2022-03-31-accounts

COMPANY REGISTRATION NUMBER: 03784507 CHARITY REGISTRATION NUMBER: 1111029

Combe Mill Society

Company Limited by Guarantee Unaudited Financial Statements For the year ended

31 March 2022

Combe Mill Society

Company Limited by Guarantee

Financial Statements

Year ended 31 March 2022

	Page
Trustees' annual report (incorporating the director's report)	1
Independent examiner's report to the trustees	6
Statement of financial activities (including income and
expenditure account)	7
Statement of financial position	8
Notes to the financial statements	9

Combe Mill Society

Company Limited by Guarantee

Trustees' Annual Report (Incorporating the Director's Report)

Year ended 31 March 2022

The trustees, who are also the directors for the purposes of company law, present their report and the unaudited financial statements of the charity for the year ended 31 March 2022.

Reference and administrative details

Registered charity name Combe Mill Society Charity registration number 1111029 Company registration number 03784507 Principal office and registered Blenheim Palace Sawmills office Long Hanborough Oxfordshire OX29 8ET The trustees P Hawtin A Simmons P Trowles J Stuart-Thompson (Resigned 20 May 2022) D Goddard M Gruber W Foster (Appointed 12 April 2021) S Foster (Appointed 12 April 2021) Independent examiner Andrew A Adams and Co Ltd Cherry House Pond Hill Stonesfield Witney Oxfordshire OX29 8PZ

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Combe Mill Society

Company Limited by Guarantee

Trustees' Annual Report (Incorporating the Director's Report) (continued)

Year ended 31 March 2022

Objectives and activities

Purpose

The charity's objects ('Objects') are specifically restricted to the following

1. to advance the education of the public by the operation of Combe Mill at Blenheim Palace Sawmill, Combe, Witney, OX29 8ET, demonstrating, recording preserving, practising and disseminating the whole range of skills in the construction, maintenance, operation and associated activities of water and steam-powered mills, along with items directly associated with Combe Mill, the Blenheim Estate and Oxfordshire.

2. to research, establish, restore, maintain and equip Combe Mill to demonstrate, improve and teach the design, construction, operation and use of water- and steam-powered mills for the purpose of the education of the public, together with the dissemination of the results of any research conducted and to carry out works for the improvement, development and promotion of Combe Mill.

Main activities

The Society's main activities are those included in the Society's Objects quoted verbatim above.

Directors' confirmation with respect to public benefit

The directors confirm that to the best of their belief and knowledge that the decisions that they have taken are in accordance with the Commission's guidance on public benefit. The chairman of any meeting of the directors is responsible for advising the meeting, as and when necessary, as to the need to conform to the Commission's guidance.

Additional information

Combe Mill Society (The Society) does not make grants or social investments as part of its charitable objectives.

The Society has a total membership of approximately 100: of which half are active and, in a normal year, contribute to the maintenance and operation of Combe Mill and demonstrate the working machinery and the supporting craft skills to the visiting public. The number able to contribute for much of the year was constrained by matters beyond the individual's control.

Achievements and performance

The society has achieved its objectives of restoring, conserving and maintaining the artefacts within the Mill and opening the Mill for public viewing.

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Combe Mill Society

Company Limited by Guarantee

Trustees' Annual Report (Incorporating the Director's Report) (continued)

Year ended 31 March 2022

Financial review

General

Over the year ending March 31st 2022 the Society had an excess of receipts over expenditure of £4164.00 compared with an excess of £11,938 in 2021.

Covid restrictions meant that we were only able to run our usual fundraising activities from June this year.

Our income was bolstered by receipt of Government grants amounting to £11,953 Normally the Society generates income from the sale of admission tickets, refreshments, activity experiences, retail and the hire of the riverside tea room.

The balance in the Charity's bank current account at 31st March 2022 was £14,740.15

The reserves policy of the Trustees is to aim at a situation where the Society has reserves that will allow it to meet its core costs for one year.

The society's reserve fund will be required for future major machinery and building maintenance or replacement costs. It stood at £15,000.00 at the end of the year. It is the Trustees policy that on-going maintenance is met from current income.

Expenditure	2021/22	2020/21
Governance - Upkeep	£6.002.32	£4,748.61
Charitable Activities	£8,956.14	£2,371.38

Source of funds:

The costs of operating the Mill as an industrial museum in accordance with the Society's Article of Association is usually funded through admission charges and the sale of souvenirs and refreshments, together with the hire of the tea room for meetings and events. This season our income from charitable and fundraising activities was £24,520.00.

As mentioned earlier we received £11,953.00 in government recovery grants.

Generous donations from anonymous donors, Members and Friends of Combe Mill Society, amounting to £912.00 have been another source of funding.

Gift Aid was recoverable on the majority of the funds received by donations.

Investment Policy:

The Society's only investments consist of bank deposits and no special social, environmental or ethical consideration arise.

Additional Information:

Principal risks facing the charity: The Society's basic business model remains critically dependant on a adequate supply of suitably qualified volunteers. Historically this need has been mainly supplied by retired persons who have had the necessary technical training during their employment. The directors are aware that this may not always be the case now in the changing structure of industry.

Future volunteers with appropriate basic skills are encouraged to become members and the Society provides them with relevant training.

The directors are mindful of the need to ensure financial probity. The Society's Articles require that directors must prepare accounts for each financial year as required by the Companies Acts. The Directors keep accounting records as required by the relevant Companies act and believe that the accounts:

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Combe Mill Society

Company Limited by Guarantee

Trustees' Annual Report (Incorporating the Director's Report) (continued)

Year ended 31 March 2022

• Show a true and fair view.

• Follow accounting standards issued or adopted by the Accounting Standards Board or its successors and

• Adhere to the recommendations of applicable Statements of Recommended Practice.

In order to meet these requirements, the directors prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and of its incoming resources and application of resources of the company for that period.

The directors are responsible for maintaining satisfactory systems of internal control and keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the appropriate Companies Act and guidance issued by Companies House. The directors 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.

So far as the directors are aware, there is no relevant information of which the accountants, who act as Independent Examiners, are unaware. The directors have taken all the steps that they ought to have taken in order to make themselves aware of any relevant audit information and to establish that the accountants are aware of that information.

Structure, governance and management

Company status: The Society is a charitable company limited by guarantee and its governing document takes the form of Articles of Association.

Appointment of directors : The Articles governing the appointment of directors are based on the proposals in the Model Articles extant in 2019. The arrangements remain those summarised in the 2019/20 Annual Report.

No director is permitted to appoint an alternate director or anyone to act on his or her behalf at meetings of the directors.

Additional information

Induction and training of directors: Under the current arrangements newly appointed directors are supplied with a copy of the Society's Articles of Association and given a briefing by the chairman. Following the approval of the new Articles the arrangements are to be reviewed and any necessary improvements introduced.

Co-operation with other charities: A number of charities operate on land that is adjacent to the Society's boundaries. It is the policy of the directors to co-operate with these charities insofar as the Society's Objects permit.

Maintaining a safe working environment: The directors are mindful of their responsibility to volunteers and members of the public for maintaining a safe working environment.

Meetings of the directors: The directors under the existing Articles of Association have the power to conduct their meetings by electronic means. They made extensive use of this facility and confirm that, in accordance with the requirements of Article 41 (6) at all such meetings, all participants were able to communicate with all the other participants. Throughout the year the directors typically met at 3 to 4 week intervals. The arrangements worked smoothly.

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Combe Mill Society

Company Limited by Guarantee

Trustees' Annual Report (Incorporating the Director's Report) (continued)

Year ended 31 March 2022

Access to the Mill and approval of Projects : A key feature of the directors' strategy was to ensure, in line with government guidance, that:

• All work that could be done at home was done at home;

• Members of the Society should not be allowed to visit the Mill unless they had, in the opinion of the directors, a valid reason so to do;

• Any work carried out at the Mill must be related to the safety or security of the building or its occupants, or be essential for the smooth reopening of the building to the public when the time came.

To facilitate the application of these principles the directors delegated the decision taking to two nominated directors, who reported any decisions taken to the next board meeting.

Annual General Meetings:

Now that Government guide lines on Covid restrictions these can go back to face to face meetings at the Mill on set dates

Funds held as custodian trustee

None

Exemptions from disclosure

None

Name of trustees holding title to property belonging to the charity None

Small company provisions

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

The trustees' annual report was approved on .............................. and signed on behalf of the board of trustees by:

S Foster

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Combe Mill Society

Company Limited by Guarantee

Independent Examiner's Report to the Trustees of Combe Mill Society

Year ended 31 March 2022

I report to the trustees on my examination of the financial statements of Combe Mill Society ('the charity') for the year ended 31 March 2022.

Responsibilities and basis of report

As the trustees of the company (and also its directors for the purposes of company law) you are responsible for the preparation of the financial statements in accordance with the requirements of the Companies Act 2006 ('the 2006 Act’).

Having satisfied myself that the accounts of the company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of the charity’s accounts as carried out under section 145 of the Charities Act 2011 (‘the 2011 Act’). In carrying out my examination I have followed the Directions given by the Charity Commission under section 145(5)(b) of the 2011 Act.

Independent examiner's statement

I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe:

1. accounting records were not kept in respect of the charity as required by section 386 of the 2006 Act; or

2. the financial statements do not accord with those records; or

3. the financial statements do not comply with the accounting requirements of section 396 of the 2006 Act other than any requirement that the accounts give a ‘true and fair' view which is not a matter considered as part of an independent examination; or

4. the financial statements 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 with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Andrew A Adams and Co Ltd Independent Examiner

Cherry House Pond Hill Stonesfield Witney Oxfordshire OX29 8PZ

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Combe Mill Society

Company Limited by Guarantee

Statement of Financial Activities (including income and expenditure account)

Year ended 31 March 2022

		2022	2022	2021
		Unrestricted
		funds	Total funds	Total funds
	Note	£	£	£
Income and endowments
Donations and legacies	5	12,865	12,865	21,675
Charitable activities	6	26,047	26,047	2,770
Investment income	7	13	13	66
		────────	────────	────────
Total income		38,925	38,925	24,511
		════════	════════	════════
Expenditure
Expenditure on raising funds:
Costs of raising donations and legacies	8	4,654	4,654	1,436
Expenditure on charitable activities	9	25,778	25,778	13,794
		────────	────────	────────
Total expenditure		30,432	30,432	15,230
		════════	════════	════════
		────────	────────	────────
Net income and net movement in funds		8,493	8,493	9,281
		════════	════════	════════
Reconciliation of funds
Total funds brought forward		36,927	36,927	27,646
		────────	────────	────────
Total funds carried forward		45,420	45,420	36,927
		════════	════════	════════

The statement of financial activities includes all gains and losses recognised in the year. All income and expenditure derive from continuing activities.

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Combe Mill Society

Company Limited by Guarantee

Statement of Financial Position

31 March 2022

		2022	2021
	Note	£	£
Fixed assets
Tangible fixed assets	15	12,028	8,764
Current assets
Stocks	16	2,903	2,237
Cash at bank and in hand		31,489	27,246
		────────	────────
		34,392	29,483
Creditors: amounts falling due within one year	17	1,000	1,320
		────────	────────
Net current assets		33,392	28,163
		────────	────────
Total assets less current liabilities		45,420	36,927
		────────	────────
Net assets		45,420	36,927
		════════	════════
Funds of the charity
Unrestricted funds		45,420	36,927
		────────	────────
Total charity funds		45,420 ════════	36,927 ════════

For the year ending 31 March 2022 the charity was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476;

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

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

These financial statements were approved by the board of trustees and authorised for issue on ........................, and are signed on behalf of the board by:

A Simmons Trustee

The notes on pages 9 to 15 form part of these financial statements.

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Year ended 31 March 2022

Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements

1. General information

The charity is a public benefit entity and a private company limited by guarantee, registered in England and Wales and a registered charity in England and Wales. The address of the registered office is Blenheim Palace Sawmills, Long Hanborough, Oxfordshire, OX29 8ET.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland', the 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) (Charities SORP (FRS 102)) and the Companies Act 2006.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through income or expenditure.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

There are no material uncertainties about the charity's ability to continue.

Disclosure exemptions

None.

Judgements and key sources of estimation uncertainty

In the application of the charity's accounting policies, the trustees are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

3. Accounting policies (continued)

Fund accounting

Unrestricted funds are available for use at the discretion of the trustees to further any of the charity's purposes.

Designated funds are unrestricted funds earmarked by the trustees for particular future project or commitment.

Restricted funds are subjected to restrictions on their expenditure declared by the donor or through the terms of an appeal, and fall into one of two sub-classes: restricted income funds or endowment funds.

Incoming resources

All incoming resources are included in the statement of financial activities when entitlement has passed to the charity; it is probable that the economic benefits associated with the transaction will flow to the charity and the amount can be reliably measured. The following specific policies are applied to particular categories of income:

• income from donations or grants is recognised when there is evidence of entitlement to the gift, receipt is probable and its amount can be measured reliably.

• legacy income is recognised when receipt is probable and entitlement is established.

• income from donated goods is measured at the fair value of the goods unless this is impractical to measure reliably, in which case the value is derived from the cost to the donor or the estimated resale value. Donated facilities and services are recognised in the accounts when received if the value can be reliably measured. No amounts are included for the contribution of general volunteers.

• income from contracts for the supply of services is recognised with the delivery of the contracted service. This is classified as unrestricted funds unless there is a contractual requirement for it to be spent on a particular purpose and returned if unspent, in which case it may be regarded as restricted.

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

3. Accounting policies (continued)

Resources expended

Expenditure is recognised on an accruals basis as a liability is incurred. Expenditure includes any VAT which cannot be fully recovered, and is classified under headings of the statement of financial activities to which it relates:

• expenditure on raising funds includes the costs of all fundraising activities, events, non-charitable trading activities, and the sale of donated goods.

• expenditure on charitable activities includes all costs incurred by a charity in undertaking activities that further its charitable aims for the benefit of its beneficiaries, including those support costs and costs relating to the governance of the charity apportioned to charitable activities.

• other expenditure includes all expenditure that is neither related to raising funds for the charity nor part of its expenditure on charitable activities.

All costs are allocated to expenditure categories reflecting the use of the resource. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs are apportioned between the activities they contribute to on a reasonable, justifiable and consistent basis.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other recognised gains and losses, unless it reverses a charge for impairment that has previously been recognised as expenditure within the statement of financial activities. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other recognised gains and losses, except to which it offsets any previous revaluation gain, in which case the loss is shown within other recognised gains and losses on the statement of financial activities.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Plant and machinery

• 20% reducing balance

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

3. Accounting policies (continued)

Impairment of fixed assets (continued)

For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets.

For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the charity are assigned to those units.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.

Financial instruments

A financial asset or a financial liability is recognised only when the charity becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the amount receivable or payable including

any related transaction costs.

Current assets and current liabilities are subsequently measured at the cash or other consideration expected to be paid or received and not discounted.

Debt instruments are subsequently measured at amortised cost.

Where investments in shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in income and expenditure. All other such investments are subsequently measured at cost less impairment.

Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Other financial instruments are subsequently measured at fair value, with any changes recognised in the statement of financial activities, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised under the appropriate heading in the statement of financial activities in which the initial gain was recognised.

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

3. Accounting policies (continued)

Financial instruments (continued)

For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

4. Limited by guarantee

Combe Mill Society is a private company limited by guarantee, without share capital.

5. Donations and legacies

	Unrestricted	Total Funds	Unrestricted	Total Funds
	Funds	2022	Funds	2021
	£	£	£	£
Donations
Donations and gifts	912	912	1,000	1,000
Grants
Other general grants	11,953	11,953	20,675	20,675
	────────	────────	────────	────────
	12,865	12,865	21,675	21,675
	════════	════════	════════	════════

6. Charitable activities

	Unrestricted	Total Funds	Unrestricted	Total Funds
	Funds	2022	Funds	2021
	£	£	£	£
Sales within charitable activities	25,851	25,851	2,698	2,698
Other income from charitable activities	196	196	72	72
	────────	────────	───────	───────
	26,047	26,047	2,770	2,770
	════════	════════	═══════	═══════
Investment income
	Unrestricted	Total Funds	Unrestricted	Total Funds
	Funds	2022	Funds	2021
	£	£	£	£
Interest receivable	13	13	66	66
	════	════	════	════

7. Investment income

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

8. Costs of raising donations and legacies

		Unrestricted	Total Funds	Unrestricted	Total Funds
		Funds	2022	Funds	2021
		£	£	£	£
	Opening stock	2,237	2,237	2,237	2,237
	Purchases	1,414	1,414	1,102	1,102
	Shop supplies	3,906	3,906	334	334
	Closing stock	(2,903)	(2,903)	(2,237)	(2,237)
		───────	───────	───────	───────
		4,654	4,654	1,436	1,436
		═══════	═══════	═══════	═══════
9.	Expenditure on charitable activities by fund type
		Unrestricted	Total Funds	Unrestricted	Total Funds
		Funds	2022	Funds	2021
		£	£	£	£
	Charitable activities	24,755	24,755	12,204	12,204
	Support costs	1,023	1,023	1,590	1,590
		────────	────────	────────	────────
		25,778	25,778	13,794	13,794
		════════	════════	════════	════════
10.	Analysis of support costs
			Analysis of
			support costs	Total 2022	Total 2021
			£	£	£
	Governance costs		1,000	1,000	1,764
			═══════	═══════	═══════
11.	Net income
	Net income is stated after charging/(crediting):
				2022	2021
				£	£
	Depreciation of tangible fixed assets			3,006	2,191
				═══════	═══════
12.	Independent examination fees
				2022	2021
				£	£
	Fees payable to the independent examiner for:
	Independent examination of the financial statements			1,000	1,320
				═══════	═══════
13.	Staff costs

The average head count of employees during the year was Nil (2021: Nil).

No employee received employee benefits of more than £60,000 during the year (2021: Nil).

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Combe Mill Society

Company Limited by Guarantee

Notes to the Financial Statements (continued)

Year ended 31 March 2022

14. Trustee remuneration and expenses

None of the trustees (or any persons connected with them) received any remuneration or benefits from the charity during the year.

15. Tangible fixed assets

			Plant and
			machinery
			£
	Cost
	At 1 April 2021		28,221
	Additions		6,270
			────────
	At 31 March 2022		34,491
			════════
	Depreciation
	At 1 April 2021		19,457
	Charge for the year		3,006
			────────
	At 31 March 2022		22,463
			════════
	Carrying amount
	At 31 March 2022		12,028
			════════
	At 31 March 2021		8,764
			════════
16.	Stocks
		2022	2021
		£	£
	Raw materials and consumables	2,903	2,237
		═══════	═══════
17.	Creditors: amounts falling due within one year
		2022	2021
		£	£
	Accruals and deferred income	1,000	1,320
		═══════	═══════
18.	Related parties

There were no disclosable related party transactions during the year (2021 - none).

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