Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E Cornpany Registration Number- 08391977 DINWOODIE CHARITABLE COMPANY (Limited by guarantee) istered Chari No.1151139 FINANCIAL STATEMENTS Forthe ear ended 31st March 2025 Irwin Mitchell LLP Thornas Eggar House Friary Lane Chichester P019 1UF
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY istered Chari No.1151139 Index to the Financial Statements for the ear ended 31st March 2025 Annual report &8 Independent Auditorfs Report Balance Sheet 10 Statement of Financial Activikn'es Statement of Cash Flows 12-17 Notes to Financial Statements
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 DIRECTORS. REPORT For the year ended 31st March 2025 Full name of Charity: Dinwoodie Charitable Company Nature of governing document: Memorandum and Articles of Association dated 7 February 2013 Company Number: 08391977 Directors (and Charity Trustees): Ian Michael Goalen FCA (Chairman) Elizabeth Ann Hughes MBE FRCP John Pears FRICS, FIMMM, CEng, FIQ (retired 8 April 2025) Richard John Miner FCA Christine Hall MB ChB, FRCS, Chm Registered Office and Charity Administration: clo Irwin Mitchell LLP, Riverside East, 2 Millsands, Sheffield, South Yorkshire, 53 8DT and Thomas Eggar House, Friary Lane, Chichester, P019 IUF. Principle address: 10 Ashfern Drive, Sutton Coldfield, B76 IJD Banker: Barclays Bank Plc, Universal Banking 2. Leicester LE87 2BB. Solicitors: Knight5, The Brampton, Newcastle-Under-Lyme, Staffordshire, ST5 OQN Higgs LLP, 3 Waterfront Business park, Brierley Hill, West Midlands, DY5 ILX Auditors: Sumer Audit, Piper House, 4 Dukes Court, Bognor Road, Chichester, West Sussex P019 8 FX Investment Managers: Quilter Cheviot, Floor 6, One Centenary Wayi Birmingham, B3 3AY Mineral Agent: John D Pears. Mineral Consultant, Brelades, Peacock Lane, Hanchurch, Stoke on Trent, St4 8ZR Operating Restrictions: Charitable objects according to the Law of England Specific investment powers: Wide unrestricted powers are given to the Directors Dinwoodie Charitable Company ("DCC-) is a company limited by guarantee. It commenced charitable activities on 5th April 2013, taking over the artivities from the Dinwoodie 1968 Settlement, a registered charitable trust (number 255495). None of the Directors has any beneficial interest in the company. All directors are members of the company and guarantee to contribute £1 in the event of a winding up. Charity Governance Code The directors are mindful of the seven principles of the Charity Governance Code and set out in the following paragraphs the approach adopted by the Dirertors in running the Charity. Further information relating to the Charity may be found on the website www.dinwoodiecharit .com GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 Grant making policy: The Directors endeavour to be pro-active in pursuing the principal objective of the Charity which is to improve the provision of medical and healthcare education and training. More specifically the Directors have looked to encourage the further education of doctors and their teams and by funding research into novel education techniques and strategies. While many of our successful collaborations have involved the provision of educational infrastructure, we are keen to interpret our aims flexibly and to support innovative projects that address gaps in education or approaches to patient care that do not yet attract mainstream funding and that we identify as potential best practice for the future. Projects should be seen as potentially scaleable at regional, national or international level, with patient benefit as a likely outcome. Funding will normally be on a matched basis to demonstrate commitment from the organisation applying. Our contributions are typically in the range of £50,000 to £lm. Ou r current priorities and interests include: Innovation in educational technology and processes. It is likely that this will be at the level of "proof of concept" All aspects of medical professionalism and leadership Patient and Clinician education and communication, including in the area of shared decision making Projects related to new models of care Factors which will help to attract funding include.. Sustainability, both in terms of the project itself (i.e. the ability to provide for future operating costs etc) and the organisation backing it (i.e. that standards of care, finance and the backing of leadership are appropriate) A positive "business case" where benefits or savings will exceed the investment of the project costs A planned pathway from -proof of concept- to implementation in collaboration with and participation of potential users; this may require the artual or possible future alignment with the strategy of the NHS or other umbrella organisations Measurable benefits to patients and a commitment to provide this information to the Charity after implementation The charity is less likely to fund- Basic scientific research unless related to medical education The "on-costs" of infrastructure projects (maintenance, refurbishment, replacement, and salaries other than for directly relating to project management) Undergraduate education (although consideration might be given to innovative proposals from new medical schools) Projects in vulnerable institutions unless these are part of an agreed turn-around process The board of Directors have paid due regards to guidance issued by the Charity Commission on public benefit. Recent Grant Awards The impact of the Covid 19 Pandemic on the health sector has been widely reported. A consequence of this has been a delay in implementation of projects already approved, and a decline in grant applications, resulting in an increase in the cash holding by the charity. Despite this the Charity has received a number of applications and have made the following awards. The Charity paid out £272,000 to East Lancashire Hospitals NHS Trust during the year, a sum it had previously accrued, No other awards in excess of £IOO,000 were paid out during the year. GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 At the year end a number of previously significant awards remain outstanding or are awaiting completion. These projects haven't commenced and therefore the charity is not committed. These include Cicely Saunders International for £509,000, the University of Hertfordshire for £258,000, the Brain and Spine Foundation for £473,000 and a commitment to Walsall Healthcare NHS Trusvstaffordshire University for £250,000 was also recognised. Subsequent to the year end, the Charity approved an award to the Charles Hastings Education Centre, located on the Royal Worcester Hospital site, for £509,000. Financial review and investment policy: The Charity has the benefit of income from its existing investment assets and the Directors are seeking additional sources of income that would enable them to extend the level of grants made. This review is based on figures for the year ended 31st March 2025 with comparisons with the year to 31st March 2024. The Charity's existing assets fall into three main categories:_ Investment Properties freehold land in Staffordshire with major mineral rights from a bequest made by the Dinwoodie family. This asset was sold to the tenant company, Tarmac Trading Limited during the year. A managed portfolio of investments Cash The Directors, responsibilities with regard to each are outlined below. Inv Prior to the sale of freehold land, the Directors met annually in Staffordshire with their mineral agents and their tenants as appropriate. i) Property Information DCC'S freehold land was tenanted by Tarmac Ltd- a CRH company ("TM"} under terms of a 40 year lease expiring 30 June 2030. The quarry extracted in the Sherwood Sandstone group which is part of one of the largest sand and gravel mineral deposits in Europe. TM excavated the minerals under a permission from Staffordshire County Council ("SCC"). The Croxden Quarry was sold during the year. The surplus on the disposal was calculated using the revaluation by Halletec Environmental Ltd, Chartered Surveyors at £3,950,000 (2023.. £3,150,000). This took into account of the values of the quarry's projected outputs and reserves for the foreseeable future from freehold land owned by the charity as well as additional royalty payments due on the extraction of minerals from adjoining land owned by Tarmac, together with planning permissions either obtained or pending. At the same time, Coneydale Farm was revalued by Bagshaws, Chartered Surveyors at a market value of £275,000 (2023: historical agricultural land value of £610,000) absent any value attributable to its mines and minerals, due to a lease, and therefore which are already included within the value of the quarry. In both cases, in the opinion of the directors, the valuations reflect the fair value of the investment properties. ii) Croxden Quarry Rent and Royalties Under the terms of the Croxden Lease, royalties were payable on mineral tonnes sold during each year to 30th June. There was provision for an annual guaranteed rent payment based on sales of 500k tonnes and for royalty payments on sales above that level. Certain Rent, the name given to the annual guaranteed rent payment, was payable in advance on 1st July, and is subject to annual indexation based on the Retail Price Index ("RPI"). The Certain Rent effective 1st July 2024 is £382,736 (year ended 31 March 2024 - £371,731). GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 iii) Coneydale Farm Lease Coneydale Farm had potential reserves for future gravel extrartion and was occupied by a tenant who managed it as a 100 acre mixed livestock and cereal farm. There are no restrictions on the Charity's power to invest. Since the beginning of January 2023, the portfolio has been managed by Quilter Cheviot on a discretionary basis. The portfolio is almost exclusively invested in equities, directly or indirectly via collective fund vehicles. The investment policy agreed by the Directors, which is reviewed annually, is one of capital growth with a moderate level of risk. The Charity accepts a 5 year investment horizon in keeping with the medium to long term nature of equity investment. An appropriate benchmark has been agreed with the investment managers for measuring the performance of the portfolio. Directors determine an annual budget for income from the portfolio at their autumn meeting following consultation with the investment manager. In addition to a valuation at the end of the financial year, the investment manager provides the Directors with a valuation and formal review every six months as at the end of March and December, with on-line summary reports in the intervening periods. The half yearly reports are considered at the half yearly Directors, meetings. At 31st March 2025 the portfolio of investments based on middle market had a value of £2,626k (2024 £2,669k). The capital value of the portfolio thus decreased in the financial year by £43k (2024 increase £354k). The portfolio produced investment income, net of tax, for the year to 31st March 2025 of £50k (2024 - £48k). This represented an overall yield of 1.900/0 (2024 _ 1.800/0) based on the mean value of investments at the beginning and end of the financial year. Changes in cash levels were dittated by the sale of the investment property. The cash balance at 315t March 2025, prior to its investment, was £7,979,025 compared with £2,493,704 a year earlier, a rise of £5,485,321. The cash funds are under the supervision of the Charity's administrators, the Trust Department at Irwin Mitchell. They advise on the placement of the cash at appropriate interest rates. Some of the Charity's cash holdings have been placed on deposit with the Flagstone "platform" a facility that offers higher rates of interest. Organisation The Directors also att as Trustees of the Charity. Since the activation of the Trust in 1971, the Trustees have been drawn from qualified professional and medical backgrounds. When a vacancy occurs individuals are approached to offer themselves for election. The composition of the Board is diverse and set to mirror the needs of the Charity and consists of individuals with skills in either the medical, financial, or mineral extraction sectors. Prospective Directors are given an induttion and usually attend at least one Board Meeting before election. Formal Directors, meetings take place regularly twice a year, in the Spring and Autumn, and otherwise as appropriate to review grant applications. The Direttors maintain contact with each other between meetings as necessary. Active management of the Charity's affairs is delegated to a part time Managing Trustee who is remunerated on an hourly basis. The responsibilities include, inter alia, liaison with and review of the activities of the professional advisors managing the Charity's assets, approval of expenditure, formalising the terms of charitable grants, and overseeing charitable and corporate governance. A sub-group composed of the Directors with medical qualifications initially evaluate grant applications made to the Charity. Visits are arranged to sites potentially qualifying for support and then, if appropriate, a written GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 commitment made setting out the agreed conditions including any time limits. Information with regard to Related Parties is disclosed in Note 15 to the Accounts for the year ended 31 March 2025. Reserves policy: The trustees regularly assesses its likely expenditure, including the minimal levels of operating expenditure requ ired, for the foreseeable future being at least 12 months, noting that the majority of this is discretionary. Therefore, it is always sighted on what is available within its current and foreseeable resources. The trustees have paid due regard to the Charities Commission public benefit guidance. Risk management: The Directors have assessed the major risks to which the charity is exposed, and are satisfied that systems are in place to mitigate exposure to the major risks. The Charity has in place insurance cover up to £2million, through Q Underwriting, in respect of Trustees and Individual Liability Professional Legal Liability Future Plans The Directors plan to continue to recycle cash funds, in excess of the Charity's requirements to meet charitable commitments and its reserves policy, into further Charitable Grants in accordance with its grant making policy. As noted previously the Directors would be open to receiving additional bequests from the public to enable it to expand the level of grants awarded. Directors. responsibilities in relation to the financial statements and audit disclosure: Law applicable to charities in England and Wales requires the Trustees, who are also Directors of DCC for the purposes of company law, to prepare financial statements for each financial period which give a true and fair view of the Charity's financial activities during the period and of its financial position at the end of the period. In preparing those financial statements, the Directors are required to: select suitable accounting policies and then apply them consistently; make judgements and estimates that are reasonable and prudent; state whether applicable accounting standards and statements of recommended practice have been followed subjett to any departures disclosed and explained in the financial statements; prepare the financial statements on the going concem basis unless it is inappropriate to presume that the charity will continue in business; and observe the methods and principles in the Charities SORP. The Directors are responsible for ensuring that accounting records are kept which disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the financial statements comply with the Charities Act 2011 and the Companies Act 2006. They are also responsible for safeguarding the assets of the charity and for taking reasonable steps for the prevention and detection of fraud and other irregularities. Each of the directors has confirmed that there is no information of which they are aware which is relevant to the audit, but of which the auditor is unaware. They have further confirmed that they have taken appropriate steps to identify such relevant information and to establish that the auditors are aware of such information. I.M. Goalen R.J.Miner 22 December 2025 Dated GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY INDEPENDENT AUDITORS. REPORT TO THE TRUSTEES OF DINWOODIE CHARITABLE COMPANY Opinion We have audited the financial statements of the Dinwoodie CharitaNe Company (the 'charity') for the year ended 31 March 2025 which comprise the statement of finanal activities. the balan sheet, the cashflow statement, and the notes lo Ihe financial slalements, including a summary of significant accounling policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Ret)orting Standard 102 The Financial Reporting Standanl applicable in the UK and Republic of Ireland {United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements= give a true and fair view of the state of the charity's affairs as at 31 March 2025 and of its incoming resources and application of resourS, for the year then ended., have been properly prepared in accordance with United Kingdom Generally Apted Accounting Practice; and have been prepared in accordance viith the requirements of the Companies Act 20CE. Basis for opinion We conducted our audit in accordan wth Intemational Standards on Auditing (UK) (ISAS (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditorfs responsibilities for the audit of the accounts section of our report. We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the accounts 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 going concern In auditing the financial statements, we have concluded that the Trustees. use of the going cOnM 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 relaling to events or conditions Ihat, individually or collectively, may cast significant doubt on the charity's ability to continue as a going concem for a period of at least Iwelve months from when Ihe financial statements are authorised for issue. Our responsibilities and the responsibilities of the Trustees with respect to going concem are described in the relevant sections of this report. Other inforniation The other information comprises the infomiation induded in the annual report other than Ihe financial statements and our auditor's report thereon. The Trustees are responsiLle for the other information contained within the annual report. Our opinion on the financial ststements does nol cover the other information and we do not express any fomi of assurance condusion thereon. Our responsibility is to read the other infomiation and. in doing so. considerwhether the other information is materially inconsislent with Ihe financial stalements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to detemine whether Ihis gives rise to a material misstalement in the finanaal statements Ihemselves. If, based on Ihe work we have perfomied, we conclude that there is a malerial misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. 10400972.1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY INDEPENDENT AUDITORS. REPORT TO THE TRUSTEES OF DINWOODIE CHARITABLE COMPANY Matters on which we are required to report by exception We have nothing to report in respecl of the following matters in relation to which the Charities (Accounts and Reports} Regulations 2008 require us to report to you if. in our opinion.. the information given in the financial statements is inconsistent in any material respect with the trustees, report., or sufficient accounting records have nol been kept; or the financial stalemenls are nol in agreement with the accounting records,- or we have not reiVed all the information and ex anationS we require for our audit. Responsibilities of trustees As explained more fully in the statement of trustees. responsibilities, Ihe trustees are responsible for the preparation of the financial statements and for being satisfied that they give a Irue and fair view, and for such internal control as Ihe Irustees determine is necessary io enable the preparation of financial statements that are tree from material misstatement, whether due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing the charity's ability to continue as a going concern, disdosing, as applicable. matters related to going concem and using the going concern basis of accounting unless the trustees either intend to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the financial statements We have been appointed as auditors under secb'on 144 of the Charities Act 2011 and report in accordan with the Act and relevanl regulations made under section 154 of that ACL Our objectives are to obtain reasonable assurance about whether the finanryal ststements as a whole are free from material misstatement. whether due to fraud or error, and to issue an auditorfs report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAS (UK) will always deted a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregale, they could reasonably be expected to Influen the economic decisions of users taken on the basis of these financial statements. Identification and assessment of irregularities including fraud Irregularities, including fraud, are instances of n0Complian wilh laws and regulations. We design procedures in line with our responsibilities, outlined above. to detect material misstatements in respect of irregularities, including fraud. The extent to which our prOdureS are capable of detecting irregulartlies. induding fraud. is detailed below. In identifying and assessing risks of material misstatement in respect of irregulartties. including fraud and non-compliance with laws and regulations, our procedures induded the following= Obtaining an understanding of the legal and regulatory framework that Ihe company operates in. focusing on Ihose laws and regulations that had a direct effect on the finanaal statements and operations., Obtaining an understanding of the company's policies and prOdureS on fraud risks, induding knowledge of any actual, suspected or alleged fraud- and Discussing among the engagement team how and where fraud might occur in the financial stslemenls and any potential IndilOrS of fraud through our knowledge and understanding of the company and our sector-specific experience. As a resull of Ihese procedures, we considered Ihe opportuntties and inntiveS that may exisl wilhin the company for fraud. We are also required to perform speafic procedures to respond to the risk of management override. As a result of performing the above, we identified the following areas as those most likely to have an impact on the financial statements.. health & safety, employment law and compliance with the UK Companies Act and Charities Act. In addition to the above, our procedures to respond to risks identified induded the following= Making enquiries of management about any known or suspected instan$ of non-compliance wilh laws and regulations and fraud., Challenging assumptions and judgements made by managemenl in their significanl accounting estimates., and Auditing the risk of management override of controls, induding through testing journal enlries and other adjustments for appropriateness. GA.. 6672023 1 10400972.1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY INDEPENDENT AUDITORS. REPORT TO THE TRUSTEES OF DINWOODIE CHARITABLE COMPANY Due to the inherent limitations of an audit. there is an unavoidable risk that some material misstatements in the financial slatements may nol be detected, even though the audit is properly planned and perfom)ed in accordance with the ISAS (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the nOn-comFlian. A further description of our responsibilities for the audit of the finanaal statement5 15 located on the Financial Reporting Council's website at.. http=IlwvAv.frc.org.uklauditorsresponsibilities. This description forms part of our auditor's report. Use of our report This report is made solelylo the charity's Irustees. as a body, in accordan with part 4 of the Charilies (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charity's trustees those matters we are required to state to them in an auditors. report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charity and the charity's trustees as a body, for our audit work, for this report, or for the opinions we have fomied. 2311212025 Jordan Abbott Bsc ACA for and on behalf of SumerAudit Chartered Accountants ststutory Auditor Dated Piper House 4 Dukes Court Bognor Road Chichester West Sussex P019 8FX Sumer Audit is a trading name of Sumer Auditco Limited a nd is eligible for appointment a5 auditor of the charity by virtue of its eligibility for appointment as auditor of a company under of section 1212 of the Companies Act 2006 GA.. 6672023 1 10400972.1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DIE CHARABLE MPANY istered Chari Nth1151139 Baance heeta5 at31st March 2025 Note 2025 2024 Fixed Assets Inveslmenl Properbes al vaue Land at Croxden Quarry C(eY Farm 3.950.otx) 275.0(X) 4.225.0(X) Investments al vae 2.798.706 2.668.663 2,798.706 2,798.706 6.893.663 6.893.663 Current Assets Debtors Cash al bank and in hand 7.979.025 7.979.025 2.493.703 2.500.651 Liabilities falling due within one year Creditors Net Current Asset5 Total Assets less Current Liabilities 259.000 535.904 7,720,025 10,518,731 1.964.747 8,858.410 Fund Balan¢e Unrestricted 10,518.731 8.858.410 The company i5 entit to the exempb.on from Ihp aL#Iit requremart contained in se£kn 4T7 of the comp5 Act 2006, for the ended 31 March 2025. thgh an audit has been catried out urr seCtn 144 of the Chaibe5Act 2011. The directors acknowledge Ir reS[X)nbIesf0r (xjfflth the reqwrements of the CoMpanS Ad 2{ ith respedto accA)unting re(ths and the preparatn of finanicd slalefflents. The members have not required the companylo ()taYi amlit ol its statements uxler the requiremerrts of the CoMpanS Ad 2006. for the year in quesknon in accordan Ivi secknon 476. Thesefinanod statements ha been wepared in accOrdare the I0751 alzIle lo mPanS sut4.ed lolhe smal cofflpanies, regime 22 Dember 2025 Thefinanoal statements were apwoved by the Bo¥d DireCtS on............................................................... Company Registration No. 08391977 lan Goakn Direc RKard Mner Dwe(kn The notes on pages 13 to 18 form part of these
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E 10 DINWOODIE CHARITABLE COMPANY istered Cha No.1151139 ststement of Financial A¢tyvities for the Includit) Income and Ex ear ended 31st March 2025 ndlture Account 2025 2024 INCOME & EXPENDITURE Incoming Re60ur¢es Investments 505,179 663,014 Totsl Incoming Resoue 505.179 663.014 ReBour¢es expended Raising funds 10 145.9311 126,8581 charitab Activities Totsl Resources Expended 165,375 1211,3061 45,645 172.5031 Net gainslllossesl on investments Realised gains on disposal of fixed asset investments Gains on revaluation of fixe(l asset investrnents Gains on salelrevaluation of fixed asset prorety Foreign Exthange adjustment Net Incomellexpendtturel 27,786 292.689 465,000 7.025 1,368,961 85.233 1.275,000 3.690 1.660,321 Balance brought forward Fund Balance 8,858,410 10,518,731 7,489,449 8,858,410 The Charity has no recognised gains or losses ¢)therthan those dealtvKth in the Statemenl of Financial Aclivrfies. The notes on pages 12 10 17 ft>rrn part oflhese accwnt& The statement Offinan81 acti¥e5 also complies the iequirements for an incorne and extwdtiure acwunts undei the Companies Act 2006
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARABLE COMPANY Re istered Char No.1151139 Staten*nt of Cash Flows for the ear ended 31st March 2025 Total year ended 2025 Totsl year ended 2024 Net cash used In operang actlvltles 18 493,873 134,808 Cash flows from investing activities.'- Interest Rents Royalties Wayleaves Purchase of inve51tnenls Prtteeds from sale of invesbnent properties PreedS from Sale of inve5ttnentS Net cash provlded by Investlng avItIeS 115.675 6,779 382.726 127.862 8,700 520.630 1271.0171 5,500,000 245.031 5,979,193 11.123.915) 1.088,182 621,525 Change In cash and cash equlvalents In year 5,485,321 486,717 Cash brought forward Cash carrled forniard 2,493,704 7,979,025 £ 2,006,987 2,493,704
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 12 Notes to the Accounts for the ear ended 31 March 2025 1 ACCOUNTING POLICIES The Dinwoodie Charitable Company is an incorporated charity. limited by guarantee, registered in England and Wales, company number 08391977 and charity number 1151139. The registered address is clo Irwin Mitchell LLP, Riverside East, 2 Millsands, Sheffield, South Yorkshire. S3 8DT 1.1 ACCOUNTING CONVENTION These accounts have been prepared in accordance with "Accounting and Reporting by Charities" the Statement of Recommended Practi for charities applying the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), Companies Act 2006 and UK Generally Accepted Accounb'ng Practice as it applies from 1 January 2019. The charity 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 on the historical cost convention modified for the revaluation of investments. The principal accounting policies adopted are set out below. 1.2 GOING CONCERN At the time of approving the accounts, the trustees have reasonable expectstion that the charity has adequate resources to continue in operational existen for the foreseeable future. Thus the trustees, continue to adopt the going concern basis of accounting in preparation of the accounts. 1.3 CHARITABLE FUNDS & FUND ACCOUNTING Unrestricted funds are available for use at the discretion of the trustees in furtherance of their charitable objectives unless the funds have been designated for other purposes. 1.4 INVESTMENTS AND INVESTMENT INCOME Incoming resources includes investment income, which is recognised when the charity has a legal right to the income. The gain or loss arising on the disposal of an asset is detemined as the difference between the sale proceeds and the fair value at the beginning of the reporting period of the asset, and is recognised in net incomel(expenditure) for the year. All investments are ststed at fair value and the movement shown comprises both realised and unrealised gains and losses. Realised gains or losses arising on the disposal of investments (together with provisions for diminution in value), are credited or debited to the Statement of Financial Activities, and subsequently transferred to Unrestricted Funds. Investment properties are stated at fair value at each balance sheet date with any change in fair value being reported through the income and expenditure account. Independent professional valuations are carried out as often as deemed appropriate by the directors to ensure that the asset is recorded at fair value. The properties were last valued by independent professionals in 2024. The Directors carry out a calculation each year to reflect the wasting asset to ensure that it is carried at fair value. 1.5 ROYALTY INCOME The investment land at Croxden Quarry is tenanted by Lafarge Tarmac Limited under an agreement dated 16 November 1990. The tenancy terms provide for a royalty on every tonne of mineral extracted from within the Quarry but with a minimum annual prepayment, referred to as'certain rent. equal to the royalties due on the first 500,000 tonnes. The Certain Rent is due on 1 July each year. Royalties are adjustable upwards annually to GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 13 match any increase in the Retail Price Index. Royalties are computed on sale, that is minerals taken out of the Quarry. Vlffien the total of royalties earned exed the Certain Rent, the additional royalties are determined quarterty and payable in the following month. If the total of royalties earned falls short of the Certain Rent, the shortfall is offset against additional royalties payable in the subsequent three years. In the year to 30 June 2024, there was no shortfall. The amount carried forward in respect of shortfalls in the previous years totalled nil. The Certain Rent is credited to the Statement of Financial Activities when received. Any subsequent Royalty instalments are treated on an accrual basis and are recognised in the accounts when they become receivable. 1.6 CHARITABLE ACTIVITIES The cost of charitable activities consists of grants made. A grant towards a postgraduate medical centre project is charged fully to expenditure in the accounting year of the project commencement. A grant on a project which has not commenced before the accounting year end is included as a commitment. Grants in respect of research fellowships are charged in the accounting period in which they accrue. In accordance with the SORP, this best reflects the timing of the obligations created by the charity to provide grant payments. 1.7 COST OF GENERATING FUNDS The cost of generating funds consists of investment management fees, mineral agents, fees and quarry and farm management costs. 1.8 GOVERNANCE COSTS Governance costs comprise all costs involving the public accountability of the charity and its compliance with regulation and good practice. These costs include costs related to statutory audit and legal fees together with other overhead and support costs. 1.9 CASH AND CASH EQUIVALENTS Cash and cash equivalents include deposits held at call with banks. 1.10 FINANCIAL INSTRUMENTS The charity 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 charity's balan sheet when the charity becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial ststements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Basic financial assets Basic financial assets, which includes 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. Investments are valued at fair value through income and expenditure. Impairment of financial assets Financial assets are assessed for indicators of impaiment at each reporting date. Financial assets are impaired where there is objective evidence that, as a result one or more events that occurred after the initial recognition of GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E DINWOODIE CHARITABLE COMPANY Registered Charity No 1151139 14 the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference beeen the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in net incomel(expenditure) for the year. If there is a decrease in the impaimient loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment previously been recognised. The impairment reversal is recognised in net incomel(expenditure) for the year. Basic financial liabilities Basic financial liabilities, including trade and other payables, 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 receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of operations from suppliers. Accounts payable are classed as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction pri and subsequently measured at amortised cost using the effective interest method. Derecognition of financial liabilities Financial liabilities are derecognised when the charity's contractual obligations expire or are discharged or cancelled. 2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS In the application of the charity's accounting policies, the trustees are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Key Sources of Estimation Uncertainty Fair value measurements Certain assets are measured at fair value with gains and losses being recognised in the statement of financial activity. In estimating the fair value of those assets, the charity uses third party qualified valuers and other valuation techniques. GA: 5134938 1
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E 15 DINWOODIE CHARITABLE COMPANY istered Chari No.1151139 Notes to the Accounts for the ear ended 31st March 2025 3 FIXED ASSET - INVESTMENT PROPERTIES The Croxden quarry and farm was sold to the tenant company Tarmac Trading Limited for £5,5QO,000 in December 2024. Halletec Environmental Ltd, Chartered Surveyors and Bagshaws were l)oth engaged to value the land to ensure Ihis was not sold at an undervalue. Valuation As at 1 April 2024 Qua 3.950,000 Fami Total 4,225,000 275,000 Less prOedS on sale 5.142,012 357,988 5,500,000 Surplus on disposal of Quary and Fam 1.192,012 82,988 1,275,000 Fair value carried forward 4 FIXED ASSET - INVESTMENTS 2025 2024 Quoted inveslments Market value 1 st April 2.668.663 2,313,724 Additions at cost IncreasellDecreasel on portfolio cash Disposals Net Gainl{Lossl unrealised 271,016 12,742 (238,948) 85,233 2.798,706 £ 1,124,206 11,5621 11,060,395) 292,689 2,668,662 Investments Cash held in portfolio for reinvestment 2.704,277 94,429 2,798,706 £ 2,586,976 81,687 2,668,663 Historic cost 2,309,478 £ 2,248,994 There were no investments representing greater than 5 % of the portfolio by market value S. FINANCIAL INSTRUMENTS Car in amount of financial assets Quoted investments measured at fair value £2,704,27712024'. £2,586,976) Investment properties measured at fair value in 2025.. £0 {2025'. £3,760.(K)O) 6 DEBTORS Other debtors - Wayleave Prepaid Insurance Coneydale Farm Dividends due 66 318 4,000 2,563 6,947
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E 16 DINWOODIE CHARITABLE COMPANY istered Chari No.1151139 Notes to the Accounts for the ear ended 31st March 2025 2025 2024 7 CASH Bank Accounts Inlerest bearing deposit accounts 7.979,025 2,493,704 8 CREDITORS Olher creditors Trust Administration fees Managing Trustee Remuneration Audit fees - HM Revenue & Customs Mineral & Land Agent.. Normal - Walsall Heatthcare - East Lancashire Hospital NHS Trust 5,000 4.000 7,400 2,500 616 3,389 250,000 272,000 535,905 250.000 259,000 £ 9 INVESTMENT INCOME Dividend income from listed investments Inet} Net Cash received - Recoverable Tax Gross bank and other interest Gross rents re Coneydale Farm (net of expenses) Forestry land at Croxden Gross Royalty Income from land at Croxden Inote 1.51 Gross Wayleave income 49,852 47,667 14 81,937 65,823 6,429 350 382,726 8,000 700 524,630 66 663,014 505,179 £ 10 RAISING FUNDS Mineral Agents, fees - John D Pears Mineral Consultancy Limited Quarry and Farm Management'.- Halletec Environmental Knights Professional Services Ltd - JDM Property servIs Council Tax for Coneydale Fami - Bagshaws LLP Higgs LLP Investment management fees QUier Cheviot 7.210 7,864 1,800 7,710 1,430 1,543 7,284 2.640 2,280 5,960 16,314 45,931 £ 10,754 26,858
Docusign Envelope ID.. 4D543EF1>5ED346DE-87EE-9A137316BF3E 17 LNNWOOLXE CHARftABLE COMPANY i$1orotl Cha No.1151139 ots¥ totho A¢¢ounts fortho rondod 3181 Ma 2025 2025 2024 11 CHARITABLE ACT11llE5 Grants payaLlp (note 131 115.976 10.935 Share ofG0Wnan Cost Inole 121 49,398 165,375 34.7( 12 GOVERNANCE COSTS IINCL VAT) Leg4 and profes41eeS TtustAdministration Auditor$ ¢h8rge$ - Under lover) wowded wryears Tru$iee$ Co$1$ - Directors Remunerabon and Managing Diredors Ser¥e5 - Dire¢tor$ E¥pense$ Dire¢tors tsUrance 1nfotmatn ComMisner 19,138 13.664 144 14&15 14 20,731 617 3.172 15. 2.281 49,398 £ 34.7( Anatysed befvRen charitatrk athvthes 49.398 34.7( PJI supportand wverance costs are akKated to the charitatle actmtyof gra&rrthvJ 13 GRANTS PAYABLE Ro8oar¢h F8llowship¥ Royal colge of sUrge5- Oxford Universty Fellowship & Post Graduate Medical Centres ngs Colleye Facultyof Phatmaceubcal Medicine Royal Colkge of Ane8lhekn81$ Royal colge of Paedialric5 & Chikl Hea Cith S8undets teMlon81 28.177 117,3 13.8(X)) 33.721 25,935 28.143 115.976 £ 10.935 14 TRUSTEES REMUNERATION AND EXPENSES Underthe mS of the Memorandum and Articjes ofation direclors enter into forts of Servi In accordan wlh seclions 185 and 186of the CharitiesAct 2011. The charge5 of £20.731 12024 £17,451)for FOdHrd as Managing TTU51ee. Yre revIed annuat Trustees meetings. Richard Miner inVoeS his lirne though Enterse FD Limited. The lolal aTnounl of Tru51ee expen5e5 during the yearvR5 £617 {2024 £1991. Expenses ¥e pavj wrnartyto reimburse the Trustees for thr expenses for attending Ccthpa)y meetirMJs and WYWJ rrfwfieds SUPPOrted by DCC. Two12024.21 Tru51eeswere reimiMJtsed. 15 TRANSACTIONS WITH RELATED PARTIES John Pe8rs is the proprietor of J D Pe¥rs Mineral Con$an1$y0 have ed 8$ Ihe Chattys min¥4 ageNs sirte June 2020. Thefees payable to J D Pears Minera Consuhants anwntto£7.210 (2024." £7.864}. Atlhe yearend the b818n¢e Outsta1 was enl12024.e3,3891. Richard Miner is a sharehderal director of Enletprise FD Ltd andfees payatle to Entlse FD Ltd frKmawYwJ tru51ee 5erwce5 of RKhard Miner amounted to£20.731 {fKI VAT) {2024£15.880 VAD. Atlhe yearend the balan ouisianding was .(M)0(2024." £7.4(N)) 16 EMPLOYEES There were no ernpkyees during theye¥{2024." nl} 17 FNANCiAL COMMITMENTS Atthe balan sheet date therewere 6yght{2024". 5ixI Cotnttlttn that havenl been aX¥UEd thefvnLla Statements relating lo rKopds that hadnlcOmmen by the year eThl of£1.697.(XM) in tc4a12024'. £1.771.27n. There obligation forthetru51ees lo make these paytnetrt5. 18 RECONCIUATKIN OF NET MOVEMENT IN FLINDS TO NETCASHFLOW FROM OPERATING ACTIEs Totsl le 2024 1.368,961 le 2025 1.660.321 Net movefflent in funds DeduGt di¥end and interest incotne, rent. royaty and way4eave income shovm in inveslirvJ &tivMes Adjustment re foreign exdbangelichange in p[rfl4 cash LossesllGainsl on disposal ol investments Add bao* Ios5esldeduct (gains) on tixed asset inveslrrRn15 IGainsyLosses on fixed asset wopety lkncrea5elldecrease in debtor5 IeaSe1(dec[easel in creditors I5.179) 18.9191 I9.) 185.2331 11275.(XX)) 6.947 {276.9)S {493.873 1663,014) 7,032 127.788) 1292,689) 1465.IKX)) 143 427 134802