SEPTURA LIMITED (A company limited by guarantee) Company Number: 08833453 Registered Charity Number: 1158408 REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 6 JANUARY 2024 SEPTURA LIMITED REPORT AND ACCOUNTS FOR THE YEAR ENDED 6 JANUARY 2024 Charity reference & administrative details Report of the trustees Strategic report Report of the independent examiner Statement of financial activitie5 Balance sheet Notes to the financial statements SEPTURA LIMITED REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY ITS TRUSTEES AND ADVISERS Directors Christian Stobbs (Chairnan) Jessica Jennings George Duncan-Jones Francis Williams Rebecca Johns Jonathan Langridge Richard Demarchi Company Secretary Simon Cox Artistic Directors Simon Cox Matthew Knight Independent Examiner Anna Baird. ACA Bankers Uoyds Bank plc 1 Walm Lane London NW2 SSN Registered Office Church Cottage Ltttle Hampden Great Missenden HP16 9PS SEPTURA LIMITED REPORT OF THE TRUSTEES The Directors who are also Trustees of Septura present their annual report and independentty examined financial statements for the year ended 6 January 2024, which have been prepared under the Companies Act 2006 and the Charities Act 2011. Administrative Details Septura is a registered charity {no. 1158408) and a company (no. 08833453) limited by guarantee. Referen￿ information and details of Trustees are set out on page 1. Summary of Objective and Activities Septura continues to be totally committed to its twin objeclives of advancing the public's education and apprecialion of brass ensemble music by providing high qualty musical performances. broadcasts and recordings, and advancing education in the arts generalW. Septura strives to further its charitable purposes for the public benefit throughout the counlry, with live performances in the concert hall, broadcasts on radio, masterclasses and recordings. The Trustees confirm thal they have complied with the duty in section 17 of the Charities Act 2011 to have due regard lo the Charities Commission's general guidance on public benefrt. Structure, Governance and Management Incorporated in 2014, the company is govemed by its Memorandum of Association and Artides of Association. The Truslees are responsible for Ihe overall governance of the company. The Directors, who also act as Truslees of the charilable aclivities of the company are lisled on page 1 of this report. In accordance with the Articles of Association, their liability is limited to a sum not exceeding £10 each, being the amount that each member undertakes lo contribule to the assels of the company in the evenl of ils being wound up while he or she is a direclor. New directors are appointed for five-year terms by resolution of the current directors. The Board of Trustees musl have a minimum of Ihree members. Septura is managed by its Artistic Directors, Simon Cox and Matthew Knight, who report to the Truslees. The Artislic Direclors and Trustees meet on a regular basis to ensure robust governance and deal with all major issues that concern the well-being of the group. Director5 The direclors and trustees of the Company during the year and at the time of approving this report were.. Christian Stobbs {Chaimian) Jessica Jennings George Duncan-Jones Francis Williams Rebecca Johns Jonathan Langridge Richard Demarchi This report has been approved by the charitys Trustees, and signed on their behalf by= Christian Stobbs Chairnian Date 21 October 2024 SEPTURA LIMITED STRATEGIC REPORT Achievements and Perforniance in the Year On the concert platform, 2023 saw a relurn to extensive intemational touring. We continue to have fruitful relationships with Craig Knudsen in the US and Genroh Hara in Japan. In February Ihe group undertook a 5-concert lour of Ihe US, which included a masterdass at the prestigious Eastman School of Music in Rochester, NY. In November the group returned to Japan for the first lime since 2019 to perform 4 concerts around the country. In the UK, continuing to work with Ikon Arts Management, concert projects induded a concert al St James's Piccadilly in March, a return to Ilkley Concert Club in December, and a collaboration wth John Rutter for a sold-oul Christmas COn￿rt at Guiklford Cathedral. Septura was active in educational settings, with a retum to the to the Royal Welsh College of Music and Drama for a concert and classes in March, and our annual sid&by-side project al the Royal Academy of Music in November, at which we performed a new arrangement of Scott Joplin's Treemonisha. A major collaboration with Ihe Rodolfus Foundation resulted in the group's firsl ever residential brass academy in Oxford in August 2023. Septura is grateful to the support of Ihe Garfield Weston foundation to enable it to achieve this ambitious programme of evenls in this period. Amy Brown slepped down as Administrator al Ihe end of May, with Artistic Direclors Simon Cox and Matthew Knighl continuing to run the group. Plans for the future In fuffilment of its charitable activities, Septura V￿11 continue to pursue its main priorilies of recordings and live performances. In May 2024 the group wll undertake a tour to Colombia, the first time Septura has visited Soulh America. June and Juty will see concerts in Spain and Scotland, and in the autumn the group will have a UK tour lo celebrate its 10th anniversary, including a concert at the Wigmore Hall featuring a new commission by renowned composer Roxanna Panufnik. In the week of the US presidential election, the sidfrby-side project at the Royal Academy of Music in November will reflect the cuttural richness of 20th-century America through the vaslty contrasting musical worfds of three great composers.. Price, Copland and Gershwin. A challenge for Ihe year ahead will indude renewing Seplura's playing, artistic and adminislralive leadership. Matthew Knighl slepped back from playing in October 2023, but will continue in position as Artistic Director. Simon Cox will retire from both playing and as Artistic Director following the Colombia lour in March 2024. There will therefore be playing roles vacant in the group, and this provides an important opportunty to address the diversity of Septura's membership in 2024. Financial Review The financial year ended wilh an overall surplus of £4,677 (2023.. £656)- There was a deficit in funds carried fonmard at year end of £50,691 (2023.. £55,368)- Cash Reserrfes The charity's intenlion is to hold cash reseNes of £12,000 in order lo provide a degree of financial security for the charitvs ongoing activities. At the balance sheet date, these resetves were improved on the previous year end, but still short of target. The Board forecast Ihat we will reach a cash balance of £12,000 in earty 2025. Reserves Policy The Truslees aim to generate positive reserves in the near future, which will be fvffilled thanks to efforts of the Artistic Direclors to expand the group's aclivf(ies worfdvAde. Once positive, reserves will be used lo further the charitable objectives. This process has been slowed due to the effects of the pandemic, but progress should be possible during the coming years. Funds materially in deficit Septura's funds are currenily materialty in deficit £50,691 (2023= £55,368). This deficit has been predominantty funded by a long-term loan from a benefactor and loans from the charity's artistic directors. The charity's long-lerm debt remains at £60,923 {2023.' £61,823), and will be repaid at the discretion of the trustees, as and when funds are available. Following the year end £10,000 of these long-temi debts were repaid. SEPTURA LIMITED STRATEGIC REPORT Continued Trustees. responsibilities for the financial statements The Trustees are required to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charity and the incoming resources and application of resources, induding the net income or expenditure of the charity for the year. In preparing those finanual statements, Ihe Trustees are required to.. Select suitable accounting policies and then appty them consistenty- Make judgments and estimates that are reasonable and prudent- State whether applicable accounting slandards and statemenls of recommended practice have been followed, subject lo any material departures disdosed and explained in the financial stalements., Prepare Ihe financial stalemenls on the going-con￿M basis unless r( is inappropriate to presume that the charity will continue in business. The Trustees are responsible for keeping proper accounting records which disdose with reasonable accuracy at any time the financial position of the charity and which enable them lo ensure that the finanual ststements comply with Part Vl of the Charities Act 1993. They are also responsible for safeguarding the assets of the tharity and hen￿ for tsking reasonable steps for the prevention and delection of fraud and other irregularities. Statement of disclosure a) So far as the Trustees are aware, there is no relevant infomiation ofwhich the independent examiner is unaware,. and b) they have taken all the steps that they ought to have tsken in order to make Ihemselves aware of any relevant infomialion and to establish that the independent examiner is aware of that information. This report has been approved by the charitys Trustees, and signed on their behalf by= Christian Stobbs Chaimian Date 21 October 2024 INDEPENDENT EXAMINER'S REPORT TO THE MEMBERS OF SEPTURA LIMITED I report on the accounts of the company for the year ended 6 January 2024. which are set out on pages 7 10 11. Respective responsibilities of Trustees and examiner The Trustees (who are also the directors of the company for the purposes of company lawl are responsible for the preparab.on of the accounts. The Trustees consider that an audit is not required for this year under section 144121 of the Charities Act 2011 Ithe 2011 Acll and that an independent examinabon is needed. The charrty's gross income did not exceed £250,000. l am qualified to undertake the examination by being a qualified member of the Institute of Chartered Accountants of England and Wales. Having satisfied myself that the charity is not subject to audrt under company law 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 14515llbl of the 2011 Act . to stsle whether parb"cular matters have come to my attenbon Basis of independent examinerfs report My examination was carried out in accordan￿ with the general Direclions 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 disdosures in the accounts, and seeking explanations from you as Trustees Con￿rning 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 lo whether the accounts present a 'true and fair view, and the report is limiled to those matters sel out in the next statement. Independent examiner's statement In connection with my examination. no matter has come to my attention: 11} which gives me reasonable cause to believe that in any material respect the requirements.. lo keep accounting records in accordance wilh section 386 of the Companies Act 2006", and to prepare accounts which accord with the accounting records. comply wth the accounting requirements of section 396 of the Companies Act 2006 and with the methods and principles of the Statement of Recommended Practi￿.. Accounting and Reporting by charib.es have not been met., or 12} to which. in my opinion, attention should be drawn in order to enable a proper understanding of the accounts to be reached. Anna Baird {ACAI 151c Peckham Rye, London, SE15 3UL Date: 25 October 2024 SEPTURA LIMITED STATEMENT OF FINANCIAL ACTivmES FOR THE YEAR ENDED 6 JANUARY 2024 Unrestricted Fund$ 2024 Restricted Funds 2024 Notes Totsl Funds Totsl Funds 2024 2023 INCOME AND EXPENDITURE Income from: Donations, grants, and legaaes Charitable activities 4.457 97,190 5.000 9,457 97,190 9,439 65,248 ToLIl income 101,647 5,000 106,647 74,687 Expenditure on: Charitsble activities Cost of fundraising (92,407) 12.686) {5,2031 {1,6741 197,6101 14,3601 170,2741 13,7571 Total expenditure 195,0931 {6,8771 101,970 74,0311 Net income 6,554 {1,8771 4,677 656 Total funds brought forward (59.042) 3,674 155,3681 156,0241 Total funds carried forward 52,488 1,797 50,691 55,368 There We￿ no recognised gains and losses during the finanaal year other than those dealt with in the Slalement of Financial Aclivilies. All income and expenditure relate to continuing aclivilies. The notes on pages 9 to 13 forni an integral part of these finanryal statements. SEPTURA LIMITED BALANCE SHEET AT 6 JANUARY 2024 2024 2023 Notes Fixed assets Tangible assets 921 921 Current assets Debtors Cash al bank and in hand 5,358 4,846 10,204 19,118 794 19,912 Creditors: Amounts due within one year 18931 14,3781 Net current assets 9,311 5,534 Total assets les5 current liabilitie5 10,232 6,455 Creditors: Amounts due after one year 10 60,9231 61,8231 Net liabilities 50,691 55,368 Funds of the Charty Restricted funds Unrestricted funds 1,797 52,4881 3,674 59,0421 Totsl deficit in funds 50,691 55,368 For the year ending 6 January 2024 the company was entilled to exemption from audit under secb.on 477of the Companies Act 2006 relating to small companies. The directors have not required the company to obtain an audit of its accourts for the year in question in accordance wth section 476, The directors aCknO￿edge their responsibilibes for complying the requirernents of the Act with respect to accounting records and the preparation of accounts. These accounts have been prepared in accordance the provisions applicable to companies subject to the small companies, regime. These financial statements were approved and authorised for issue by the Board on 21 October 2024 and were signed on its behalf by. Christian Stobbs Chainnan The notes on pages 8 to 11 fomi an integral part of these financial statements. Registered number 08833453 SEPTURA LIMITED NOTES TO THE FINANCIAL STATEMENTS Accounting Policies (al Accounting convention The financial statements have been prepared on a going concern basis under the hislorical cost convenlion, modified to Indude items al fair value. This basis has been used because the group's deficit will be eliminated in future seasons Ihrough surplus concert income. The financial statements have been prepared in slerling, which is the functional currency of the charity- The financial statements have been prepared in accordance with "Accounting and Reporting by Charities.. Statement of Recommended Practi￿ applicable lo charities preparing their accounts In accordance wilh the Financial Reporting Standard applicable in Ihe UK and Republic of Ireland IFRS 1021" ( effective 1 January 2015HCharities SORP IFRS 102)), the Financial Reporting Slandard applicable in the UK and Republic of Ireland IFRS 102) and the Companies Act 201￿. (bl Statement of financial activities As the company is a registered charty it has adapted the Companies Act fomials to reflect the special nature of the Charity's activities. (cl Cash flow statement The Company has taken advantsge of the exemption in FRS 102 section 1.12 from the requirement to produce 8 cash flow statemenl. (dl Going concern After due consideration of the future cash flows of the Company, the directors are confident thal the Company has sufficient financial resources to meet its obligations as a going concem for the foreseeable future, being more than 12 months from the date of approving the financial staiements. The financial slatements have Iherefore been prepared on the going concem basis. (el Incoming resources Incoming resources comprise total income, net of VAT, from box office and hire of Septura in respect of concerts, recordings, broadcasts, engagements and tours, sponsorship fees and advertising. The income and result for the year are wholly attributsble to the principal activities of the company. (fl Resources expended Performance related costs consist of perfomers, and producers. fees, venue and other cosls, including markeling, which are speufic to arranging performances and recordings. Expenses are accounted lor on an accruals basis. (gl Tangible fixed assets Tangible Assels held by Ihe company comprises equipmenl used by the group during concert performances, and media equipment induding camera and lighting and audio equipment. The company has adopled an annual revaluation policy and holds these tangible assets on its balance sheet at replacement cost (to be assessed by the Trustees annually)- {hl Restricted funds Restricted Funds are only used for particular restricted purposes within the objects of the charity- Restrictions arise when specrfied by a donor or when funds are raised for particular reslricled purposes. (il Financial instruments The Group only has financial assets and financial liabilr(ies of a kind that qualify as basic financial inslrumenls. Basic financial inslruments are initialty recognised at transactions value and subsequenily measured al amortised cost with the exceplion of fixed assets which are held at replacement cost. Financial assels held at amortised cost comprise cash at bank and debtors exduding prepaymenls. Financial liabililies held al amortised cost comprise creditors excluding other taxes and social security and deferred income and income in advance. til Debtors Trade and other debtors are recognised at the settlement amount due after any trade discounts offered. Prepayments are valued at the amount prepaid net of any trade discounts due. SEPTURA LIMITED NOTES TO THE FINANCIAL STATEMENTS continued Accounting Policies (continued) (kl Creditors Creditors 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 setue the obligalion can be measured or estimated reliably. Creditors are nonnalty recognised at their setuemenl amount after allowing for any trade discounts due. (11 Cash Cash at bank and in hand indudes cash deposits in banks only. 2 Particulars of Employees The Company had no employees during the period {2023'. nil), other than the directors. No emoluments were paid lo the directors during the period (2023= nil)- 3 Income from Donations, Grants, and Legacies Unrestricted Funds 2024 Restricted Funds Totsl Funds 2024 2024 Total Funds 2023 Grants Donalions 5,000 5,000 4,457 9,457 5,000 4,439 9,439 4.457 4.457 5,000 4 Income from Charitable Activities Unrestricted Funds 2024 Restricted Funds Total Funds 2024 2024 Total Funds 2023 Performance fees Income from recordings Income from educational projects Concert sponsorship Bank interest 89,463 1,224 6,500 89,463 1,224 6,500 59,096 1,432 3,220 1,500 97,190 97,190 65,248 Expenditure on Charilable Activities Unrestricted Funds 2024 Restricted Funds Total Funds 2024 2024 Total Funds 2023 Performer fees Travel, hire, subsistence and accommodation Commission payable Recording and production costs 59.586 16.308 15.867 646 92.407 5,203 64,789 16,308 15,867 646 97,610 42,319 21,626 5,808 521 70,274 5,203 SEPTURA LIMITED NOTES TO THE FINANCIAL STATEMENTS continued 6 Cost of Fundraising Unrestricted Funds 2024 Restricted Funds Totsl Funds 2024 2024 Total Funds 2023 Office overhead costs Professional fees Finance charges 81 1.583 1.022 2.686 1.674 1,755 1,583 1,022 4,360 2,245 1,326 186 3,757 1,674 7 Tangible fixed assets Conceru Media Other Fixed Equipment Assets Total Cost At 7 January 2023 and 6 January 2024 857 921 Impairment or revaluation At 7 January 2023 and 6 January 2024 Net Book Value At 6 January 2024 857 921 At 6 January 2023 857 921 Debtors 2024 2023 Trade debtors Accrued performance fees Prepaid expenses VAT recoverable 13,720 745 3,309 1,344 19,118 3,900 1,458 5,358 Creditors: Amounts Due Within One Year 2024 2023 Trade creditors other accrued expenses 13,895 483 14,378 893 893 10 SEPTURA LIMITED NOTES TO THE FINANCIAL STATEMENTS continued 10 Creditors: Amounts due after one year 2024 2023 Loans 60,923 60.923 61,823 61,823 All loans are interest free. Within loans is £10,000 (2023.. £10,000) due to a third party, whith VRS repayable in June 2024, or On￿ the group's net assets exceed £20,000, vthichever is the sooner. After the year end this loan was repaid. Also within loans is £25,813 (2023.. £26,263} payable to Simon Cox, artistic direclor of Ihe Charity and Company Secretary. Simon Cox is also considered a person with signfficant control of the company. This loan is repayable at the discretion of the Trustees. Also within loans is £25,560 (2023= £25,110) payable to Matthew Knight, artistic director of the Charity. Matthew Knighl is also considered a person wilh signrficanl control of the company. This loan is repayable at the discretion of the Trustees. 11 Restricted Funds Septura received the following grants, which were made for the purpose of financing the Chaity's administration and ongoing projects.. 2024 2023 The Garfield Weston Foundation 5,000 5,000 5,000 5,000 12 Related Parties Performance and administration fees made to rdated parties= 2024 2023 Simon Cox Matthew Knight 14,603 6,604 21.207 8,214 4,352 12,566 Amounts owed to related parties {falling due after one year).. 2024 2023 Simon Cox Matthew Knight 25,813 25,110 50,923 26,263 25,560 51,823 Simon Cox is a related paty due lo being an Artistic Director of the Charity and Company Secretary. Simon Cox is also considered a person with significant control of the company. Matthew Knight is a related paty due to being an Artistic Director of the Charity- Matthew Knight is also considered a person with significant control of the company. During the year, Christian Slobbs, Director and Trustee, gave a donation to the Charity of £60 {2023.' £30)- There were no amounts due to related parties falling due within one year {2023= none).