Company Registration No, 05747404 (England and Wales) Scnttish Charlty N¢) scn39389 English Charity No 1113423 The Mertoun Gardens Trust Unaudited financial statements For the year ended 31 March 2023 Saffery The Mertoun Gardens T￿$t Contents Page Report of the Trustees Compary Informatitsn lrtdependenlexaminer's report Statementof financial activities Balance sheet 9-10 Notes to the finaiicial 5tatemetLts 11-18 The Mertoun GardeJ)s Trust Report ofthe Trustees For the year ended 31 March 2023 The Trustees. who are also directors for the purposes of company law, have pleasure in presenting theirreport and the financial statements of the charlty for the year ended 31 March 2023. The financial 5taiements have been prepared accordance wSth the currenr statutory requlrements. the Articles of Association and the Statement of Recommended Pra¢tlce- appliLable to charities preparing their accounts in accordathcp with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) published on I lanuary 2019. The Trustees The Trustees who served the charity during the year were as follows.. Lord Henry Alexander Egerlon Lady Alice Marian Fremantle Michael john Chantler Structurej governance and management The Mertoun Gardens Trust Is a private company Ilmited by guarantee [companynurnber 05747404) and registered charity (charity number 1113423). The charity is also registered with the Office ofthe Scotttsh Charity Regulator (charity number SC039389). It is governed by its memorandurn and articles of association dated 16 March 2006. In the event of the charity being wound up, the liability ofthe members of the company is limited to £1 eaeh. The miniinutn nutnber of Tru5tee5 15 3 and the maximum 10. Trustees rnu5tbe a member of the company. Trustees can be appointed by the Board at any time and the appointment must be ratified at the following annual generdl meetin& The Gardens are administered by a Gardens Committee whlch reports tr> the Trustees and to whorn the dayto day running and admini5tratiDn of the Garden5 ha5 been delegated by the Trustee& The Trustees have been appoSnted on the basls of thelr skills, knowledge and experience of the current and future actlvttie5 of the organ15adotb by agreementwlth ex65tlng Trustees. The Trustees recognise rhat new Trustees should be aMHre of the charity's charitable pvrposes. modv5 operandi and plans. Trustees are kept informed of developments in the law and accounting pracdces by thelr professlonal advisers. The Mertoun GardeD5 Trust Report of the Trustees (contlnued) For the year ended 31 March 2023 Most decision5 are taken by consensus agreemenL Should it be necessary, an issue may be determined by a stmple malorlty of the votes cast at a meetln& bura wrltten resolution signed by all the Thstees is as valid as a resolution passed at a meeting. Except for the chairman of the rneeti￿ who has a second or casting vote. every Trustee has one vote OD each issue. The Trustees keep under revlew the maln rlsks to whlch rhe charlty Is exposed. The Trustees meet regularly and review the policies and procedures established to help mitigats these risks as necessary. Day to day riskg are mitigated by the policies and procedures established by the Trustees as impleinented by the Gardens Committee and reviewed on a regular basis. Strdtegyand activitle5 ofth@c ari The strategy of the charity Is.. To promote far the public benefjt the plantin& mainten3nce. improvement and preservation of MertOUTJ Gardens at St Boswells. Melrose, Roxburghshire,. To advance the education of the public, in particular in relation to the history. desSgn and hortlcultural significance of the Gardens,. and Such other charitable purpose as the Trustee5 shall think fiL In addition to the ongoing plantin& pre5erwdtion and maintrnance of the Gardens for the public benefit the Trustee5 are committed to opening the Gardens to the widest Possible audience. The Trustees have sought accoi'dingly to ensure rhat admission charges to the Ganlens are kept as low as reasonably possible and have explored Tneans of widening the audience, including liai5Lng with local schools to encourage organised school visits. There are no rertrlctions on the charity's power to investand the Trustees have adopted an Investment strategy that seeks to balance the itlcorne need5 of the charity with future capital growth. The Trustees have delegated the management ofthe investment portfolio to Waverton Investment Managementwho manage the portfolio on a discretionary basis and who report to and meet with the Tnjstees on a regular basis to review the performance of the portfolio and investment strategy. The Mertoun GardenSTh￿t Report of tbe Trustees (¢ontinued) For the year ended 31 March 2023 Achievements and perforniance The Trnstees confirm they have referred to the Charity Commission's general guidance on public beneflt when reviewing the Trnst's aims and objectives and settlng its platxs for futLJre years. The Charity's significant activSties are outllned Sn this reporL In furtherance of thelr charltsble objetts, the Trustees maintain the Gardens and open them to the public generallyand with special parknes and guided tours being orgarLi5ed by arrangement. The Charity also undertakes attivities related to the Gardens which have an educaknonal emphasis. In particular. the Charity has hosted a number of schools forvisits to the Gardens under the supervision of the Royal Highlands Educational TrusL and has also run a work experience programme, through whlch colleges have sent students to the Gardens to gain experience in gardening and other practical work Furtherrnore, the Thwstee5 have obtaiEied an exieiision of dieir lease uiitil 31 lanuary 2Q52 [frorn 31 Marcli 2037). and have seL up website. the costs of which have been capitalised. Flnanclal revlew During the year the Trustees received incoming resources totalling £100,549 [2022: £97,863). Dirert expenditure on the Gardens arnounted to £125,466 [2022.. £121.553) and general adrnini5tration costs of £15,415 (2022.. £16.008). This resulted in a net deficit for the year of £40,332 (2022: £39,698) before the gain on disposal of fixed assets of Enil (2022.. £333), the gain on disposal olinvesttnents of £161,946 (2022.. £154,622), the iinrealised losses on investments and assets of £191,579 (2022.. £120,548 gafirl) and the gain on foreign exchange of £99 {2022.. £444)- The Trustee5 are aware of the need to increase the income generating asset base in order to balance their books. The Trustees have reviewed the reserves available to them and are satisfied th2t they are adequate to meet their short terTYt needs. The investment portfolLO j5 shown as a designated capital endowrnent. The intention of the Trustees is that the endowment should be able to generate sufficient income to meet the costs of the charity's operations. 'Plans for future years As srated, the Trustees wish to build up their endowment to ensure thatsufficient income can be generated from the liivesbnent portfolio in ordej. to meet the costs a550ciated with operating the Gardens and opening the Gardens to the public. The Trustees wish to ensure the widest possible public access to the Gardens commensurats with their preservation and planting seasons. The Mertoun Gardens Trust Report of the Trustees {continued) For the year ended 31 March 2023 Responsibilitles of the Trustees The Trustees are responslble for preparing the Thstees. Annual Report and the flnanclal statements in accordance with applicable law and regulations. Company law requtres the Thstees to prepare finandal statements for each tlnanclal year. Under that law the Trusrees have elected to prepare the financial statements in accordance with United Kingdgm Generally Accepted Accounting Practice (United Klrtgdom Accounting Standards and applicable law). The financlal statements are required by law to give a true and f3ir view of the sfate of affairs of the charity and tsf the surplus or deficit of the charhty for that year. In preparing these finanaal statsments, the Trustees are requlred to.. select sultable accounting policies and then apply them consistentiy,- observe the methods and prirlciples in the Charities SORP: make Sudgements and estimates that are reasonable and prudentr state whetherapplicable UK a¢counting stsndards have been followed. subject to any material departures disclosed and explained in the financial statements: prepare the financial statements in rhe going concern basis unless it IS Lnappropriate to presume that the charity wll torlttnue in buSLness. The Trustees are responsible for keeplng proper accountlng records whlch dlsclose with reasonable accuracy at any tlme the financial posltion of the charity and which enable them to ensure that the finandal statemeELts comply with Companies Act 2006. The Trustees are also responslble for safeguarding the assets of the charlty and herhce for taking reasonable steps for the prevention and detection of fraud and other Irregularities. In so far as the Trystees are aware.. there is no relevartt accounting Inforn￿tion of which the charity's accountants at? unaware,. and the Trustees have taken all steps that they ought to have tsken to make themselves aware of any rele￿nt accounting information and to estsblish that the accountants are aware of that information. Srnall company provlsions Thls report has been prepared in accordance with the special provisions relatlng to small companies within Part 15 of the Companies Act 2006. Signed on behalfof the board ael John Chantler Trustee 22 December 2022 The Mertoun Gardens Trust Company Informatlon Reglstered charlty name The Mertoun Gardens Trust Trustees Lord Henry Egerton Lady Alice Marian Fremantle Michael John Ch3ntler Gardens Committee Her Grace the Ducbess of Sutherland Evelyn. Duchess of Sutherland Harriet Bowes-Lyon Marchloness of Staffr>nl Secretary lames Galbraith English charlty number OSCR charity number Company number Reglstered office 1113423 SC039389 05747404 66 Lincoln's Inn Fields London WC2A3LH Acc(Juntants jamie H Younger CA Saffery LLP Edinburgh Quay 133 Fountainbridge Edinburgh EH3 9BA IDvestment M#nagers Waverwn Investment Management Limited 16 Babmaes Street London SWIY 6AH Solidtors Farrer & Co LLP 66 Lincoln's Inrl Fields London WC2A 3LH Bankers Bank of Scotland plc .819 The Square Kelso TDS 7HQ The Mertoun Gardens Trust Independent examiner's report to the trustees of The Mertoun Gardens Trust I report to the Trnstees on the exarnination of the accounts of the company for the year ended 31 March 2023 which are Set out on pages 8 to 18. Respectlve responslbllltles of Trustees and examlner As the Trn5tees of the Company (who are also the dirertors of the colnpany for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Charitles and Trustee Investment (Scotland} Act 2Q051"the 2005 Act"), the Charities Accounts [Seotland] ReEulations 2006 {as amended} and the Companies Art 2006 ('the 2006 Art.). You are satisfied that the accounts of the Company are not required by charity or ¢Drnpany law to be audited and have chosen instead to have an independentexaminatio Having satisfied myselfthat the acccounts of the Company are not required to be audited under Part 16 of the 2006 Act and al'e eligible for independent examinaLiorL, I report in respect of my examiniation ofthe Company's 3CCDunts carried out under sectyon 44 [11 (c) of the 2005 Act and section 145 of the Charities Act 2011 ["the 2011 Art'}. In Carrying out my examlT)ation I have followed the requirerneT)ts of Regulation 11 of the Charities Accounts (Scotland} Regulations 2006 [as amended) And the Directlons given by the Charity Comrni55ion under settion 145(5){b) of the 2011 ACL Basls of Independent examlner's report My examination was carried out in accordance with the general Directions given by thE Charity CoTnmissioTL An exarnirlation includes a review ofthe accounting record5 keptby the charityand a comparison of the accounts presented with those recoftls. It also includes conslderdtion of any unusual iterns or disclosures in the accounts. and seeking explanations from you as Trustees CODcerning any such matter& The procedures undertaken do nor provide all the evidence that would be required in an audir and consequently no OPinLOTh L5 gtven as lu wheiher the acLuuiJls preseiJl