MILLFIELD FOUNDATION ANNUAL REPORT AND FINANCIAL STATEMENTS for the year ended 31 August 2024 Company number.. 06370560 Registered Charity Number.. 1121630
MILLFIELD FOUNDATION CONTENTS Page No. REPORT OF THE TRUSTEES INDEPENDENT AUDITOR'S REPORT STATEMENT OF FINANCIALACTIVITIES io BALANCE SHEET li CASH FLOW STATEMENT 12 NOTES TO THE FINANCIAL STATEMENTS 13 TRUSTEES AND ADVISORS 21
MILLFIELO FOUNDATION REPORT OF THE TRUSTEES The Trustees present their Annual Report and FinancÈal Statements for the year ended 31 AuEUSt 2024 and confirm that the financial statements comply with the Charity's governing document, with current statutory requirements (including the requirements of the Charities Act 2011 and the Companies Act 20061, with applicable accounting Standards in the United Kingdom, and with the Charities Statement of Recommended Practice IFRS 1021- Second Edition. The Trustees and Advisors are set out on page 21. REVIEW OF THE YEAR The Charity's primary focus remains acting as cystodian of the funds raised in conjunction with Millf ield. The Charity receives donations which are invested directly through appropriately qualified investment managers. The Trustees seek to grow resee5 via substantial donation5 and investment returns to allow the Charity to make a donation to Millfield. Principal Achievements and Performance Fundroising The Charity does not directly undertake fundraising activities, but supports Millfield to develop relationships with donors. who include current and past parents, former pupils and friends of Millfield. In the year Millfield Foundation registered with the Fundraising Regulator, enhancing credibility and allowing the Fundraising Regulator kitemark to be used on Millfield Foundation literature. In pursuing its objectives during the period, the Charity received donation income of £266.67412023.- £851,0591, which comprise5 of net donations of £256,18412023.' £816,294) and associated gift aid of £10,49012023.. £34,7651. Investments The Charity held investments at year end of £6,192,48512023.. £5,137,6791. The investments generated income of £136,11612023.' £93,444) for the year and generated a net gain on revaluation at year end of £773,50712023.. £115,7491ossl. The value and allocation of the CharitV'5 investment5 as at 31 August 2024 and 2023 are: Investment Manager 2024 2023 Rathbone Investment Management Limited Waverton Investment Management Limited Vanguard Investment5 UK Limited 14,520 0.310 4,131,297 80.4Y. 991,862 19.3Y. 5,137,679 100.OY. 4,485,184 72.4Yo 1,707,301 27.6Yo 6,192,485 100.OY. In the prior year, following formal presentations from incumbent investment managers. and a review of investment performance. it was agreed to move funds from the actively managed portfolio with Rathbone Investment Management Limited. to Vanguard Investments UK Limited's I"Vanguard"l ESG Developed World All Cap Equity Index Fund, a passively managed fund which tracks the performance of the FTSE Developed All Cap Choice Index. During the year, Trustees reviewed the performance of the investment managers who carry out the day-to-day management of the Charity'5 investmeftt portfolio. The Board invested a further £500,000 into equities to increase the equity proportion of the portfolio invested to 70Yo to derive hiBhef return5. The Trusteès will continue to monitor the performance of both investment managers and the benefits of active and passive invesfing through quarterly Finance and Investment committee meetings. The investments held with Waverton Investment Management Limited I"Waverton"I remain in a bespoke, actively managed fund which excludes '5in' stotks, including non- renewable energy companies. The Trustees noted that the ESG Index fund held with Vanguard provides fijrther diversity. It has been agreed that Waverton will report bi-annually to the Finance and Investment Committee and annually to the Millfield Foundation Board. The investment mandate and objectives were reviewed in the year and the Trustees continue to adopt a balanced approach.
MILLFIELD FOUNDATION Principal Achievement5 and Performance Icontinuedl Donation to Millfiled Millfield Foundation has a disbursement policy in place. The policy is in line with the Charities objective to steward the funds. The Trustees donated £97,75012023.. E185,9131 to Millfield during the year. FUTURE PLANS The Charity's primary focus remains acting as custodian of the funds raised in conjunction with Millfield. To that end, the Trustees continue to meet regularly to review investment strategy and performance, the Charity's cashflow positior+ and the awarding of donations to Millfield. The Trustee5 will continue to support fundraising initiatives developed by the Head of Foundation who is employed by Millfield. STRUCTURE, GOVERNANCE AND MANAGEMENT Governing L)otuments, Group Structure and Relotion5hips Millfield Foundation is a charitable company limited by guarantee, which was incorporated on 13 September 2007. The governing documents of the Charity is its Articles of Associations I"Articles"l. These Articles provide that the majority of Trustees holding office at any one time are nominated by Millfield which is a separate Charity (registered Charity number.. 3102831 and company (company registration number 5223851. As Millfield is deemed to have effective control over Millfield Foundation, it has consolidated these accounts into its own financial statements. Investment Powers, Policy and Performonce The Trustees have determined that the principal risks and uncertainties relevant to the financial performance of the Charity are those relating to preservation of capital and investment performance and reputation risk. ln response to this assessment, the Trustees have an Investment Policy Statement which sets out the investment strategyi the Trustees, investment objectives and their attitude to risk. There are no specific restriction5 on the Trustees, investment powers, subject to taking such advice as they consider is reasonably necessary from a person reasonably believed to be qualified by ability or experience. Where investment decisions are delegated. Trustees must ensure that the delegate is authorised to carry on investment business under the provisions of the Financial Services and Market5 Act 2000,. the investment policy is set out in writing,. investment performance is reviewed regularly,. the policy and the delegation reviewed biennially- and the delegate acts within the Trustees, investment powers. The Trustees aim to hold a balanced portfolio of assets that will achieve long-term growth from capital appreciation and income in excess of the Consumer Price Inflation index I'CPI'I without exposing the Charity to undue risk. One of the Trustees, responsibilities is to ensure the prudent management and investment of the Charity's assets. DurinB the year, the day-to-day management of the Charity's investment portfolio has been delegated to Waverton Investment Management Limited and Vanguard Investments UK Limiteii, who the Trustees monitor on a regular basis via the Finance & Investment Committee. The investments are held in a range of securities and pooled funds at the discretion of the investment managers. The custody of the underlyin8 assets in which the Charity invests is the responsibility of the investment managers. The Trustees do not have any direct relationship with the investment managers/ custodians and consider that adeouate contro15 are in place to Secure the Charity's investments and safe cvstody of its assets. Trustee Boord The Trustee Board, a maximum of up to ten trustees. is comprised of Appoifited Trustees nominated by Millfield and Co-opted Trustees appointed by the Trustee Board. Trustees are usually appointed for a 3-year term of office. Retiring Trustees are eligible for re-appointment to a maximum of 3 consecutive terms. The Trustee Board Seeks to have trustees with a wide range of skills (including finance, investment management, legal and fundraising) and an appropriate balance of age, gender and ethnicity. The
MILLFIELD FOUNDATION Structure, Governance and Management (continued) Nominations Committee is responsible for succession planning, reviewing the skills mix on an annual basis and proposing new trustees. Trustee Troining The Trvstee Board recognise5 that new Trystees must feel confident that they are equipped to meet their statutory and wider legal responsibilities and appropriate Charity Commission information is made available to them through the Company Secretary. During the year Trustees attended cyber secuflty training. Or9uni50tionol Monagement The Trustees are legally responsible for the overall management and control of the Charity, including policy setting and strategic planning. The detailed work of the Trustees is delegated to four committees, each operating under terms of reference approved by the Trustee Board, and which are required to report to the Trustee Board on a regular basis. Audit, Compliance and Risk Committee Finance & Investment Committee Nominations Committee Joint Fundraising Sub-committee (with Millfieldl The Trustee Board approved the frequency of Committee meetings would be as follows: Once 3 year- Audit, Compliance and Risk and Nominations Committee Quarterly - Finance & Investment and Joint Fundraising Sub-committee The Joint Fundraising Sub-committee constitution membership was increased beyond three members to include at least one Millfield Governor, a Foundation Trustee who is also a Millfield Governor and a Foundation Trustee not aS50ciated with Millfield. This is to widen discussion and allow the Sub-committee to be quorate if 3 member is unable to attend. This meets twice a year. In addition to serving on the committees, certain members of the Trustee Board also act as Governors for Millfield. The Charity's fundraising and administration activitie5 are delegated to Millfield which is managed on a day to day basis by the Headrnaster of Millfield School, the Headmaster of Millfield Prep School and the Finance Director of Millfield, I'the Executive Group"), who are sUPPOrted by the Head of Foundation and other members of the Senior Leadership Teams I'SLT"). The Heads, Finance Director and Head of Foundation attend meetings of the Charity's Trustee Board. Employee involvement The Charity doe5 not have any employees. OBJECTIVES AND ACTIVITES Choriroble Objects The Charity's objects are.. The advancement of educ3tion through the provision of scholarship5 to current and prospective pupils of any school operated by or otherwise associated with Millfield whose parent or guardians are in need of financial as515tance', and The promotion of such other purpose5 being exclusively charitable according to the law of England and Wales as the Trustee5 may from time to time determine.
MILLFIELD FOUNDATION Objectives and Activities (continued) In setting the Charity's objectives and planning activities, the Trustees have given regard to the latest guidance on public benefit published by the Charity Commission. Mission Stotement ondstrotegic Objectives In accordance with Charity Commission guidelines, this year the Board reviewed and approved its Mission Statement and Strategic Objectives.. Mission Statement To steward funds to provide transformational bursaries which enable talented children to benefit from a Millfield education. Strategic Objertives= To safeguard, invest and grow investment funds raised for bursaries. To support the School in delivering its fundrai51n8 Strategy. To evaluate the impact of grant-makin8 to inform future decisions. The Charity works with Millfield, third party investment managers and donors to build sustainable funds. This provision is significantly affected by the Success of fundraising initiatives undertaken by Millfield and the ability of delegated investment managers to grow the value of fixed asset investments. FINANCIAL REVIEW For the financial year ended 3 1 Au8USt 2024 the Charity generated net income before gains on investments of £277,23812023'. £731,079 before10ss on investmentsl. The decrease was due to a drop in donation income of £584.385. However, investments portfolios performed strongly this year and yielded a gain on investment a55ets of £773,50712023.. £115,749 lossl. Net movement in funds after investment gain/ Ilossl and other gains/ Ilossesl increased to £1,006,68812023-. £607,936) an improvement of £398,752 on the previous year. The reserves of the Charity increased by £1,006,688 to £6,439,677 at 31 August 202412023.. £5,432,989) and represent restricted funds of £6,439,67712023.. £5,432,989). The reserves are held in order to fund the future activities of the Charity. These funds are restricted for the purpose of donations to Millfield who then used the donation to provide scholarships or bursaries to pupi15 where there is a financial need. The value of the individual restricted fund balances as at 31 August 2024 is shown as per note 9. The reserves of the Charity are detailed in the Balance Sheet on page 11 of these financial statements. Broadly, they are made up of Fixed Asset Investments of £6,192,48512023'. £5,137,679) and Net Current Assets of £247,19212023: E295,3101. The performance of the Fixed Asset Investments of £6,192,48512023: £5,137,6791 are Outlined below.. The value of the investment managed by Waverton Investment Management Ltd as at 31 August 2024 was £4,485,184 12023.. £4,131,297). The investment portfolio had net gain on revaluation of £575,14312023..1oss of £60,4251 and yielded investment income of E119,14812023'. £76,2991 during the year. The value of the investment managed by Vanguard Investment UK Limited as at 31 August 2024 was £1,707,30112023: £991,862). The investment portfolio had net gain on revaluation of É198,59912023.'1oss of £8,138) and yielded investment income of £16,83912023.. £Nill during the year. The value of the investment managed by Rathbone Investment Management Ltd as at 31 August 2024 was £Nil 12023.. £14,521). The investment portfolio had net loss on revaluation of £23512023.. Ioss of £47.1861 and yielded investment income of £12912023.. £17.1451 during the period. Fundrcjising The Charity benefits from the fundraising and administration services provided by Millfield. Fundraising is conducted through Millfield School's Foundation Office which seeks donations from former students, parents and other members of the School community. The School complies with the Fundraising Regulator's Code of Practice and seeks to build positive long-term relationships with potential donors.
MILLFIELD FOUNDATION Financial Review Icontinuedl Reserves The Trustees seek to gfow reserves by means of substantial donations and investment returns. This enables the Charity to make a donation lo Millfield. Short-term liquidity requirements mainly relate to donations to funds scholarship and bursary pl3cement5 which fall due at the start of eath term,. the funds available for donation are usually determined before the start of each academic year. Millfield is able to determine which pupils should benefit from the Charity's donation, ond applies the awards to benefit pupils attending the school. In making the awards Millfield gives due care and attention to any restriction attached to the donation made from the Chairty. The Trustees monitor the needs, risks and challenges faced by the Charity in both the short and medium term along with relevant financial forecasts to consider whether the reserves are sufficient to meet requirements. Reserves as at 31 August.. 2024 2023 Note Total Restricted Funds 6,439,677 5,432,989 Restricted Funds.. The Trustee5 note there are restricted reserves of £6,439,67712023.. £5,432,9891 and expect these will continue to grow with the ongoing fundraising initiatives to generate donation income and investment returns generated from investment portfolios. The restricted funds comprise donations earmarked by the donors, or the terms of an appeal. for Specific purposes. Restrictions are legally bindinÈ on the Trustee5. The Trustees do not envisage there being any difficulty in meeting current andlor future obligation5 of the Charity and note there is no financial dependence on key donors.
MILLFIELD FOUNDATION TRUSTEES. RESPONSIBILITIES STATEMENT The Trustees (who are a150 directors of Millfield Foundation for the purposes of Company lawl are responsible for preparing the Report of the Trustees and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). Company law requires the Trustees to prepare financial statements for each financial year which give a true and fair view of the State of aff3ir5 of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing these financial statements, the Trustees are required to.. Select Sultable accounting policies and then apply them consistentlv,. Observe the methods and principles in the Charities SORP. Make judgments and estimates that are reasonable and prudent,. State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements. and Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business. The Trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companie5 Act 2006. They are also responsible for safeguarding the a55ets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. In so far as the Trustees are aware.. There is no relevant audit information of which the charitable company's auditor is unaware,. and The Trustees have taken all steps that they Ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information. The Repo as approved by the Trustee Board of Millfield Foundation on 20 March 2025 and signed on its behalf by- WJ BUSHELL CHAIR OF TRUSTEES
MILLFIELD FOUNDATION INDEPENDENT AUDITORS, REPORT TO THE MEMBERS OF MILLFIELD FOUNDATION Opinion We have audited the financial statements of Millfield Foundation for the year ended 31 August 2024 which comprise the Statement of Financial Activities, Balance Sheet and Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Atcounting Standards, including Financial Reporting Standard 102 The Financiol Reporting Stondord opplicable in the UK rJnd Republic of Ireland Iunited Kingdom Generally Accepted Accounting Practice). In our opinion. the financial 5tatements'. give a true and fair view of the state of the charitable company's affair5 a5 at 31 August 2024 and of the charitable company's net movement in funds, including the income and expenditure, for the year then ended- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice- and have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing IUKI IISAS IUK}l and applicable law. Our responsibilities under those standards are further described in the Auditorfs responsibilities for the audit of the financial statements section of our report. We are independent of the Charity in accordance with the ethical requirements that are relevant to our audit of the financial statement5 in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is Sufficient and appropriate to provide a basis for our opinion. Conclusions relating to gotng concern In auditing the financial statements, we have concluded that the Tru5tees' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or Collectively, may cast significant doubt on the charitable company's ability to continL*e as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report. Other information The Trustees are respor¢5ible for the other information. The other information comprises the information included in the Report of the Trustees. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility IS to read the other information and, in doing so, consider whether the other information is materially incons1Stent with the financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there 15 a material mi55tatement in the financial statements or a material mi55tatement of the other information. If, based on the work we hève performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
MILLFIELD FOUNDATION INDEPENDENT AUDITORS, REPORTTOTHE MEMBERS OF MILLFIELD FOUNDATION Opinions on other matters prescribed by the Companies Art 2006 In our opinion, based on the work undertaken in the course of the audit-. the information given in the Report of the Trustee5 Iwhich includes the Directors, Report prepared for the purposes of Charity lawl for the financial year for which the financial statements are prepared is consistent with the financial statements,. and the Directors, Report which is included within the Report of the Trustees has been prepared in accordance with applicable legal requirements. Matters on which we are tequlred to report by exception In the light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Trustees Iwhith incorporates the Directors, Report). We have nothing to report in respect of the following matter5 in relation to which the Companies Act 2006 reouires us to report to you if, in our opinion.. adequate accounting records have not been kept by the charitable company,. or the charitable company financial statements are not in agreement with the accounting records and returns; or certain disclosures of Tru5tees' remuneration specified by law are not made,. or we have not received all the information and explanations we require for our audit.. or the directors were not entitled to prepare the financial statements in accordance with the small companies, reBime and take advant3ge of the small companies, exemptions in preparing the Report of the Trustees and from the requirement to prepare a strategic report. Responsibilities of Trustees for the financial statements As explained more fully in the Trustees, responsibilities statement set out on page 6, the Trustees Iwho are also the directors of the charitable company for the purposes of company lawl are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparation of financial 5tatementS that are free from material misstatement, whether due to fraud or error. In preparing the financial statements. the Trustees are responsible for a55essing the charitable company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so. Auditorfs responsibllities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement. whether due to fraud or error, and to issue an auditor'5 report that includes our opinion. Reasonable assurance is 3 high level of assurance, but 15 not a guarantee that an audit conducted in accordance with ISAS IUKI will always detett a material misstatement wheri it exists. Mi55tatements tan arise from fraud Of error and are considered material if. individually or in the aggregate, they could reasonably be expected to ir)fluence the economic decisions of user5 taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with law5 and regulatior*s. We design procedures in line with our responsibilities, outlined above, to detect material misst3tements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities. including fraud is detailed below.. Based on our understanding of the charitable company and the environment in which it operates, we identified that the principal risks of non-compliance with laws and regulations re13ted to Charity law, fundraising regulations and GDPR, and we considered the extent to which non-compliance might have a material effect on the linancial Statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and the Charities Act 2011.
MILLFIELD FOUNDATION INDEPENDENT AUDITORS, REPORT TO THE MEMBERS OF MILLFIELD FOUNDATION We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to inappropriate journal entries to income. Audit procedures performed by the engagement team included= Inspecting correspondence with regulator- Discussions with man8gement including consideration of known or suspected instances of non-compliance with law5 and regulation and fraud.. Evaluating management's controls designed to prevent and detect irregularities; and Identifying and testing journals. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the event5 and transactions reflected in the financial statements. as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involve5 intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is Iated on the Financial Reporting Council's website at.. www.fi c (>r 3udirorsres on51bilities. This description forms part of our auditorfs report. Use of our report This report is made solely to the charitable company's members, as o body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members those matters we are required to state to them in an Auditor'5 report and for no other purpose. To the fullest extent permitted by law, we do not accept Of assume responsibility to anyone other thall the charitable company and the charitable company's member5, as a body, for our audit work, for this report, or for the opinions we have formed. Tracey Young (Senior Statutory Auditor) For and on behalf of Haysmac LLP, Statutory Auditor 10 Queen Street Place London EC4R IAG 17 April 2025
MILLFIELD FOUNDATION STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 AUGUST 2024 Note Total Restricted Funds 2024 Total Restricted Funds 2023 INCOME FROM: Donation5 Investments TOTAL INCOME 266,674 147,803 414,477 851,059 105,758 956,817 EXPENDITURE ON: Costs of raising funds Donation Governante & administration costs TOTAL EXPENDITURE 127,6361 197,7501 111,8531 1137,2391 128,6641 1185,9131 111,1611 1225,7381 NET INCOME BEFORE GAINI ILOS5ES) ON INVESTMENTS 277,238 731,079 Gain/ (Lossl on investment assets NET INCOME 773,507 1,050,745 1115,7491 615,330 OTHER GAINS1 (LOSSES) Losses on loreign exchanEe 144,0571 17,3941 NET MOVEMENTS IN FUNDS 1,006,688 607,936 RECONCILIATION OF FUNDS Total funds brought fOnard at 1 September 5,432,989 4,825,053 TOTAL FUND5 CARRIED FORWARD AT 31 AUGUST 6,439,677 5,432,989 The results for the period derive from continuing activities and there are no gain5 or losses other than those shown above. The notes on pages 13 to 20 form part of these financial statements. 10
MILLFIELD FOUNDATION BALANCE SHEET AS AT 31 AUGUST 2024 Note 2024 2023 FIXED ASS$ Investment5 6,192,485 5,137,679 CURRENT ASSErs Debtors Cash at bank and in hand 5,451 285,082 290,533 71,567 240,733 312,300 CREDITORS Amount5 falling due within one year 143,3411 116,9901 NEf CURRENT ASSETS 247,192 295,310 ASSETS 6,439,677 5,432,989 CHARITY FUNDS Restricted income funds 6,439,677 5,432,989 TOTAL CHARITY FUNDS 6,439,677 5,432.989 Thes Inancial statements were approved by the Trustee5 on 20 March 202S and signed on their behalf bv.. WJBUS LL Trustees The notes on pages 13 to 20 form part of these financial statements.
MILLFIELD FOUNDATION CASH FLOW STATEMENT FOR THE YEAR ENDED 31 AUGUST 2024 2024 2023 Cash flow from opefatinE activities Net income for period 1,006,688 607,936 Adjustment to cash flows from non-cash items.. Investment intome Loss on foreign exchange differences Net Igainl 11055 on revaluation Bank interest received 1136,1161 44,057 {773,5071 111,6871 193,4451 7,394 115,749 112,3131 Working Capital adjustment5'. Decrease in debtor5 Increase I IDecreo5el in creditors Net cash flow from operating activities 66,116 413,516 Cash flow from investing artivities Payments to acquire investments Receipts frorn sales of investments Net cash flow from investing activities 11,475,419) 12,577,040) 1012 402 1 640 563 936 477 Cash Ilow from financing activities Investment income Bank interest income Net cash flow from financing activities 136,116 93,445 147 Net Idecreasel l increase in cash and cash equivalents 193.3121 204,309 Cash and cash equivalents as at I September: 437 342 233 033 Cash and tash equivalents as at 31 August: 417 344 030 2 Cash and cash equivalents consists of: Cash at bank and in hand Short term deposits Cash and cash equivalents as at 31 August: 285,082 240,733 196 609 The notes on pages 13 to 20 form part of these financial statements. 12
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 GENERAL INFORMATION The Charity is a company limited by guarantee, incorporated in England & Wales, and consequently doe5 not have a share capital. Each of the members is liable to contribute an amount not exceeding £1 towards the assets of the company in the event of the Charity being wound up. The address of the Registered Office is provided on page 21 of these financial statements. ACCOUNTING POLICIES The principal accounting policies adopted in the prepafarion of the financial statements are set out below and have remained unchanged from the previous year, and have been consistently applied within these accounts. 1.1. BASIS OF PREPARATION OF FINANCIAL STATEMENTS The financial statements have been prepared under the historical cost convention with items recogni5ed at cost or transaction value unles5 Otherwise stated in the relevant notes to these accounts. The financial statemenis have been prepared in accordance with Accounting and Reporting by Charitie5'. 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 issued in October 2019, the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland IFRS 1021, the Charities Act 2011, the Companies Act 2006 and the UK Generally Accepted Accounting Practice. The Charity constitute5 3 public benefit entity as defined by FRSIO2. The effects of events in relation to the year ended 31 August 2024 which occurred before the date of approval of the financial staternents by the Trustee Board, have been included in the statements to the extent required to show a true and fair view of the state of affairs as at 31 August 2024 and of the results for the year ended on that date. The Trustees have reviewed the Charity's expectations and intentions for the next 12 month5 and they consider that the current and future sources of funding or support will be more than adequate for the Charity'5 needs. The Trustees have therefore adopted the going concern bas15 of accounting. The financial statements are presented in Pounds Sterling which is the functional currency of the Charity and rounded to the nearest £1. 1.2. INCOME Voluntary income is received by way of donations and gifts and is included in full in the Statement of Financial Activities when receivable. Donated services and facilities are included at the value to the Charity where this can be quantified. The value of services provided by volunteers has not been included in these accounts. Investment income such as dividends and coupons are recognised when the right to receive payment is established. Incoming resources from charitable trading activities such as fundraising events, are accounted for when earned. 1.3. EXPENDITURE Resources expended are recognised in the period in which they are incurred. Resources expended include attributable VAT whic cannot be recovered. Costs of raising funds comprise the costs associated with investment management fee5.
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR ThE YEAR ENDED 31 AUGUST 2024 Charitable expenditure comprises those costs incurred by the Charity in the delivery of its activities and seNices for its beneficiaries. Governance costs include those costs associated with meeting the constitutional and statutory requirements of the Charity including direct and related support costs. All costs are allocated between the expenditure categories of the SOFA on a basis designed to reflect the use of the resource. 1.4. FIXED ASSETS INVESTMENTS Fixed assets investments in quoted shares, traded bonds and similar investments are initially measured at cost and subsequentlv at fair value at the reporting dale. Investment gains and losses, whether realised or unrealised, are combined and reported within the Statement of Financial Activities. 1.5. INVESTMENT INCOME Dividend income on quoted equities is recognised on an accruals basis when the securities are quoted 'ex-dividend'. Dividend income on unquoted eouities is recognised when the dividend is declared. Income from pooled investment vehicles is accounted for when declared by the fund manager. Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the Charity; this is normally upon notification of the interest paid or payable by the bank or received by the investment portfolio. 1.6. FINANCIAL INSTRUMENTS The Charity only has financial assets and financial liabilities of a kind that qualifies as basic financial instruments. Basic financial instruments are initially recognised at trans3Ction value and subsequently measured at their settlement value. 1.7. FUND ACCOUNTING Restricted income funds are f unds subject to a specific trust declared by the donorlsl. They are expendable at the discretion of the Trustees in furtherance of the particular purpose of that Fund. 1.8. DEBTORS Trade and other debtors are recognised at the settlement value due less provision required for bad or doubtful debts. 1.9. CREDITORS AND PROVISIONS Creditors and provisions are retO8nised where the Charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due Can be measured reliably. Creditors and provisions are normally recognised at their settlement amount allowing for any trade discounts due. I.10.CASH AT BANK AND IN HAND Cash at bank and in hand includes cash and short-term high liquid investments with a short maturity of less than three months from the date of acquisition or opening of the deposit or similar account. 2. TAXATION The Company is a registered Charity and as such is entitled to tax exemptions on income and gains properly applied for its charitable purp05e5. 14
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 NET INCOME Total Restricted Funds 2024 Total Restrlcted Fund5 2023 Net income 15 Stated after charging.. Audit Fee5 payable 11,760 11.040 ANALYSIS OF INCOME Total Restricted Funds 2024 Total Restricted Fund5 2023 a. Donations Donations received Gift aid received 256,184 10.490 266,674 816,294 34,765 851,059 b. Investments Investment income Interest Received 136,116 11,687 147,803 93,444 12,314 105.758 15
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 5. TOTAL RESOURCES EXPENDED Donation to Millfield Costs ol raising funds Governance & Admin Costs Total Expenditure Total Expenditure 2024 2024 2024 2024 2023 Donation 97,750 97,750 185,913 Investment management Investment management fees 27,636 27,636 28,664 Governance & Administration Audit fees Bank charges Professional fees 11,760 80 13 11,853 11,760 80 13 137,239 11,040 121 97,750 27,636 225,738 PRIOR YEAR Donation to Milltield Costs 01 raising fvnds Governance & Admin Costs Total Expenditure Total Expenditure TOTAL RESOURCES EXPENDED 2023 2023 2023 2023 2022 Donation 185,913 185,913 206,871 Investment management Investment management fees 28,664 28,664 31,699 Governance & Administration Accountancy fees Audit fees Bank charges Professional fees 6,600 9,600 69 164 255,003 11,040 121 11,040 121 185,913 28,664 11,161 225,738 IC)
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 INVESTMENTS 2024 2023 Market value as at I September 2023 Additions at C05t Disposals at market value Net gain /110s51 on revaluation Los5 on foreign exchange differences Net Idecreasel l increase in cash deposlts Market value as at 31 August 2024 5,137,679 1,475,419 11,012,402) 773,507 144,0571 1137,6611 6,192,485 4,276,466 2,577,040 11,640,5631 1115,7491 17,3941 47,880 5,137.679 Investment5 can be further analysed as follow5: 2024 2023 Listed investments Cash and settlements pending 6,133,537 58,948 6,192,485 4,941.070 196,609 5,137,679 The investments are held primarily to provide an investment return for the Charity which enables the Charity to make a donation to Millfield. DEBTORS 2024 2023 Amount due from Millfield 5,451 5.451 71,567 71,567 CREDITORS- AMOUNTS DUE WITHIN ONE YEAR 2024 2023 Accruals Other creditors 17,030 26,311 43,341 16,990 16,990 17
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 STATEMENT OF FUNDS Fund Name A5ati September 2023 Income Expenditure. Gain on investment Transfer Asat31 August 2024 RESTRICTED FUNDS General Fund 2,120,666 185,081 178,1101 301,876 2,529,513 Erika Olde Scholarship Fund 739,539 18,065 113,5011 102,518 846,621 RJOM Fund 500,728 15,653 114,2251 69,548 571,704 Guy Bennett Scholarship Fund 870,913 21,257 123,1451 120,776 989,801 PMJ Fund 207,664 24,596 12,7991 29,942 259,403 Tom Maynard Fund 7.158 176 1931 999 8,240 Holmcroft Scholarship Fund 154,833 126,415 13,0601 34,124 312,312 St Anne's Scholarship Fund 45,427 1,117 15881 6,341 52,297 Sir Gareth Edwards Rugby Scholarship Fund 154,880 6,909 113,8731 20,854 168,770 The Sumner Fund 630,188 15,184 131,8891 86,390 699,873 Tyrone Mings Scholarship Fund 993 24 1131 139 1,143 TOTAL RESTRICTED FUNDS 5.432,989 414,477 1181,2961 773,507 6.439,677 * Expenditure includes losses on foreign exchange 18
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 PRIOR YEAR STATEMENT OF FUNDS Fund Name Asatl September 2022 Income Expenditure L05$ on investment Transfer Asat31 August 2023 RESTRicfED FUNDS General Fut)d 1,474,024 810,557 1136,948 126,4361 15311 2,120,666 Erika Olde Scholarship Fund 762.380 13,574 116,1061 120,3091 739,539 RJOM Fund 516,293 12,615 114,440} 113,7401 500,728 Guy Bennett Scholorship Fund 895,819 15,970 117,017) 123,8591 870,913 PMJ Fund 202,501 11,879 11.4171 15,2991 207,664 Tom Maynard Fund 7,271 130 1501 11931 7,158 Holmcroft Scholarship Fund 145,841 13,884 11,0071 13,8851 154,833 St Anne's Scholarship Fund 46,141 829 13151 11,2281 45,427 Gallifrey Scholarship Fund 7,430 17,7361 12251 531 Sir Gareth Edwards Rugby Scho13rship Fund 135,529 34,852 111,8851 13,6161 154,880 The Sumner Fund 630,815 42,509 126,2041 116,9321 630,188 Tyrone Ming5 scholarship Fund 1,009 18 171 1271 993 TOTAL RESTRICTED FUNDS 4,825,053 956.817 1233,132) 1115.7491 5,432,989 Expenditure includes losses on foreign exchange Income: Represents Donations and Gift Aid received by each fund together with Investment Income as allocated to the Specific fund on the basis of quarterly average fund values. Expenditure: Represents donations made by each fund together with Investment Management Fees as allocated to the specific fund on the basis of quarterly average fund values. Other expenses are allocated to the General Fund. Gain/l1055} on Investment.. Allocated to the specific fund on the basis of quarterly average fund vèlues.
MILLFIELD FOUNDATION NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 AUGUST 2024 Purposes of Restrirted Funds". The restricted funds with provide donations to enable Millfield to award scholarships arsd bursaries to current and prospective pupils of any school operated by or otherwise associated with Millfield in line with the following objectives.. The General Fund - current and prospective pupils of any school operated by or otherwise associated with Millfield. The Erika Olde Scholarship Fund talented dyslexic pupils, where there is a financial need. The RJOM Fund - children of Old Millfieldians, where there 15 a financial need. The Guy Bennett Scholarship Fund - pupi15 displaying exceptional talent in the Arts, where there is a financial need. The PMJ Fund - sixth-foim academically able pupils with other talents such as leadership qualities, music, drama, art & sport where there is financial need. The Tom Maynard Fund - pupils displaying exceptional talent in the sport of cricket, where there is financial need. The Holmcroft Scholarship Fund pupi15 boarding at Holmcroft House at Millfield where there is financial need. The St Anne's Scholarship Fund - pupils boarding at St Anne's House at Millfield where there is financial need. The Gallifrey Scholarship Fund- sixth-form pupils where there is financial need. The Sir Gareth Edwards Rugby Scholarship Fund - annual rugby scholarship to a pupil at Millfield where there is financial need. The Sumner Fund - female pupils with a bias towards science and who otherwise would not afford the fees. The Tyrone Mings Scholarship Fund - pupils disp13yin8 exceptional talent in the sport of football. io. COMPANY LIMITED B Y GUARANTEE The Charity, which is a private Company, is limited by guarantee and doe5 not have a share capital. The ultimate controlling party is Millfield, a company registered in England and Wales. ii. RELATED PARTY TRANSACTIONS Donation income is collected directly by Millfield Foundation and indirectly via Millfield. Any donations that are collected by Millfield are transferred to the Chairty. Millfield School collected donations of £161,55412023.' £847,9351 and transferred £156,10312023.. £776,3681 within the year, the balance of £S,45112023.. £71,567) included within other debtor5. Trustees and their related parties made aggregate donations of £102,64012023.. £48,5751 durin8 the year to Millfield Foundation. Millfield made a donation of £Nil in the year12023.. £500,000) of which £Nil12023'. £Nill was Outstanding a5 at the year end. There have been no other related party transactions during the yeaf. 12. TRUSTEES, REMUNERATION AND EXPENSES The Trustees have not received any remuneration for their services during the year. Any Trustee expense5 incurred for travel and subsistence are reimbursed by Millfield. 211
MILLFIELD FOUNDATION TRUSTEES. ADVISORS AND KEY STAFF FOR THE YEAR ENDED 31 AUGu¥f 2024 TRUSTEES: 8 Alizadeh R K Bennett W J Bushe51 E S Decamp lappointed 19 January 20241 T P Griffiths P M Johnson DBAPinto MALSimon AHWest SECRETARY: M D Shaw lappointed 20 June 20241 R K Summerhayes Iresigned 24 June 20241 REGISTERED OFFICE: Millfield Butleigh Road Street England BA16 ODY REGISTERED NUMBERS: Company Charity 06370560 1121630 AUDITORS: Hay5Mac LLP 10 Queen Street Place London EC4R IAG BANKERS: HSBC 41 Southgate Street Bath BAI ITN SOLICITORS: Veale Wasborough Vizard Bristol Narrow Quay House Narrow Quay Bristol BSI 4QA INVESTMENT MANAGERS: Rathbone Investment Management Limited Port of Liverpool Building Pier Head Liverpool L3 INW Vanguard Investment5 UK Limited The Walbrook Building 25 Walbrook London EC4N 8AF Waverton Investment Management Ltd 16 Babmaes Street London SWIY 6AH 21
MILLFIELD FOUNDATION THE FOLLOWING PAGES ARE FOR THE lFoRmATIoN OF THE TRUSTEES ONLY. THEY DO NOT FORM PART OF THE STATiITORY ACCOIINTS. 22
MILLFIELD FOUNDATION INCONIE AND EXPENDITIIRE ACCOUNT FOR THE YEAR EYDED 31 ALIGIIST 2024 2024 2023 INCOME Sir (Tarcih ['ardS Rvgbv Scholarship kund l)()nalii)ns (ienei-al l.-Lind D()nali(Ins R.I()M Flind D()nalions %umncr F und l)()naii(Trns PiV.I fund Di)natiun. 14uliiicroli Schc)larsliip Fund l)onations -1.2nll 114.097 2.727 27.150 744.3¥7 2.747 15.710 120.4511 7.0111 i 0.000 256.184 816.294 Ciill Aid ReLeived 10.49(1 -14.765 10.4911 266.674 851.1159 EXPENSES DDnaiii)n l() Millfield InN'estment ManagLmcnt Lxpcnses Audit l.'ces Bank Cliarges )rofessional IcL"S 197.750 127.6361 111.7601 1801 1185.9131 I2.664> 1137.2J9} 1225.7J81 OPERATIYG SURPLUS 129.4i5 625.J21 INVESTMENT INCOME AND INTEREST RECEIVABLE Bank In(cresi Invcstment In(x)me 11.6117 13().116 12.314 93.444 147.803 105.758 SIIRPLUS FOR THE YEAR EXC.LIIDING GAINI (LOSS) ON INVESTMF.NTS AND OTHER 277.238 731.079 23