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2023-02-28-accounts

Company no. 07168282 Charity no. 1153988

The Brooke Heritage Trust Report and Unaudited Financial Statements

28 February 2023

The Brooke Heritage Trust

Reference and administrative details

For the year ended 28 February 2023

Company number 07168282 Charity number 1153988 Registered office and Burrator House operational address Sheepstor Yelverton Devon PL20 6PF Trustees Trustees, who are also directors under company law, who served during the year and up to the date of this report were as follows: Jason Brooke Laurence Brooke Ciara Byrne (appointed 19 February 2023) Kate Ronan Yih May Ngui Bankers TSB Bank PLC Lloyds Bank plc Excel House 25 Gresham Street 30 Semple Street London Edinburgh EC2V 7HN EH3 8BL Independent examiners Godfrey Wilson Limited Chartered accountants and statutory auditors 5th Floor, Mariner House 62 Prince Street Bristol BS1 4QD

1

The Brooke Heritage Trust

Report of the trustees

For the year ended 28 February 2023

The trustees present their report along with the financial statements of the charity for the year ended 28 February 2023.

Reference and administrative information set out on page 1 forms part of this report. The financial statements comply with current statutory requirements, the Memorandum and Articles of Association and the Statement of Recommended Practice - Accounting and Reporting by Charities (effective from January 2019).

Objectives and activities

The objectives of the charity are:

Achievements and performance

From March 2022 the borders of Malaysia, closed since the outbreak of the pandemic, were once again due to reopen to international visitors, allowing the charity to begin planning to re-engage on the ground in Sarawak. The two museums, which weathered the pandemic through the support of a network of volunteers and supporters, could begin to focus on revival, while the confirmed support of Yayasan Hasanah meant that Brooke Museums could proceed to develop two key programmes – the Aspire Programme for incarcerated youths, and the Borneo Archive programme, preserving historic images in the charity’s collection.

In the UK the principal focus of the charity’s trustees was on plans for the sustainability of the Burrator Estate, as rising interest rates began to hit the charity’s finances and restrict the charity’s ability to advance its strategic aims, including the planned on-site museum and visitor accommodation.

The approved grant schemes under Countryside Stewardship were formally commenced in January 2023, and the farming enterprise developed such that it is moving towards becoming a minor, but useful, source of revenue for the charity, while advancing its conservation objectives. Capital works such as dry-stone walling and hedge-laying have commenced successfully.

In early 2023 the trustees were grateful to receive a pledge to support the acquisition of an adjoining piece of land with traditional barn, adding to the charity’s estate while presenting interesting possibilities for revenue generation in the future.

Plans for future periods

In Malaysia the trustees plan to sponsor a new research programme comprising two funded research Masters and one PhD, and to continue to support the work of Brooke Museums with the Aspire Programme and the Borneo Archive, as well as its two museums. At Burrator the trustees’ key focus will continue to be the sustainability of the estate and its revenues, while extensive fencing and further dry-stone walling is planned under Countryside Stewardship capital grant schemes.

2

The Brooke Heritage Trust

Report of the trustees

For the year ended 28 February 2023

Structure, governance and management Constitution

The Brooke Heritage Trust is a registered charity (charity registration number 1153988) and also a company limited by guarantee not having a share capital (company registration number 07168282). The company’s memorandum and articles of association dated 24 February 2010, as amended by special resolution on 9 October 2013, are its primary governing documents.

Trustees

The trustees of the charitable company are also directors for the purpose of company legislation. The trustees in office during the year are listed on page 1.

Organisation

The board of trustees currently numbers five but the board may from time to time register an increase of members. Powers to appoint trustees rests with the board of trustees.

Trustee training and induction

Trustees are provided with an induction pack containing key documents such as the Charity Commission’s welcome leaflet ‘The Essential Trustee’, and a summary of the Trustees Act.

Risk management

The trustees have examined the major risks which the charity faces and confirm that systems are in place to mitigate the charity’s exposure to major risks.

The charity continues to maintain and implement strict financial controls in order to safeguard the organisation’s assets. The trustees review the financial controls periodically to ensure they meet the charity’s needs.

Financial report for the year

For the year ended 28 February 2023, income was £80,682 (2022: £111,854) and expenditure was £124,016 (2022: £120,657). Total funds at 28 February 2023 were £585,720, all of which were held in unrestricted funds (2022: £629,054). At the end of the year, cash at bank was £8,377.

Reserves policy

The charity is currently building its free reserves in order to undertake projects outlined in this report, as well as in particular to continue to support the Burrator project and to provide a healthy buffer for its operation into the future.

At 28 February 2023, free reserves defined as unrestricted net current assets was in a deficit of £12,959 (2022: surplus of £41,780). The charity's main asset remains Burrator House. The free reserves target is £45,000. The Trust expects to benefit from further donations from the group of committed sponsors who have regularly donated to the Trust, as well as to grow the reserve fund from projected income generated from the asset.

Before the year end, the Trustees received a pledge from the A & A Charitable Trust totalling £181,250, which would be paid in instalments by July 2023. Those payments were received as pledged, with £25,000 in March 2023, £21,250 in April 2023, and £135,000 in June 2023. The Trustees proceeded with confidence that these funds would be received in a timely fashion by this long term supporter of the charity, and consequently considered at year end that the reserves were in a healthy position.

3

The Brooke Heritage Trust

Report of the trustees

For the year ended 28 February 2023

Statement of responsibilities of the trustees

The trustees (who are also directors of the charity for the purposes of company law) are responsible for preparing the trustees' report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102: The Financial Reporting Standard applicable in the UK and Republic of Ireland (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 charity and of the income and expenditure of the charity for that period. In preparing those financial statements the trustees are required to:

The trustees are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the charity and which enable them to ensure that the financial statements comply with the Companies Act 2006. The trustees are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Members of the charity guarantee to contribute an amount not exceeding £10 to the assets of the charity in the event of winding up. The trustees are members of the charity but this entitles them only to voting rights. The trustees have no beneficial interest in the charity.

Independent examiners

Godfrey Wilson Limited were re-appointed as independent examiners to the charitable company during the year and have expressed their willingness to continue in that capacity.

Approved by the trustees on 15 November 2023 and signed on their behalf by

Jason Brooke - Trustee

4

Independent examiner's report

To the trustees of

The Brooke Heritage Trust

I report to the trustees on my examination of the accounts of The Brooke Heritage Trust (the charitable company) for the year ended 28 February 2023, which are set out on pages 6 to 19.

Responsibilities and basis of report

As the trustees of the charitable company (and also its directors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 (‘the 2006 Act’).

Having satisfied myself that the accounts of the charitable company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of the charitable company's accounts as carried out under section 145 of the Charities Act 2011 (‘the 2011 Act’). In carrying out my examination I have followed the Directions given by the Charity Commission under section 145(5) (b) of the 2011 Act.

Independent examiner’s statement

I have completed my examination. I confirm that no material matters have come to my attention in connection with the examination giving me cause to believe that in any material respect:

I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Alison Godfrey

Date: 16 November 2023 Alison Godfrey FCA Member of the ICAEW For and on behalf of: Godfrey Wilson Limited Chartered accountants and statutory auditors 5th Floor Mariner House 62 Prince Street Bristol BS1 4QD

5

The Brooke Heritage Trust

Statement of financial activities (incorporating an income and expenditure account)

For the year ended 28 February 2023

Note
Income from:
Donations and legacies
3
Other trading activities
Investments
Total income
Expenditure on:
Raising funds
Charitable activities:
Education
Conservation
Total expenditure
5
7
Reconciliation of funds:
Total funds brought forward
Total funds carried forward
Net expenditure and movement
between funds
Restricted
£
-
-
-
-
-
-
-
-
-
-
-
Unrestricted
£
80,682
-
-
80,682
2,511
56,519
64,986
124,016
(43,334)
629,054
585,720
2023
Total
£
80,682
-
-
80,682
2,511
56,519
64,986
124,016
(43,334)
629,054
585,720
2022
Total
£
105,857
5,993
4
111,854
2,605
27,221
90,831
120,657
(8,803)
637,857
629,054

All of the above results are derived from continuing activities. There were no other recognised gains or losses other than those stated above. Movement in funds are disclosed in note 14 to the accounts.

6

The Brooke Heritage Trust

Balance sheet

As at 28 February 2023

Note
Fixed assets
Tangible assets
9
Heritage assets
10
Current assets
Debtors
11
Cash at bank and in hand
Liabilities
Creditors: amounts falling due within 1 year
12
Net current assets
13
Net assets
Funds
14
Unrestricted funds:
General funds
Total charity funds
Creditors: amounts falling due after more
than 1 year
£
-
8,377
8,377
21,336
2023
£
1,221,064
140,765
1,361,829
(12,959)
763,150
585,720
585,720
585,720
2022
£
1,231,513
137,773
1,369,286
15,000
47,348
62,348
20,568
41,780
782,012
629,054
629,054
629,054

The directors are satisfied that the company is entitled to exemption from the provisions of the Companies Act 2006 (the Act) relating to the audit of the financial statements for the year by virtue of section 477(2), and that no member or members have requested an audit pursuant to section 476 of the Act.

The directors acknowledge their responsibilities for:

7

The Brooke Heritage Trust

Balance sheet

As at 28 February 2023

These accounts have been prepared in accordance with the special provisions applicable to companies subject to the small companies' regime.

Approved by the trustees on 15 November 2023 and signed on their behalf by

Jason Brooke - Trustee

8

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

1. Accounting policies

a) Basis of preparation

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities in preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019) - (Charities SORP (FRS 102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.

The Brooke Heritage Trust meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy note.

b) Going concern basis of accounting

The accounts have been prepared on the assumption that the charity is able to continue as a going concern, which the trustees consider appropriate having regard to the current level of total reserves, and anticipated levels of donations in 23/24. The trustees are satisfied that there are no material uncertainties about the charity's ability to continue as a going concern.

Before the year end, the Trustees received a pledge from the A & A Charitable Trust totalling £181,250, which would be paid in instalments by July 2023. Those payments were received as pledged, with £25,000 in March 2023, £21,250 in April 2023, and £135,000 in June 2023. The Trustees proceeded with confidence that these funds would be received in a timely fashion by this long term supporter of the charity, and consequently considered at year end that the reserves were in a healthy position.

c) Income

Income is recognised when the charity has entitlement to the funds, any performance conditions attached to the item of income have been met, it is probable that the income will be received and the amount can be measured reliably.

Income from the government and other grants, whether 'capital' grants or 'revenue' grants, is recognised when the charity has entitlement to the funds, any performance conditions attached to the grants have been met, it is probable that the income will be received and the amount can be measured reliably and is not deferred.

For legacies, entitlement is taken as the earlier of the date on which either: the charity is aware that probate has been granted, the estate has been finalised and notification has been made by the executor(s) to the Trust that a distribution will be made, or when a distribution is received from the estate. Receipt of a legacy, in whole or in part, is only considered probable when the amount can be measured reliably and the charity has been notified of the executor's intention to make a distribution. Where legacies have been notified to the charity, or the charity is aware of the granting of probate, and the criteria for income recognition have not been met, then the legacy is treated as a contingent asset and disclosed if material.

d) Interest receivable

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.

9

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

1. Accounting policies (continued)

e) Funds accounting

f) Expenditure and irrecoverable VAT

Expenditure is recognised once there is a legal or constructive obligation to make a payment to a third party, it is probable that settlement will be required and the amount of the obligation can be measured reliably.

Irrecoverable VAT is charged as a cost against the activity for which the expenditure was incurred.

g) Grants payable

Grants which have been authorised and paid are included as expenditure in the statement of financial activities. There were no grants which had been authorised but not yet paid at the date of the balance sheet.

h) Allocation of support and governance costs

Support costs are those functions that assist the work of the charity but do not directly undertake charitable activities. Governance costs are the costs associated with the governance arrangements of the charity, including the costs of complying with constitutional and statutory requirements and any costs associated with the strategic management of the charity’s activities. These costs have been allocated between activities based on the proportion of direct costs attributable to activities, as follows:

utable to activities, as follows:
2023 2022
Raising funds 2.0% 2.2%
Charitable activities: Education 45.6% 22.6%
Charitable activities: Conservation 52.4% 75.2%

i) Tangible fixed assets

Depreciation is provided at rates calculated to write down the cost of each asset to its estimated residual value over its expected useful life. The depreciation rates in use are as follows:

Land and buildings 50 years straight line basis
Fixtures and fittings 3 - 10 years straight line basis
Vehicles 5 years straight line basis

j) Heritage assets

The charity owns several antiques which are held and maintained for their historical and cultural value. Such assets are classified as heritage assets in the financial statements (note 10). Heritage assets are valued at historic cost, or valuation if donated. No depreciation is charged on heritage assets. They are periodically reviewed for impairment, with any necessary impairment losses being taken to the statement of financial activities.

10

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

1. Accounting policies (continued)

k) Debtors

Trade and other debtors are recognised at the settlement amount due after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.

l) Cash at bank and in hand

Cash at bank and cash in hand includes cash and short term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.

m) Creditors

Creditors and provisions are recognised 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 to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

n) Financial instruments

The trust only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently recognised at amortised cost using the effective interest method.

o) Foreign currency transactions

Transactions in foreign currencies are translated at rates prevailing at the date of the transaction. Balances denominated in foreign currencies are translated at the rate of exchange prevailing at the year end.

p) Accounting estimates and key judgements

In the application of the charity's accounting policies, the trustees are required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are depreciation and heritage assets, as described in notes 1 (i) and 1 (j), respectively, above.

11

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

2. Prior period comparatives: statement of financial activities

Income from:
Donations
Other trading activities
Investments
Total income
Expenditure on:
Raising funds
Charitable activities:
Education
Conservation
Total expenditure
Net expenditure and net movement in funds
Restricted Unrestricted
£
£
5,000
100,857
-
5,993
-
4
5,000
106,854
-
2,605
-
27,221
5,000
85,831
5,000
115,657
-
(8,803)
2022
Total
£
105,857
5,993
4
111,854
2,605
27,221
90,831
120,657
(8,803)

12

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

3. Income from donations and legacies

Individual donations
Charitable trust donations
Rural Payments Agency
Total income from donations and legacies
Prior period comparative
Individual donations
Charitable trust donations
Rural Payments Agency
Total income from donations and legacies
Restricted Unrestricted
£
£
-
44,505
-
30,750
-
5,427
-
80,682
Restricted Unrestricted
£
£
5,000
42,214
-
56,300
-
2,343
5,000
100,857
2023
Total
£
44,505
30,750
5,427
80,682
2022
Total
£
47,214
56,300
2,343
105,857

4. Government grants

The charitable company received government grants, defined as funding from the Rural Payments Agency, to fund charitable activities. The total value of such grants in the period ending 28 February 2023 was £5,427 (2022: £2,343). There are no unfulfilled conditions or contingencies attaching to these grants in either year.

13

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

5. Total expenditure

Total expenditure
Kuching Museum project costs
Ranee Museum project costs
Burrator House project costs and legal fees
Research
Website
Grants paid (note 6)
Antique and archival storage
Fundraising expenses
Office costs
Travel
Bank charges
Governance
Depreciation
Interest expense
Sub-total
Allocation of support and governance costs
Total expenditure
Raising funds
£
-
-
-
-
-
-
-
938
-
-
-
-
-
-
938
1,573
2,511
Charitable
activities:
Education
£
5,166
3,106

-
599
3,317
8,919

-
-

-

-

-

-

-

-
21,107
35,412
56,519
Charitable
activities:
Conservation
£
-
-
24,222
-
-
-
47

-

-

-

-

-

-

-
24,269
40,717
64,986
Support and
governance
costs
£

-

-
-

-

-

-
-

-
7,037
193
501
3,205
30,575
36,191
77,702
(77,702)
-
2023 Total
£

5,166

3,106

24,222

599

3,317

8,919

47

938
7,037
193
501
3,205
30,575
36,191
124,016
-
124,016

Total governance costs were £3,205 (2022: £3,043).

14

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

5. Total expenditure - prior period comparative

Total expenditure - prior period comparative
Burrator House project costs and legal fees
Research
Website
Grants paid (note 6)
Antique and archival storage
Fundraising expenses
Office costs
Travel
Bank charges
Governance
Depreciation
Interest expense
Sub-total
Allocation of support and governance costs
Total expenditure
Raising funds
£
-
-
-
-
-
1,282
-
-
-
-
-
-
1,282
1,323
2,605
Charitable
activities:
Education
£

-
120
1,754
11,522

-
-

-

-

-

-

-

-
13,396
13,825
27,221
Charitable
activities:
Conservation
£
43,793
-
-
-
905

-

-

-

-

-

-

-
44,698
46,133
90,831
Support and
governance
costs
£
-

-

-

-
-

-
5,886
395
109
3,043
29,428
22,420
61,281
(61,281)
-
2022 Total
£

43,793

120

1,754

11,522

905

1,282
5,886
395
109
3,043
29,428
22,420
120,657
-
120,657

15

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

6. Grants payable

Grants paid to institutions:
Brooke Museums in Kuching
CandleAid Lanka
Malayan Volunteers Museum
Perkata Special Needs School
Swinburne University
Total grants paid to institutions
Grants paid to one (2022: nil) individual
2023
£
7,661
508
-
-
-
8,169
750
8,919
2022
£
4,870
-
1,503
2,261
2,888
11,522
-
11,522

No support costs have been allocated to grant-making activities.

7. Net movement in funds This is stated after charging:

Net movement in funds
This is stated after charging:
2023 2022
£ £
Depreciation 30,575 29,428
Trustees' indemnity insurance Nil Nil
Trustees' reimbursed expenses Nil Nil
Independent examiner's remuneration (excluding VAT):
▪Independent examination 2,350 2,150
▪Other services 231 386

No trustees received remuneration or reimbursed expenses in the current or prior reporting period. There are no paid staff of the charity. The charity's key management personnel consist of the trustees, none of whom receive employee benefits.

8. Taxation

The charity is exempt from corporation tax as all its income is charitable and is applied for charitable purposes.

16

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

9. Tangible fixed assets

Cost
At 1 March 2022
Additions in year
At 28 February 2023
Depreciation
At 1 March 2022
Charge for the year
At 28 February 2023
Net book value
At 28 February 2023
At 28 February 2022
£
£
1,240,000
79,000
13,135
1,491
1,253,135
80,491
24,800
63,772
24,931
5,094
49,731
68,866
1,203,404
11,625
1,215,200
15,228
Land and
buildings
Fixtures and
fittings
£
1,206
5,500
6,706
121
550
671
6,035
1,085
Vehicles
Total
£
1,320,206
20,126
1,340,332
88,693
30,575
119,268
1,221,064
1,231,513

10. Heritage assets

The heritage assets are antiques purchased for exhibition in the Brooke Gallery, the Ranee Museum, Burrator House and also for archival purposes.

Carrying amount at 1 March 2022
Additions in year
Carrying amount at 28 February 2023
Summary analysis of heritage asset transactions
28 Feb
29 Feb
28 Feb
2023
2022
2021
£
£
£
Additions:
Purchases
2,992
5,239
1,919
Total additions
2,992
5,239
1,919
28 Feb
2020
£
126,571
126,571
£
137,773
2,992
Antiques
140,765
28 Feb
2019
£
4,044
4,044

No depreciation is charged on heritage assets. There have been no disposals, nor impairment charges recognised in respect of heritage assets.

17

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

11. Debtors

11. Debtors
Accrued donations
12. Creditors: amounts due within 1 year
Bank loans
Accruals
13. Creditors: amounts more than 1 year
Bank loans
2023
£
-
2023
£
18,516
2,820
21,336
2023
£
763,150
2022
£
15,000
2022
£
17,988
2,580
20,568
2022
£
782,012

A 25 year bank loan was received from Charity Bank on 18 February 2021 at an initial interest rate of 2.89% per annum above the base rate. The loan is secured on the Burrator House property.

A 10 year bounce back loan was received from the UK government on 26 March 2021 at a fixed interest rate of 2.5% per annum.

18

The Brooke Heritage Trust

Notes to the financial statements

For the year ended 28 February 2023

14. Movements in funds

Unrestricted funds
Prior period comparative
Restricted funds
Burrator House
Unrestricted funds
Total unrestricted funds
Total funds
General funds
General funds
Total funds
At 1 March
2022
£
629,054
629,054
At 1 March
2020
£
-
637,857
637,857
637,857
£
£
80,682
(124,016)
80,682
(124,016)
Income
£
£
5,000
(5,000)
106,854
(115,657)
106,854
(115,657)
111,854
(120,657)
Income Expenditure
Expenditure
£
-
-
£
-
-
-
-
Transfers
between
funds
Transfers
between
funds
At 28
February
2023
£
585,720
585,720
At 28
February
2021
£
-
629,054
629,054
629,054

15. Related party transactions

Total unrestricted donations received from trustees and close family during the year were £68,250 (2022: £80,000).

During the year, the charity made grants totalling £7,661 (2022: £4,870) to Brooke Museums (The Ranee Museum and the Brooke Gallery), as disclosed in note 6. Trustee Jason Brooke is a director of the Brooke Museums. There were no outstanding payments at either year end.

19