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 rese￿e5
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 I￿ated 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 fOn￿ard 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 l￿FoRmATIoN
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