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2024-03-31-accounts

Registered number: 05280336 Charity number: 1108488 HMM ARTS LTD UNAUDITED TRUSTEES. REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 WR Partners Protecting your future.

HMM ARTS LTD (A company limited by guarantee) CONTENTS Page Reference and administrative details of the Companyg its Trustees and advisers Chairman's statement Trustees. report Independent examine￿$ report Statement of financial activities 4-11 12-13 14 Balance sheet 15-16 Notes to the financial statements 17-33

HMM ARTS LTD {A company limited by guarantee) REFERENCE AND ADMINISTRATIVE DETAILS OF THE COMPANY, ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 MARCH 2024 Trustees H Ball. Chair N J Green M J W Griffiths J Lloyd-jones, Chair (resigned 11 April 2023) H O'connor PMWPack G J Partridge {appoinled 4 May 2023) E L Richards {resigned 21 September 2023) N Slawson J H Thomas O Voropai (appointed 26 September 2023) T J Hunt (appointed g September 20241 L Jones (appointed 4 April 2024) Dr K M Miller {appointed 9 September 2024) K L Worrow (appointed 7 May 20241 Company registered number 05280336 Charity registered number 1108488 Registered office 5 Belmont Shrewsbury Shropshire SY1 1TE Chief executive officer Slephanie Kale Jennings Accountants VVR Partners Chartered Accountants Belmont House Shrewsbury Busin8ss Park Shrewsbury Shropshire SY2 6LG Bankers CafBank Limited PO Box 289 West Malling Kent ME194TA Solicltors Hatchers 25 Castle Street Shrewsbury Shropshire SY1 1DA Page 1

HMM ARTS LTD (A company limited by guarantee) CHAIR'S STATEMENT FOR THE YEAR ENDED 31 MARCH 2024 The Chair presents her statement for the year. HMM Arts Limited (more commonly known as The Hive} has operated from ils town centre base for almost 20 years and has become that safe. neutral space for young people lo develop their creative skills. The fact Ihat over 48.000 young people have benefitted from the work of The Hive over thai period shows how valued a facility it is to young people. their parents and carers and other like-minded stakeholders and organisalions in developing the cultural offer for Shrewsbury, Shropshire and Telford & Wrekin. Working in the voluntary cultural space is exceptionally challenging as local authorities have had to make lough decisions on where their funds are allocated,. this in turn has placed huge demands on funders of the arts who are seeing an even greater demand for their limited resources. The Hive has found it more and more challenging to attract interest from the big national funders and despite being told funding bids are worthy of support, they haven't met the threshold for financial support. This has inevitably put strain on Ihe office team who support the activities of The Hive and ensure its continuation. Notwithstanding that, there has been much to celebrate in the conclusions of some fantastic projects including The Hidden Waterways Project which has produced some stunning legacy athork that will be enjoyed by many who frequent Shropshire's canals and the Cultural Investigators Projects which has really expanded the skills, competencies and confidence of all those young people who have taken part. The Parachute Project is facililaling creative. musical activities for the under 5s and their parents. Young Shrewsbury has continued to hold a very active weekly session and with Town Council Youth Workers has been able to point young people into ways of making good life choice5. Our Venue has been frequented by all walks of life from Film Groups to Architects; Musicians lo the Member of Parliament and this has meant that more people than ever have walked through our doors and have experienced first hand what there is to offer. We have also started to look at ways we can expand our offer. Culture and Ihe Arts allows young people to express themselves in wonderful ways and we have been able to offer some young people an alternative form of curriculum working alongside their schools and support workers and their development whilst engaging with the Hive has been refreshing to see. Our long-term sustainability and security will be the focus of the Board and Senior Management and we remain grateful to Shropshire Council in allowing us to use Ihe building in the most creative of ways. All of this could not be possible without our dedicated team headed up by Chief Executive Officer Kate Jennings. From the Venue Manager to Duly Managers, Project Managers & Adrninistrators lo Finance and Marketing Officers all have engendered a collective welcoming. positive and Can-Do attitude to being part of the Hive Family and their energy and resourcefulness is a credit to the organisalion. Page 2

HMM ARTS LTD IA company limited by guarantee) CHAIR'S STATEMENT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 The Trustees too, charged with the strategic management and governance of the organisalion have actively contributed to ensuring projects have met their outputs, resources have been spent in the most appropriate and efficient way and have used Ihe skills they have to bring exceptional value lo the organisation. We are also so grateful lo our Patrons. Charlie Adlard and Hattie Na￿Or, who have been hugely supportive of our activities and have spread The Hive's message with such pride and commitment. We look to the new financial year with our eyes wde open to the challenges we face. We know thal The Hive is a much-loved facility as many oflhose young people we have helped over the years are returning to us as adults wilh a desire lo put something back inlo making it a continuing success for generations to come. H Ball (Chair of Truslees) Page 3

HMM ARTS LTD (A company limited by guaranteel TRUSTEES. REPORT FOR THE YEAR ENDED 31 MARCH 2024 The Trustees present their annual report logelher with the financial statements of the Company for the 1 April 2023 to 31 March 2024. 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 {FRS1021 (effective 1 January 20191. Since the Company qualifies as small under section 382 of the Companies Act 2006, the Strategic report required of medium and large companies under the Companies Act 2006 (strategic Report and Directors, Report) Regulations 2013 has been omitted. Objectives and activities a. Policies and objectives Our Purpose The Charitable Company's purposes are set out in the objects contained in the Memorandum and Articles of Association are: 'to advance education in the arts by the establishment and maintenance of an arts centre for the benefit of children and young people." Our Vision HMM Arts Limited's vision is- Thriving creative communities. Our Mission The Hive provides a safe path to personal and community growth. Our projecls and events transform lives through inspiring. inclusive, creative experTences primarily in Shropshire. Telford & Wrekin and beyond. Our Strategic Priorities To pioneer high quality creative activities To showcase the impact of Greativity to health and wellbeing To create an inspiring. safe, and effective organisalion. Our Values Our working culture is led by the followin9 values: Non-judgmental- we focus on the potential and opportunity, with an open mind and focus on diversily Community-centered- we focus on nurturing belonging Collaborative - we focus on sharing and being stronger together Advenlurous- we focus on leaming. experimenting, and challenging ourselves to do new things Empowering- we enable meaningful, positive change Page 4

HMM ARTS LTD (A company Ilmited by guarantee) TRUSTEES, REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Objectives and activities Icontinuedl Key Growth & Developrnent Atms Aim 1.. More People- Reaching more and new people and working in new ways wilh them Aim 2.. More Stability- maintain and increase financial stability and surplus Aim 3: More Profile - recognised and widely known as a reliable, exciting innovative place to work with Young People Our Objectives The objectives of Ihe Charity as defined in Ihe current business plan are: Artistic Programming- More people have access lo high quality arts experiences, especially children. young people. and young adults Learning, participation. and engagement- More people can develop their skills, knowledge. and creative talent, especially children. young people and young adults, and vulnerable and marginalized communities Evaluation and Research- The positive impacl of cieative activity in changing people's lives and especially children, young people, and young adults, can be articulated Communications and Marketing - More people know about the high-qualily arts and creative experiences available to them, enabling them to access these as either audience members or participanls, especially children. young people. and young adults Capacity and Finance- By increasing its own organisational capacity and financial position, the Charity is reaching more audiences and beneficiaries. whilst also making a positive contribution to the creative sector Advocacy and Partnershipworking- Creation of new partnerships which will help the Charily to improve its delivery and performance, as well as contribute to the overall development of the creative sector. More people can access creative activities and are able to access creative activities and are able to express themselves regardless of their life situation. health, financial sltuation, gender, age, or any other defining aspect Page 5

HMM ARTS LTD (A company Ilmited by guarantee) TRUSTEES, REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Objectives and activities {continued) b. Strategies for achieving objectives The Charity seeks to achieve these objectives through activities that include: Projects focusing on delivering social impact through creative and arts activity Providing opportunities for skills development and education through creative activity Artistic programming and audience development Providing creative facililies and outreach opportunities Partnership working and seclor development The Trustees review the aims, objectives, and adivities of the Charity each year. This report looks at what the Charity has achieved and the outcomes of its work in the reporting period. The Trustees reporl the success of each key activity and the benefits the Charity has brought to those groups of people it is set up lo help. The review also helps the Trustees to ensure that the Charitys aims, objectives, and activities remained focused on its slated purpose. The remainder of the annual report covers the activities in more detail. Arts Council England {Project Grants,. Cultural Investigators, and Supporting Grassroots Music,. Hive Young Programmers,) Children In Need (Parachutes and Booster Grant) National Lottery Heritage Fund IHidden Walerwaysl Shrewsbury BID (Summer Activities Fund- Street Festival) Shropshire Council Virtual School (Looked After Children's Bandbuild projects. Shining Stars) Shropshire Council (Arts Fund and HAF Grant) Shrewsbury Town Council (Community Grant and Local Councillorfs Grant) The National Lottery Herilage Fund (Hidden Waterways} The National Lottery Community Fund {MYCollege) In selling objectives and planning for activities, the Trustees have given due consideration lo general guidance published by the Charity Commission relating to public benefit, including the guidance 'Public benefit-. running a charity (P821'. Page 6

HMM ARTS LTD IA company limited by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achievements and performance a. Main achievements of the Company Following the Covid19 pandemic prompting a move to online delivery for a large proportion of our projects. The Hive has moved back to in-person delivery of our projects, both in-house at our venue, and outreach in other venues. We have been encouraged by the support of our audiences, and in this period the interesl in both audience attendance and room hire has increased to and at times, surpassed pr&pandemic levels. Successfully delivering creative projects across a range of art forms to the benefit of children, young people and young adults from challenging circumstances including young carers, looked after children, young people wth mental health issues. NEETS, those at risk of offending. young adult asylum seekers, LGBTQ+ young people, and rurally isolated young people. These projects were delivered in partnership with Shropshire Council, Shrewsbury Town Council, Telford & Wrekin Council. New Reftections. Telford Young Carers, Shropshire Virtual Schools. Shrewsbury Colleges Group, Shropshire Autism Hub. Shrewsbury University Centre, Shropshire PACC. The Children's Society. Telford College, Beltws Lifehouse. and Shropshire Youth Association. among others.ln addition to this the Charity has also provided non grant funded services to organisations working with vulnerable groups, especially children, young people, and young adults. Support from Shropshire Council Arts continued within this period, providing funding for the Our Footprinls, Our Lives, Our Dealhs project, in partnership with homeless people from across Shrewsbury and surrounding areas through The Ark, another local charity. The project explored the invisible and unheard stories from the homeless- working with professional artists people experiencing homelessness worked creatively to explore their thoughts ar)d views around death and dying to develop artwork with poetry. Arts Council England - our Cultural Investigators project gained momentum during this period. bringing in numerous project partner organisations and linking with cohorts of young people and individuals who have attended activities al The Hive and have gone on to have successful careers in the creative industries. All projects have included opportunities for skills development and learning. which ensures the staff team and creative workforce keep their training up-to-date and have the opportunity to share best practice with their peers. Developing the vision and mission. The Board and staff team continued to revisit our vision. rni5sion, and strategic aims from the 2021-2024 business plan. The CEO is applying for funds to contracl an experienced arts consullant and coach to work on the next business plan. and also to facilitate sessions with the team and Board. to guide through stages of reviewing the new business plan and help with tracking progress. Developing The Hive'5 Trustee Board. In looking to replace these board members the CEO and Board Chair have discussed skills that were felt to be needed to compliment the current board members and help develop the charily. Recruitment during the Covid pandemic was challenging, but successful. The organisation is working towards recruitment of a young Board member and ensuring our governance is more representalive of a contemporary United Kingdom in relation lo disability, race, and SOCiOweconomic background. Over Ihe reporting period we provided numerous opportunities at the Hive for children and young people, including holiday artlcraft, filmmaking. and musicmaking workshops, and Buzzy Beats,. our weekly musicmaking session for under 5s. In this period, The Hive continued to employ a young person as Venue and Projects Assistant who originally joined The Hive as an Intem through th8 DWP Kickstarter initiative. Page 7

HMM ARTS LTD IA company limitsd by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Financial review . Going Concern After making appropriate enquiries, the Trustees have a reasonable expectation thal the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason. they continue to adopt the going concern basis in preparing the financial statements. Further details regarding the adoption of the going concern basis can be found in the accounting policies. b. Reserves policy The income of the charity is divided into designated, restricted. and general (unrestricted) funds in accordance with charity legislation. The restricted fund represents money given to the organisation for specific project or slrategic work. The Trustees. policy in respect of the monies held in the General fund is influenced by.. forecast of levels of income in the ensuing year. forecast for expenditure in the ensuing year based on planned activity- and an analysis of any future needs. opportunilies, contingencies and risks. the effects of which are not likely to be met from planned expenditure. The Statement of Financial Activities shows that the lotal funds of the charity have decreased during the year due to a net loss of £58,099, bringing total reserves to £77.485 {2023'. £135.584)- The charity aims to hold enough free reserves to cover 3-6 months, worth of average expenditure. The free reserves are the unrestricted funds less any unrestricted fixed assets and any designated funds. At the end of the year the free reserves stood at £1,03212023.' 28,7441. Structure, governance and management Constitution HMM Arts Ltd is registered as a charitable company limited by guarantee and was set up by a Memorandum of Association dated 8 November 2004 and as amended by a resolution on 6 May 2008. It is registered as a charity with the Charity Cornmission. Each of the Trustees of the company agree to contribute £10 in the event of the charity winding up. The Board of Trustees meet on a regular basis. The Trustees delegate the day lo day running of the company lo the Chief Executive Officer. Page 8

HMM ARTS LTD IA company limlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Structure, governance and rnanagement (continued) b. Methods of appolntment or election of Trustees Members of the Board are elected at Board meelings. The Board has authority lo fill vacancies arising during the year. New Board Mernbers are recruited through either an open process. advertised throughout the region, or nominated by partner organisalions. Potential recruits are inteNiewed by existing Board Members, and if successful, are elected to the Board at the next General Meeting although they can be co opted to the Board until then. New Board Members will undergo a forrnal induction process and will be supported through the first few months of membership. Organlsatlonal structure and decision-making pollcles The Board of Trustees administers the charity. The Board holds bi monthly Board meetings throughout the year. There is a Finance Subcommittee comprising of Chief Executive, Management Accountant and two Board members, which meets ahead of every Board meeting and reports to the Board. Financial procedures have been established and approved by the Board. They are intended to set out the working arrangements by which the Board gives effect lo its statutory financial responsibilities. and to its management powers as defined in the Articles of Association. The Chief Executive is responsible to the Board for the proper administration of the Cornpany's financial affairs. HMM Arts Ltd is a member of the National Council for Volunlary Organisations. with which it cooperates in the pursuit of its charitable objectives. d. Financial risk management The Board reviews and assesses the risks to which the organisalion is exposed at each Board Meeting. The Trustees ensure that the management of risk in ongoing and embedded in management operational procedures. Risk assessment and management is undertaken under Ihe following areas.. Governance Operational External Factors Financial Compliance Staffing and other human resources Environmental The Trustees are satisfied that systems and procedures are in place to manage the exposure to these risks. Page 9

HMM ARTS LTD (A company limited by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Plans for future periods We will continue to deliver on our core oulcomes.. To feel positive and more confident To feel confident in being who they are To value working with others To build resilience We will further develop our business plan, including fundraising, strategic development, and programme development. We will continue to work and develop programmes of activity wilh partners in Shropshire, Telford & Wrekin, and the wider region. We will be at the forefront of discussions and negotialions around commissioned Se￿ICe$ and will develop slralegies to ensure that we can continue & develop our delivery to beneficiaries, as well as identify new ways of working. We will continue lo strengthen our connections with the local communities surrounding The Hive in Shrewsbury and Shropshire, embedding the work of the Charity and its base firmly within the community as an active and welcoming hub for the community- We will be represented on the Vibrant Shropshire Cultural Compact Board by the CEO. We will deliver Vibrant Shropshire, the countls cultural strategy. to help ensure that culture thrives in Shropshire and enhances the county's health, wellbeing, resilience, economic prosperity. and environmental sustainability. We will further develop and embed our fundraising strategy in line with our business objectives as well as the additional support from Trustees. We will also continue to upskill our Trustees and Staff in fundraising skills lo enable the organisation lo develop new income streams and increase our success rate with fundraising from trusts & foundalions. We will explore new avenues for helping young people who are experiencing challenges engaging in mainstream education. such as developing bespoke creative wellbeing programmes in alternative provision. We will work in partnership with Music Education Hubs in the region. We will further develop our partnership working with existing partners. as well as creating new partnerships, especially with agencies and charities working with children and young people. high quality arts organisalions, commissioners, local businesses, and those working with children & young people. We will consolidate our position as a project delivery provider of Youth Music activity across Shropshire and the region. We will work with our partners to ensure that children, young people, and young adults are able to access music activity across the county- particularly those who are vulnerable or at risk- working to principles of pedagogy in the delivery of music programmes. We will continue to work wth funders such as Arts Council England and The National Lottery lo support ongoing development of our team and projects, enabling us to engage new project partners and participant groups,. to bring high quality arts to the region, our venue and to our beneficiaries. We will further develop opportunities for children, young people, and young adults to develop their skills Page 10

HMM ARTS LTD (A company limited by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Plans for future periods (continued) and knowledge through creative activlly, as well as provide opportunities to develop these skills even further through volunteering. internship, and work experience opportunities. We will continuously evaluate our activities using The Hive's Evaluation Framework, as well as consult our beneficiaries. participants. and audiences to ensure that we are meeting their needs and can create an evidence base to support our work. For all our creative activity, the charity will continue to work to specific aims built around 5 dimensions of empowemient, which consider both the individual and the collective. Statement of Trustees. responsibilitles The Trustees (who are also the directors of the Company for the purposes of company lawl are responsible for preparing the Trustees, report and the financial slatements 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 . Under company law, the Trustees must not approve the financial slatements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of its incoming resources and application of resources. including its income and expenditure, for that period. In preparing these financial statements, the Trustees are required lo.. select suitable accounting policies and then apply Ihem consistently- observe the methods and principles of the Charities SORP {FRS 102).. make judgments and accounting estimales that are reasonable and prudent., slate whether applicable UK Accounting Standards (FRS 102) have been followed. subject to any material departures disclosed and explained in the financial statemenls- prepare the financial statements on the going concem basis unless it is inappropriate to presume that the Companywll continue in business. The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the Companls transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that Ihe financial slalements comply wilh the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Approve¢J by order of the members of the board of Trustees and signed on their behalf by. H Ball (Chair of Trustees) Date= qliilz Page11

HMM ARTS LTD {A company limited by guarantee) INDEPENDENT EXAMINER'S REPORT FOR THE YEAR ENDED 31 MARCH 2024 Independent examinefs report to the Trustees of HMM Arts Ltd ('the Company,) I report to the charity Trustees on my examination of Ihe accounts of the Company for the year ended 31 March 2024. Responslbllltles and basis of report As the Trustees of the Company (and its directors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 20061'the 2006 Act,). Having satisfied myself that the accounts of the Company are not required to be audited under Part 16 of Ihe 2006 Act and are eligible for independent examination. I report in respect of my examination of the CoMpan￿S accounts carried out under section 145 of the Charities Act 2011 I'the 2011 Act'l. In carrying out my examination I have followed the Directions given by the Charity Commission under section 145{5){b) of the 2011 Act. Page 12

HMM ARTS LTD {A company limited by guarantee} INDEPENDENT EXAMINER'S REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Independent examinerfs statement Since the Companvs gross incorne exceeded £250,000 your examiner must be a member of a body listed in section 145 of the 2011 Act. I confirm that l am qualrfied lo undertake the examination because l am a member of ACCA. which is one of the listed bodies. I have completed my examination. I confirm that no matters have come to my attention in connection with Ihe examination giving me cause to believe= accounling 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 accounts do not comply with the accounling requirements of section 396 of the 2006 Act other than any requirement that the accounts give a 'lrue 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 Statement of Recommended Practice for accounting and reporting by charities [applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)]. I have no concerns and have come across no other matters in connection wilh the examination lo which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached. This report is made solely to the Companls Trustees. as a body, in accordance with Part 4 of the Charities (Accounts and Reports) Regulations 2008. My work has been undertaken so that I might state to the Companvs Trustees those matters l am required to stale to Ihem in an Independent examiner's report and for no other purpose. To the fullest extent permitted by law, I do not accept or assume responsibility to anyone other than the Company and the Companws Trustees as a body. for my work or for this report. Signed: Dated.. 1111212024 T Lunt BA FCCA MTPI WR Partners Chartered Accountants Belmonl House Shrewsbury Business Park Shrewsbury Shropshire SY2 6LG Page 13

HMM ARTS LTD (A company limited by guarantee) STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 MARCH 2024 Restricted Unrestricted funds funds 2024 2024 Total funds 2024 Total funds 2023 Note Income from: Donations and legacies Charitable activities Other trading activities Investments 55,989 156,302 22,103 78,092 156,302 78,035 639 26,806 144,408 84,083 277 78,035 639 Total Income 212,291 100,777 313,068 255,574 Expenditure on: Raising funds Charitable activities 21.549 110,204 21,549 349,618 16,225 310,443 239,414 Total expenditure 239,414 131,753 371,167 326,668 Net movement in funds (27.123) (30,976) (58.099) (71.094J Reconclliatlon of funds: Total funds brought forward Net movement in funds 89,279 127,123) 46,305 130,976) 135.584 (58,099) 206,678 (77,094) Total funds carried forward 62.156 15,329 77,485 135.584 The Statement of financial activities includes all gains and losses recognised in the year. The notes on page5 17 to 33 form part of these financial statements. Page 14

HMM ARTS LTD (A company limited by guarantee) REGISTERED NUMBER: 05280336 BALANCE SHEET AS AT 31 MARCH 2024 2024 2023 Note Fixed assets Tangible assets 13 25,952 31,225 25,952 31,225 Current assets stocks 14 15 1,637 13.606 69,224 1,590 31.995 86, 769 Debtors Cash at bank and in hand 84,467 120,354 Creditors.. amounls falling due within one year 16 (32,934) (15,995J Net current assets 51,533 104,359 Total assets less current Ilabilities 77.485 135, 584 Total not assets 77,485 135,584 Page 15

HMM ARTS LTD (A company Ilmited by guarantee} REGISTERED NUMBER: 05280336 BALANCE SHEET (CONTINUED) AS AT 31 MARCH 2024 2024 2023 Note Charity funds Restricted funds Unrestricted funds 17 62.156 15,329 89,279 46,305 17 Total funds 77,485 135,584 The Company was entitled to exemption from audil under section 477 of the Companies Act 2006. The members have not required the company to obtain an audit for the year in question in accordance with section 476 of Companies Act 2006. The Trustees acknowledge their responsibilities for complwng with the requirements of the Act with respect to accounting records and preparation of financial statements. 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: H Ball (Chair of Trustees) The notes on pages 17 to 33 form part of these financial statements. Page 16

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 General information HMM Arts Limited is a company limited by guarantee governed by its Memorandum and Articles of Association dated 8 November 2004 and as amended by a resolution on 6 May 2008 and incorporated in England and Wales. It is registered as a charity wth the Charity Commission. Each of the Trustees of the company agree lo conlribute £10 in the event of the charity winding up. Accounting policies 2.1 Basls of preparatlon of financial statements The financial statements have been prepared in accordance with the Charities SORP (FRS 1021 Accounting and Reporting by Charities= Slatement of Recommended Practi￿ applicable to charities preparing their accounts in accordance wth the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 102) (effective 1 January 20191, the Financial Reporting Standard applicable in the UK and Republic of Ireland {FRS 102) and the Companies Act 2006. HMM Arts Lld meets the definition of a public benefit entity under FRS 102. Assets and liabilities are inib'ally recognised at historical cost or transaction value unless olheTwise staled in the relevant accounting policy. 2.2 Going concern After making enquires. the Tnjstees have a reasonable expectation that the Charity has adequate resources to continue in operational existence for the foreseeable future. The Charity therefore continues to adopt the going concern basis in preparing its financial statements. 2.3 Income All income is recognised once the Company has entiuement to the income. it is probable that the Income will be received and the amount ot income receivable can be measured reliably. Income tax recoverable in relation to investment income is recognised at the time the investment income is receivable. Page 17

HMM ARTS LTD (A company Ilmited by guarantee} NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Accounling policies (continued) 2.4 Expenditure Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third paty, 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 conlfibute 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. Cenlral slaff costs are allocated on the basis of time spent. and depreciation charges allocated on the portion of the asset's use. Expenditure on raising funds includes all expenditure incurred by the Company to raise funds for its charitable purposes and includes costs of all fundraising activities events and non-charitable trading. Expenditure on charitable activities is incurred on direcly undertaking the activities which further the Companvs objectives. as well as any associated support costs. All expenditure is inclusive of irrecoverable VAT. 2.5 Government grants Government granls are recognised in the Statement of Financial activity on receipt and enttlemenl to the funds. The governmenl grant income is allocated to the appropriate fund on receipt. 2.6 Interest receivable Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the Company. this 15 normally upon notification of the interest paid or payable by the institution with whom the funds are deposited. 2.7 Tangible fixed assets and depreclatlon Tangible fixed assets costing £100 or more are capitalised and recognised when future economi 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. Depreciation is charged so as to allocate the cost of tangible fixed assets less their residual value over their estimated useful lives, Deprecialion is provided on the following bases= Plant and machinery Office equipment 10 years straight line 25Q/o reducing balance Page 18

HMM ARTS LTD IA company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Accounting policies (continued) 2.8 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 direcl costs and an appropriate proportion of fixed and variable overheads. 2.9 Debtors Trade and other debtors are recognised at the settlement amount after any trade discount offered. Prepayments are valued at the amounl prepaid net of any trade discounts due. 2.10 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. 2.11 Liabilities and provisions Liabilities 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 thal the Company 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 lo 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 liabilily. The unwinding of the discount is recognised in the Statemenl of financial activities as a finance cost. 2.12 Financlal Instrumenls The Company only has financial assels and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised al transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amorti5ed cosl using the effective interest method. 2.13 Operating leases Renlals paid under operating leases are charged to the Statement of financial activities on a straight- line basis over the lease term. 2.14 Pensions The Company operates a defined contribution pension scheme and the pension charge represents the amounts payable bylhe Company to the fund in respect of the year. Page 19

HMM ARTS LTD (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Accounting policies (continued) 2.15 Fund accounting General funds are unrestricted funds which are available for use al Ihe discretion of the Tnjstees in furtherance of the general objectives of the Company and which have not been designated for other purposes. Restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors or which have been raised by the Company for particular purposes. The costs of raising and administering such funds are charged against the specific fund. The aim and use of each restricted fund is sel out in the notes to the financial slatements. Investment income. gains and losses are allocated to the appropriate fund. Income from donatlons and legacies Restricted Unrestrlcted funds funds 2024 2024 Total funds 2024 Total funds 2023 Donations 55.989 22.103 78.092 26,806 Total 2023 13,364 t3,442 26,806 Income from charitable activities Restricted funds 2024 Total funds 2024 Total funds 2023 Fees and grants Govemment grants 145,050 11,252 145,050 11,252 104,576 39.832 156,302 156.302 144,408 Total 2023 144,408 144.408 Governmenl grants for Ihe year include grants forrn Arts Council England, Shropshire Council. Shrewsbury Town Council and Church Slretton Town Council. Page 20

HMM ARTS LTD (A company limited by guaranteo) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Income from other trading activities Income from fundraising events Unrestricted funds 2024 Total funds 2024 Total funds 2023 Cafe income Ticket income Gift aid 19.859 14,091 3,421 34.208 6,456 19,859 14,091 3,421 34,208 6,456 16,075 15,955 3,200 45.398 3,455 Room hire Other income 78.035 78,035 84.083 Tolal 2023 84,083 84,083 Investment income Unrestricted funds 2024 Total funds 2024 Total funds 2023 Investment income- interest 639 639 277 Tolal 2023 277 277 Page 21

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Expenditure on raising funds Costs of ralslng voluntary income Unrestricted funds 2024 Total funds 2024 Total fvnds 2023 Cafe expenditure Fundraising expenditure 10.801 10,748 10,801 10,748 9,386 6,839 21,549 21,549 16,225 Tolal 2023 16,225 16,225 Analysis of expenditure on charitable activities Summary by fund type Restricted Unrestricted funds funds 2024 2024 Total 2024 Total 2023 Governance Other 10.719 99.485 10,719 338,899 10,731 299,712 239.414 239,414 110.204 349,618 310,443 Total 2023 193,333 117,110 310,443 Page 22

HMM ARTS LTD IA company limited by guarantee> NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Analysis of expenditure by activities Activities undertaken directly 2024 Support costs Total funds 2024 Total funds 2023 2024 Governance Other 10,719 74,036 10,719 338,899 10,731 299,712 264.863 264,863 84,755 349.618 310,443 Tolal 2023 236,230 74,213 310,443 Analysis of direct costs Total funds 2024 Total funds 2023 other 2024 Staff costs Artist fees Other direct costs 130.186 102,203 15,812 16.612 50 130,186 102,203 15.812 16,612 50 125,421 72,516 19.411 18,882 Marketing & advertising Consultancy fees 264.863 264,863 236,230 Total 2023 236,230 236,230 Page 23

HMM ARTS LTD (A company limited by guarantee> NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Analysis of expenditure by activities {continuedl Analysls of support costs Total funds 2024 Total funds 2023 Governance Other 2024 2024 Depreciation Administration costs Training & development Evaluation costs 8,108 204 8,108 204 414 695 8,941 2,450 316 3,565 1,320 4,701 25,619 1.084 8,295 50 400 414 695 1,465 4,290 40,663 1,600 11.083 48 Artist fees 1,465 4.290 40,663 1,600 11.083 48 Computer & equipment costs Premises costs Printing, postage and stationery Telephone Travel & subsistence Consultancy fees Bank charges Loss on disposal of fixed assets Insurance Subscriptions Govemance costs 1.850 1.850 1.884 1.589 1,637 1.631 10.731 1,767 1,849 1,767 1.849 10,719 10,719 10,719 74,036 84,755 74.213 Total 2023 10,731 63,482 74,213 10. Independenl examinerfs remuneration The independent examinerfs remuneration 2mounts to an independent examiner fee of £800 (2023 - £760), and accounts preparation of £1,575 {2023 - £2,520). Page 24

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 11. staff costs 2024 2023 Wages and salaries Social security costs Contribution to defined contribution pension schernes 125,919 2.158 2,109 121.250 2,453 1.718 130,186 125,421 The average number of persons employed by Ihe Company during the year was as follows: 2024 2023 No. Employees 15 12 No employee received remuneration amounting to more than £60.000 in either year. The Chief Officer that served in the year received total remuneration of £30.47812023- £28,167) 12. Trustees. remuneration and expenses During the year, no Trustees received any remuneration or other benefits (2023 - £NIL). The prior year remuneration was paid to K Cody for cover of the maternity of the Chief Officer. During the year ended 31 March 2024, no Trustee expenses have been incurred (2023 - £NIL). Page 25

HMM ARTS LTD (A company Ilmited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 13. Tangible fixed assets Plant and machinery Office equlpment Total Cost or valuation At 1 April 2023 Additions 23,539 103,583 2,835 127,122 2,835 Al 31 March 2024 23.539 106,418 129,957 Depreciation At 1 April 2023 Charge for the year 10,680 2,354 85,217 5.754 95,897 8,108 At 31 March 2024 13.034 90,971 104,005 Net book value At 31 March 2024 10,505 15,447 25.952 At 31 March 2023 12,859 18,366 31.225 14. Stocks 2024 2023 Finished goods and goods for resale 1.637 1,590 15. Debtors 2024 2023 Due within one year Trade debtors Other debtors Prepayments and accrued income 5,761 7,126 719 25,440 4,135 2,420 13,606 31,995 Page 26

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 16. Creditors: Amounts falling due within one year 2024 2023 Trade creditors Other creditors Accruals and deferred income 19,419 2.641 10,874 2,7T5 3,656 9,564 32,934 15,995 Page 27

HMM ARTS LTD (A company limited by guaranteo) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 17. Statement of funds Statement of funds- current year Balance at 31 March 2024 Balance at 1 April 2023 Income Expenditure Unrestrlcted funds General Funds - all funds 46,305 100,777 1131,753) 15,329 Restrlcted funds Arts Council England - Hive Young Programmers & Cultural Investigators Shropshire Council - HAF Summer Activities, LAC Holiday Band Builds and other smaller SCC funds National Lottery Community Fund- MYC Music & Mycollege Children in Need - Parachutes Youth Music Foundation- Shining Stars National Lottery Heritage Fund Shrewsbury Town Council Out of the Groove LGBT History Festival Flaxmill Street Art & Collective The Childrens Society High Sheriff s Fund Care Leavers Mural utley Family Austin & Hope Pilkington Trust Other Restricted Grants 24,703 55.936 161,572) 19,067 12,975 41,611 {34.6961 19.890 5,651 10 12,087 15,695 56,933 19,314 5,061 7.590 1,500 7,684 4.090 5,278 2,269 1,250 1.100 1,000 1,000 675 (49,8131 {9.879) (17,1481 (23,285) (1,355) {5.115) (2,600) (3,963) (2,269) 1640) (1,100) (250) (1.000) {6751 (9,5981 17,6741 15,5111 11,271) 12,771 9,445 145 2,569 1,490 1,315 610 750 St James Place Foundation National Lottery Awards for all UKSPF PACC Healthy Lives 9,598 8,560 886 (5,5111 (1,271) 89.279 212,291 1239.414) 62.156 Total of funds 335,584 313,068 {371,167) 77.485 Page 28

HMM ARTS LTD (A company Ilmited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 17. Statement of funds (continued) Restricted funds include: Arts Council England.. Hive Young Programmers The Young Programmers project is aimed at engaging young people, primarily young women., notoriously under-represented in the music industry, in professional elements of concert promotion, with a focus on developing skills and experience in high-quality artistic programming, sound engineering. marketing and promotion for small-lo-medium sized venues. Experienced professionals in the industry are delivering a series of mentoring, one to one coaching sessions and round table discussions around the subject, ulminating in participants producing their own series of live music shows. with ongoing support from their mentors and The Hive. Arts Council England: Cultural Investigators This project recognises creative talent. revealing the range of stories that spring from this community- facing cultural venue in the centre of Shrewsbury. The project identifies and celebrates The Hive's value, to local people past, present and future, and offers young people opportunities to investigate and creatively represent cultural herilage, inspiring them to engage wth culture in their own fLrtures. Children In Need= Parachutes This project for under 5s and their parents. guardians and carers aimed to increase learning and development of young children in Harlescott. Shrewsbury. Funded by Children in Need, the 3-year project encourages inleraction be￿een parentslcarers and their children, building connections and a sense of community. The Hive was successful in securing a second 3-year grant from Children In Need for the Parachutes project lo continue and develop in this period. Shropshire Council= HAF Surnmer Activities Shropshire Council Arts HAF (Holiday Activities and Food) Grant supported The Hive's provision of HAF summer school holiday enrichment activities for existing groups participating in the HAF programme. Creative activities included drumming. poetry. creative writing, and music making. Shropshire Council Looked After Children's Team: Holiday Band Builds Funded by Shropshire Council Virtual School to provide song-wrtting and band-building workshops and performance opportunities for Looked After Children (ages 12-15) lo enhance and develop musicianship and ￿Cording skills. The band-build projects take place during school holidays. The National Lottery Community Fund: MYC Music This project for young adulls aged 16 - 30 experiencing loneliness and social isolation. is taking place over 3 years across Shropshire Telford & Wrekin. Funded by National Lottery Community Fund. the MYC Music project aims to be increasingly inclusive to those experiencing loneliness by signposting from Current partners. drawing in new partners and broader marketing to increase informal referral. whilst being in a position to offer low level support. Participants develop their rnusical skills whilst also gaining confidence. self-esteern. and a sense of agency. expressing themselves through song-writing. and regularly celebrating their achievements through performances and recordings of their work. Frorn March 2020 MYC Music had lo adapt to online project delivery due lo the pandemic and closure of The Hive's venue, the social hub where MYC Music groups met each week for creative sessions. The Nalional Lottery Community Fund.. MYC Music This project for young adults aged 16 - 30 experiencing loneliness and social isolation, is tsking place over 3 years across Shropshire Telford & Wrekin. Funded by National Lottery Cornmunity Fund, the MYC Music project aims to be increasingly inclusive lo those experiencing loneliness by signposting from Gurrent partners. drawing in new partners and broader marketing to increase informal referral, whilst being in a position to offer low level support. Page 29

HMM ARTS LTD IA company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 17. Statement of funds (continued) Participants develop their musical skills whilst also gaining confidence, self-esteern, and a sense of agency. expressing Ihemselves through song-wriling, and regularly celebrating their achievements through performances and recordings of their work. From March 2020 MYC Music had to adapt to online project delivery due to the pandemic and closure of The Hive's venue. the social hub where MYC Music groups met each week for creative sessions. The National Lottery Community Fund.. Mycollege Five-year project Mycollege provides the infrastructure which pulls together all The Hive's charily- focused creative work with 16 - 30-year-olds. Mycollege nurtures creative expression. talent. and ability through bespoke programmes for young adults facing complex issues and experiencing low confidence. Offering film, visual arts, music. pottery, creative writing. and more: enabling young adults to fulfil their potential by working to address issues affecting confidence, resilience and progression at the earliest possible opportunity: bringing people together with similar and comparable experiences, building Strong relationships in and across age ranges amongst people who might olherwise never have met: and improving the experience of the places and spaces that matter to the young adults The Hive works with. The National Lottery Herilage Fund: Hidden Waterways This intergeneratiorjal project has a focus on heritage and community engagement bringing communities together to focus on gathering stories. taking part in workshops. taking drone footage. and developing creative resources on the Shrewsbury and Newport Canal. The project will concentrate on engagement with the slretch from The Flaxmill in Shrewsbury to Berwick Wharf near Uffinglon which is urrenlly being restored. Project partners are Virtual Shropshire. Shrewsbury and Newport Canals Trust and Friends of the Flaxmill Mallings. Activities will include creative programmes, art exhibilions. community days, a ceramics trail. and public events. Youth Music and Shropshire Council Virtual Schools: Shining Stars This radio and podcast project aims to increase the effecliveness of the Care Council Crew lo advocate for Looked After Children in Shropshire, ages 12-15 years. Young people are developing iheir communication and presentation skills, increasing in confidence, making new friends. and developing their understanding of different musical genres. Shrewsbury Town Council Councillor's Grant and Local Community Fund these small grants helped to fund larger projects including Mycollege, Young Programmers. and Shining Stars activily which all required malch-funding to ensure the projects delivered their full creative programme. Oul OfThe Groove This project introduced music to a youth group in a positive and engaging way, as a progressive, enjoyable. and beneficial activity for young adults aged 15 25 with additional needs who live in North Shrewsbury. Flax Collective A project inviting young people to help make Shrewsbury Flaxmill Maltings a more inviting and accessible space for young people and explore heritage lo see how exciting it can be. The Flax Collective was a safe and supportive monthly group for 18-25-year-olds. We invited fresh, bold and brave ideas with the airn to help get more young visitors through the doors of The Flaxmill Maltings., they designed events, gol creative with the spaces and helped young people lo gain skills to assist with their education or career. UKSPF.. Vital Hive The Hive had a positive result on our application for UKSPF (Levelling Up) funds through Shropshire Council to deliver on a number of social and emotional outcomes with young people in Shropshire. The Pag8 30

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 17. Statemant of funds (continued) programme. starting from March 2024 covers The Hive's Street Feslival 2024, 8 project to reduce antisocial behaviour in Shrewsbury, youth engagement gigs. workshops, and events, and a programme of creative workshops in partnership with Shropshire Supports Refugees. Statement of funds - prlor year Balance al 31 March 2023 Balance al 1 April 2022 Income Expenditure Unrestricted funds General Funds - all funds 81.838 97.802 (133.335) 46,305 Restricted funds Arts Council England- Hive Young Programmers & Cultural Investigators Shropshire Council - HAF Summer Activities. LAC Holiday Band Builds and other smaller SCC funds National Lottery Community Fund - MYC Music & Mycollege Children in Need - Parachutes Youth Music Foundation - Shining Stars National Lottery Heritage Fund Shrewsbury Town Council Out of the Groove 48,405 1, 708 (25,410) 24,703 12,548 21,443 (21,016) 12.975 31.743 8,476 55,152 (81,244) (8.466) (14,858) (24,613) (1.267) (11, 750) (703J (295) (2, 705) (402) (604) 5,651 io 26.945 30,360 12.087 15,695 9.948 1,267 9, 750 703 2,000 Flaxmill Street Art & Colleclive High Sheriff s Fund Austin & Hope Pilkington Trust St James Place Foundation National Lottery Awards for all 295 1. 705 1,000 10,000 9,164 9,598 8,560 124,840 157, 772 (193,333) 89,279 Total of funds 206.678 255,574 (326, 668) 135.584 Page 31

HMM ARTS LTD (A company Ilmited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 18. Analysis of net assets between funds Analysis of net assets between funds - current period Restrl¢ted Unrestricted funds funds 2024 2024 Total funds 2024 Tangible fixed assets Current assels 11.655 50,501 14,297 33,966 132,9341 25,952 84.467 (32.934) Creditors due within one year Total 62,156 15,329 77,485 Analysis of net assets between funds - prior period Restricted Unrestricted funds funds 2023 2023 Total funds 2023 Tangible fixed assets Current assels Creditors due within one year 13.664 75,615 17,561 44. 739 (15.995) 31,225 120,354 (75.995) Total 89,279 46,305 135,584 19. Penslon commltments The charity operates a defined contribulion pension scheme. The assets of the scheme are held separately from Ihose of the charity in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted lo £2.J0912023.' £1.718). There were no contributions outstanding al balance sheet date. Page 32

HMM ARTS LTD (A company limited by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 20. Operating lease commitments Al 31 March 2024 the Company had commitments to make future minimum lease payments under non- cancellable operating leases as follows-. 2024 2023 Not later than 1 year Later than 1 year and not later than 5 years 3,025 7,452 3,025 10,433 10,477 13.458 21. Related party transactions The Trustee J Thomas was paid £850 during the year for running an arts workshop {2023 £2151. The Trustee M Griffilhs was paid £2.170 Artists costs for assistance with a project during the year {2023 £NILI Page 33