees has always been parentslcaTeTS of p¢opl¢ with a learning disability supplemented by supporters from the wider community with a specific background that can contribute to the general good of the clwltsble company. We cuentlY have such trustees with backgrounds in education, Provision of social care and business and we are actively seeking tsvste¢s with fmancial and legal backgrounds. Individuals are approached with a view to the contribution they can make and then nominated for election at the annual general meeting. Trustee Induction and Training A programme of visits to Southampton Mencap activities and discussions with key staff and honorary officers is aaThged for new recruits. They are introduced to policies and procedures of th¢ charitable company and current guidance leafiets foT trust¢¢s issued by the Charity Commission. Risk Management The trustees have conducted their own review of the major risks to wbich the charitable company is exposed and have established systems accordingly. These procedures are periodically reviewed to ensure they still meet the needs of the charitable company. Organisational Strn¢tsre The board of trustees meets at least quarterly to monitor the progress of the charitable company against its plans and budgets. Its perfonnance against key perforntsnce indicators is measured particularly in relation to contract specifications. To maintain feedback and participation from users, volunt¢ers and staff, a number of sp¢cialist groups meet &s necessary.
Page 11 soirrHAfvtPTON MENCAP (A CO1[PANy LIMJTED BY GUARANTEE) REPORT OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 STRucfuRE, GOVERNANCE AND MAIYAGEMENT (CONTINUED) Related Parties and Co-operation with Other Organisations Southampton Mencap is affiliated as an independent organisation to Royal Mencap SocÈety which assists local societies by a network of county based staff. Southampton Mencap És an active partner in the Southampton Learning Disability Partnership Board 8nd its implementation group. Key Management and Personnel RemunerAtion The directors consider the trustees of the charitable company and the senior Ma[eMent team comprise the key n]anagement personnel of the chaTitable company in charge of directing and controlling, ning and operdtiDg the cEitable company on a day to day basis. All directors give of their time freely and no director received remuneration in the year. The pay of the senior staff is reviewed regularly by the trustees and 8ny increments ate dependent upon perforniance of the individual staff member concerned and the charitsble company as a whole. TRUSTEES, RESPOIYSIBILfTIES IN RELATION TO THE FINANCIAL STATEMENrs The charitsbl¢ company's trustees (who att also the directors of Southampton Mencap for the purposes of company law) are responsible for preparing the annual Report of th¢ Trustees and Financial Statements in ac¢ordan¢¢ with applicable law and United Kingdom Accounting Standards (United Kkngdotn Generally Accepted Accounting Prdctic¢). Company law Tequires the charitsble company trustees to prepare Financial Statements for each financial year. Under company law the tnLStees must not approve the Financial Stslement unless they are satisfied that they give a true and fair view of the state of affairs of the cEItable company and of the incoming resources and application of resources, including the income and expenditure of the charitable company for that p¢riod. In preparing these Financial Staternen the trustees ar¢ r¢quir¢d to: select suitable accounting policies and apply them Consistently" observe the methods and principles in th¢ Charities SORP (FRS 102). m8J(e judgements and estimates that are reasonable and prudent. state whether appli¢abl¢ UK accounting standards have been followe¢ subject to 8ny material departures disclosed and explained in the Financial Statements" and pttpare the Financial Statements on a going concern basis unless it is inappropriate to presume that the charltable compony will conlinue in business.
Page 12 sourHAMoN MENCAP (A COMPANY LIMITED BY GUARANfEE) REPORT OF THE TRUSTEES (coNriNUED) FOR THE YEAR ENDED 31 DECEMBER 2023 TRUSTEES, RESPONSIBILrrIES IN RELATION TO THE FINANCIAL STATEMENTS (CONTINUED) The tne$ are rnsponsible for keeping proper accountiDg records which disclose with reasonable accuracy at any time the financia] position of the charitsble company and to enable them to ensure that the Financial Ststemenls comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitsble company and hence for taking reasonabl¢ steps for the prevention and detection of fraud and other irregularities. The trustees are responsible for the maintenance and integrity of the corporate and financial infonnation included on the charitable company's website. t£gislation in the United Kingdom governing the preparation and dissemiDation of Financial Statements may differ from legislation in other jurisdictions. INDEPENDENT EXAMINERS Abralwn & Dobell were appointed &% the charitsble company's Independent Examiner during the year and have expressed their willingness to continue in that capacity. SMALL COMPANY PROVISIONS This report has b¢¢n prepared in accordance with the provisions applicable to companies entitled to the small companies. exemption under the Companies Act 2(M)6. Approved by the Board ofTrustee8 OD I l June 2024 and signed on Its behalf by: MRS J STREVENS L STREVENS
Page 13 INDEPENDENT EXAMINER'S REPORT TO THE TRUSTEES OF so[rrHA[PTON MENCAP (A COMPANY LIMITED BY GUARANfEE) FOR THE YEAR ENDED 31 DECEMBER 2023 I report to the charitable company's trustees on my examination of the accounts of the charitable Company for the year ended 31 December 2023, which are set out on pag¢s 14 to 31. RESPONSIBILITIES AND BASIS OF REPORT As the charity trustees of the compony (and also to diTectors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 (the 2006 Act). Having satisfjed myself that the accounts of the company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my eXamItion of your company's accounts Carried out under section 145 of the Chariti¢s Act 2011 (the 2011 Act). In canying out my examination I hav¢ followed the Directions given by The Charity Commission under s¢ction 145(5)(b) of the 2011 Act. INDEPENDENT EXAMINER'S STATEMENT Since the company's gross income exceeded £250.000? your examiner must be a member of a body listed in section 145 of the 2011 Act. I confirm that I am qualified to undertake the examination because I am a member of ICAEW. which is one of the listed bodies. I have completed my examination. l eonfllm that no material matt¢rs have come to my attention, in connection with the examinatio giving m¢ cause to believe that in any material respect: accounting records were not kept in respect of the company as required by section 386 of the 2006 Act. or the accounts do not accord with those records. or the accounls do not comply with the accounting requirements of section 396 of the 2006 ACL other than any requirement that the accounts give a 'true and fair view, which is not a matter considered as part of an independent examination. or the accounts have not been prepared in accordance with the methods and principles of the ststement of Recommend¢d Prnctice for accounting and reporting by charities (applicable to charities prewing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of treland (FRS 102)).
Page 14 INDEPENDENT EXAMINER'S REPORT (CONTINUED) TO THE TRUSTEES OF SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) FOR THE ITAR ENDED 31 DECEMBER 2023 I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached. DAVID J MANT FCA INSTITUTE OF CHARTERED ACCOUNTANTS IN ENGLAND & WALES 230 Shirley Road Southampton SOIS 3HR 11 June 2024
Page IS SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) STATEMENT OF FINANCIAL ACTIVITIES CORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 DECEMBER 2023 2023 Unrestricted Total Funds Funds 2022 Total Funds Note COME Donations and legacies Charitable activities Other tradin8 activities Investment income 5,511 359,750 3,917 3,331 5,511 4,334 359,750 641,348 3,917 1,086 3,331 63 TOTAL INCOME 372,509 372,509 646,831 EXPENDITURE Raising fimds Charitabl¢ activities 292 402,216 292 81 402,216 679,964 TOTAL EXPEIYDITURE 402,508 402,508 680,045 NET INCOME BEFORE NET GAINS ON INVESTMENTS (29,999) (29,999) (33,214) Net gains/Oosses) on investments 13 9,386 9,386 (314) NET INCOME FOR THE YEARINET MOVEMENT IN FUNDS FOR THE YEAR (20.613) (20,613) (33,528) RECONCILIATION OF FUNDS Total fE]nds brought forward 976,031 976,031 1,009,559 Totsl funds catTicd forward £955,418 £955.418 £976,031 The statement of financial activities includes all gains and losses Tecognised in the year. All income and expenditure derives from continuing activities. The notes on pages 18 to 30 form part of these FiDaneial Statements
Page 16 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANfEE) BALANCE SHEET AS AT 31 DECEMBER 2023 2023 2022 Note FIXED ASSETS Tangible assets Investments 12 13 300,404 314,686 310,994 155,300 TOTAL FIXED ASSETS 615.090 466294 CURRENf ASSETS Debtors Cash at bank and in hand 14 20,849 341,633 33,906 512,041 TOTAL CURRENT ASSETS 362,482 545,947 LIABILITIES Creditors.. Amounts falling due WAthin one year 15 22.154 36210 NET CURRENT ASSETS 340,328 509,737 TOTAL ASSETS LESS CURRENT LIABILITIESINET ASSETS 17 £955,418 £976,031 THE FUTIDS OF THE CHARrrABLE COMPAKY Unrestricted income fimds 18 955,418 976,031 TOTAL CHAIUTABLE COMPANY FUNDS £955,418 £976,031 In approving these Financial Statements as directors of the company, we hereby confinn the folAowAn8: For the year in question the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies. Directr)rs' Responsibilities The members have not required the company to obtsin an audit for Éts accounts for the year in question in accordance with section 476. The directoLE acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
Page 17 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) BALANCE SBEET (CONTINUED) AS AT 31 DECEMBER 2023 The trustees have prepared these Financial Ststements in accordance with the special provisions of Part 15 of the Companies Act relating to small companies and constitute the annual Financial Statements required by the Companies Act 2006 and aT¢ for circulation to m¢mbers of the charitable company. Approved by the trustees on 11 June 2024 and signed on their behalf by: MRS J STRE CHAIR L STREVENS TREASURER Registsred Company Number: 04990720 The notes on page5 18 to 30 fonn part of these Financial Ststements
Page 18 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUAJiAwfEE) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 ACCOUNTING POLICIES Charity Infornation Southampton Mencap is a chaTitable company established under its Memorandum and Articles of Association and registered with the Charity Commission and Companies House in England and Wales. The principal address is 187A Portswood Road, Southampton, SOI 7 2NF. The charitsble company is a public benefit entity. The principal accounting policies adopted, judgements and key sources of estintion uncertainty in the preparation of the Financial Statements are as follows: (a) Basis of Preparation The Financia] Statements have been prepared in accordance with Accounting and Reporting by Charities: Ststement of Recommended Practice applicable to chorities Preparing their Financial Statements in ae¢ordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) - (Charities SORP (FRS 102)), the Financial Reporting Stsndard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant Counting policy note(s). The Financial Statements are prepared in sterlin89 which is the functional currency of the charitable company. Monetary amounts are rounded to th¢ n¢arest £. (b) PrtpAration of the Accounts on a Going Concern Basis The trustees have prepared the Financial Slatements on a going concern basis. (¢) Income All income is included in the Statement of Financial Activities when the charitable Company is entitled to the income and the amount can be quantified with reasonable accuracy. Th¢ following specific policies are applied to particular categories of income: Donations and legacies are received by way of grants. donations, legacies and gifts and is included in full in the Statement of Financial Activities when receivable. Grants, where entitl¢ment is not conditional on the delivery of a specific perf0m]ce by the charitable company* are recognised when the charitsble company becomes unconditionally entitled to the grant. Donated services and facilities are included at the value to the cknitable company where this can be quantified. The value of 5¢rvices provided by volunteers has not been included in the Financial Statsments. Investsnent income is included when receivable. Income from charitable trading activity is accounted for when earned. Income from grants. where related to perforn]ance and specific deliverables, is accounted for as the charitable company eams the right to consideration by its perfornw)ce.
Page 19 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARAwfEE) NOTES TO THE FINANCIAL STATEMENTS (coNriNUED) FOR THE YEAR ENDED 31 DECEMBER 2023 AccouriNG POLICIES (CONfiNUED) (d) Expenditure Expenditure is recognised on an accruals basis as a liability is incurred. Expenditure includes VAT the cRltable company is not VAT registefftl and is reprted as part of the expenditure to vA)ich it relates. Costs of raising funds comprise the costs &lated with attwting voluntary income and the costs of trading for fimdraising PUTEK)SCS. Expenditure on charitsble activities compTises those Costs incurred by the charitable company in the delivery of its activities and services for its beneficiaries. It includes both costs that can be allo a1ctlY to such aclivities and those costs of an indirect nature necessary to support them. Support costs are those fimctions that assist the work of the chtable company but th) not directly undertake the charltsble activities. These costs have been allocated b¢tween the expenditure Categories of the Statement of Financial Activities on a basis designed to reflect the use of the resource and are apportioneAI on an appropriate basi4 eg floor area per capita 01 estimated usage. Governance costs include those costs associated v4ith meeting the constitutional and statutory requirements of the chaTitable company and includes the audit fees and costs linked to the strategic management of the charitable company. (¢) Operating Leases The charitable company classifies the lease of property as an opeTating l¢ase. The rental payments are charged to the Income and Exwiditure Account when due. {fj Fixed Assets Tangible fixed a&sets (excluding investments) are stated at cost le&$ accumulated depreciation. The costs of minor additions or those costing below £500 are not capitaiised. Depreciation is provided at rates calculated to )te-Off the cost of each asset over its expected Use life as follows: Asset Life 5(YIO years 5 years Redwing balance Rate 21100/0 Frechold land and buildings Computer equipment Motor vehicles 2/0 Invesknents held as fixed awts are revalued at mid.market value * the Balance Sheet date and the gain or loss taken to the Statement of Financial Activities.
Page 20 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARATITEE) NOTES TO THE FINAIYCIAL STATEMENTS {CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 ACCOUNTING POLICIES (CONTINUED) (g) Debtors Trade and other debtors are r¢cognised at th¢ s¢ttl¢m¢nt amount due. Prepayments are valued at the 8mount prepaid. (h) Casb at Bank and in Hand Cash at bank and cash in hand includes c&sh and short terrn highly liquid inveslments with a short maturity of three months or less from the date of acquisition or owiing of the deposit or simiEar account. (i) Creditors and Provisions Creditors and provisions are recognised where the charitable company has a present obligation resulting from a past event that will probably result in the transfer of funds to a third paty and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are nomllY recognised at their settlemenl amounL (i) Pensions The charitable company does not operate its own pension scheme. Pension payments are contributed on belf of members of staff who are enroll¢d in the NEST pension auto enroltnent scherne. (k) Taxation The charitable company is exempt from Corporation Tax on its charitable activities. (l) Donated Serviees Donated services and facilities are included at the valu¢ to the charitable company where tbis can be quantified. (m) Fund A¢¢ollnting Unrestricted fimds are general fijnds available for use at the discretion of the trust in furtherance of the general objectives of the charitable company. Designated fimds are unrestricted fid$ earnwked by the trustees from time to time for particular projects or purposes. They not in any way restricted and any surplus or deficit will be transferred to/from the general funds when the designated fund is closed. Restricted funds are subject to specific restrictions on th¢ir expenditure imposed by the donor or through the ternis of an appe. The purpose and use of designaied and restricted funds are set out in the notes to the Financial Statements.
Page 21 SOUTHAMvfoN MEIYCAP (A COMPANY LIMITED BY GUARANTEE) NOTLS TO THE FtNANCIAL STATEMEKrs {CONfINUED) FOR TItE YEAR E]ED 31 DECEMBER 2023 ACCOUNTING POLICIES (CONTINUED) (n) Financial Instruments The charitsble company only bas financial assets and financial liabilities of a kind tbat qualify as basic fmanciaE 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 subwuently measured at amortised cost using the effective interest method. (o) Signifieant Judgements and Estimat Preparation of the Financial Ststements may r4uire ITUStees to make significant judgements and estimates. Ther¢ no items in the Financial Statements where judgements and estimates would have a significant effect on amounts recognised in the Financial Statements. DONATIONS AIYD LEGACILS 2023 Unrestricted Total Funds Fullds 2022 Tolal Funds Donations Gift Aid 4.777 734 4,777 734 4219 115 £5.511 £5.51] £4,334 In 2022 the donations and legacies received of £4J34 were UDrestricted. There were no donated s¢rvices and facilities receivable which could be quantified in the year (2022 - £nil).
Page 22 soirrHAMPTON MENCAP (A COMPANY LIMrrED BY GUARANfEE) OTESTO THE FINAIYCIAL STATEMENTS (CONfll¥uED) FOR THE YEAR ENDED 31 DECEMBER 2023 CHARThABLE ACTIvrriEs 2023 Unrestricted Total Funds Fund5 2022 Total Funds Grants Service provision Parental contributions Day services Sundry income 2,500 125,030 125,030 416,395 17,657 17.657 15,928 216.506 216,506 205,677 557 557 £359.750 £359,750 £641.348 The Clwitable company has entered into service agreement Contracts with government bodies and local authorities to provide the various services and specific deliverables that the charitable ompany provide& The income received from charitable activities is split across the cl)aTitable company's key activities as follow5: 2023 2022 Service provision and supw)rt Leisure clubs 353,872 636,227 5,878 5,121 £359.750 £641,348 In 2022 thc income from clMritable aclivities of £677258 was unrestricteiL OTHER TRADING AcfiviTIES 2023 Unr&%trieted Total Funds Funds 2022 Total Funds Fundraising activities £3,917 £3,917 £1.086 In 2022 the incom¢ received froD] other trading activities of £1.086 was unrestricted.
Page 23 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 IIWESTMEIYT INCOME 2023 Unrestrieted Total Funds Funds 2022 Total FuDds Interest on deposit accounts £3,331 £3,331 £63 In 2022 the investment income of £63 was unrestricted, ANALYSIS OF EXPENDITURE ON CHARITABLE ACTIVITIES Serviee Provision Leisure & Support Clubs 2023 Total Funds 2022 Total Funds Staff costs Service provision Publicity Recruitment and training Travel, tran5POrt and motor Volunteers, ¢xpeDses Activities Ingredients Resour¢¢s Bad debts Support costs Governance costs 285,721 22.307 294 1,768 2,849 259 587 2.460 602 5,255 46,866 21,944 10,352 296,073 453,236 22,307 100,779 6,254 3,524 2,883 730 1,661 1,673 1,086 1,768 2.849 259 1,258 2,460 621 5,462 46,921 75,222 21,944 32,916 671 19 207 55 Total £390,912 £11,304 £402,216 £679,964 The expenditure on Charitable activities in 2023 of £402,216 (2022 - £679,964) were unrestricted fimds.
Page 24 sotrrHAMPTON MEIYCAP (A coPANy LIMITED BY GUARANTEE) NOTESTO THE FINANCIAL STATEMENTS (C0Kr1ED) FOR THE YEAR ENDED 31 DECEMBER 2023 ANALYSIS OF GOVERNANCE AND SUPPORT COSTS The charitsble company identifies the costs of its support functions. It then identifies those costs which relate to the governance function. Having identified its governance costs, the remaining support costs together With the governance costs are apFrt)rtioned between the two key charitable aetivities undertaken (see note 6) in the year. Refer to the tsble below for the basis for aPrtiOnMent and the analysis of suptK>rt and govenjance costs. General Governance Support Function Basis of Apportionment Total Premises GeneTal Office Affiliation fee and licence Equipment and consumables Bank charges Disclosure and barring service Depreciation IDdendellt Exarniner's f¢e Staff costs Publicity Recruilment and training Travel. traDSPOrt and motor 14,199 16.532 794 747 870 14.946 17.402 794 5.046 176 114 10.590 3.700 15,583 52 312 150 Usage Usage Transactions Usage Transactions Usage Usage Governance Governance Governance Governance Governance 176 114 10,060 530 3.700 15583 52 312 150 £46,921 £21.944 £68,865 NET INCOME FOR THE YEAR This is stated after charging: 2023 2022 Depreciation £10,590 £11240
Page 25 SOUTHAMPTON MENCAP (A COMPANY LIllTED BY GUARANTEE) NOTES TO THE FJNANCIAL STATEMENTS (COIYTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 AIYALYSIS OF STAFF COSTS, STAFF NUMBERS, TRUSTEE REMUNERATION AND EXPENSES AND THE COST OF KEY MANAGEMENT PERSONNEL Staff Costs Staff LY)sts were as follows: 2023 2022 Salaries and wages Social Security costs Pension costs (Auto Enro]ment) 290,646 440,001 16,197 29,326 4,813 7,763 £311,656 £477,090 No employee receiveAI emolwnents of £60,000 or more in this year or the previous year. Staff Numbe The average number of employees during the year was as follows: 2023 2022 Service provision Day services Mencap clubs Governance 16.2
Page 26 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUAIi4NTEE) NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER2023 ANALYSIS OF STAFF COSTS, STAJF NUMBERS, TRUSTEE REMUNERATION AND EXPENSES AND THE COST OF KEY MANAGEMENT PERSONNEL (CONTINUED) Volunteers 50 volunteers contributing hours of unpaid support has greatEy enhanced the Work of the company. Trustees, Remuneration and Expenses No r¢mun¢ration was payable to any trustee in their role as trLthe or lo any persons known to be Comiectsd with any of them during the year (2022 - £nil). During the year ended 31 December 2023, there were no payments for servic¢5 PTovided in relation to other activities carried out on behalf of Southampton M¢ncap (2022 - £nil). No Teimbursement of expenses has been made to any of the tnteeS in respect of the year (2022 - £nil). Employee Benefits The employee b¢nefits of the key management personnel totsl £1.312 (2022 - £1288). 10. RELATED PARTIES Southampton Mencap is affiliated as an independent organisation to Royal Mencap Society. wch assists local societies by a network of County based staff. 11. TAXATION As a registered charity, Southampton Mencap is exempt from tax on income and gains under Section 478 of the Corylration T&xes Act 2010 by reason of its charitable objects and activities.
Page 27 SOUTHAMIryON MENCAP (A COMPANY LIMITED BY GUARANfEE) NOTLS TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 12. TANGIBLE FIXED A&SETS Freehold IAnd & Computer Motor Buildings Equipment Vehicles Total At Cost or Valuatio At l January 2023 373.428 19J41 16245 409,014 At 31 December 2023 373,428 19,341 16.245 409,014 Depreciation At l January 2023 ChaTg¢ for the year 77.999 6,806 16,772 1.185 3249 2,599 98.020 10.590 At 31 December 2023 84,805 17,957 5,848 108,610 Net Book Valu At 31 December 2023 £288,623 £1,384 £10,397 £300,404 At 31 December 2022 £295.429 £2,569 £12,996 £310,994 13. llYVESTMENfS 2023 2022 At Market Vallle Charifund Unit Tntsts £314.686 £155,300 Movements in the Yar At l January 2023 Additions Net unrealised invesknent goinooSSeS) 155.300 155.614 150.1)00 9.386 (314) At 31 December 2023 £314.686 £155,300
Page 28 SOUTHAMPTON MENCAP (A COMPANY LIMITED BY GUARANTEE) NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEKBER 2023 13. NVEsTKs (CONfIpiuED) The historical cost to the charitable company of the Charifimd Unit Trust investment held at 31 December is £208,481 £58,481 Investsnents are held in accordance with trustees, powers. 14. DEBTORS 2023 2022 Trade debtors Prepayments 15,585 5,264 29,044 4,862 £20,849 £33,906 IS. CREDITORS: Amounts falling due within one year 2023 2022 Trade creditors PAYE AccnlS 558 10,403 7.911 17,896 21,596 £22,154 £36.210 16. FINAIYCIAL INSTRUMENTS Financial instnjments measured at amortised cost comprise the following: 2023 2022 Financial assets that are debt instruments Financial liabilities that are debt instrum¢nts 15,585 558 29,044 18,314
Page 29 soirrHAMPTON MENCAP (A COMPANY LIMITED BY GUARANfEE) NOTES TO THE FINANCIAL STATEMENTS {CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 17. ANALYSIS OF NET ASSETS BETWEEN FUNDS General 2023 Unrestrieted Designated Total Funds Funds Funds 2022 Total Funds Tangible fed assets Investrnents Current assets Current liabilities 300,404 314,686 307,482 (22,154) 300,404 310,994 314.686 155,300 362.482 545,947 (22,1 $4) (36,210) 55,000 Net Assets at 31 Deeember 2023 £900,418 £55,000 £955.418 £976,031 18. ANALYSIS OF CHARITABLE FUNDS At Incoming Outgofing GAID OD At 01.01,23 Resources Resources lDvestment 31.12.23 Anatysis of Movements in Unrestricted Funds General Fund Designated Fund: - Building Fund - Employment Fund 921,031 372,509 402.508 9,386 900.418 30,000 25,000 30,000 25,000 Total Unrestricted Funds 976,031 372,509 402.508 9,386 955,418 Total Funds £976.031 £372,509 £402,508 £9,386 £955,418
Pag¢ 30 SOUTHAMpfoN MENCAP (A COMPANY IJMITED BY GUARANTEE) NOTES TO THE FII¥ANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 18. ANALYSIS OF CHARITABLE FUNDS (CONTINUED) Unrestrieted Funds eneral Fun These are fijnds which the cknitable company is free to use in accordance with the charitable objects. ted Funds The trustees can designate unresthcted funds for a particular puryk)se. The Building Fund is a fund which the charitable company has set aside for the maintenance and refUrbishnit of its property 187A Portswood Roa4 Southampton. The Employment Fund is a fund which the charitable company has set &8ide to fund future staff Restricted Funds These are funds which th¢ ¢haritable company can only spend on a pwpose deterniined by the ternls on which the fund is received. 19. RELATED PARTY TRANSAcfioNS There were no related party transactions arising in the year lo 31 December 2023 (2022 - £nil). 20. AFFILIATION The ¢baritable company is affilled to the national Organilon. Royal Mencap Society. 21. LEGAL STATUS OF THE CHARITABLE COMPANY The ChItable MpanY is a company limited by guardntee and has no share wiial. The liability of each member in the event of winding-up is ]imited to £1.