REGISTERED COMPANY NUMBER: 05621359 {England and Wales) REGISTERED CHARITY NUMBER: 1113486 REPORT OF THE TRUSTEES AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 FOR WAVE ACTIVE LIMITED TIA WAVE ACTIVE Mccabe Ford Williams Statutory Auditors and Chartered Accountants Building 1 C￿3 Comforth Drive Kent Science Pa Sittingboume Kent ME9 8PX WAVE ACTIVE LIMITED CONTENTS OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Page Report of the Trustees 1 to 19 Report of the Independent Auditors 20 to 22 Statement of Financial Activities 23 Balance Sheet 24 to 25 Cash Flow Slatement 26 Notes to the Cash Flow Statement 27 Notes to Ihe Financial Statements 28 to 45 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 The Iruslees who are also directors of the charity for the purFK)ses of the Companies Act 2006, present their report with the financial statements of the charity for the year ended 31 March 2024. The 1rust￿S have adopted Ihe provisions of Accounb'ng and Reporting by Charities.. Slatement of Recommended Pr￿lIce app1Kab￿ to charities preparing their accounts in accordance wilh the Financial Reporting Stsndard applicable in the UK and Republic of Ireland (FRS 102) {effective 1 January 20191. OBJECTIVES AND ACTIVITIES Objects of the Charity The Objects of the Charity per the Memorandum of AssociatM)n are: - To provide or assist in the provision of facililies and *tviGes for recreation, sport, culture or other leisure time occupations and the interest of social welfare, such facilities being provided to the public al large save that special facilities maybe be provided for persons who, by virtue of their youth, age, infiTmty. disabiltty. wvety or s(cial or economic circumstances may have need for special facilities or servI￿s. - To promote community participation in heallhy recreation. - To ￿Vance Ihe educab'on of the general public on the benefits of active lrfestyles, and in particuLqr the value of physical activity for young people. - Any other charitable activity beneficial to the local communty consistent vith the atK)ve objectives. Public benefit The Trustees confirm that they have complied wth the duties in Section 4 of the Charittes Act 2011 to have due regard to the Charity Commission's general guidance on public benefit. The Charity has referred lo the guidarKe in the Charity Commission general guidan￿ on publiG benefit when reviewing aims and objectives and in planning futu￿ actiwties. In particular. Truslees consider how planned activities will conlribute to the aims and objectives that they have set. The Charity provides leisure services to the residents primarily, but nol restricted lo the Lewes District and Eastbourne Borough areas of East Sussex. The Charity provides leisure and recreational se￿I￿S al the following f￿llities.. Downs Leisure Centre, Seaford Lewes Leisure Centre, Lewes Peacehaven Leisure Cenlre, Peacehaven Seahaven Swim and Fitness Centre, Newhaven Seaford Head Swimming P(K)I Ringmer Swimming Pool (closed due to extensive maintenance issues) Shakes￿are Hall, Newhaven Newhaven Fort, Newhaven (closed March 2024, reopen FebnJary 2025 for extensive propety maintenance) Hampden Park StM)rts Centre, Eastboume Eastboume Sports Park Shinewater Sports Cenlre, Eastboume Motcombe Swimming Pool, Eastboume (ck)sed since April 2020 due to extensive mainlenance issues) Regency Park Community Cenlre, Easttx)ume Sovereign Harbour Community Cenlre, Easttrf)urne (due to transfer to community group 1 st October 2024) Skyhigh Trampoline Park Saltdean Lido {cOmmen￿d 1 st May 2023) Facilities provided include., gym and filness suites, swimming pools, sports halls, squash courts, soft play and meeting rooms al various locations. A varied programme of holiday scheme activities and special events are also provided. The Charity contributes to the health and wellbeirvJ of the tM)pulalion and agrees an annual series of targets with the local authority that deTnonstrates ils reach and effectiveness. The Charity offers a wide range of membership oplions and also allows customers to use the facilities on a pay and play basis. There are special discounted memberships available speC￿allY for juniors, St￿entS and seniors and for cA)uples. Page 1 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and perfomiance Charitable activities The Charity completed its 18th year of trading after its Iransition from a Local Authority controlled service to a Charitable Company in 2LN)6. Creating a new Wave of A¢tive Heafth Whilst the Chartty's °Creating a new Wave of Active Heatth. Strategy continues to develop, significant progress has been achieved with actions directly aligned to the Charity's purpose and vision now split across two distinct brands. Wave Active. and 'Wave Active Health. each with their own supporting aim, to provide greater focus, traction and impacl. The following table summarises the shared elements of both brands and those indiwdual elements.. Wave Active Wave Active Health We believe in the power of physical activity to improve people's physical, mental and emotional health "Ins inn Active knfest les. °To be at the heart of the im rovement of health and wellbein in our commun °Inspiring and sustaining an adive life.. °Empowering independent health and well- bein EÈsigning and delivering behavioural change and activity programmes and pathways that help those suffering from injury, illrEss aThJ inactivity back to ical and mental health Common Belief Pur ose Vision Aim Key Activities Developing and operating hvJh-quality, sustainable facilities, activities and p￿raMMe$ for the general publ As highlighted in the prior yeals report, The Charity had in place the inrtial resources to develop and deliver the programmes, but with the additional focus on stakeholder engagement it was identified that the Charity would need to strengthen the existing leam. Staffing The organisational restructure implerr£nled in August and Cttober of 2020 cut across every department, supporting the key objective lo reduce the financial burden and protect cash whilst ma￿miS1ng revenue optM)rtunilies. That approach has remained in place to ensure staff costs as a per￿ntage of [r￿Ome remains at circa 50 /, h)wever as the Charity seeks to evolve, embracing the aims of both Wave Active and Wave Active Heallh, new leam members are being recruited lo support growth. Principally, this has been under the new brand of Wave Active Health, wth the recruitment of a new Head of Wave Active Health, Health Coach and Heallh Piaclth'oners. It is anticipated thal this team with be further enhan￿d soon, with the recruitment of a Care Navigator, funding dependent, ensuring Health Practitioners can focus on delivery as opposed to the additional but required and essential functions of care navigating aThJ aminislralton. The recruitment challenges experience in prior year5 have improved but remain drfficult, particularly with a number of front- line roles, for example, Lrfeguards, Swim Teachers, Duty Managers and Fitness Instructors with many remaining vacant throughout the year, placing additional pressure on staff. Structuring for success It has been identified that the Charity's dual f(￿uS will, over lime, require capabilities in a number of areas, including.. 1. Leading a dual-purFX)se organisation, requiring the sound operation and development of core activities and the development and delivery of evidenGe-base ￿1Vity prcNJrdmmes. 2. Engaging and managing key stakeholders in prtmary health care. 3. Potentially recruiting and managing health professionals. 4. Evidencing and reFx)rting health and social impacl. Page 2 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and performance Structuring for success In line with Wave Active Key Aclivilies, the Charity continues to successfully develop and opeTate high-quality, sustainable facilities, activities and prcMJrammes for the general public. In aldition, signrficant steps have been taken with the recruilmenl of key team members under the Wave Active Health brand. Not only does this support wth the development of health interventions and related programmes of activity but also supports wilh the engagement and management of key stakeholders within primary health care. Thr* new health professionals have teen recruited direcuy from Primary Care Nelworks, one of whom has been appointed as the new Head of Wave Active Health. This team has been task with reviewing and updating the °Creating a new Wave of Aclive Heallh" Strategy and to create an associated Development Project Plan. This development plan is both, in proyjuction and in action. covering a number of workstreams, including.. Service Offer (Design and Implemenl). Data Analytics, Reporting and Research. Marketing and Communication. stakeholder Engagement. Govemance Project Evaluation Consequently, as the Chartty enters Q3 the number of Wave Active Heallh inteNentionslprogrammes of activity wll increase by 50°A. In addition, three new funding applications with a total value of circa £600,000 have been submitted to support new health intervention projects suptK)rting those wtlh health condttions, illness or injury. Finance For the 12 months to March 2024 a net income of £304,015 before pension adjustments was generated cornpa￿d to the forecasted loss of £187,532) giving rise to a p)sitive Varian￿ of £391,547,. This compares to an approved budgeted loss of £{142,970}. With the approval from EaslEourrE Borough Council Cabinet lo transfer the Sovereign cent￿ into Ihe Charity, this site was included wlhin the original B￿￿get but due to delays was later excluded from the Forecast. The key posrtive income budgel Varian￿ of £444,103 arose from Bookings, Junior and Softplay, Food & Beverage and Retail, and Grant and Other InGome ofwhich i￿ome nol forecasted was eaml from the management fee for Saltdean Lido and a grant awarded for Seaford Head Pool from the Sp)rt England Swimming Pool Support Fund. Negative income budget variances arose from Newhaven Fort Wisitors and Swim Schoollwelside. With reference to Expenditure. excI￿1ng depr￿lation and interesl payable. tt￿re was a small negative variance of £{84,9481 A strong performance for the year despite inflationary pressures providing a base for ￿InVeStMent in 202412510 support ongoing growth of the Charity- Page 3 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and performance Funding and Investment Either through utilisation of the char[￿S funds, SUC￿ssful granl and k)an applications, or in partnership with key stakeholders, e.g, Lewes District Council and Eastbourne Borough Council, a number of projects have been suc￿SsfUllY implemented including.. In addition a number of larger projects remain live, all of which wll IE completed within the 2024125 financial year- Site Peacehaven Leisure Centre Project Create extension to current gym. Purpose Revenue GerEralion Customer Satisfaction 2024 Update Work is due lo commence in OctotrEr 2024 to be completed in advan￿ ofJanua 2025. LDC Cabinet decision for project to proceed approved July 2024. Works due to commence October 2024 for completion calendar year end 20251early 2026. Seahaven Leisure Centre Health Hub development incorporating a complete refiJrbishment of the current centre, extension and introduction of new facilities and activities aligned to the new strategy, empo%*ring independent health and wellbeing for those Y￿th health conditions. Improve visitor experience through a series of projecls linked to.. F4ealth, Safety and Environment Visitor Attract￿nS Restoration Health Hub Revenue Generation Customer Satisfacts'on Newhaven Fort InC￿aSe Visttor Numbers Revenue Generation Improve Wisilor Extkrien TOMS Fund Project in Progress due to complete and r&open February 2025. Downs Leisure Centre To supw)rt Ihe new Strategy, empowersng indepetKlent health and weIlL￿1[vJ for Ihose wtth health Conditions. Funds in place, planning for project in progress. On the back of being awarded a circa £1,000,OCK) grant from LDC a number of alditional projects will also be implemented during the 2024125 financial year, including: Sitels Lewes Leisure Centre Seahaven Leisure Centre Lewes Leisure Centre Downs Leisure Centre Seahaven Leisure Centre Lewes Leisure Centre Pur se Reduce energy costs Pool Cove Green T&hndogy Reduce energy costs Pcrt)I lighls and exlemal tlocmjlights chan ed lo LED ReCeptIc￿ refurbishment Redu￿ energy cost5 Lewes Leisure Centre Downs Leisure Centre Lewes Leisure Centre Lewes Leisure Centre Downs Leisure Centre Lewes LeisLJre Centre Lewes Leisure Centre Downs Leisure Centre Lewes Leisure Centre Seahaven Leisure Centre Revenue protecb'on Wet Chan Turnsliles 3G Flood L. hts Re la￿ corridor floorin Re la￿ li htin info Refurbish Studio 3 E15 Pool Circulation putnps e refurbishment Revenue prolecb'on Revenue protection Redu￿ ener Gost5 Revenue rolecb'on Reduce ene costs Grow and rotect revenue Reduce energy costs Page 4 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and perfomiance Funding and Investment In addition, following the University of Brighton's decision to exil Eastboume and prC￿Ure a new freehold owner of their sports centre in Meads, the Charity enlered into a new partnership with Soulh Downs Health and Care GP Federation lo bid for the sile. Following a fomial procurement process, on 26th March 2024 the new partnership was selected as prefeffed bidder and on 1st August 2024 'Hillbrow Health arwj Wellbeing. opened to the public. The Charity has agreed lo invest in Hillbrow Health and Wellteing which has a f￿u5 on perSon￿ntred care, and positive outcomes for physical, mental and emob'onal wellbeing, ￿hIeVed through effective Irealmenl, including encouraging participation in relevant and appropriate physical &tivity. The goal is to change the way clinical and leisure health professionals work together on a daily basis to improve the health of the local community. At this early stage, Hillbrow Health and Wellbeing has focused on the smooth Iransition from the University of Brighton and engage a wider community to access facilities and aGtivib'es on offer. However, as the year progresses, development plans will be fomiulaled lo empjwer the local community to live healthier and happier lives by dynamically blending healthcare and preventative health inteNentions. As these plans develop, the Charity w51 seek lo invest in the site lo support growth amb￿lonS, and further the health impact of the local communty. In addition, the Charity will continue to explore new relevant contract and investment opp)rtunities aligned to the Charity's Purpose, Vision and Charitable Objectives as they arise. Community Health The Charily has been at the heart of community heallh Sin￿ 2006 and has well-eslablished respected partnerships with several Public Health Partners including East Sussex Public Heath, Integrated Care Board, Primary ca￿ Networks, and the NHS in relation lo the delivery of commissioned Servi￿ suppx)rting those in greatest need with physical and mental health conditions. The programme of aclivilies launched in May 2023 included a range of health specific inteNentions including.. Chair Based Exercise A seated exercise class f(Kusing on exercises that improve strength, mobiltty and confiden￿. Move and Mobilise A group session comprising strength aThJ balance to specthcally aid with the p￿ventIOn of falls. Referral Gym - Functional Training Supporting those unfamiliar to the gym, seeking adaptive exercise to support health conditions. Referral Yoga Supporting those unfamiliar to Yc#Ja health conditions. Referral Spin Supporting those unfamiliar to Spin with health conditions. Referral Pilates Supporting those unfamiliar to Pilales wth health conditions. Over 13,000 participations spectfiGally relating to the Charity's health Inte￿entiOn activities were achieved and, as the programme expands through the course of the 2024125 year, more resource will be required directly aligned lo delivery supporting more individuals to gain, regain or maintain health, fitness, and wellbeing. Page 5 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and perfomiance Seaford Primary Care Network {PCN) Hypertension Pilot During the course of the year the Charity establish a new, fotmal partnership with the Seaford PCN to deliver a new project focused on the health condition of Hypertension. The original project outline, agreed in October 2023 was to enable people referred by Seaford PCN wth the common health condition of hypertension. to a￿$S support which would result in an identified positive health outcome. Patients, identified by Seaford med￿al Pr￿l￿e and Old School Surgery in Seaford, were directed lo the Charrty to take part in a 12-week intervention to prevent andlor improve their health outcomes. The project ran from 1st November 2023 to 31 sl March 2024 and included a free 12-week membership to enable part￿1pants to engage in a range ofaclivity beyond the weekly sessions. In general, the 11 participants compleling the 12-week program all showed a positive outcome in two areas of either physical outcomes, increase in activity orland emotional wellbeing of which 10 showed improvements in either their weight and BMI or Body Fal Fercentage and, on the back of the success of this project a further cohort of 20 partiipanls was identified, completing the course in July 2024. A third cohort will ComMe￿e in November 2024. Plan for Future Periods The Charity has been successfully delivering on ils Inspiring Active Lrfestyles purpose afKI, over the past 12 months has continued lo make positive progress againsl its vision, to be al the heart of the improvement of health and wellbeing in the community,. The new'creating a new Wave of Active Heallh. Strategy has two key activities: 1. Developing and operaling high-quality, sustainable facilities, activities and programmes for the general public. 2. Designing and delivering behavioural change and &tivity programmes and pathways that help those suffering from injury, illness and inaclivity b￿k to physical and mental health. As the Charity enters its 19th year of operation, these two aclivities wll be the focal point, ensuring the Charity remains financial sustainable whilst ensuring impact on the health of the ILrAI community. There are a number of key projects, highlighted earlier which VAII be delivered during the course of the 2024125 financial year and, as the Charity's Active Health Team build's momentum, new partnership, funding opportunities and programmes of activity will be delivered ensuring the Charity is recognised as a key partner to primary health care as new, neighbourhood leams are established. Data will undoubtedly be key in demonslratsng the ChaWs heatlh Imp￿1. as such, priority must be given to working in partnership wlh partners lo design and implement effeclive data (hard and soft} capture system lo provide inlelligence and insight to support the evolution of the team, the framework and the programmes. In addition, in order to effectively communtcate im@, the Charity wll be required to design &curate, efficienl and interesling ￿pOrting mechanisms. Page 6 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Achievement and performance Fundraising activities The Trustees are responsible for ensuring that the charity OFerales within a responsible, sustainable financial framework and that it has adequate resources to cary out its role in educating residents in the local community. While the Trustees may delegate many of the operations of fundfaising lo other parts of Ihe Organisal￿*n, they retain the responsibility for inspiring other fundraisers, demonstrating the t￿r￿1Ved imp)rtance of fundraising to the organisation, and demonstrating their leadership in Ihis area. In carying out fundfaising, the chaiity <Eres lo the fcAlowing standards.. - The TruSt￿S wll have regard to Ihe Charity Commission's publication 'Charity Fundraising, (CC20). Fundraising activities carried out by the charity wll comply wth all rdevanl la￿8. Any communications to the public made in the course of carrying out a fundraising activity shall be truthful and non- deceptive. All monies raised via fundraising activities wll be for the stated purp)se of the aptEal and will comply wth the charitls slated mission and purpose. The charity will ¢x)mply with GDPR Legislation in relation to all personal data collected. - Nobody directly or indirectly employed by or volunteering for the charity shall &￿pt commissions, bonuses or payments for fundraising activities. No general solicitations shall be undertaken by telephone or door-t￿d0or. Fundraising activities should not be undertaken rf they may be detrimental to the gcrfjd name or community standing of the charity. All Trustees, casual, permanent and contract staff and volunteers are restM)nsible for adhering lo these procedures. Fundraising acb'vities shoukl not be undertaken if they will exFose the charity to significant financial risk. - Complaints will be dealt with in accordance with the Charity Commissions guide CC20. Financial review Financial position The results for this eighteenth year continue to demorstrate the value of working to an approved budget that reflects the Company s strategic plan. Incoming resources exceeded expended reSoUr￿S by £304,015 {2023= £329,370) before pension adjustments. Incoming resources includes £57,666 of restricted funds (2023.. £9,840)- A total of £145,587 {2023: £97,761) restricted funds were matched with expenditure in 2023124. The principal incoming resources arising from operatiorks totalling £6,487,60412023: £6,3J1,7921 were from grant from Eastbourne Borough CounGiI, joinl user arrangements, memLErship fees, swimming and other health and fitness activities, and a service fee from Lewes District Council in respect of Newhaven Fort. Expended resour￿$ of £6,228,662 (2023: £6,129,165) indudes £87,921 {2023'. £87.921) in relation lo the restricted incoming resources broughtforward from earfier years, this restrtcted operalj'onal exwnditure being depreciation. A further £57,666 of reslriGled expenditu￿ was i￿Urred in Ihe year against reStr￿ted revenue funding. Restricted funds carried forward at 31 March 2024 were £534,754 (2023.. £622.6751 relating to fixed assets which are being depreciated over their useful economic lives. Page 7 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Financial review Investment powers Under the MemoraThJum and Articles of Association, the Charity ha8 the power to invest any monies not immediately required for its objects in or up)n such investsnents, $￿UntIeS or property as may be thought frt. The Charity having regards to the liquidity requirements of cyerating the ￿ntre$ and to the reserves policy has operated a policy of keeping available funds in interest bearing Publ￿ Sector Reserve Accounls. During 2023124, the Charity sought lo maximise the interest eaming potential by investing £1,001,OtK) (2023.. £751,(K)O) of available funds with the Nationwide Building Society, £503,084 (2023.. £500,941) with Virgin Money and £503,563 {2023'. £501,353) with the CooFeralive Bank. Subsequent to the year-end £250,tX)O was moved from the Cooperative Bank current account to Nationwide Building Society and £150,000 was moved out of the Co-op Instant Access deposit accounl to fund an Investment loan in Hillbrow Health and Wellbeing Limited. Borrowing powers Under the Memorandurn and Articles of Asscciab'on, the Charity has the power to borrow and raise money for the objects of the Company on such lemis and conditK)ns and on such securtly as may be thought fit. During the year to 31 March 2021 Charity secured a loan of £5￿,(mI0 from Lew District C(xJncil to provide w)rking capital dursng closure and a CBILS loan of £650,000. The £500,000 loan is due for repayment in full after 10 years and the CBILS is due to be repaid in full in 48 months from August 2022. In the year to 31 March 2024 the Charity repaRI £186,781 of Ihe CBILS loan of which £33,778 was interest payable and £153,003 repayment of principal, along wlth £13,925 interest only lo Lewes District Council. Reseries policy The Charity, prior to the COVID-19 pandern￿, had ￿umUlated a favourable cash Ilow tM)silion. 11 also receives some income such as service fees and grants in advance of ils expenditure. The Trustees, however, recognise the need for a buffer of financial reserves that wll protect the Charitable Company from the possibility of any adverse unforeseen circumslances. These include a number of SFEcific risks that have been identified in the Charitable Company's Risk Register. The key financial risk is access lo cash, which is detemiined by the level, timing and certainty of the Charity's income and the phasing and control of expenditure. The Chartty:s budget pro￿$ idenltfies peaks and troughs in cash flow and rt is deemed essenlial that Suff￿lent funds are available al all tM)ints in the cycle. Trustees have examined the requirement for any useable reserves, i.e. IfrK)se unrestricted funds not invested in tangible fixed assets, designated for spectfic purwses or otherwise committed. In defining the reserves policy Trustees have been tnindful of the requirements wthin the followng areas'.- Insurance IT strategy Pension Liability Business Development and InVestn￿nI Fund. The Twstees have assessed that the target fr& reseNes of the Charity should £1.5million, which is based on three months expendtture cover. The current level of free reserves is £1,481,23812023: £1,089,302). Budgets wrll be sel in future years with the Reserves Policy in mind. Page 8 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRATEGIC REPORT Financial review Pension and Tax Reserve Within Unrestricled Reserves the Chartty has a pension ￿herne asset of £3,191,000 (2023.. £2,571,000 asset} as of 31 March 2024., however, an assel ￿lling has tEen applied to the same value and therefore there is a £Nil asset within the financial statements. In the long term, the cash flow impact of having a pension scheme asset is Ihatemployercontributions may reduce to reduce the asset. The Charity will always pay the employer contribution rates set by the pension scheme actuaries which as of 31 March 2024 for 3 years will I￿ 7.1 % per an independent scheme valuatj'on. Significant post year end events The Trustees report that the transfer of the proVis￿n of health and ￿lSUre &tNities of The Sovereign Centre from Eastbourne Borough Council to Wave Active Limited has been delay&J until 2025, this transfer was ratrfEd by Cabinet of the Council 26th July 2023. The Charity approved an Investment Loan of £500,OIJ) to Hillbrow Health and Wellbeing Limited, a company limited by guarantee of which 50% is guaranteed by Wave Active Limited. Page 9 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Recruitment and appointment of new trustees Appointment of Trustees As set out in the Artides of Associalion Board shall consist of at least six and not more than nine Trustees all of which shall be required to become a member of the Charity. The Board of TrUSt￿S shall consist of: - A maximum of two Local Authotity Trustees One Employee Trustee (if determin￿1 by the Charity) - One individual appointed to be the Chief Executive Offi￿r Trustee (rf deterynined by the Charity) No less Ihan four or more than nine other individuals appointed as Communily Trustees. In exercising their p)wers to nominate, app)int, reappoint. elect. reelect, approve and dismiss Trustees, both the members and Trustees shall seek to ensure that the Board is representative of those wth an interest in the facilitEs and services offered by the Charity and also comprises persons with a broad rarrfJe of skills and who are likety to contribute to the Charity S SUCGess. The Local Authority Trusteels shall be nominated by Lewes District Council to serve for such period of office as shall te confimied by Lewes Dislllct Council. On the back of the Employee Truslee and CEO Trustee resKJning, The Charity dete￿ined that repla￿ments would not be appointed. At the first Annual General Meeting after the Charity has commencd its activities all of the Trustees shall reli￿ but will be eligible for reappoinlrnenl without requirement for nomination. At each Annual General Meeting held thereafter, one third of the Community Trustees must retire, those longest in Off￿ rets'ring fiTSt and the choice belween any equal setvice being ffiade by drawng lols. No Trustee shall serve on the Board for more than nine years in total excluding the period between the commencement of aclivities and the first Annual General M￿ting. All Trustees give their lime voluntarily and r￿e1ve no benefits from the Charity. Any expenses redeemed by the Charity are set out in note 8 to the accounts. Trustee Induction and Training New Trustees undergo an induction sessx)n to bfief them of their legal requirements under charity and company law, the content of the Memorandum and Articles of ASsc￿la￿.on, the board rreetings and deCiS￿n-Mak)ng process, the business plan and recent financial perf0mlan￿ of the Charity. They will also meet key employees and other members of the Board and will be encouraJed to attend any appropriate internal or extemal training where tt will faulitate the undertaking of their role. In 2023124, internal training for Trust￿S comprised Ihe following.. Expression of Interest pack including applicalion fomis, details of the V￿rk of the Charity arKI the role and expectalions of Trustees Selection meetings wtth the CEO and Chair of Tnjst Invilalion lo attend a Board meeting prior to ￿ornIng a Trustee Visits to the facilities and meeting key staff Invitation to attend the meetings of Sub Groups On-going training in legislation and responsibiltties of Trust￿$ External training is arranged through the Head of People and Culture. Courses relevant and likely to be of interest lo Trustees in enhancing their own performan￿ and kno￿edge are identifi￿1 through links with local voluntary service organisations, AVECO, the Charity CommisS￿n and other Charity TrainirKJ web sites. Page 10 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Organisation The Board of Trustees administers the Charity. The Board meets every quarter and there are three Sub Groups coveiing Finan￿ and Audit, &)VeMan￿ and Health and Safety which m*t regulafly. On a biennial basis, Trustees attend a strategic away day to ￿VIeW perfomiance, re assess market conditions and prepare a tactical plan for the future. In keeping with the lime frames a Trustee Away Day was held on 15 January 2022. In addition to training, one new Trust￿ was inducted to the Board. Figure1 highlights the core skill sels and experiences of the current Board.. Figure1 Serving Board Members Eric Khilstrom (Chair) Occupation Core Skills Gender ChairMan￿[ust Strategy, Financial ManageTnent, National (&)vemiThJ BodEs, F￿althcare Servi￿. &)ciallCare Servi￿$ Business start-up and new pr￿JU¢t development Private sector- relail and service management Public and Chartty sector- Special Needs Education Slrategy, Finar￿121 Management. Accountancy, Treasury Managemenl, Govemance. Training & Development Financial Management, Accountancy, Banking, Treasury Management,Insurance, Pensions Working with Local Authorities Male Mark Beaumont FounderlMDI Entrepreneur Male Phil Clarke Retired Th'rector Tesco Stores Ltd Retired Head Teacher Bamados Retired Actuary & Private Maths Tutor Ma Mike Price Male Kevin Ellis Male Marcel Miller Treasurer Male Cllr Lau￿nce O'connor Dept for Work & PenS￿nS Male Cal Ha￿00d-SMlth Charity Senior Leader Strategy, Communty Relations, Lo(21 Govemmenl, Working with Lccal Authorities, Hea￿h¢are Serv￿$ Media Financial Management, Local &)vemment & Human Resour Female Cllr Joanne Saunders Cllr Charlotte Keenan Sound DesKJner District Councillor Female Female David Heam was also retained as a Co-opted Truslee and continues to support The Trust as Chaimian of the Health and Safety Sub Group during the year and at the AGM as hekJ181h November 2024 he resigned after 15 years serving as a Trustee. In addition Mark Beaumont and Mike Pri￿ resign￿ from Ihe Board, both having played key roles SUPF¥)rting the Finance and Audit, and the G0vemar￿e sub groups respectively and brought indtvidual insights to the Board. Cllr Joanne Saunders resigned in Febnjary as one of the L(Kal Authority Trustees and was replaced by Cllr Charlolte Keenan. Page11 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Organisation The total number of Trustees currently on the Board stands at nirte. The CEO and 8oard Members have agreed specific wotk areas for the Board, and this is drawn up in Matters Resetved for the Board. Each of the Sub Groups have specific Tems of Reference for their areas of responsibility and this is reviewed annually. A Chair for the Board is elected at each AGM. The Chair nominates Trustees to undertake Ihe role of Chair of e￿h of the Sub Groups. The Chairs of each Sub Group are selected at the first meeting after the AGM. Schedule of Ihe wofk that the Board opErates is provided in figure 2: FvJure 2 Wave Active Limited Full Board of Trustees Minimum Frequency 7 per annum including the AGM (although additional meetings may be called as requi￿} 5 Fer annum Method of Scrutiny Elected Chair No. of Trustees Matters R&seNed for the Board 4r*d and in pla Eric Kihlstrom Govemance Sub Group Health and Safety Sub Group Finance and Audit Sub Group Wave Active Health 3 per annum Temis of Referen￿ agreed Mike Pri and in tdace Terms of Referen￿ agreed David Heam and in tAa Tem￿ of Refe￿n￿ agreed mar￿11 Miller and in tla Temis of Referen￿ agr*d Eric Kihlstrom and in tAa 4 per annum 5 Ferannum At each full Board meetiTrJ, the agenda includes the OPFK)rtunrty for the Chair of each Sub Group to reFX)rt on their work plan. Page12 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Organisation Figure 3- Composition and Attendan￿ al Board MeelitYJS: Name Full Board (incl AGM) Governance Sub Group Finance & Audit Sub Group Health & Safety Sub Group Wave Active Health Board 515 Eric lfjhlstrom (Chair} Re istered.. 04104r2022 Mark Beaumont stered.. 16107115 Mike Pri Re islered.. 16107115 Phil Clarke Re islered.. 25102116 Kevin Ellis Re islered.. 3110712018 Mar￿1 Miller Re islered.. 2210212018 Cal Harwood-smith Re islered'.0510612023 Cllr Laurence O'connor Re islered.. 2410712020 Cllr Johnny Denis Resi ned: 2210512023 Cllr Joanne Saunders Resi ned.. 0510212024 Co-opted David Heam 8111 719 919 516 4111 rva 419 nla nla 9111 Chair 913 nla nla nla 8111 719 nla nla nla 9111 719 nla nla 8111 nla Chair 919 nla nla 7111 nla nla 116 215 9111 nla nla 416 nla 1111 nla nla nla nla 1111 nla nla nla 10111 la nla Chair 616 nla Cllr Charlotte Keenan Re islered.. 0510212024 App)inled after year end dale. Board and Trustee Evaluation In 2023124, the Governan￿ Sub Group, of Ihree trust￿, (x)ntinU￿ to review matters in line with the annual work plan which includes a comprehensive review of the Governance arrangements of the Charity. As well review ofthe Risk Register and identifying areas lo strengthen current arrangements around policy and procedures. To facilitate the effective operation of the Charity, the Board has delegated the responsibility of administering the Charity to the Management Team of six officers. The Management Team meets on a regular basis and is made up of.. Chief Executive Officer Head of Finan￿ and Resources Head of Commercial Development Head of Peop5e and Culture Head of Marketing and Stakeholder Engagement. Head of Property, Quality and Compliance. The Managemenl Team is supported by two Area Managers, Stte Manager, Aquatics Development Coordinator, Membership Sales and Retention Coordinator, Senior OFerations Manager, Group Exercise Coordinator, Gym Manager, ICT Manager and a Financial Controller. Page 13 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Related parties The Charity has a very close relationship with Lewes District Council, who were providing a service fee up to 31st March 2020, at which Fx)inl service fee funding ceased. On 31st March 2021, a new10 year extension to the original 2006 contract was agreed wth Lewes District Council securing the long term partnership lo 2031. The extension is not supported wtth a service f￿. In additÈon, on 1st April 2019 Easlboume Borough Council agreed to suptKIrt the Charity with an annual grant relating to a long-term project {10 years) to provide improved leisure, stY)rts, and community services and to support healthcare and wellbeing in Eastbourne I'the Projecl'l. The Agreement provides for the transfer of certain assets to the Charity, rights of occupation of relevant facilities and the transfer of employees lo the Chartty to support the Project. Pay Policy for Senior Staff The Directors comprise the Board of Directors, who are the Charitls Trustees, and the Business Development Team which comprise of the key management personnel of the Charity in charge of directing and controlling, running and operating the Charity on a day-t04Jay basis. All Trust￿$ give their time freely. Details of Trustee expenses and related party transactions are disclosed in notes 8 and 21 to the &counts. The pay for senior staff is reviewed annually and increased wth referer￿e to the Consumer Price Index, financial condtb'ons and reserves. Disabled Employees The Charity believes that eX￿lIent service provision will be &hieved through rwnising the value of every individual. The Charity aims lo create an environment that respects the diversty of staff and customers and enables them lo ￿hleve their own personal goals, contiibute fully, and derive Ma￿muM tRnefft and enjoyment from their relationship with the Charity. The Charity reccgnises and values the diversity of the workforce and communities and wants to ensure that all the attributes, talents, and skills available throughout the community are recognised when employment opportunities arise. The pllnciple is that jobs should be filled by those best ab￿ to do them. The Charity takes every possible step to ensure that staff, and FQtentia staff, are all treated fairly and given equal opportunity and support appropriate lo their needs. All employment decisions including those on recruitment, selects'on, training and career developnEnt, are based job related obieclive criteria and personal qualIt￿S. All applicants wll be provided with a ftjll job description of the duties and ￿sponsiblE1t1es,. and a person specification setting out the essential requirements in terms of education, qualffication, knowledge, wotk perfoThnan￿, competencies and personal qualities. Employee Involvement The Charity ensures that employ*s are treated 4ually at work. across all levels and locations. This includes making sure they have the same opportunities for recognitic￿, reward and career devek)pment. Diversity and inclusion are central lo Ihe business to ensure continued success. The Charity must create a culture where tkople can be themselves al work, regardless of their gender or any other attribute or ctrNJice. The Charity is committed lo the belief that well-infomied and propedy consutted employees wll work better and feel an integral part of the organisation. The Charity values everybody s contribution to success and believes that effective communication and working together as a team are critical to ￿hleVIng business success. 11 is the Chariws aim lo encourage effective communication that is Oren and two-way. In helping to ￿hleve this objective the management team all have a responsibility lo er￿oUrage upward infomialion from their teams and in tum ensure that their teaffls are well informed about what is happening within the organisation. The Charity has agreed jointly with Staff Representations a wot¢xol and stnjcture for infomiing and consulting WFth staff. Page 14 WAVE ACTf41E LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Employee Involvement In accordance with legal requiremenls and in response to good employment practice the Charity's aim is to ensure employees are.. Infomied about Ihe business's economic situation Informed and consulted about employment prospects, and Infomied and consulted about decisions likely lo le& to substantial changes in work organisalion or contractual relations, which may inclLkle redundancies and transfers Some key principles of effective consultation Ihat we follow.. A free exchange of hleas and news aff￿tifig the interests of the employ*s and the organisation. Communications are two way. Management and Staff Representatives wll ajree the issues that will be the subject of consultation. Appropriate information to be made available. Those participating know their roles. Risk or Uncertainties Management The risks and uncertainties faced by the Charity are regularly rewewgj by senior manage￿Ent and formally with the Ttuslees as part of the work assigned to the FIna￿e and Audit Sub Group and Govemance Sub Group subsequently reported lo the Board. A Risk Register, used to Klenttfy the primary risks faced by Chaiity and the &tions and initiatives to be taken to mIt￿ate those risks is reviewed by the Governan￿ Sub Group at each meeling as a standing agenda item. The risk r￿ISter is then reported lo the Board as required. The risks and ur￿rtainlieS faced by the Charity are those inherent wilh the management of sports and leisure services with the core aim of,. Promoting community participalion in healthy ￿￿atiOn, andlor Advancing the education of the publtc on the tEnefit of active lifestyle and in particular the value of physical activity for young people, andlor Such other charitable purposes beneficial to the community consistent with the objects as the Trustees shai in their discretion detemine. Page 15 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT Risk or Uncertainties Management Figure 5 - Identified Risks and Management PrcrEdures Identified Risk Description Contractual Risk Failure to perfO￿n in tenTrs of the contract to provkje leisure and recreational seNices to communilies. Incurring losses as a result of inadequate or failed intemal arKJ extemal pr￿eSSes, systems and human errororfrom extemal events. Failure lo comply V￿th relevant regulations and pr(Kedures, for example health and safety. How we manage the risk Through regular partnership meetings and reporting with Local Authority partners highlighting Charity Perfo￿anCe and Impact. Inlemal audit and extemal audit programme in place. Documented pKKesses in place for all financial ntrols and pro￿sses. Operational Ri8k Regulatory risk Robust systems of intemal and extemal audits and training by specialist training providers and third-party adwsors with specialist knowledge of the sports and leisure sector. Comprehensive programme of training promded across the business including annual assessment needs, compelercy checks and systems for behaviour and performance nitoring. Failure lo ensure we maintain Reserves policy regularly reviewed adequate reserves to ensure the as part of the annual Board on-going fInar￿la1 requirements of assessment in line wlh the luture the Charity are mel. needs of the business. Failure to meet the exfvations of Comprehensive partner relations our key stakeholders, our established wtlh key stakehoSder partners, staff and groups that have a direct or indirect customers in the perfomiance and influence on the performan￿ of the management oflhe charity's business. affairs. Failure lo &hieve income ]evels due to increased compEtition or a reduction in levels of customers disposable in(x)trE. People risk Failure to ensure maintain a well-train&l, competent and motivated VIDrkfor￿. Financial risk Reputational risk Economic risk Regular review of pricing against competitors, price promotion and comprehensive systems for gathering customer f&dback Page 16 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 REFERENCE AND ADMINISTRATIVE DETAILS Registered Company number 05621359 (England and Wales) Registered Charty number 1113486 Registered office Downs Leisure Centre Sutton Road SEAFORD BN25 4QW Trustees Mr K Ellis Mr P Clarke Mr E Kihlstrom (Chair} Mr M Beaumont Mr M Price Mr M Miller Cllr L O'connor Cllr J Saunders Ms C Harwood-smilh Cllr C Keenan Company Secretary Ms D Witls Appointed 22 May 20231 Resigned 5 February 2024 Appointed 5 June 2023 Apwinted 5 February 2024 Auditors Mccabe Ford Williams Slatulory Auditors and Charte￿d Accountanls Building 1063 Cornforth Drive Kent Science Park Sitlingbourne Kent ME9 8PX Bankers Cooperative Bank 1641165 Western Road Bruhton Easl Sussex, BN12BB Sollcitors Mayo Wynne Baxter 20 Gildredge Road Eastbourne East Sussex, BN214RP Page 17 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STATEMEKT OF TRUSTEES. RESPONSIBILITIES The trustees (who are also the directors of Wave Active Limited for the purposes of cornpany law) are responsib￿ for preparing the Report of the TnJst&s and the financial statements in accordance with applicable law and Untied Kingdom Accounting Standards (United Kingdom Generally Accepted AGGounling P￿tiCe) including Financial Reporting Slandard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland.. Company law requires the trustees to prepare financial statements for e&h financial year which give a true and fair view of the state of affairs of the charitable company and of the incomirvJ resources and application of resour￿, including the income and expenditure, of the charitable cornpany for that period. In preparing Ihose financial statements, the trustees are required to.. select suitable a￿oUnts.ng policies and then apply them consistenlly- observe the methods and principles in the Charity SORP. make judgements and estimates thal are reasonable and prudent., prepare the financial stalernenls on the going con￿rn basis unless it is inappropriate to presume Ihal the charitable company will continue in business. The trustees are responsible for keeping proper ac(x)unting r￿rdS wh￿h disclose with reasonable accur&y at any time the financial position of the Gharilable company and lo enable them lo ensure that the financial statetnents comply wlh the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. n so far as the trustees are aware.. there is no relevant audit infomiation of which the charitable companrfs auditors are unaware,. and the trustees have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and lo establish that the auditors are aware of that infomalion. Page 18 WAVE ACTIVE LIMITED REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 AUDITORS The audilois, Mccabe Ford Williams, will ￿ proposed for re-apF4Jintment at the forthcA)ming Annual General Meeting. Report of the trustees, incorwrating a strategic rep)rt, approved by order of the b)ard of truslees, as the company directors, on ...l.S....KJ.W*&....?.QA.It and SHJned on the board's behalf by.. ll.1 Trusl Page 19 REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF WAVE ACTIVE LIMITED Opinion We have audited the financial statements of Wave Active Limitd {Ihe 'charitable companl) for the year ended 31 March 2024 which comprise the Statemenl of Financial Activities, the Balance Sheet, the Cash Flow Slalement and notes to the financial statements, including a summary of signrficant accounting policies. The financial reporting framework that has been applied ift their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 'The Financial Rep)rbng Standard applicable in the UK and Republic of Ireland,. In our opinion the financial statements: give a true and fair view of the state of the Charitab￿ companys affairs as at 31 March 2024 and of its incoming resources and application of resour￿, including its income and exFendilure, for the year then ended- have b*n property prepared in accordanGe wlh United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102'The Financial Reporting Slandard appliGatrJe in the UK and Republic of Ireland,; and have been prepared in accordan￿ wilh the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance wtth Intemational Standards on Auditing (UK) IISAS {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 reFM)rt. We are independent of Ihe charitable company in accordance with the ethical requirements that are relevanl lo our audit of the financial statements in the UK, including the FRC'S Elhical Standard, and we have fulfilled our other ethical responsibilities in ￿CordanCe with these requirements. We believe that the audit eviden￿ we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concem In auditing the financial statements, we have concluded that the truslees, use of the going ￿nCeM basis of accDunling in the preparation of the financial statements is appropriate. Based on the work we have perfomied, we have not identified any materia uncertainties relaling to events or conditions that, individually or collects'vely, may cast sonificanl doubl on the charitable companvs 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 responsibilrties of the tnjstees with restEcl to going cOn￿M are described in the relevant sections of this report. Other information The trustees are responsible for Ihe other infO￿allOn. The other infoThalion comprises the infomialion included in the Annual Report, other than the financial statements and our Report of the Independent Auditors thereon. Our opinion on the financial statements does not cover the other InfO￿atIOn and, ex￿pt to the extent otheNise explicitly staled in our report, we do not express any fom of assura￿ condusion thereon. In connection with our audit ol the fina￿la1 statements. our responsibility is to read the other infomiation 2nd, in doing so, consider whether the other infonnalion is malerially in(x)nsislent wth the financial statements or our knowledge obtained in the audit or othetwise appears lo materially misstated. If we identify such malerial inconsistencies or apparent material misstatements, we a￿ required lo determine whether this gives rise to a material misstatement in the financial stalemenls themselves. If, based on the work we have performed, we conclude that there is a material misstatemenl of this other information, we are required lo reFx)rt that f&t. We have nothing lo report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audit.. the information given in the Report of the Trustees for the fin￿￿al year for which the financial statements are prepared is consislent with the fina￿la1 stalemenls,. and the Report of the Trustees has been prepared in accordan￿ with applicable legal requirements. Page 20 REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF WAVE ACTIVE LIMITED Matters on ￿thIch we are required to report by exception In the light of the knowledge arKI understanding of the charitable company and its envir¢)nment obtained in Ihe course of the audit, we have not identified material misstalements in the Report of the Trustees. We have nothing to report in respect of the followng mallers where the Companies Act 2tX)6 requires us to report to you rf, in our opinion- adequate accounting records have t￿t been kept or retums adequate for our audit have not been received from branches not visited by us., or the financial slalements are not in agreement with the accounting records and retums., or rtain disclosures of trustees, ￿Muneration SFecifiaJ by law are not mae., or we have not receiv￿ all the infomiation and explanations we require for our aLMlit. Responsibilities of trustees As explained more fully in the Statement of Trustees, Responsibilities, the trustees (who are also the directors of the charitable company for the putposes of company law) are resFrt)r6Ib￿ for the p￿paratI)n of the financial statements arvj for being satisfied that they give a true and fair view, and for such internal control as the trustees detemiine is ne￿Sary to enable the preparation of financial statements that are fr￿ from material misstatement, whether due to fraud or error. In preparing the financial statements, the frustees are ￿spOnsiblef0r assessing the charilable company's ability to continue as a going concern, disclosing, as applicable, matters related to going cOn￿M and using the going concern basis of counting unless the trustees either intend to liquidale the chatitable company or to cease operations, or have no realistic alternative bul to do so. Our responsibilities for the audit of the financial ststements Our objectives are to obtain reasonable assurarKe aboLrt whe1herthefinancial statements as a whole are fr￿ from material misstatement, whether due lo fraud or error, and to issue a Report of the Independent Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is nol a guarant￿ that an audit conducted in accordance with ISAS (UK) will always detect a material misstatement when it exists. Misslalemenls can arise from fraud or error and are considered matertal rf, indiv￿UallY or in the aggregate, they could reasonably be exFected to influence the economic decisions of users taken on the basis of these financial statements. The extent to wh￿h our procgdures are capable of det￿ling irregularities, including fraud is detailed below: Our approach to identrfying and assessing the risks of material misslatemenl in respect of irregularities, including fraud and non-compliance ¥Mlh laws and regulations, was as follows- the engagement partner ensured that the engagemenl team collectively had the appropriate cornpete￿e, capabilities and skills to identify or recognise non-compliance wth applicable laws and regulations., we idenlified the laws and regulations applicable to the charitable company through discussions wilh management, trustees and our experience of the sector., we fccused on specific laws and regulations wh￿h we considergj may have a dI￿t material effect on the financial slatemenls or the operations of the charitable company, including, but not limited to, the Companies Act 2006, UK tax legislation., we assessed the extent of complia￿e with the la￿% and regulatiorns i(Jenttfied aty)ve through making enquiries of management., and identified laws and regulations were communicated v￿thin the audit team regularly and the team remained alert to inslances of non