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2023-05-31-accounts

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(UK) Limited

TRUSTEES REPORT AND FINANCIAL STATEMENTS

For the year ended 31 May 2023

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Report of the Trustees for the year ended 31 May 2023

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1. Objectives and activities

Purposes

The Charity’s Memorandum of Association sets out its objectives as

  1. The relief of poverty anywhere in the United Kingdom and overseas, in particular within the county of Bedfordshire, by the provision of accommodation, and;

  2. The advancement of education by the provision of training and apprenticeships to persons 14 and upwards who are in need of such provision by reason of their economic and social circumstances.

Activities

The main activity of the charity is to achieve its objectives through existing charitable or educational establishments by providing grants to applicants who meet the selection criteria. These grants are in two areas – the support of young people in further or higher education, and the support of older people in the community.

Aims

The charity has two main aims:

The charity provides grants and donations to schools, school students, hospice care and welfare care and receives funding from its subsidiaries.

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Strategies

Trading subsidiaries

The charity was formed when Michael Connolly donated his shares in his building company, Connolly Holdings plc, to the Foundation. We have made significant steps towards our ambition of becoming a grant-giving charity funding and supporting activities which will improve the lives of many in Bedfordshire. Connolly Holdings plc and its subsidiaries continue to trade. The Foundation, together with Connolly Holdings plc and other subsidiary companies owned by Connolly Holdings plc, are collectively referred to as “The Group”.

The charity invests funds generated by the business activities of The Group and uses the income from the investments to provide grants. Over the next five years the Trustees anticipate that income from invested funds will be sufficient to support a substantial expansion of the grant making programme.

Measurements and criteria

The charity measures the number of students being supported in further and higher education. It asks all successful applicants to keep the charity updated as to how they are using the funds we give and the progress they are making as a result. Where the charity donates to other charities and schools, the charity agrees with the beneficiary a range of measures and outcomes that will be reported to Connolly Foundation.

Grant making criteria

The Foundation grants focus on benefitting people in Bedfordshire. Grants are normally only considered on receipt of a formal application via an appropriate institution. An application form is available on our website, www.connollyfoundation.org.uk. The Trustees’ aim is to keep the application process as simple and streamlined as possible.

Public Benefit

The Trustees have complied with section 2(1)(b) of the Charities Act 2011, having due regard for the Charity Commission’s guidance on public benefit when reviewing the Foundation’s aims and objectives, when setting the grant-making policy and in making awards.

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Investment for charitable purposes

The Bedford River Valley Park is an ambitious multi million pound regeneration project to transform the eastern approach to the town. Our principal partners are Bedford Borough Council and the Forest of Marston Vale Trust. It will provide an exceptional asset for the recreation, education and enjoyment of the people of Bedfordshire.

The Connolly Foundation has been involved since 2006 when the planning consent was obtained. Despite some difficulties, we hope the project will begin soon, following a reorganisation at Bedford Borough Council. The plans are to transform a mineral excavation site into a 2000-acre country park with a 2,300 metre sports lake, an education campus, a hotel and leisure complex, a science and technology park and housing.

At its heart will be 600 acres of floodplain forest, which will become one of England’s largest complexes of woodland, marsh, pools and channels, managed by the Forest of Marston Vale Trust

This rare and valuable habitat will bring far-reaching opportunities for wildlife, flood alleviation and the production of renewable energy. It will support the charity’s objectives by providing:

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2. Strategic report

2.1 Achievements and performance

Grants awarded can be analysed as follows:

Education
Community (net repayments –
see below)
Older people		 2023
£
2,018,503
-
143,000
2,161,503		 2022
£
1,532,410
(247,500)
101,502
1,386,412

In the year ended 31 May 2016 the Foundation paid a grant of £250,000 to The Hillersdon Trust to fund the construction of a village hall for the village of Hockliffe. The Hillersdon Trust were unable to gain planning consent for the building, and repaid the grant to the Connolly Foundation in October 2021.

Education

Graduate tutors

The Foundation is funding recently graduated students considering teaching as a career who are being employed by Redborne School in Ampthill for two terms to work in 11 schools (2022: 8 schools) in Bedfordshire. They work with teachers to support students on an individual or small group basis particularly focusing on disadvantaged students and catch-up work. The work of the graduates was very well received in schools and the trustees have recently agreed to fund a further year of support in 2023/24.

The total spending on this intervention was £600,000 (2021: £525,000).

Student Award scheme

The Foundation runs an award scheme available to students attending its fifteen partner secondary schools in the county. The Foundation is working towards bringing all state schools offering A levels in Bedfordshire into the scheme. We have brought in three more schools in 2023/24 and estimate that this leaves six further schools to bring on board.

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It is an award for academic excellence open to students from these schools who are going on to university. The award is available to those studying a range of academic subjects mainly drawn from the core subjects looked for by the Russell Group of universities. The Academic Excellence Award provides a sum of up to £1,000 per student depending on the grades achieved. Successful students are invited to re-apply after successfully completing each academic year at university.

In addition, each of the Foundation’s partner schools are invited to put forward up to six students for the Foundation’s Discretionary Award. This is available to students who do not meet the Foundation’s academic criteria but whom the school believe merit an award. The number of students receiving grants during the year was 725 (2022: 616).

The Trustees have increased the number of schools with whom we work from thirteen to fifteen. The Foundation paid grants totalling £413,000 (2022: £392,500) to students. The increases are due to the new schools added. Amount paid per student decreased following the return to examinations replacing teacher assessments which were used during Covid-related lockdown. Entitlement is based on the grades achieved by the students and fewer students achieved the top grades. The Trustees were pleased to be able to increase take-up of awards during this difficult time.

----- Start of picture text -----
Analysis of first year awards between schools
BEDFORD SIXTH FORM [BIDDENHAM]
CNS
WOOTTON
CEDARS
VANDYKE HARLINGTON
STRATTON
MARK RUTHERFORD
STM
QUEENSBURY
SHARNBROOK
REDBORNE
SANDY
SAM WHITBREAD
----- End of picture text -----

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Oxford Thinking

In partnership with Wadham College, Oxford University, we have set up a programme to help give talented children from disadvantaged backgrounds the confidence to apply for university courses. Six schools are currently signed up to the scheme as hubs, with all secondary schools in Bedfordshire nominating up to five year ten students per school. More than fifty students are currently taking part in the programme. Our funding supports the employment of experienced teachers to mentor the students and arrange attendance at events organised by Wadham College.

The Foundation started the partnership four years ago and the real impact will be known in the next year when the first cohort of students will be starting University, but feedback on the programme from pupils, parents and schools has been very positive.

Students taking part in an engineering challenge, part of the Oxford Thinking project

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Weatherfield / Oakbank schools

The Foundation committed £100,000 to two Special Educational Needs schools in Bedfordshire to work jointly to develop specialist therapeutic learning programmes. During the year support was provided to over 100 pupils at the two schools, and the schools were able to run outreach services to support children with special educational needs in mainstream schools in Central Bedfordshire. The trustees are pleased with this project and intend to continue to commit funding on an annual cycles.

Bedford College, Central Bedfordshire College and Barnfield College

Bedford College is the largest provider of further education in the South East Midlands region and one of the largest employers in Bedfordshire. Over 15,000 students’ study at the College, travelling from across the region. Central Bedfordshire College (CBC) serves communities across southern Central Bedfordshire and Luton local authorities, with campuses in Dunstable, Houghton Regis, Leighton Buzzard and Luton. Barnfield College is a Further Education College with two specialist campuses located in Luton.

During the year the Foundation expanded its funding of Health and Social Care learning at Bedford College to include students at CBC and Barnfield College. Health and Social Care Bursaries have been paid as follows

Bursaries
Bedford College
Central Bedfordshire College
Barnfield College
Equipment grant		 2023
2022
Number
£
Number
£
95
47,500
55 27,500
121
60,500
-
-
150
75,000
-
-		 2023
2022
Number
£
Number
£
95
47,500
55 27,500
121
60,500
-
-
150
75,000
-
-		 2023
2022
Number
£
Number
£
95
47,500
55 27,500
121
60,500
-
-
150
75,000
-
-
366 183,000
55
-
183,000		 27,500
50,000
77,500

The trustees are pleased to have opened the funding out to students developing skills to support older people.

The Foundation has also paid £75,000 to Bedford College to expand counselling services at a time when many students are finding it hard to settle at College following an extended period of lockdown and home-based learning, £33,767 towards a new welding workshop at the Bedford College and £5,859 towards an engineering project at Barnfield College.

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“The Connolly Foundation are champions of opportunity for young people. We are grateful for their continuing support.”

Ian Pryce CBE, Principal and CEO of The Bedford College

Bedford Giving

Bedford Giving is a group of passionate businesses, charities and other partners, who have all come together to form Bedford Giving with a united single goal – to help create a brighter future for the next generation in Bedford. The Connolly Foundation is a partner in the project and has given £100,000 towards partnership funds. Programmes are currently at the consultation stage, listening to young people and parents and deciding where spending could have the most impact. We expect to be able to report exciting new projects in future years.

Careers Hub

The Connolly Foundation has contributed £92,000 towards the Bedford and Luton Careers Hub. The Careers Hub is part of the national pilot initiative funded by the Department for Education (DfE) through the Careers and Enterprise Company (CEC) via South East Midlands Local Enterprise Partnership (SEMLEP). It supports schools and colleges to meet their obligations under statutory guidance for careers education and provides opportunities to collaborate and innovate together to create a high impact careers education system.

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Impact will be measured by schools achieving the Gatsby benchmarks of good careers guidance:

  1. A stable careers programme

  2. Learning from career and labour market information

  3. Addressing the needs of each pupil

  4. Linking curriculum learning to careers

  5. Encounters with employers and employees

  6. Experiences of workplaces

  7. Encounters with further and higher education

  8. Personal guidance

Realising Aspirations

Realising Aspirations is our new programme, open to all state schools in Bedfordshire, a project which aims to increase the number of young people from across Bedfordshire securing places at some of the country’s leading universities. Activities to date have included Activities to date have included application workshops and mock interviews. The project started at the beginning of the academic year and outcomes are not known at this stage, but the target age group and objectives fit neatly alongside the Oxford Thinking programme and our Academic Awards to support young people through academic achievement and selection of next steps towards rewarding careers.

Social Care skills

Working Options in Education has been awarded a grant of £55,000 over three years to inspire 14–19-year-olds in Bedfordshire to consider career opportunities in the growing social care sector.

“Working Options in Education has been delivering a free employability and life skills programme in schools and colleges and online for 10 years. We are excited to be adding social care professionals to our network of industry volunteers thanks to the Connolly Foundation.” Rachel Roxburgh, Strategic Lead at Working Options in Education.

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Youthscape

Youthscape supports young people facing big issues that have a negative effect on their lives – affecting their education, their emotional wellbeing and their motivation for making the best of their future. Their work concentrates on where the biggest difference can be made to these outcomes – mental health, social and educational disengagement. During the year Youthscape worked with 1,950 students of whom 475 were involved in intensive courses. The

Connolly Foundation has donated £100,000 towards the running of Youthscape in Luton.

Elderly

Keech Hospice

Keech Hospice provides Hospice care for people in Bedfordshire. During the year the Foundation donated £50,000 to keep the Hospice running and continue to provide its expert care during this past challenging year. The hospice cares for people with life-limiting conditions across Bedfordshire, as well as supporting their families.

Sue Ryder Hospice, Moggerhanger, Bedfordshire

The Foundation continues to support the Sue Ryder St Johns Hospice Palliative Care Hub. The £60,000 grant is for funding, specialist care, support and advice to patients who prefer to receive care in their own homes as well as supporting families.

"This grant will make a huge difference in helping us to ensure that people across Bedfordshire are able to access specialist care in their own homes." Allison Mann, Sue Ryder St John’s Hospice Director

Smaller grants

In addition to the above the Foundation donated smaller grants towards projects benefitting the people of Bedfordshire.

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Progress against plans for future periods

Our plans for future periods stated in the 31 May 2022 accounts are presented below, together with progress achieved against those plans.

Planned activity
 Achievements to date
Promote grants for older people and We have made less progress on this than we
establish key funding streams
had hoped, but plans are being developed for a

consultation exercise which will guide further

giving.
Develop sponsorship of college courses
in Central Bedfordshire		 Health and Social Care bursaries are now being
paid both in Central Bedfordshire and in Luton.
Recruit new trustees Two new trustees recruited.
Develop channels and systems to
measure and report impact		 First Impact Report published.
Develop an environmental plan. IT infrastructure developed to allow more flexible

working. Environmental plan not yet drafted.

2.2 Financial Review
Statement of Financial Activity
2023 2022
£ £
Profits made by trading subsidiaries 5,431,374 7,669,175
Covenanted transfers from subsidiaries to the 5,160,842 7,618,584
charity
Investment income 1,626,928 1,245,628
Grants awarded 2,665,503 1,386,412

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Balance Sheet 2023 2022
Net working capital £42,374,916 £30,532,104
Working capital ratio 25.76 24.83

2.3 Investments

The Trustees have the power to invest in any way they wish, subject to obtaining expert advice.

Income is invested in line with the charity’s reserves policy. Therefore, income is held in cash on deposit and in managed investment funds after review of performance of funds and assessment of the wider economy. At the year end the charity held discretionary funds with Quilter Cheviot Ltd, Charles Stanley Investment Management Ltd and Smith and Williamson Investment Management LLP.

Over the longer term the Trustees look to achieve a total return of 7 per cent on the value at the start of the year, and to spend 4.5 per cent. This allows a margin to maintain the real terms value of the portfolio.

2023
2022
£ % of starting £ % of starting

value
value
Total return (1,598,941) (2.72)% (948,500) (1.73)%
Total spend 2,665,503 4.54% 1,386,412 2.52%

The amount invested at the end of the year was £55,380,320 (2022 - £58,655,873).

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2.4 Key risks and uncertainties

The Trustees have considered the major risks to which the charity and its subsidiaries are exposed and have established systems and procedures to mitigate these risks. Trustees review risks at their quarterly meetings. The main risks affecting the charity and its subsidiaries are as follows.

Risk Mitigation
Lack of Trustees with the right skills Trustees regularly review the skills matrix
of the Board and compare with the skills
anticipated as needed given the strategic
direction of the Foundation. Two new
Trustees were appointed during the
year.
Trustees fail to keep charitable
business separate from trading
business		 Governance programme followed to
improve charity governance
Failure of financial investments Funds are invested in a diverse portfolio
and managed by professional Investment
Managers. Performance of the investment
managers is reviewed regularly. By using
more than one fund manager we diversify
the risk of dealers taking bad investment
decisions.
Fraud Financial controls and processes, due
diligence on requests for funding.
Charitable expenditure is not Financial monitoring, planning programme
controlled. within the expected capacity
Failure of key projects to have an
impact		 Continued contact with funded
organisations, performance reporting
Loss of key personnel Plan in advance for potential loss of staff
by documenting processes and improving
archiving.

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2.5 Plans for future periods

In the next financial year, the charity plans to:

2.6 Reserves

The Trustees have chosen to retain funds generated within the group as follows.

Restricted Funds

The Foundation has no restricted funds.

Designated funds

Designated funds are funds which the Trustees have set aside for specific purposes. It is not necessary to set up Designated Funds, but it indicates where Trustees have set funds aside which could otherwise be used to further the charitable causes.

The total funds held by the Group as at 31 May 2023 were £99,4759,391 (2022: £96,038,116). All are unrestricted in both years.

Included within the funds balance are £55,380,320 which is invested to provide an income that will fund future donations, £871,269 of fixed assets, designated funds of £996,246 which represent anticipated payments in the coming year, and the value of stock held within the subsidiaries, excluding resale properties of £13,607,604.

Free reserves that are readily available to spend are £30,612,444 (2022: £19,200,225).

Over the next five years The Foundation aims to increase funds invested to £100 million. This will be achieved through profits in the trading companies which will be donated to the charity and invested through our investment managers. This will allow the trustees to increase donations budgets to £4.5 million per year.

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2.7 Fundraising

The charity does not seek to raise funds from third parties either by way of grants or donations. All income is derived either from the profits of its trading subsidiaries or from returns on investments.

2.8 Pension Liabilities

The group’s pension assets and liabilities are explained in Note 24 to the accounts. The plan’s assets are valued slightly higher than the present value of its expected future liabilities, and this is not expected to have a significant impact on the activities of the group. The Pension Trustees are currently seeking to identify the full liabilities of the scheme after pension equalisation with a view to closing the scheme.

2.9 Going Concern

After making appropriate enquiries, the Trustees have a reasonable expectation that the Charity 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

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Governing Document and Constitution

The Connolly Foundation (UK) Limited is a charitable company limited by guarantee. It was incorporated on 16 December 2004 and registered as a charity on 19 April 2005. The charity changed its name from The Kathleen and Michael Connolly Foundation (UK) Limited to the Connolly Foundation (UK) Limited on 30 July 2020. The company was established under a Memorandum of Association that sets out the objects and powers of the company and is governed by the rules set out in its Articles of Association.

In the event of the company being wound up the members are required to contribute an amount not exceeding £50.

Recruitment of Trustees

The Articles of Association provide for a minimum of three and a maximum of nine Trustees. There are currently seven Trustees. One third of the Trustees must retire by rotation at each Annual General Meeting.

The Trustees regularly review the range of skills available to them. Should they deem that additional skills and experience are required through new Trustees it is expected that the Foundation will advertise for new Trustees. Potential new Trustees will be interviewed and the Trustees then decide whether new appointments are appropriate.

Remuneration

Trustees are not remunerated for their work as Trustees of the charity. Remuneration of the Directors of the trading subsidiaries is approved annually by the Trustees. The Charity Commission has given its consent for one Director of the subsidiary companies to be a Trustee of the charity.

Any payments made to undertakings related to Trustees for services provided by Trustees in their professional capacities are approved by the Board of Trustees. The Trustees concerned are not permitted to vote on these matters.

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Organisational structure

The Board of Trustees manages the charity. The Trustees meet at least four times a year with additional meetings arranged if needed.

The activities and ownership of each subsidiary undertaking is set out in note 12 to the accounts. Each subsidiary is run by a Board of Directors. The Directors of each company report to the Board of Trustees for the administration of the company.

Decision making

The Board of Trustees meet to make decisions on the key strategic issues affecting the charity. Papers are circulated at least a week in advance of each meeting to allow Trustees time to consider the proposals in advance of the meeting. Minutes documenting key decisions are circulated to Trustees after the meeting to check for accuracy and are approved at the following meeting as a true record.

Induction and training of new Trustees

New Trustees undergo an induction programme which includes reading recent accounts and the Memorandum and Articles of Association, together with a detailed briefing. The Trustees come to the Trust with a great deal of experience and knowledge and are expected to keep this up to date. Where appropriate the charity will support this through circulation of relevant literature and opportunities to attend seminars and training events.

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Trustees’ Responsibilities statement

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

Company law requires the Trustees to prepare financial statements for each financial year. Under Company Law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charity and the Group and of the incoming resources and application of resources, including income and expenditure, of the charitable group for that period. In preparing these financial statements the Trustees are required to:

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

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Disclosure of information to auditors

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

Auditors

A resolution to reappoint PEM, Chartered Accountants, as auditor will be put to the members at the annual

general meeting.

This report was approved by the Trustees on 05 February 2024 and signed on their behalf by:

M.A.Callanan Chair of trustees

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4. Administrative details

Registered name

The Connolly Foundation (UK) Limited

Registered as a charity in England and Wales, number 1109135

Company number 05315014

Registered office

Manor Farm Court, Lower Sundon, Luton, Bedfordshire LU3 3UZ

Trustees

S Ashoka (resigned 24/11/2022) M A Callanan V S Connolly M A Groves (appointed 24/11/2022) C McKeaveney (appointed 24/11/2022) A S Rowe (resigned 16/11/2023) S White D Wilkins

Secretary

D J Oldham

Bankers Barclays Bank plc, Midsummer Place Shopping Centre, Milton Keynes MK9 3GB

Auditor PEM, Salisbury House, Station Road, Cambridge, CB1 2LA

Investment managers

Quilter Cheviot One Kingsway, London, WC2B 6AN Charles Stanley, 55 Bishopsgate, London, EC2N 3AS Evelyn Partners, 14th Floor, 103 Colmore Row, Birmingham, B3 2BJ

Solicitors

Gunner Cooke, 1 Cornhill, London, EC 3V 3ND

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THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE CONNOLLY FOUNDATION (UK) LIMITED

OPINION

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

In our opinion the financial statements:

BASIS FOR OPINION

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

CONCLUSIONS RELATING TO GOING CONCERN

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

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

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

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THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE CONNOLLY FOUNDATION (UK) LIMITED (CONTINUED)

OTHER INFORMATION

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

We have nothing to report in this regard.

OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006

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

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION

In the light of our knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the Trustees' Report including the Strategic Report.

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

RESPONSIBILITIES OF TRUSTEES

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

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THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE CONNOLLY FOUNDATION (UK) LIMITED (CONTINUED)

RESPONSIBILITIES OF TRUSTEES (CONTINUED)

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

AUDITORS' RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

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

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

Page 24

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE CONNOLLY FOUNDATION (UK) LIMITED (CONTINUED)

AUDITORS' RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS (CONTINUED)

To address the risk of fraud through management bias and override of controls, we;

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

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

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

Page 25

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE CONNOLLY FOUNDATION (UK) LIMITED (CONTINUED)

USE OF OUR REPORT

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

Edward Napper (Senior Statutory Auditor)

for and on behalf of Peters Elworthy & Moore Chartered Accountants Statutory Auditors Salisbury House Station Road Cambridge CB1 2LA

Date: 08 February 2024

Page 26

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 MAY 2023

Note
INCOME FROM:
Other trading activities
4
Investments
5
TOTAL INCOME
EXPENDITURE ON:
Raising funds:
6,7
Commercial trading
Investment management
Charitable activities
8
TOTAL EXPENDITURE
NET INCOME BEFORE NET LOSSES ON
INVESTMENTS
Net losses on investments
NET INCOME BEFORE TAXATION
Taxation
NET MOVEMENT IN FUNDS BEFORE OTHER
RECOGNISED GAINS/(LOSSES)
OTHER RECOGNISED GAINS/(LOSSES):
Actuarial losses on defined benefit pension schemes
24
NET MOVEMENT IN FUNDS
RECONCILIATION OF FUNDS:
Total funds brought forward
Net movement in funds
TOTAL FUNDS CARRIED FORWARD		 Unrestricted
funds
2023
£
13,394,928
2,281,534
15,676,462
8,533,089
324,719
3,031,284
11,889,092
3,787,370
(2,667,068)
1,120,302
-
1,120,302
(44,000)
1,076,302
96,038,116
1,076,302
97,114,418		 Total
funds
2023
£
13,394,928
2,281,534
15,676,462
8,533,089
324,719
3,031,284
11,889,092
3,787,370
(2,667,068)
1,120,302
-
1,120,302
(44,000)
1,076,302
96,038,116
1,076,302
97,114,418		 Total
funds
2022
£
14,427,996
1,341,095
15,769,091
4,938,218
336,717
1,711,262
6,986,197
8,782,894
(1,456,399)
7,326,495
(12,108)
7,314,387
(29,000)
7,285,387
88,752,729
7,285,387
96,038,116

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

The notes on pages 31 to 57 form part of these financial statements.

Page 27

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee) REGISTERED NUMBER: 05315014

CONSOLIDATED BALANCE SHEET AS AT 31 MAY 2023

Note
FIXED ASSETS
Tangible assets
13
Investments
15
Investment property
14
CURRENT ASSETS
Stocks
16
Debtors
17
Cash at bank and in hand
Creditors: amounts falling due within one
year
18
NET CURRENT ASSETS
TOTAL NET ASSETS
CHARITY FUNDS
Unrestricted funds
19
TOTAL FUNDS		 13,607,653
4,569,085
19,202,448
37,379,186
(1,478,117)		 2023
£
211,410
55,991,106
5,010,833
61,213,349
35,901,069
97,114,418
97,114,418
97,114,418		 16,465,739
6,228,891
9,118,659
31,813,289
(1,281,185)		 2022
£
1,119,080
59,261,789
5,125,143
65,506,012
30,532,104
96,038,116
96,038,116
96,038,116

The Trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and preparation of financial statements.

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

M A Callanan Trustee

Date: 05 February 2024

The notes on pages 31 to 57 form part of these financial statements.

Page 28

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee) REGISTERED NUMBER: 05315014

CHARITABLE COMPANY BALANCE SHEET AS AT 31 MAY 2023

Note
FIXED ASSETS
Tangible assets
13
Investments
15
CURRENT ASSETS
Debtors
17
Cash at bank and in hand
Creditors: amounts falling due within one
year
18
NET CURRENT LIABILITIES
TOTAL NET ASSETS
CHARITY FUNDS
Unrestricted funds
19
TOTAL FUNDS		 50,990
5,457,256
5,508,246
(6,467,303)		 2023
£
499
94,905,896
94,906,395
(959,057)
93,947,338
93,947,338
93,947,338		 -
2,335,817
2,335,817
(7,101,568)		 2022
£
-
98,176,579
98,176,579
(4,765,751)
93,410,828
93,410,828
93,410,828

The Charitable Company's net movement in funds for the year was £536,510 (2022 - £5,139,782).

The Charitable Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Financial Activities in these financial statements.

The Trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and preparation of financial statements.

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

M A Callanan Trustee

Date: 05 February 2024

The notes on pages 31 to 57 form part of these financial statements.

Page 29

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MAY 2023

Note
CASH FLOWS FROM OPERATING ACTIVITIES
Net cash used in operating activities
21
CASH FLOWS FROM INVESTING ACTIVITIES
Dividends, interests and rents from investments
Proceeds from the sale of tangible fixed assets
Purchase of tangible fixed assets
Net sales/(purchase) of fixed asset investments
Net proceeds from sale/(purchase) of investment property
NET CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of borrowing
NET CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES
CHANGE IN CASH AND CASH EQUIVALENTS IN THE YEAR
Cash and cash equivalents at the beginning of the year
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
22
The notes on pages 31 to 57 form part of these financial statements		 2023
£
4,096,269
2,281,534
400,000
(6,104)
2,376,403
935,687
5,987,520
-
-
10,083,789
9,118,659
19,202,448		 2022
£
4,919,066
1,341,095
-
(43,730)
(5,741,349)
1,056,829
(3,387,155)
(4,100,000)
(4,100,000)
(2,568,089)
11,686,748
9,118,659

Page 30

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

1. GENERAL INFORMATION

The Connolly Foundation (UK) Limited is a charitable company limited by guarantee and incorporated in England and Wales. Its registered office is Manor Farm Court, Lower Sundon, Luton, Bedfordshire, LU3 3UZ.

The Group's functional and presentational currency is GBP.

2. ACCOUNTING POLICIES

2.1 BASIS OF PREPARATION OF FINANCIAL STATEMENTS

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

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

The Consolidated Statement of Financial Activities (SOFA) and Consolidated Balance Sheet consolidate the financial statements of the Charitable Company and its subsidiary undertakings. The results of the subsidiaries are consolidated on a line by line basis.

The Charitable Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Financial Activities in these financial statements.

2.2 GOING CONCERN

The Trustees have assessed budgets and forecasts of the Company's financial performance and position. Based on this assessment, the Trustees continue to prepare the financial statements on a going concern basis. No material uncertainties in relation to going concern have been identified.

Page 31

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

2. ACCOUNTING POLICIES (CONTINUED)

2.3 INCOME

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

Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation.

Income tax recoverable in relation to investment income is recognised at the time the investment income is receivable.

Trading income is recognised to the extent that it is probable that the economic benefits will flow to the group and can be measured reliably. Trading income from house sales is recognised when the sale is legally complete. Trading income in respect of work performed for local housing associations is recognised as work is carried out by reference to the stage of completion of the contract at the balance sheet date when it is reasonably certain that a profit is foreseen. Trading income from the sale of land represents amounts receivable, net of selling expenses, when the sale is legally complete.

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the Bank.

2.4 EXPENDITURE

Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources. Central staff 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 Group to raise funds for its charitable purposes and non-charitable trading.

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

Grants payable are charged in the year when the offer is made except in those cases where the offer is conditional, such grants being recognised as expenditure when the conditions attaching are fulfilled. Grants offered subject to conditions which have not been met at the year end are noted as a commitment and included in the designated fund for anticipated grant funding, but not accrued as expenditure.

Page 32

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

2. ACCOUNTING POLICIES (CONTINUED)

2.5 TAXATION

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

Full provision is made for deferred tax assets and liabilities arising from all timing differences between the recognition of gains and losses in the financial statements and recognition in the tax computation.

A net deferred tax asset is recognised only if it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Deferred tax assets and liabilities are calculated at the tax rates expected to be effective at the time the timing differences are expected to reverse. Deferred tax assets and liabilities are discounted.

2.6 TANGIBLE FIXED ASSETS AND DEPRECIATION

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.

Freehold land and buildings are not depreciated as the Trustees are of the opinion that the difference between the carrying value and residual value are immaterial. Such properties are subject to an annual impairment review, with any write down being recognised in the Statement of Financial Activities.

Depreciation is charged so as to allocate the cost of tangible fixed assets less their residual value over their estimated useful lives.

Depreciation is provided on the following bases:

Page 33

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

2. ACCOUNTING POLICIES (CONTINUED)

2.7 INVESTMENTS

Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the Balance Sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment.

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

Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Gains/(Losses) on investments’ in the Consolidated Statement of Financial Activities.

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

2.8 STOCKS

Stock, work in progress and land held for development are valued at the lower of cost and net sales proceeds after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the consolidated statement of financial activities.

2.9 DEBTORS

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

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.

Page 34

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

2. ACCOUNTING POLICIES (CONTINUED)

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 that the Group anticipates it will pay to settle the debt or the amount it has received as advanced payments for the goods or services it must provide.

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

2.12 FINANCIAL INSTRUMENTS

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

2.13 PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Group operates two defined contribution plans for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid the group has no further payment obligations.

The contributions are recognised as an expense in the statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the group in independently administered funds.

Page 35

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

2. ACCOUNTING POLICIES (CONTINUED)

2.13 PENSIONS (CONTINUED)

DEFINED BENEFIT PENSION PLAN

The Group operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the balance sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the group engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the group's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

a) the increase in net pension benefit liability arising from employee service during the period; and b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

2.14 FUND ACCOUNTING

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

Designated funds comprise unrestricted funds that have been set aside by the Trustees for particular purposes. The aim and use of each designated fund is set out in the notes to the financial statements.

Page 36

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

3. CRITICAL ACCOUNTING ESTIMATES AND AREAS OF JUDGEMENT

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Critical accounting estimates and assumptions:

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Stock and work in progress - management makes judgements and estimates as to the stage of completion of each building contract, which in turn has an affect on the valuation of work in progress at the balance sheet date.

Pension scheme assumptions are set out in note 24.

4. INCOME FROM COMMERCIAL TRADING ACTIVITIES

Unrestricted
funds
2023
£
Connolly Homes Limited
12,761,683
Connolly Estates Limited
221,145
Connolly Holdings Limited
22,100
Flitchway Settlement Limited
390,000
TOTAL 2023
13,394,928
TOTAL 2022
14,427,996		 Total
funds
2023
£
12,761,683
221,145
22,100
390,000
13,394,928
14,427,996		 Total
funds
2022
£
14,245,812
158,517
23,667
-
14,427,996

Page 37

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

5. INVESTMENT INCOME

Unrestricted
funds
2023
£
Listed investments
1,626,928
Bank and other interest
654,606
TOTAL 2023
2,281,534
TOTAL 2022
1,341,095		 Total
funds
2023
£
1,626,928
654,606
2,281,534
1,341,095		 Total
funds
2022
£
1,319,841
21,254
1,341,095

6. EXPENDITURE ON RAISING FUNDS COMMERCIAL TRADING ACTIVITIES

Unrestricted
funds
2023
£
Direct costs
7,864,057
Administration costs - other
344,047
Interest and charges
2,405
Administration costs - staff costs
203,003
Administration costs - NI
28,327
Administration costs - pension costs
74,374
Administration costs - depreciation
16,876
TOTAL 2023
8,533,089
TOTAL 2022
4,938,218		 Total
funds
2023
£
7,864,057
344,047
2,405
203,003
28,327
74,374
16,876
8,533,089
4,938,218		 Total
funds
2022
£
4,437,689
229,456
1,902
164,542
37,869
53,304
13,456
4,938,218

Page 38

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

7. INVESTMENT MANAGEMENT COSTS

Unrestricted
funds
2023
£
Investment management fees
324,719
TOTAL 2023
324,719
TOTAL 2022
336,717		 Total
funds
2023
£
324,719
324,719
336,717		 Total
funds
2022
£
336,717
336,717

8. ANALYSIS OF EXPENDITURE BY ACTIVITIES

Education
Elderly
TOTAL 2022		 Grant
funding of
activities
2023
£
2,491,503
174,000
2,665,503
1,380,412		 Support
costs
2023
£
341,902
23,879
365,781
330,850		 Total
funds
2023
£
2,833,405
197,879
3,031,284
1,711,262		 Total
funds
2022
£
1,587,295
123,967
1,711,262

Page 39

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

8. ANALYSIS OF EXPENDITURE BY ACTIVITIES (CONTINUED)

ANALYSIS OF SUPPORT COSTS

Staff costs
Depreciation
Loan interest
Travel and subsistence
Promotion costs
Legal & professional fees
Bank charges
Premises costs
Subscriptions
Training & recruitment
Governance costs
TOTAL 2022		 Education
2023
£
221,113
82
39,436
11,824
20,831
25,227
192
11,547
695
123
10,832
341,902
306,883		 Elderly
2023
£
15,442
6
2,754
826
1,455
1,762
13
806
49
9
757
23,879
23,967		 Total
funds
2023
£
236,555
88
42,190
12,650
22,286
26,989
205
12,353
744
132
11,589
365,781
330,850		 Total
funds
2022
£
176,555
-
61,263
74
21,000
54,548
241
2,038
306
7,128
7,697
330,850

Governance costs

Companies House filing fees
Trustees expenses
Audit fees		 2023
£
13
496
11,080
11,589		 2022
£
-
1,257
6,440
7,697

Page 40

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

9. ANALYSIS OF GRANTS

Grants, Education
Grants, Elderly
TOTAL 2022		 Grants to
Institutions
2023
£
2,491,503
174,000
2,665,503
1,380,412		 Total
funds
2023
£
2,491,503
174,000
2,665,503
1,380,412		 Total
funds
2022
£
1,280,412
100,000
1,380,412

ANALYSIS OF EXPENDITURE ON CHARITABLE ACTIVITIES

During the year, the following material grants were made to institutions.

Alzheimers
Bedford Citizen
Bedford Day Hospice
Bedford and Luton Community Foundation
BPHA Ltd
Buzzer Buses
Catalyst Housing
Grand Union Housing
Keech Hospice
Men in Sheds Bedford
Sue Ryder
Total elderly
Academic grants
Arkwright Trust Engineering Programme
Bedford College
Blues Foundation
Careers and Enterprise
Cedars School
Central Bedfordshire College		 2023
£
40,000
-
-
23,000
-
-
-
-
50,000
-
61,000
174,000
413,000
92,300
266,767
17,500
92,000
-
60,500		 2022
£
10,000
6,000
4,502
-
6,000
10,000
6,000
6,000
50,000
3,000
-
101,502
457,344
19,730
77,500
-
-
10,000
-

Page 41

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED

(A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

Challney High School
Chiltern School
Early Career Teachers
Educational Psychologists
Harpur Trust
Initial Teacher Education
Oak bank School
Peace Child International
Putnoe Scout Group
Redborne School
Samual Whitbread
Sandy School
ST Leonards
Thornhill
Vandyke School
Wadham College - Oxford Thinking Project
West Herts College
Working Options in Education
YouthScape
Level Trust
Shuttleworth Trust
Total education and young people
Chellington Centre
Hockliffe Village Hall
Stratton Festival
Total community
10.
AUDITORS' REMUNERATION
Fees payable to the Charitable Company's auditor for the audit of the
Charitable Company's annual accounts
Fees payable to the Charitable Company's auditor in respect of:
Taxation compliance services		 3,488
-
13,000
-
100,000
14,000
200,000
3,500
3,000
625,357
258,000
2,500
4,732
5,000
-
70,000
80,859
30,000
100,000
30,000
6,000
2,491,503
-
-
-
-
2,665,503
2023
£
42,900
4,150		 -
8,836
-
(57,000)
-
-
100,000
-
-
525,000
-
-
-
-
200,000
70,000
-
15,000
100,000
-
-
1,526,410
1,000
(250,000)
1,500
(247,500)
1,380,412
2022
£
34,020
3,780

Page 42

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

11. STAFF COSTS, TRUSTEE REMUNERATION AND THE COST OF KEY MANAGEMENT PERSONNEL

Wages and salaries
Social security costs
Contribution to defined contribution pension
schemes		 Group
2023
£
396,441
52,073
93,745
542,259		 Group
2022
£
332,828
42,888
56,554
432,270		 Company
2023
£
188,188
23,146
18,846
230,180		 Company
2022
£
42,654
5,019
3,250
50,923

The average number of persons employed by the Group during the year was as follows:

Directors (who are trustees)
Administration
Commercial trading activities		 Group
2023
No.
1
3
2
6		 Group
2022
No.
1
3
2
6

The number of employees whose employee benefits (excluding employer pension costs) exceeded £60,000 was:

Group Group
2023 2022
No. No.
In the band £150,001 - £160,000 1 1

The Trustees receive no remuneration in their capacity as Trustees. M A Callanan is remunerated in his capacity as director of the trading subsidiaries, as permitted in the Articles of Association.

One Trustee received reimbursement of expenses amounting to £496 in respect of travel and trustee meetings (2022 - one Trustee - £1,698).

The key management personnel of the charity comprise the Trustees of the charity, the director of the subsidiaries and the Chief Operating Officer of the charity. Total remuneration attributable to key management personnel is £288,894 (2022 - £223,897).

Page 43

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

12. TAXATION

Connolly Homes Limited
Adjustments recognised for current tax of prior periods		 2023
£
-
-		 2022
£
12,108
12,108

13. TANGIBLE FIXED ASSETS

GROUP AND COMPANY

COST
At 1 June 2022
Additions
Disposals
At 31 May 2023
DEPRECIATION
At 1 June 2022
Charge for the year
On disposals
At 31 May 2023
NET BOOK VALUE
At 31 May 2023
At 31 May 2022		 Freehold
property
£
1,553,510
-
(896,810)
656,700
501,622
-
-
501,622
155,078
1,051,888		 Plant and
machinery
£
115,846
-
(38,202)
77,644
78,202
7,530
(38,202)
47,530
30,114
37,644		 Fixtures and
fittings
£
43,979
-
-
43,979
14,431
8,796
-
23,227
20,752
29,548		 Office
equipment
£
-
6,104
-
6,104
-
638
-
638
5,466
-		 Total
£
1,713,335
6,104
(935,012)
784,427
594,255
16,964
(38,202)
573,017
211,410
1,119,080

Page 44

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

14. INVESTMENT PROPERTY

GROUP

VALUATION
At 1 June 2022
Disposals
At 31 May 2023		 Freehold
investment
property
£
5,125,143
(114,310)
5,010,833

The 2023 valuations were made by the Trustees on an open market value for existing use basis. In valuing the investment property, the directors have had to make many assumptions, including the discount rate and timing of cash flows expected to be received.

No investment property is held by the parent.

15. FIXED ASSET INVESTMENTS

GROUP
COST OR VALUATION
At 1 June 2022
Additions
Disposals
Revaluations
Movement in cash at investors
AT 31 MAY 2023		 Listed
investments
(Valuation)
£
58,655,873
7,663,486
(7,882,021)
(2,562,126)
(494,892)
55,380,320		 Other
investments
(Cost)
£
605,916
4,870
-
-
-
610,786		 Total
£
59,261,789
7,668,356
(7,882,021)
(2,562,126)
(494,892)
55,991,106

Page 45

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

15. FIXED ASSET INVESTMENTS (CONTINUED)

CHARITABLE COMPANY
COST OR VALUATION
At 1 June 2022
Additions
Disposals
Revaluations
Movement in cash at investors
AT 31 MAY 2023		 Investments
in
subsidiary
companies
(Cost)
£
38,914,790
-
-
-
-
38,914,790		 Listed
investments
(Valuation)
£
58,655,873
7,663,486
(7,882,021)
(2,562,126)
(494,892)
55,380,320		 Other
investments
(Cost)
£
605,916
4,870
-
-
-
610,786		 Total
£
98,176,579
7,668,356
(7,882,021)
(2,562,126)
(494,892)
94,905,896

PRINCIPAL SUBSIDIARIES

The following were subsidiary undertakings of the Charitable Company:

Names Company Country of incorporation Holding
number
Connolly Holdings Limited 00766646 England and Wales 100%
Connolly Homes Limited 00761425 England and Wales 100%
Connolly Estates Limited 03743402 England and Wales 100%
DB(NI) Realisations Limited 010800(NI) Northern Ireland 100%
Flitchway Settlement Limited 06737603 England and Wales 100%

The financial results of the subsidiaries for the year were:

Names Income Expenditure Profit/(loss) Net assets
£ £ for the year £
£
Connolly Holdings Limited 67,100 35,528 102,628 4,365,850
Connolly Homes Limited 13,318,502 (8,245,464) 5,073,038 40,948,616
Connolly Estates Limited 221,145 (81,993) 139,152 93,290
DB(NI) Realisations Limited 7,784 (3,540) 4,244 1,189,786
Flitchway Settlement Limited 390,000 (233,688) 156,312 156,368

Page 46

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

16. STOCKS

Land in course of development
Work in progress		 Group
2023
£
13,607,653
-
13,607,653		 Group
2022
£
16,232,064
233,675
16,465,739

17. DEBTORS

Group
Group
2023
2022
£
£
DUE AFTER MORE THAN ONE YEAR
Other debtors
-
52,150
Prepayments and accrued income
2,656,196
3,890,250
2,656,196
3,942,400
DUE WITHIN ONE YEAR
Trade debtors
4,500
21,920
Amounts owed by group undertakings
-
-
Other debtors
233,379
741,516
Prepayments and accrued income
1,675,010
1,523,055
4,569,085
6,228,891
18.
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Group
Group
2023
2022
£
£
Trade creditors
61,803
66,243
Amounts owed to group undertakings
-
-
Other taxation and social security
15,829
Other creditors
6,505
Accruals
1,192,608
Grants accrued - institutional
15,924
5,520
852,490
542,380
-
1,478,117
1,281,185		 Company
2023
£
-
-
-
-
13
-
50,977
50,990
Company
2023
£
-
5,806,189
7,263
5,520
105,951
542,380
6,467,303		 Company
2022
£
-
-
-
-
-
-
-
-
Company
2022
£
-
6,996,383
2,730
4,505
97,950
-
7,101,568

Page 47

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

19. STATEMENT OF FUNDS

GROUP STATEMENT OF FUNDS - CURRENT YEAR

UNRESTRICTED
FUNDS
DESIGNATED
FUNDS
Anticipated grant
funding
Fixed assets fund
Investment fund
GENERAL
FUNDS
General funds
Subsidiaries
Pension reserve
TOTAL
Designated funds		 Balance at 1
June 2022
£
492,500
-
-
492,500
92,918,328
2,627,288
-
95,545,616
96,038,116		 Income
£
-
-
-
-
1,671,931
14,004,531
-
15,676,462
15,676,462		 Expenditure
£
Transfers
in/out
£
(492,500)
2,957,746
-
708,220
-
55,380,320
(492,500)
59,046,286
(2,812,128) (54,134,721)
(8,568,464)
(4,971,565)
(16,000)
60,000
(11,396,592)
(59,046,286)
(11,889,092)
-		 Gains/
(Losses)
£
-
-
-
-
(2,991,635)
324,567
(44,000)
(2,711,068)
(2,711,068)		 Balance at
31 May 2023
£
2,957,746
708,220
55,380,320
59,046,286
34,651,775
3,416,357
-
38,068,132
97,114,418

Anticipated grant funding

These are funds set aside to settle anticipated grant applications.

Fixed asset fund

Represents fixed assets that are primarily used by the Charity's subsidiaries to generate profits that can be donated to the Charity.

Investment fund

Represents listed investments that are designated to generate sustainable investment income for the Charity's grant making activities.

Transfers represent gift aid distributions from the Charity's subsidiaries, transfer of funds into the defined benefit pension scheme and the establishment of the fixed asset and listed investment funds.

Page 48

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

19. STATEMENT OF FUNDS (CONTINUED)

GROUP STATEMENT OF FUNDS - PRIOR YEAR

Balance at
1 June 2021
£
UNRESTRICTED
FUNDS
DESIGNATED
FUNDS
Anticipated grant
funding
398,836
GENERAL FUNDS
General funds
87,872,210
Subsidiaries
481,683
Pension reserve
-
88,353,893
TOTAL
UNRESTRICTED
FUNDS
88,752,729		 Income
£
Expenditure
£
-
-
1,281,047
(238,242)
14,488,044
(6,745,063)
-
(15,000)
15,769,091
(6,998,305)
15,769,091
(6,998,305)		 Transfers
in/out
£
93,664
5,429,906
(5,567,570)
44,000
(93,664)
-		 Gains/
(Losses)
£
Balance at
31 May 2022
£
-
492,500
(1,426,593)
92,918,328
(29,806)
2,627,288
(29,000)
-
(1,485,399)
95,545,616
(1,485,399)
96,038,116		 Gains/
(Losses)
£
Balance at
31 May 2022
£
-
492,500
(1,426,593)
92,918,328
(29,806)
2,627,288
(29,000)
-
(1,485,399)
95,545,616
(1,485,399)
96,038,116
95,545,616
96,038,116

Transfers represent gift aid distributions from the charity's subsidiaries and the transfer of funds into the defined benefit pension scheme.

Page 49

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2023		 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2023		 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2023		 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2023		 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2023		 Balance at
31 May 2023
CHARITY STATEMENT OF FUNDS - CURRENT YEAR
Balance at 1
June 2022
Income Expenditure		 **Transfers ** Gains/(Losses)
Balance at 1
June 2022		 **Income **
£ £ £ £ £ £
UNRESTRICTED
FUNDS
DESIGNATED
FUNDS
Anticipated grant
funding		 492,500 - (492,500) - - -
Fixed asset fund - - - 499 - 499
Investment fund - - - 55,380,320 - 55,380,320
492,500 - (492,500) 55,380,819 - 55,380,819
GENERAL FUNDS
General fund 92,918,328 6,877,773 (2,857,128) (55,380,819) (2,991,635) 38,566,519
TOTAL 93,410,828 6,877,773 (3,349,628) - (2,991,635) 93,947,338
CHARITY STATEMENT OF FUNDS - PRIOR YEAR
Balance at 1
June 2021
Income Expenditure		 **Transfers ** Gains/(Losses) Balance at
31 May 2022
Balance at 1
June 2021
UNRESTRICTED
FUNDS
DESIGNATED
FUNDS
Anticipated grant
funding		 398,836 - - 93,664 - 492,500
GENERAL FUNDS
General fund 87,872,210 8,944,631 (1,922,347) (93,664) (1,882,502) 92,918,328
TOTAL 88,271,046 8,944,631 (1,922,347) - (1,882,502) 93,410,828

Page 50

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

20. ANALYSIS OF NET ASSETS BETWEEN FUNDS

GROUP ANALYSIS OF NET ASSETS BETWEEN FUNDS - CURRENT YEAR

Unrestricted
funds
2023
£
Tangible fixed assets
708,220
Fixed asset investments
55,991,106
Investment property
4,514,023
Debtors due after more than one year
2,656,196
Current assets
34,723,478
Creditors due within one year
(1,478,605)
TOTAL
97,114,418		 Total
funds
2023
£
708,220
55,991,106
4,514,023
2,656,196
34,723,478
(1,478,605)
97,114,418

GROUP ANALYSIS OF NET ASSETS BETWEEN FUNDS - PRIOR YEAR

Tangible fixed assets
Fixed asset investments
Investment property
Debtors due after more than one year
Current assets
Creditors due within one year
TOTAL		 Unrestricted
funds
2022
£
1,119,080
59,261,789
5,125,143
3,942,400
27,870,889
(1,281,185)
96,038,116		 Total
funds
2022
£
1,119,080
59,261,789
5,125,143
3,942,400
27,870,889
(1,281,185)
96,038,116

Page 51

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

CHARITY ANALYSIS OF NET ASSETS BETWEEN FUNDS - CURRENT YEAR

Unrestricted
funds
2023
£
Tangible fixed assets
499
Fixed asset investments
94,905,896
Current assets
5,508,246
Creditors due within one year
(6,467,303)
93,947,338		 Total
funds
2023
£
499
94,905,896
5,508,246
(6,467,303)
93,947,338

CHARITY ANALYSIS OF NET ASSETS BETWEEN FUNDS - PRIOR YEAR

Unrestricted
funds
2023
£
Fixed asset investments
98,176,579
Current assets
2,335,817
Creditors due within one year
(7,101,568)
93,410,828		 Total
funds
2023
£
98,176,579
2,335,817
(7,101,568)
93,410,828

Page 52

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

21. RECONCILIATION OF NET MOVEMENT IN FUNDS TO NET CASH FLOW FROM OPERATING ACTIVITIES

Net income for the year (as per Statement of Financial Activities)
ADJUSTMENTS FOR:
Depreciation charges
Gains on investments
Dividends, interests and rents from investments
Decrease in stocks
Decrease/(increase) in debtors
Increase/(decrease) in creditors
Decrease in pension liability
NET CASH PROVIDED BY OPERATING ACTIVITIES
22.
ANALYSIS OF CASH AND CASH EQUIVALENTS
Cash in hand
TOTAL CASH AND CASH EQUIVALENTS
23.
ANALYSIS OF CHANGES IN NET DEBT
At 1 June
2022
£
Cash at bank and in hand
9,118,659
9,118,659		 Group
2023
£
1,120,302
16,964
569,713
(2,281,534)
2,858,086
1,659,318
197,420
(44,000)
4,096,269
Group
2023
£
19,202,448
19,202,448
Cash flows
£
10,083,789
10,083,789		 Group
2022
£
7,314,387
13,456
1,456,399
(1,341,095)
4,347,205
(5,381,664)
(1,460,622)
(29,000)
4,919,066
Group
2022
£
9,118,659
9,118,659
At 31 May
2023
£
19,202,448
19,202,448

Page 53

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

24. PENSION COMMITMENTS

The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £93,745 (2022 - £56,554). Contributions totalling £12,188 (2022 - £11,172) were payable to the fund at the balance sheet date and are included in creditors.

The Group operates a defined benefit pension scheme.

The Connolly Group Pension Fund ("the Fund") provides benefits for some of the employees of the company and some employees of fellow group companies.

The Fund became “paid up” in 2003, since when members have built up no further benefits. The assets of the Fund are administered by trustees and are independent of the companies’ finances. Contributions by the participating employers are paid to the Fund in accordance with the recommendations of an independent actuarial advisor.

The funding plan is for the Fund to hold assets equal to the value of the benefits earned by employees, based on a set of assumptions used for funding the Fund. The funding assumptions differ from the assumptions used to calculate the figures for these accounts, and therefore produce different results. If there is a shortfall against this funding plan, then the participating employers and trustees agreed on deficit contributions to meet this deficit over a period. As part of the actuarial valuation with an effective date of 1 October 2020, the company agreed to pay contributions of £17,700 pa up to 31 December 2021 and £43,500 pa between 1 January 2022 and 30 September 2025, plus the cost of life assurance and any levies. The estimated amount of total employer contributions expected to be paid to the Fund during the year to 31 May 2024 is £51,900 plus the cost of life assurance and any levies. (2023 actual - £60,200).

The results of the formal actuarial valuation as at 1 October 2020 were updated to the accounting date by an independent qualified actuary in accordance with FRS102. As required by FRS102, the value of the defined benefit liabilities has been measured using the projected unit method and both the assets and the liabilities include the value of those pensions in payment which are secured with insured annuities.

Page 54

DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

24. PENSION COMMITMENTS (CONTINUED)

The results, based on assumptions used for FRS102, are as follows:

Principal actuarial assumptions at the Balance Sheet date (expressed as weighted averages):

Price inflation (RPI)
Price inflation (CPI)
Discount rate
Pension increase in payment
- RPI, subject to a maximum of 5% pa
- CPI, subject to a maximum of 5% pa
- Fixed 3%
Pension increases in deferment
Mortality rates
- For a male aged 65 now
- At 65 for a male aged 45 now		 At 31 May
2023
%
3.2
2.4
5.3
3.1
2.4
3
2.4
At 31 May
2023
Years
21.5
22.5		 At 31 May
2022
%
3.5
2.7
3.5
3.4
2.7
3
2.7
At 31 May
2022
Years
21.5
22.5

The Group's share of the assets in the scheme was:

Equity instruments
Debt instruments
Property
All other assets
TOTAL FAIR VALUE OF ASSETS		 At 31 May
2023
£
483,000
751,000
271,000
597,000
2,102,000		 At 31 May
2022
£
563,000
687,000
335,000
580,000
2,165,000

The total loss on the assets over the year was £41,000 (2021/22 - a loss of £120,000).

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DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

24. PENSION COMMITMENTS (CONTINUED)

The amounts recognised in the Consolidated Statement of Financial Activities are as follows:

2023
£
Running costs
16,000
Movements in the present value of the defined benefit obligation were as follows:
2023
£
Opening defined benefit obligation
1,596,000
Interest on obligation
55,000
Actuarial gains/losses
(383,000)
Benefits paid
(66,000)
CLOSING DEFINED BENEFIT OBLIGATION
1,202,000		 2022
£
15,000
2022
£
2,113,000
42,000
(491,000)
(68,000)
1,596,000

Movements in the fair value of the Group's share of scheme assets were as follows:

Opening fair value of scheme assets
Running costs
Interest on plan assets
Actuarial return less interest on plan assets
Contributions by the employer
Benefits paid
CLOSING FAIR VALUE OF SCHEME ASSETS		 2023
£
2,165,000
(16,000)
75,000
(116,000)
60,000
(66,000)
2,102,000		 2022
£
2,324,000
(15,000)
46,000
(166,000)
44,000
(68,000)
2,165,000

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DocuSign Envelope ID: 5FFB563E-A8B4-41C4-BF10-E40064119345

THE CONNOLLY FOUNDATION (UK) LIMITED (A Company Limited by Guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

24. PENSION COMMITMENTS (CONTINUED)

Fair value of plan assets
Present value of plan liabilities
Amount not recognised due to asset limit		 2023
£
2,102,000
(1,202,000)
(900,000)
-		 2022
£
2,165,000
(1,596,000)
(569,000)
-

The plan does not invest directly in property occupied by the Group or in financial securities issued by the Group.

25. RELATED PARTY TRANSACTIONS

At the year end, an amount of £144,291 (2022 - £NIL) was due to Connolly Holdings Limited, the Foundation's direct subsidiary undertaking.

At the year end, an amount of £5,641,915 (2022 - £6,996,383) was due to Connolly Homes Limited, an indirect subsidiary undertaking.

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