Registered Company Number: 00692958 

**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee)** 

## **REPORT AND UNAUDITED FINANCIAL STATEMENTS** 

## **FOR THE YEAR ENDED 31 MARCH 2022** 

Registered Charity Number: 1139862 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee)** 

## **LEGAL AND ADMINISTRATIVE INFORMATION** 

|**Status**|Company Limited by guarantee without share capital|
|---|---|
||incorporated on 17 May 1961.  Registered as a charity on|
||14 January 2011|
|**Company Number**|00692958|
|**Registered Charity Number**|1139862|
|**Registered Office**|**Principal Office**|
|Lacemaker House|Marlow Sports Club|
|5-7 Chapel Street|Pound Lane|
|Marlow|Marlow|
|SL7 3HN|SL7 2AE|
|**President**|Paul Sambrook|
|**Trustees & Directors**||
|Co-Chairman|NF Robertson|
|Co-Chairman|BC Stone|
||A Daw|
||JA Fordham|
|Treasurer|RM Krajewski|
||AE Saunders|
||DV Segrue|
||SL Woolven|
|**Patrons**|Alex Danson MBE|
||Tom Kerridge|
||Sir Steve Redgrave MBE, CBE|
||Naomi Riches MBE|
||Andrew Strauss OBE|
||Sir Clive Woodward OBE|
|**Bankers**|Metro Bank|
||One Southampton Row|
||London|
||WC1B 5HA|
||Barclays Plc|
||1 Churchill Place|
||London|
||E14 5HP|
|**Independent Examiner**|Tim James (FCMA)|
||Pink Affinity Limited|
||The Clock House|
||Station Approach|
||Marlow|
||SL7 1NT|



1 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

The Directors and Trustees present their report and financial statements for the year ended 31 March 2022. We report on a year where our concerns about the duration of the Covid-19 outbreak and the impact of new variants on income and sports activities began to run alongside the emerging prospect of a deteriorating economic outlook and progressively rising UK inflation, with the challenges that this would present in terms of increased operating costs and dampening consumer spending. These economic impacts are being compounded by the Russian invasion of Ukraine in late February 2022. 

In this report and financial statements, all references to the charitable company mean the Trust and references to the Directors mean the Trustees. 

This annual report incorporates the requirements of the Trustees set out in both the Charities Statement of Recommended Practice (SORP) and UK company law.  It also takes into account the additional advice from the Charities SORP Committee on financial reporting implications that may arise from the impact of the Covid-19 virus. 

With the publication of its “Living With Covid Plan” in February 2022, the Government ended legal restrictions in England asking the public to practice safe and responsible behaviours with, in particular, the emerging vaccination and booster programme substituting for lockdown as the primary response and defence against infection. 

The Trustees have continued to closely monitor spending and to look for opportunities to reduce or re-time expenditure using a RAG (red/amber/green) rating approach – prioritising essential expenditure (this in the particular context of ageing and dilapidating premises) – and have continued with an established cash forecasting process and close tracking of our finances. 

Despite the above challenges, important outcomes were nonetheless delivered in the past year in support of the strategic objectives of the Sports Club: 

- Strong membership engagement and sustained delivery of our sport and community offerings, and 

- continued progress made in reducing our borrowing with debt repayments of c.£31,000 in the year leaving our portfolio of loans at c.£141,000 with an established plan to clear this debt by March 2026. 

## **Objectives and Activities** 

The purpose of the charity remains unchanged - the provision of facilities in the interests of social welfare for sports, recreation or other leisure time occupation for the inhabitants of Marlow and the surrounding area. 

Marlow Sports Club (“Club”) is a community facility – it is open to all, irrespective of age, background and physical ability.  We preserve a green space in the heart of Marlow for current and future generations of our local community to meet, get and stay fit and socialise/enjoy a place that promotes well-being and self-belief. 

During the year, we have continued to offer a range of sports – cricket, cycling, hockey, running and tennis (via our Member Sections) together with junior football and petanque (via our affiliates: 

2 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

Marlow Youth FC and Marlow Petanque Club) for all age groups from the under 10s to over 60s – on over 10 acres of green space the majority of which the charity saved from development in 2011. 

We have remained a vibrant community facility with a combined membership of well over 2,500 of which in excess of 1,500 are juniors, with sporting participation beyond that figure. 

In “normal” years, a significant contribution to our funds raised comes from our wholly owned subsidiary – MSC Commercial Limited (“MSCC”) – which operates our on-site bar and catering facilities and manages short term lettings of the Club’s facilities.  MSCC pays a turnover based licence fee to the Club for use of the Club’s facilities and all residual profits are donated to the charitable company under the terms of a deed of covenant signed in 2018.  The MSCC performance during 2021/22 was consistent with the conservative assumptions in the budget about the size and shape of business and the time that it would take (and continues to take) to rebuild and consolidate our commercial income streams. 

## **Structure, Governance and Management** 

Marlow Sports Club Ltd is a charitable company limited by guarantee, incorporated on 17 May 1961 and registered as a charity on 14 January 2011.  The charitable company is governed by its Articles of Association which established the objectives and powers of the charitable company. 

_Our Members are:_ 

Marlow Cricket Club Marlow Hockey Club Marlow Riders Marlow Striders Marlow Tennis Club Sir William Borlase’s Grammar School 

Individual membership sits with each Member Section which is governed by its own Section Chair and Committee and constitution. 

The Trustees wish to take the opportunity to thank each Member Section Chair and Committee as well as their individual members for their contribution and efforts made in the past year.  The continuing team effort from the many volunteers throughout the Club and its Member Sections has sustained the delivery of a multi-sport offering to the community. 

## **Organisation** 

The Board of Trustees oversees the charity and its day-to-day activities.  The Board meets monthly to ensure effective and timely management.  Liaison with the Member Sections through their respective Chairs and Committees remains a vital ingredient in this process throughout the year and formally at our bi-annual General Meetings. 

A Finance Committee (“FinComm”) of the Trustee Board meets in advance of each Trustee Board meeting.  It is chaired by the Treasurer and attended by either or both of the Co-Chairs. 

Terms of reference were finalised for the new Operations Committee (“OpsComm”) to be chaired by a Trustee and involving representatives from each Member Section with the aim of informing 

3 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

decision making on near-term maintenance issues and make recommendations as appropriate to the Trustees on longer-term/strategic maintenance and development needs. The first meeting took place in June this year. 

## **Trustees and Advisers** 

As set out in the Articles of Association, the Chair of the Trustees is nominated by the Trustees.  Neil Robertson and Barry Stone have acted as co-Chairs since May 2018. 

The Trustees have the power to co-opt further Trustees and advisers if required.  During the year, David Leggett (the Commercial Director of MSCC) advised the trustees on commercial matters.  LGP Solicitors have provided legal advice and support. 

## **Board membership and succession** 

Our policy remains that new Trustees will have been interviewed by the Chair and another Trustee and will attend a board meeting before being appointed.  This will give them the opportunity to see the Board in action and to meet and talk to Trustees and advisers.  New trustees are appointed in the first instance by the Trustee Board (in accordance with the articles) but then must resign and be re-appointed at the next Annual General Meeting. 

All Trustees are briefed (on appointment) on their legal obligations under charity and charitable company law, the content of the Articles of Association, the Board's decision-making process, and the history and planned future of the charity. 

Communication briefs from the Charity Commission, including essential regulatory information or advice of which the Trustees should be aware, are forwarded to each Trustee. 

Any new Trustees will also be encouraged to attend appropriate external training events where these will facilitate the undertaking of their role. 

The Trustee Board has continued to keep succession as an active matter under review.  Discussions continue with the Section Chairs for potential candidates with the aim of ensuring that the Board’s skill mix and background remain relevant and is refreshed. 

## **Financial Review** 

The Statement of Financial Activities shows a net income of £27,419 (2021: £13,445). 

The core activities of the charitable company (defined as the aggregate of the movements on the unrestricted general reserve and the restricted fundraising reserve – see note 16) generated a surplus of £12,806 (2021: £8,656) – a small increase in the second year of Covid and largely as a result of the improved performance at MSCC with revenue from our bar and catering increasing from a low in 2021 to almost c.80% of pre-Covid levels. 

Our fund-raising income doubled this year with the return of a number of our landmark fund-raising events and, with the removal of Covid restrictions, we anticipate this growth continuing in the year ahead. 

4 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

The principal sources of our funding (excluding amounts paid into the sport specific reserve accounts) were: 

|||2022    2021|
|---|---|---|
|•|Member section donations|42%    35%|
|•|Other donations|4%      9%|
|•|Member section usage fees|31%    23%|
|•|MSC Commercial Limited (licence fee and donations)|4%      0%|
|•|Rental income from premises, sporting and car parking facilities to non-Members   13%    12%||
|•|Governmental Covid-19 related grants|5%    16%|



This income funded the costs of our providing the services to fulfil our charitable objective.  The charitable company does not use the services of a professional fund raiser. 

In terms of costs, we maintained our judicious management approach and so kept costs to a similar level as last year – however, this has necessarily required the deferral of any non-urgent maintenance costs for the second year in a row. 

As a result of the above, we managed to close the year with a surplus slightly ahead of last year. 

The charity maintains restricted reserves to further the development of our Hockey (including replacing the All-Weather Pitch surface in due course) and Cricket facilities.  The Hockey fund increased by almost £13,000 in the year and the Cricket fund increased by c.£11,000. 

Restricted funds at the year end totalled £792,488 (2021: £791,953).   Unrestricted funds at the year end totalled £270,981 (2021: £244,097). 

At the end of the financial year, our total gross borrowings were almost £31,000 lower than last year at £141,192 (2021: £171,986). 

## **Plans for Future Periods** 

As previously reported, in conjunction with Marlow Tennis Club (MTC), we anticipate building a replacement tennis club house (which will include disabled toilet facilities for all Sections’ members to use) – this will be funded from monies to be raised by MTC for the specific purposes.  The plans for a fifth tennis court (as noted previously) have been parked. 

Longer term plans need to be developed with realistic funding arrangements to address the need not only to improve the condition of our premises, most notably the existing changing facilities, but also to address the need for increased capacity as membership and usage increase. 

## **Community benefit** 

The charitable company engages actively with sporting partners, local schools and the community. 

We host a pre-school nursery (Jellitots) in a safe environment, and also a physiotherapy clinic. 

We continue to hire out space and facilities, including hospitality offerings, for local organisations and businesses. 

5 



## **MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

We also provide facilities for three annual signature events attended by the local community: 

- Marlow Monster Fireworks; 

- Marlow Half Marathon; and 

- Marlow Red Kite Ride 

We remain in regular dialogue with Marlow Town Council and are grateful for their continuing engagement and support. 

We are also an active member of the Marlow Chamber of Commerce, with a seat on the Executive. 

We continue to have regard to the Charity Commission’s guidance on public benefit when defining and reviewing our aims and objectives and undertaking the charity’s activities. 

## **Reserves Policy** 

The Trustees have adopted a number of policies in respect of the charitable company’s reserves: 

- i. as detailed in note 16, the Charity maintains two sport specific restricted sinking funds holding monies for the future development of those sports’ facilities.  The charitable company maintains a separate bank account for each of these funds on a matched basis 

- ii. as also detailed in note 16, the charitable company used to maintain a reserve to mirror its contingent liability to repay the 2011 grant (which assisted in the development of our hockey facilities) from the England Hockey Board.  This liability expired on 21 April 2021 and the reserve was removed – at the same time, The EHB’s charge on the Club’s land was also released. 

- iii. the Trustees endeavour to maintain free cash reserves of at least £25,000 to cover unexpected costs and/or short term cashflow needs and ensure we can meet our debt repayments. At the end of the financial year our available reserves stood at c.£40,000 

## **Principal Risks and Uncertainties** 

Over the course of 2022, the country has seen a return to a greater normality: our commercial and fund-raising revenues appear to be returning to near normal levels. 

During the Summer 2022, our affiliate Marlow Youth FC announced that, due to their reduced membership, they were unable to continue to play at the Club at a fee that made sense for the Charity.  However, the Trustees are pleased to say that they have now reached agreement with Marlow Football Club (“MFC”) to fill this gap – teams from MFC’s Minors and Girls teams started to play at MSC in September this year. 

However, we are now facing a period of significant cost inflation which, while expected to fall eventually, is likely to remain elevated for some time.  This will most noticeably affect our energy costs, in particular electricity, which is forecast to treble from summer 2023 when our fixed rate tariff expires adding c.£15,000 to our cost base – the board is currently looking at how we can adjust our operations (in particular our food offering) to address the cost increases - we will shortly be commencing discussions with our section members to discuss the challenges of the current economic uncertainties. 

6 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) DIRECTORS’ AND TRUSTEES’ REPORT YEAR ENDED 31 MARCH 2022** 

Meanwhile, and as referred to above, our pavilion remains in need of continuing, and possibly increasing, maintenance and dilapidation repairs, driving an increase in our operating costs. 

Our combined membership numbers have remained robust – by November 2022 the figure has increased to over 2,800 with a growth in U18/junior numbers to nearly 1,700.  Affiliate active membership takes the overall number to over 3,000.  Assuming a growth in membership and usage trends continue, we anticipate increased pressure on our facilities to accommodate further growth in demand. 

We continue to focus on trustee succession planning with the aim of not only keeping the skill/experience base relevant but also to ensure there isn’t an unmanageable trustee churn/turnover at any one moment or loss of collective knowledge. 

Taking all of the above report into account, we believe that we are, and remain, a going concern. 

Approved by the Trustees on …………21 November 2022…………… and signed on its behalf by: 

…………………………………..…………. NF Robertson - Trustee 

………………………………..……………. RM Krajewski - Trustee 

7 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) YEAR ENDED 31 MARCH 2022** 

## **Statement of Trustees' responsibilities** 

The Trustees, who are also directors of Marlow Sports Club Limited for the purpose of company law, are responsible for preparing the Trustees’ Report 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 affairs of the charitable company and the incoming resources and application of resources, including the income and expenditure of the charitable company for that year.  Under charitable company law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of the statement of financial activities of the charitable company for that period. 

In preparing those financial statements, the Trustees are required to: 

- select suitable accounting policies and then apply them consistently to observe the methods and principles in the Charities SORP; 

- make judgements 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 a going concern basis unless it is inappropriate to presume that the charitable company will continue in operation. 

The Trustees are responsible for keeping adequate 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 Companies Act 2006.  They are also responsible for safeguarding the assets of the charitable company and for taking reasonable steps for the prevention and detection of fraud and other irregularities. 

This Annual Report and Accounts has been prepared in accordance with the special provisions relating to small companies within Part 15 of the Companies Act 2006. 

9 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) YEAR ENDED 31 MARCH 2022** 

## **Independent Examiner's Report to the Trustees of Marlow Sports Club Limited** 

I report on the accounts of the charity for the year ended 31st March 2022, which are set out on pages 11 – 22. 

## **Respective responsibilities of trustees and examiner.** 

The charity's trustees (who are also the directors of the company for the purposes of company law) are responsible for the preparation of the accounts.  The charity's trustees consider that an audit is not required for this year under section 144(2) of the Charities Act 2011 (the 2011 Act) and that an independent examination is needed. 

Having satisfied myself that the charity is not subject to audit under Part 16 of the Companies Act 2006 and is eligible for independent examination, it is my responsibility to: 

- examine the accounts under section 145 of the 2011 Act; 

- to follow the procedures laid down in the General Directions given by the Charity Commission under section 145(5)(b) of the 2011 Act; and 

- to state whether particular matters have come to my attention. 

## **Basis of independent examiner's report** 

My examination was carried out in accordance with the General Directions given by the Charity Commission.  An examination includes a review of the accounting records kept by the charity and a comparison of the accounts presented with those records.  It also includes consideration of any unusual items or disclosures in the accounts, and the seeking of explanations from you as trustees concerning any such matters.  The procedures undertaken do not provide all the evidence that would be required in an audit and, consequently, no opinion is given as to whether the accounts present a 'true and fair view' and the report is limited to those matters set out in the statement below. 

## **Independent examiner's statement** 

In connection with my examination, no matter has come to my attention: 

- 1) which gives me reasonable cause to believe that, in any material respect, the requirements: 

   - a. to keep accounting records in accordance with section 386 of the Companies Act 2006; and 

   - b. to prepare accounts which accord with the accounting records, comply with the accounting requirements of section 396 of the Companies Act 2006 and the methods and principles set out in Charities SORP (FRS 102) have not been met; or 

- 2) to which, in my opinion, attention should be drawn in order to enable a proper understanding of the accounts to be reached. 

## **Tim James FCMA** 

Pink Affinity Limited The Clock House Station Approach Marlow SL7 1NT 

Date: 21 November 2022 

10 



## **MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) STATEMENT OF FINANCIAL ACTIVITIES (incorporating Income and Expenditure Account) YEAR ENDED 31 MARCH 2022** 


11 



MARLOW SPORTS CLUB LIMITED
{A Company Limited by Guarantee)
BALANCE SHEET
YEAR ENDED 31 MARCH 2022
2022
2021
Flx•d Asxts
ln¥tttm￿l
TanwbleAs£ets
985.524
1,014,083
Debtors
Cash at ￿kaTrd in H￿d
Cashat ￿k-￿nkn'ngFurtds
io
27,496
52,298
144.265
18,975
67,377
119,889
li
224,059
206.242
CTedltws'. Amounts￿11￿6
duewithin oney
12
136,1151
143,8791
N•tC4wrnntAswts
187,944
162,363
T￿￿ knets hs5Current Uabllltl•i
1,173,469
1.176,447
Cr•dltors'. A￿￿￿tsel111nI
ij
{iio,0001
1140.3971
NetAss*ts
£1.063.469
£1.036.050
Fwdsotth• thvlty
Funds
794,001
791,953
Unre5trict& Funds
269.468
244,097
16
£1,063,469
£1,036,050
12

**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) BALANCE SHEET (CONTINUED) AT 31 MARCH 2022** 

For the financial year ended 31 March 2022, the company was entitled to exemption from audit under section 477 Companies Act 2006 relating to small companies. 

Directors' responsibilities: 

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

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

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies' regime, Part 15 of the Companies Act 2006 and in accordance with the Financial Reporting Standard 102 SORP. 

The financial statements were approved by the Directors on ……………21 November 2022…………… and were signed on their behalf by: 

……………………………………………….………… ……………………………………………….………… NF Robertson RM Krajewski Trustee Trustee 

The accounting policies and notes on pages 14 to 22 form part of the accounts 

## **Registered Company No: 00692958 Registered Charity No: 1139862** 

13 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **1. ACCOUNTING POLICIES** 

## **1.1. Accounting convention** 

The accounts have been prepared in accordance with the company's articles of association, the Companies Act 2006 and ‘Accounting and Reporting by Charities: Statement of Recommended Practice (“SORP”) applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (“FRS 102”)’ (as amended for accounting periods commencing from 1 January 2019).  The charitable company is a Public Benefit Entity as defined by FRS 102. 

The accounts are prepared in sterling, which is the functional currency of the charity.  Monetary amounts in these financial statements are rounded to the nearest £. 

The accounts have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value.  The principal accounting policies adopted are set out below. 

## **1.2. Fund accounting** 

Restricted funds are subjected to restrictions on their expenditure imposed by the donor or through the terms of fundraising appeal.  Expenditure, which meets these restrictions, is identified to the fund. 

Unrestricted funds are donations and other incoming resources receivable, or generated, for the objects of the charitable company without further specified purpose, and which are available as unrestricted funds. 

## **1.3. Income** 

Income is recognised in the statement of financial activities when the charitable company is legally entitled to it after any performance conditions have been met, the amount can be measured reliably, and it is probable that income will be received.  The following are applied to particular income: 

- Cash donations are recognised on receipt. Other donations are recognised once the charitable company has been notified of the donation, unless performance conditions require deferral of the amount.  Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation; and 

- Investment income is received from the charitable company's trading subsidiary which donates its profits to the charitable company. 

The SORP requires all sources of income to be shown, including capital grants which are used for purchasing fixed assets. The asset itself is capitalised in the balance sheet at the time of purchase and is not included as expenditure in the Statement of Financial Activities (SOFA).  Depreciation of the asset is charged in the SOFA.  Accordingly, the net incoming resources cannot necessarily be viewed as operating surpluses (or deficits). 

14 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **1.4. Expenditure** 

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category.  Where costs cannot be directly attributed to particular headings, they have been allocated to activities on a basis consistent with use of resources. 

## **1.5. Tangible fixed assets and depreciation** 

Tangible fixed assets are capitalised and included at cost including any incidental expenses of acquisition, net of depreciation and any impairment loss.  Items costing below £400 are not capitalised. 

Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost on a straight-line basis over their expected useful economic lives as follows: 

|Land|Nil|
|---|---|
|Land improvement|40 years|
|Pavilion buildings|20 years|
|Plant and machinery|5 years|
|Furniture, fittings and equipment|3 - 5 years|
|All-Weather Pitch carpet & cricket nets|10 years|
|Pitch and court plant and machinery|20 years|



The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds (net of any costs associated with the disposal) and the carrying value of the asset and is recognised in net income/(expenditure) for the year. 

## **1.6. Taxation** 

No provision for taxation arises on the income of the charitable company due to its charitable status. 

## **1.7. Financial instruments** 

The charitable company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. 

Financial instruments are recognised in the charitable company's balance sheet when the charitable company becomes party to the contractual provisions of the instrument. 

## _**Basic financial assets**_ 

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.  Financial assets classified as receivable within one year are not amortised. 

15 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## _**Basic financial liabilities**_ 

Basic financial liabilities, including creditors and bank loans are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. 

## **1.8. Going Concern** 

At the time of approving the financial statements, the Trustees had a reasonable expectation that the charitable company has adequate resources to continue in operational existence for the foreseeable future.  Thus, the Trustees continue to adopt the going concern basis of accounting in preparing the accounts. 

## **2. Investment Income** 

This charitable company’s investment income is derived from its wholly owned trading subsidiary MSC Commercial Limited (MSCC) – a company which is incorporated in the UK.  MSCC operates the licensed bar and catering facilities at the Sports Club and manages short term lettings of the Club’s facilities.  MSCC donates its net operating profits to Marlow Sports Club Limited under the terms of a deed of covenant.  Set out below is a summary of MSCC’s trading over the last two years. 

|Turnover<br>Cost of Sales<br>**Gross Profit**<br>Administration Expenses<br>Licence fee to Marlow Sports Club Limited<br>**Net Profit**<br>Amount donated to the Charity<br>**Retained profit/(loss) in subsidiary for the year**|2022<br>£<br>84,330<br> (33,505)<br>50,825<br>(44,979)<br> (5,846)<br> <br>-<br> <br>-<br>-|2021<br>£<br>26,791<br>(11,172)|
|---|---|---|
|||15,619<br>(15,937)<br>-|
|||(318)<br>-|
|||(318)|



The improvement in performance year on year is almost solely due to the bar and catering facilities being open for much more of the year as Covid-19 lockdowns were in place for much less of the financial year. 

As noted earlier, the Trustees waived the licence fee for the year last year and accepted a reduced licence fee for the current year to match operating profits.  As a result, no investment income was paid to MSC in either year. 

## **3. Income from Charitable Activities** 

The charitable company charges each sports club section for usage of its facilities.  The charitable company also receives rents from sub-letting its facilities and accommodation to third parties. 

16 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **4. Other income** 

Covid related grants during the year totalled £8,000 (2021: £21,099).  The company utilised the government’s furlough scheme during 2021 which generated income of almost £2,300 – off-setting some of the staff costs detailed in note 5 below. 

Restricted (other) income comprises interest received on sinking funds for both Hockey and Cricket. 

The charitable company receives a Licence fee from its subsidiary, MSC Commercial Ltd, in respect of the latter's exclusive running of the Bar operations as detailed in note 2 above. 

## **5. Staff costs** 

The charitable company employed one person during the year 2022 (2021: one) – on a part-time basis – whose costs were as follows: 

|Wages and salaries<br>Social security costs<br>**Total staff costs**|2022<br>£<br>7,200<br>-<br>7,200|2021<br>£<br>6,720<br>-|
|---|---|---|
|||6,720|



Half of these costs are recharged to MSCC.  No employees received employment benefits (excluding employer pension costs) of more than £60,000 in either year. 

## **6. Expenditure** 

|Establishment costs<br>Administrative costs<br>Interest and bank charges<br>Legal and accountancy costs<br>Independent examiner fees<br>Depreciation<br>**Total Expenditure**|**Raising**<br>**Funds**<br>**£**<br>-<br>-<br>3,215<br>-<br>-<br>-<br>3,215|**Charitable**<br>**Activities**<br>**£**<br>83,258<br>10,250<br>-<br>2,937<br>-<br>28,559<br>125,004|**Governance**<br>**Costs**<br>**£**<br>-<br>-<br>-<br>-<br>2,400<br>-<br>2,400|**Total**<br>**2022**<br>**£**<br>83,258<br>10,250<br>3,215<br>2,937<br>2,400<br>28,559<br>130,619<br>|**Total**<br>**2021**<br>**£**<br>71,601<br>8,563<br>4,328<br>7,396<br>2,400<br>29,424|
|---|---|---|---|---|---|
||||||124,312|



Our expenditures increased by £6,307 in the year compared to last year. 

The largest growth in any cost category was in premises upkeep – those costs largely to maintain the building and non-sports playing parts of the grounds.  Notable expenditure in the year in this area were: 

- 1) Roof works – repairs to the pavilion c.£9,000; and 

- 2) Tree works c.£4,000. 

## **7. Taxation** 

Due to its charitable status, the company does not provide for a charge for corporation tax on its income. 

17 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **8. Investments** 

|**8. Investments**|**8. Investments**|||
|---|---|---|---|
|Investment in subsidiary<br>The £1 unlisted investment represents<br>MSC Commercial Limited<br>**9. Tangible fixed assets**<br>**Cost**<br>Land and Buildings<br>Land Improvements<br>All-weather pitch carpet<br>Pitch and Court Equipment<br>Fixtures, Fittings and Equipment<br>**Depreciation**<br>Land and Buildings<br>Land Improvements<br>All-Weather Pitch Carpet<br>Pitch and Court Equipment<br>Fixtures, Fittings and Equipment<br>**Net book value**||**2022**<br>**Cost**<br>**£**<br>1<br>a 100% shareholding in MSC Commercial Limited<br>**Class of**<br>**Shares Held**<br>**% of Shares**<br>**Held**<br>**Nature of**<br>**Business**<br>Ordinary<br>100<br>Bar<br>**At 1 Apr 21**<br>**Additions**<br>**Disposals**<br>**£**<br>**£**<br>**£**<br>683,951<br>-<br>-<br>398,174<br>-<br>-<br>132,888<br>-<br>-<br>117,072<br>-<br>-<br>33,516<br>-<br>-<br>1,365,601<br>-<br>70,410<br>2,712<br>-<br>74,423<br>11,800<br>-<br>126,719<br>6,169<br>-<br>46,451<br>7,878<br>-<br>33,515<br>-<br>-<br>351,518<br>28,559<br>-<br>1,014,083<br>(28,559)<br>-|**2021**<br>**Cost**<br>**£**<br>1|
||||as follows:<br>**Capital and**<br>**Reserves at 31**<br>**March 2021**<br>£1|
||||**At 31 Mar 22**<br>**£**<br>683,951<br>398,174<br>132,888<br>117,072<br>33,516<br>1,365,601<br>73,122<br>88,472<br>132,888<br>52,079<br>33,515<br>380,076<br>985,524|



Land and Buildings comprise the acquisition costs of the Marlow site in 2011 and 2013 and the capital expenditure incurred on the buildings prior to ownership. 

## **10. Debtors** 

|Gift Aid Claim<br>Amounts due from subsidiary undertaking<br>Other Debtors|**2022**<br>**£**<br>5,854<br>11,960<br>9,682<br>27,496|**2021**<br>**£**<br>5,000<br>6,288<br>7,688|
|---|---|---|
|||18,976|



18 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **11. Cash at Bank – Sinking Funds** 

|Hockey Sinking Fund<br>Cricket Development Fund<br>**12. Creditors: amounts falling due within one year**<br>**13. Creditors: amounts falling due after more than one year**<br>Private Loans<br>**14. Net Borrowings**<br>Unsecured Loans<br>Cash at banks (excluding amounts matching sinking funds)<br>Net Borrowings<br>Private Loans<br>Other Creditors and Accruals||**2022**<br>**£**<br>130,186<br>14,079<br>144,265<br>**2022**<br>**£**<br>110,000<br>110,000<br>**2022**<br>**£**<br>141,192<br>(52,298)<br>88,894<br>**2022**<br>**£**<br>31,192<br>4,923<br>36,115|**2021**<br>**£**<br>117,008<br>2,881|
|---|---|---|---|
||||119,889|
||||**2021**<br>**£**<br>31,589<br>12,590|
||||43,879|
||||**2021**<br>**£**<br>140,397<br>140,397<br>**2021**<br>**£**<br>171,986<br>(60,389)<br>111,597|
|||||
|||||



Net borrowings for the charitable company are summarised as follows: 

||**Repayable**|**Repayable**|**Repayable**||
|---|---|---|---|---|
||**in**|**in**|**in**||
||**1 year**|**2 years**|**3+ years**|**Total**|
||**£**|**£**|**£**|**£**|
|Unsecured Loans|31,192|30,000|80,000|141,192|
|Cash at banks|(52,298)|-|-|(52,298)|
|At 31 March 2022|(21,106)|30,000|80,000|88,894|
|At 31 March 2021|(28,800)|30,397|110,000|111,597|



Fixed interest of 2% per annum is being charged on £140,000 of the unsecured loans.  £120,000 of the loans are repayable in equal quarterly payments over the period to March 2026. 

19 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **15. Related Parties** 

The amount due from the subsidiary undertaking is shown in note 10. 

The Trust has arranged insurance to protect itself from loss arising from the neglect, or defaults of its directors and employees. 

Directors, officials and employees' indemnity insurance 

**2022 2021 £ £** 375 375 

No trustees received any remuneration during the year. 

## **16. Movement in funds** 

|**Restricted Funds:**<br>MSC Fundraising *<br>EHB – All-Weather Pitch<br>Fixed Assets Fund<br>Hockey Sinking Fund<br>Cricket Development Fund<br>Total restricted funds<br>**Unrestricted Funds:**<br>General funds *<br>**TOTAL FUNDS**|**At**<br>**1 Apr 21**<br>**£**<br>585,428<br>2,000<br>84,636<br>117,008 <br>2,881<br>791,953<br>244,097<br>1,036,050|**Incoming**<br>**Resources**<br>**£**<br>3,728<br>-<br>-<br>27,075<br>11,173<br>41,976<br>116,062<br>158,038|**Outgoing**<br>**Resources**<br>**£**<br>(17,806)<br>(2,000)<br>(6,250)<br>(15,385)<br>-<br>(41,441)<br>(89,178)<br>(130,619)|**Transfers**<br>**£**<br>-<br>-<br>-<br>1488<br>25<br>1,513<br>(1,513)<br>-|**At**<br>**31 Mar 22**<br>**£**<br>571,350<br>-<br>78,386<br>130,186<br>14,079|
|---|---|---|---|---|---|
||||||794,001|
||||||269,468|
||||||1,063,469|



* these two lines combined represent the “core activities” of the club as referred to on page 4. Outgoing resources and transfers are further detailed at note 18. 

## **17. Analysis of net assets between funds** 

||**Fixed**|**Current**|**Liabilities**|**Inter Fund**|**Total**|
|---|---|---|---|---|---|
||**Assets**|**Assets**||**Balance**||
||**£**|**£**|**£**|**£**|**£**|
|Restricted funds|920,530|144,261|(141,192)|(129,599)|794,001|
|Unrestricted funds|64,995|79,798|(4,923)|129,599|269,468|
||985,525|224,059|(146,115)|-|1,063,469|



20 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **18. Purpose of Funds** 

## **Restricted Funds** 

## MSC Fundraising Fund 

This fund represents the fundraising levels, net of relevant expenditure, raised to make land purchases and develop the All-Weather Pitch including the repayment of loans taken out to achieve this. 

## EHB All-Weather Pitch Fund 

In May 2011, the charitable company entered into an agreement with the England Hockey Board (EHB) to receive a capital grant of £120,000, payable during the construction period of the AllWeather Pitch.  This grant is repayable should the charitable company not honour five conditions: 

1. Maintain the EHB's minimum operating standards for its affiliated clubs currently encompassed by Clubs First accreditation. 

2. Develop and implement a Community Use Agreement 

3. Annual provision, through a sinking fund for resurfacing/replacement of pitch carpet. 

4. Undertake regular maintenance of facility's floodlights. 

5. Remain as a sand-dressed/water-based playing surface for minimum of 20 years. 

The claw back period was in place for 10 years from the 2011 commissioning on a reducing basis. 

A second charge had been granted to the EHB on the land on which the Pitch was constructed until the end of this claw back period – this charge was released in April 2021, 

The fund was closed during the year and by which point the pitch had been fully depreciated. 

## Fixed Assets Fund 

This fund represents the amounts spent from restricted reserves on fixed assets. 

## Hockey Sinking Fund 

MSC maintains a Sinking Fund to develop and maintain the All-Weather Pitch and its facilities and, in particular, to provide for the future replacement of the pitch carpet surface. 

Expenditures set against this fund relate to the maintenance of the All-Weather Pitch (to maximise its useful life and provide a safe playing environment). 

The transfers into this fund represent costs incurred in prior years refunded by insurance claims. 

## Cricket Development Fund 

This fund represents amounts raised for the future development of the cricket facilities at the Sports Club. 

## **Unrestricted Funds** 

Represent the accumulated activities of the charitable company. 

21 



**MARLOW SPORTS CLUB LIMITED (A Company Limited by Guarantee) NOTES TO THE ACCOUNTS YEAR ENDED 31 MARCH 2022** 

## **19. Share Capital** 

Marlow Sports Club Limited is a charitable company limited by guarantee and has no share capital. Each Member is liable to contribute a sum not exceeding £100 in the event of the charity being wound up. 

## **20. Commitments and Contingent Liabilities** 

The charitable company had no material contingent liabilities at 31 March 2022 which have not been provided for in these accounts. 

22