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2023-08-31-accounts

Downe House Foundation Annual report and financial statements for the year ended 31 August 2023 Reglstered Number: 9094389 Registered Charity Number: 1159259

Downe House Foundation Annual report and financial statements for the year ended 31 August 2023 Contonts Pages Trustees, officers and advisors Report of the Trustees Independent audStors' report Slalemgnt of financial activitiès. including the income and expenditure account Balance sheet 10 Cash flow statement Notes to the financial statements 12-16

Downe House Foundation Trustees, Officers and Advisors Trustees and Dlrectors The Trustees and Dire¢lors of the Company who were in Offi￿ during the year and al the date of signing the financial statements were.. Ms AF Hazlitt Mr NM Homby Ms EJ Clarke IAppoinl8d 2 March 20231 Mrs SK McNair Scott Ichairl (Appointed 2 March 20231 Reglstered offlce Downe House School Downe House Cold Ash Thalcham Berkshire RG18 9JJ Indèpendènt Audltors Pricewalerhousecoopers LLP One Chamberfain SquaTe Birmingham B3 3AX SolScltors Farrer & Co 66 Lincoln's Inn Fields London WC2A 3LH Bankers Lloyds Bank plc 5 Bridge Street Newbury Berkshire RG14 5BQ

Downe House Foundation Report of the Trustees The Trustees present their annual report and audited financi81 statements for the yearended 31 Atjgust 2023. The infomiation with respect lo Trustees, OfFi¢ers and Advisors set out on page 1 forms part of this report. The financial statements comply with the Ststement of Recornmended Praclic8"Accounting and Reporbng by Charthes IFRS 1021° (revised 20151. The financial statements have been prepared in acLordance with the special provisions relating lo Ccmmpanies subject lo the srnall Companies rggime within Part 15 01 the Companies Act 2006, 'The Small Companies and Grc4Jps (Accounts arKI Oireclors, Report) Regulations 2008.. STRUCTURE, GOVERNANCE AND MANAGEMENT Status and Admlnlstratlon Downe House Foundation I'the FoundatK)n"l is a charitsble company limited by guarantee and registered charity govemed by ils Memorandum and Articles of Association dated 19 June 2014. company reoislered number 9094389 and charity registration number 1159259. The Foundation was incorporated on 19 June 2014, and registered in England. Downe Housè School is the sole membèr of Downe House Foundation. The Downe House Foundation is managed independent￿Y of tho School and has a separate board of Trusl&es. The Financial resuts of the Foundation are included in thè consolidated financial statements ot Downe House School. Induction and tralnlng of Truste9$ I new Trustees undertake indudion and training the content of whKh depends on the individual's knowledge of the Foundation and professional experience. Trustees are encouraged to attend appropriate seminars and training courses. The Trustees. organisational structure and dacislon making The Trustees meet al least 3 times per year and mor6 regularfy rf required. Gwen the objectives of the Foundation a Sub Committeg Structure is not required. Trustee meetings conslder all appropriate matters but are primarily focused on the fundraising activits.es of the FoundalKJn. The Trustees comprise all the directors of the company. The Trustees, all of whom served throughout the year lo 31 August 2023. unless noted below are as listed on page 1. OBJECTIVES AND PRINCIPAL ACTIVlllES Objects The objects of the F￿ndation to advancg education by the provision of funding. asslslance and support lo D￿ne House School. Alms and intended irnpact The Foundation exists to provide supt)C)rt to Downe House Sch¢)ol in furtherance of its objects. Policy and objectives for thtr year The main policies and objectives for the year are lo raise funds for educational building projects al Downe House Schod.

Downe House Foundation Report of the Trustees'(continued) Grant Maklng Pollcy The Foundation will make donations lo Downe House School for Specif￿ projects at the discretion of the Tru51ees. Publle Benef5t Having regard to the general guidanee on Public Benefit from the Charity Commission. as sel out in section 17 of the Charities Act 2011, the objectives of the Foundation include thg furtherance of educatton by the Provision of fijnding. assistance and support to Downe House School. Fundraising The principal source of funds consists of donations in support of the Downe House 10 Year vlsion which seeks lo raise funds for capital projects. Expendlture All expenditure has been in support of the objects of the Foundation. The majority of costs associated with the fundraising activities of the Foundation are incurred by Downg House School. During the year the Foundation did not make a donalion to Downe House School. Investment Pollcy In order to safeguard assets arising from donations the assets of the Foundation are held as cash balances. 11 is considered inappropriate to expose such assets to possible investment risks and losses. Financial Review Achlovgment$ and P¢rfarman¢• Review ofthe year The Foundation has received £0.1 m12022 £0.Oml in donations. The net assets of the Foundation at 31 August 2023 were £0.5m12022 £0,4ml. The Twslees consider that the level of net incoming resources is appropriate lo the objectives of the Foundation. ReseTVOS Pollcy As described in note 6, the Foundation's reseNes are fully Tepresenled by net current assets. There are no free funds beyond the exlenl of these assets and commitmenls. The Trustees consider that the existing level of reserves is appropriate for the needs of the Foundation. This poI￿Y TS reviewed al least annualty. Unrestricted funds comprise accumulated surpluses and deficf(s on general funds. They are available for use al the discretion of the Trustees in furtherance of the general charitable obje¢tivgs. Reslrfcled funds are sublect to specific condillons Imposed by the donors.

Downe House Foundation Report of the Trustees (continued) Rlsk Assessment In the light of the Corporate Govemance guidance contained within the Statement of Recommended Practice "Accounting and Reporting by Ch8nties IFRS1021" (revised 2015}, the Trustees have examined the major risks faced by the Foundation. A system of controls has been pul in place to monitor and miligate, where possible, the major risks identified and their impact on the Foundation. Risks are identified and assèssed and controls are established throughout the year. A fomial review ofthe risk management process is undertaken on an annual basis. The followlng key risk areas are considered.. Govemance & Managernent. Potential missed fundraising opportunities. Appropriate due diligence regarding acceptance of donations. Govemancg & Managament. The day to day managernenl of Ihe Foundation is delegated to the Headmistress. Assistant Headmistress IFoundalion} and Finance Bursar of Downe House S¢hool. The Trustees meet al least 3 limes per year and more regular￿ if required. Twslee rneetings consider all appropriate matters bul are primarily focusfjd on the fundraising aclivlties of tha Foundation. Donation sources 11 is an￿cipated that thg primary source of donations will be parents or past parents of the pupils of Downe House School and alumnae. although fundraising activities include all argas of potential donations that can be identified. Plans for Futuro Years rhe Foundation intends to conlinug to raise funds in furtheranco of its objects. Statement of Trustsgs, responslbilitles The Trustees (who are also directors of Downe House Foundation for the purposes of company lawl are responsible lor preparing the Trustees, Annual Report and the f5nancial slalements in accordance with applicable law and regulab'ons. Company law requires the Trustees to prepare financial slalemenls for each financial year. Under that law the Trustees have prèpared the financial statements in accordance wrth United Kingdom Generally Accepted Accounting Practice Iunited Kingdom Accounting Stsndards and applicable lawl. Under company law the Trustees must not approve the financial slalements unless they are sats'sfied that they give a true and fair view of the ststo of the affairs of the charitable company and of the incoming resources and application of resources, Including the income and gxpenditure. of the charitable company for that year. In preparing these financial statements, the Trustees are requlred to.. select suitable accounting policies and then apply them consislenlly. observe the methods and principles in the Charities SORP., make judgments and estimates that are reasonable and prudentr. state whether applicable UK Accounting Standards have beèn followed, sublecl lo any material departures disclosed and explained in the financial stalemenls.. and prepare the financial stslemenls on the going concern basis unless il is inappTopri8le to presume that the charitable company will continue in business. The Trustees are responsible for keeping adequate accounting records that are sufficient lo show and explain the charitabl8 company's transactions and disclose with reasonable accuracy at any lime Ihfj financial position of the charitable company and enable them to ensure that the financial slalemenls comply with the Companies A¢t 2006. They are also responsible for safegvarding the assets of the chaiilable company and hence for taking reasonable steps for the prevention and detection ol fraud and other iiregularities.

Downe House Foundation Report of the Trustees (continued) Statement of Trusteos, rosponslbllitlès Icontlnu8dl The Trustees are responsible for the maintenance and inlegrty of the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of rinancial statements may differ from legislation in olher jurisdictions. Statement on dlsclosure of Infomiation to the audltors So far as the Trustees are aware.. there is no relevant audlt information of wl)ich the charitable company's auditors are unaware-, and the Trustees have tsken all steps Ihal they ought lo have taken to make themselves aware of any relevant audll information and lo establish that the audllors are aware of that information. Independent Auditors The auditors, Pricewaterhousecoopers LLP, hav8 indicated their willingness lo continue in office a resolution concerning their appointment wlll be proposed al the December 2023 Board Meeting. Rgport of the Trustees slgnod on bèhalf of the Board ofTru$te8s on 4 December 2023 SK McNair Scott Chair

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Downe House School

Independent auditors’ report to the members of Downe House Foundation

Report on the audit of the financial statements

Opinion

In our opinion, Downe House Foundation ’s financial statements (the “financial statements”):

We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise: the balance sheet as at 31 August 2023; the statement of financial activities including the income and expenditure statement and the cash flow statement for the year then ended; and the notes to the financial statements, which include a description of significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charitable company’s ability to continue as a going concern for a period of at least twelve months from the date on which the financial statements are authorised for issue.

In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the charitable company’s ability to continue as a going concern.

Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these responsibilities.

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Downe House School

With respect to Report of the Trustees, we also considered whether the disclosures required by the UK Companies Act 2006 and Charities Act 2011 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Report of the Trustees

In our opinion, based on the work undertaken in the course of the audit the information given in the Report of the Trustees for the period ended 31 August 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Report of the Trustees.

Responsibilities for the financial statements and the audit

Responsibilities of the trustees for the financial statements

As explained more fully in the Trustees’ Responsibilities Statement , the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the trustees are responsible for assessing the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditors’ responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with 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 procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the group and its industry/environment, we identified that the principal risks of non-compliance with laws and regulations related to employer related legislation, health and safety law and standards imposed by the Independent Schools Inspectorate, and we considered the extent to which noncompliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Charities Act 2011 and Regulation 15 of The Charities (Accounts and Reports) Regulations 2008. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to fraudulent transactions designed to overstate the financial performance and position of the charity. Audit procedures performed by the engagement team included:

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

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Downe House School

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

We have no exceptions to report arising from this responsibility.

Entitlement to exemptions

Under the Companies Act 2006 we are required to report to you if, in our opinion, the trustees were not entitled to: prepare financial statements in accordance with the small companies’ regime; take advantage of the small companies’ exemption in preparing the Trustees’ Annual Report; and take advantage of the small companies exemption from preparing a Strategic Report. We have no exceptions to report arising from this responsibility.

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Mark Billingham (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors Birmingham 4 December 2023

Downe House Foundation Statement of financial activities including the income and expenditure account for the year ended 31 August 2023 Unr•strfGt•d Restricted fund5 funds £'ooo £'ooo Total 2023 £'ooo Tot81 2022 £'ooo Note$ INCOMING RESOURCES Donatlons an¢J le9acle$ 87 87 18 Totsl Incomo and ondowments 87 87 18 RESOURCES EXPENDED Expenditure on charitable actNilies Totsl expendlturo 17) 17) {71 17} 171 80 13} 13} 15 NET INCOME 87 BEFORE TRANSFERS Transfers be￿een funds NET MOVEMENT IN FUNDS 171 87 80 15 All amounts derive from continuing activities. All gains and losses re¢ognised in the year are included in the stslement of financial activities inclutjing the Income and expendllure account. There is no malerlal difference between the nel movement in funds for the year above and their historical cost equivalents.

Downe House Foundation 10 Balance Sheet as at 31 August 2023 Notes 2023 £'ooo 2022 £'ooo Current assets Cash at bank and in hand 521 445 521 445 Creditors.. amounts falling due within one year Nel current assets 14} 517 {81 437 Total assets less current liabilities 517 437 Net assets Repre5tsnled by.. Restricted funds 321 234 Unreslri¢led funds.. Retained income 196 203 Total funds 517 437 The financial stalements have been prepared in awrdance with the special piovisions relating to companies subject to the small companies regime wflhin Part 15 of the Companies Act 2006. 'The Small Companies and Groups (Accounts and Directors. Report) Regulations 2008.. The financial stslements on pagès 9 to 16 were approved by the Tnjstees on 4 December 2023 and s￿ned on their behalf b SK McNair Scott Chair

Downe House Foundation 11 Cash flow statement for the year ended 31 August 2023 2023 £'ooo 80 £'ooo 2022 15 Nel incoming resources (Decreaselllncrease in Creditors Nel cash inflow from operating actiwties Increase In cash In the year Cash and cash equivalents at stsrt ofyear Cash and cash oqulval&nts at end of y&ar 76 18 76 18 445 427 S12 445

Downe House Foundation 12 Notes to the financial statements for the year ended 31 August 2023 Principal accounting policies Downe Hous8 Foundation (The Foundalionl is a charitable company limited by guarantee and a UK registared charity governed by its Memorandum and Articles of As50Cl81ion - company registered number 9094389 and charity registration nurnber 1159259. The Foundation is a public benefit entity. The address of its regisleTed office is Downe House School, Cold Ash, Thalcham, Be￿8h¢re. RG18 9JJ. The financial slalemenls have been prepared in accordance with applicable Accounting Standards in the Unilad Kingdom including Financial Reporting Standard 102 IFRS 1021, Companies Act 2006 and the Chariti&s Act 2011. In prep8ring the financial statements the Foundation has foSlowed best practice as sel out in the Sialement of Recommended Practice"Accounling and Reporting by Charilies IFRS 1021. {revised 201 $1. The financial statements have been prepared in accordance with the special provisions r8181ing lo Companies subject lo Ihe small companies regime within Part 15 of the Companigs Act 2006, 'The Small Companies and Groups (Accounts and Directors. Report) Regulations 2008., A summary of the more important accounting policies of the Foundation, which have been applied consist8ntly. is sel out below. Bas15 of accounting The financial statements have been prepared on a going concem and accruals basls under thg hlslorical cost convention. The functional and presenlalional currency is £ sterling. The Direclgrs consid&r it appropriate lo adopt the going concern basis and have not identified any material uncertainties in the year ol al least 12 months from the date of apprDval of the finan¢ial slalemenls. After making enquiries the Directors have a reasonable expeclats'on that the Foundation has adequate resources to continue in operation for the foreseeable future. The exemption under s1.12 of FRS 102 has been taken not lo disclose full details of the Foundation's financial instruments as thesè details are included within the consolidated financial statements ol Downe Hous& School. Donatlon$ All donations ar6 shown in the statement of financsal actlvtties under incoming resour¢os and are accounted for on 8 recewable basis when receipt is considerèd by th8 Directors lo be probable. Irrecoverable VAT Any irrecoverable VAT is charged lo the slalement of financial activities. or capftalised as part of the cost of the related asset, where appropriate. Expenditure All expenditure is included on an accruals basis and is recognis8d when there is a legal or constructive obligation lo pay for expenditure. Govemance costs comprise the costs of running the Foundation, Including external audit, any leoal advice for the Trustees and all the Costs of complylng with constitutional and statutory requirements such as the costs ot Board and Committee meetings. Ro¢ognltlon of liabiliti&$ Liabilities are recognised when an obligation arises to Ir8nsfer economic benefits as a result of past transactions or events.

Downe House Foundation 13 Notes to the financial statements for the year ended 31 August 2023 (continued) Principal accounting policies (continued) Fund accountlng Unreslricled funds comprise accumulated surpluses and deficits on general funds. They are available for use al the discretion of the Trustees in furtherance of the general charitable objectives. Rgslrictsd funds are funds subject lo specific conditions imposed by the donors. Critical accounting jud9ements and ostimation uncèrtainty Eslimales and judgements are continually evaluated and are based on hlslorical experience and other relevant factors including expectations of future events that are believed to be reasonable in the circumstsnces. Th& Directors do not believe that any critical judgements have been mad& in preparation of the financial slalements but the tollowing significant estimales have been made. Accruals and Prepayments are primarily a reflection of timing differences. Where estimates are required these are based on historical evidence. Donations and Legacies 2023 £'ooo 2022 £'ooo Donations 87 18 Totsl donatlons and lega¢les 87 18 Net income 2023 £'ooo 2022 £'ooo Auditors. remuneration for audit S&rV￿eS, net ol val for tax compliance servlces. nel of val vat on audit services The avarage number of employees in the year, calculated on a full Ilme equivalent basis. was nil 12022 Nil}. Taxation Thg Foundation was a registered charity throughout the year and, as such, was not liable to Corporation lax on the Surplus of income over expenditure for the year. The Fovndalion is not registered for VAT and accordin9ly, all Ils expendlture Is recorded incluslve of any VAT Incurred.

Downe House Foundation 14 Notes to the financial statements for the year ended 31 August 2023 (continued) 5 Creditors: amounts falling due within one year 2023 £'ooo 2022 £'ooo Accruals and deferred Income 6 Analysis of net assets between funds The nel assets are held for the various funds as follows.. Not current assets £'ooo 2023 2022 Total £'ooo Total £'ooo Restrictèd funds 321 321 234 Unrestricted funds 196 196 203 517 517 437 7 Funds Total 1 Septembor Incoming Resources 2022 r•sourc•$ axponded Transfors £'ooo £'ooo £'ooo £'ooo Total Irhvestment 31 August gains 2023 £'ooo £'ooo Restrlct&d fund$ Restricted fund 234 87 321 Unrestrlctod funds Retained income 203 171 196 T¢tal lunds 437 87 17) 517 Both fijnds seek to Taise funds for Capital projects al Downe House School.

Downe House Foundation 15 Notes to the financial statements for the year ended 31 August 2023 (continued) 8 Financlal commitments Oparatlnglgases At 31 August 2023 the FoundalKJn, had no annual commitments undgr non-cancellabie op8rating leases12022 £Nil}. 9 Trustees The Trustees do not receive any remuneration. Ex￿￿se8 reimbursed for Iravelling undertaken on behalf of the Foundation amounted lo £Nil 12022 £Nill. No oth¢r key management personnel a employed by the Foundation. 10 Capital The Foundation is a company limited by guarantee. Each member has untJertak¢n lo contribute £1 lo the 85sets of the company to rneel its liabilities il called on to do so. The total amount guaranteed by m8mb&rs al 31 August 2023 was £412022 £41. 11 Related party transactions Trustegs donated a lolal of £19712022 £NII} during the year. 12 Ultimate parent company and controlling party The directors regard Downo House School, a company limited by guarantee and règistered in England and Wales, as the company's ultimate parent undertaking and controlling party. Downe House School is the largest and smallest group of which the company is a member and for which group consolidated financial statements are PTepared. The financial statements of Downe House School may be obtained from the Company Secretary al the Company's registered office on page 1.

Downe House Foundation 16 Notes to the financial statements for the year ended 31 August 2023 (continued) 13 Comparative Statement of Financial activities for the year ended 31 August 2022 Unr8Strict8d R•stri¢tèd fund$ funds £'ooo £'ooo Total 2022 £'ooo Totsl 2021 £'ooo Notès INCOMING RESOURCES Donations and ￿gaC￿9s Total in¢omè and endowments 18 18 82 18 18 82 RESOURCES EXPENDED Expendilure on charitable actNities Total expenditure 131 131 131 {3 131 15 151 151 77 NET INCOME 18 BEFORE TRANSFERS Transfers be￿9￿ funds NEfMOVEMENT IN FUNDS {3} 18 15 77