Registered number: CE002651 Charity number: 1159986
The Titsey Foundation CIO
Trustees’ report and financial statements for the year ended 30 September 2023
The Titsey Foundation CIO
| Page | |
|---|---|
| Reference and administrative details of the charity, its trustees and advisers | 1 |
| Trustees' report | 2 - 7 |
| Independent auditors' report on the financial statements | 8 - 10 |
| Statement of financial activities | 11 |
| Balance sheet | 12 |
| Statement of cash flows | 13 |
| Notes to the financial statements | 14 - 29 |
The Titsey Foundation CIO
Reference and administrative details of the charity, its trustees and advisers
| Trustees | The Earl of Woolton, Chairman |
|---|---|
| Mr Ewen Cameron | |
| Mr John St John | |
| Mr Simon Vandeleur | |
| Company number | CE002651 |
| Charity number | 1159986 |
| Registered office | c/o Strutt & Parker |
| 201 High Street | |
| Lewes | |
| BN7 2NR | |
| Principal operating office | Titsey Place |
| Titsey | |
| Oxted | |
| Surrey | |
| RH8 0SD | |
| Managing agents | Strutt & Parker |
| 201 High Street | |
| Lewes | |
| BN7 2NR | |
| Governor | G A Innes |
| Independent auditors | Chavereys Audit Limited |
| The Goods Shed | |
| Jubilee Way | |
| Faversham | |
| Kent | |
| ME13 8GD | |
| Accountants | Chavereys Limited |
| The Goods Shed | |
| Jubilee Way | |
| Faversham | |
| Kent | |
| ME13 8GD | |
| Bankers | C. Hoare & Co |
| 37 Fleet Street | |
| London | |
| EC4P 4DQ | |
| Solicitors | Stone King LLP |
| Boundary House | |
| 91 Charterhouse Street | |
| London | |
| EC1M 6HR | |
| Investment advisers | Schroder & Co Limited |
| 100 Wood Street | |
| London | |
| EC2V 7ER |
1
The Titsey Foundation CIO
Trustees’ report for the year ended 30 September 2023
The Trustees are pleased to present their report, together with the financial statements of The Titsey Foundation CIO (the "Foundation") for the year ended 30 September 2023.
Trustees
The Trustees who served during the financial year and since the year end were: The Earl of Woolton (Chairman)
Mr Ewen Cameron Mr John St John Mr Simon Vandeleur
The Earl of Woolton was re-elected to serve a further term of 5 years as a Trustee of the Foundation, with effect from 1 January 2023.
Structure, Governance and Management
The Foundation was incorporated on 16 January 2015 as the successor of the charitable activities and assets of the former unincorporated charitable trust, The Titsey Foundation (previously registered under number 277943) which had been established by a trust deed on 26 April 1979.
The Foundation operates under its Constitution.
The management of the Foundation is the responsibility of the Trustees. In turn, the Trustees have appointed Mr G A Innes as the Governor, effectively the unpaid chief executive of the Foundation, to manage the day to day running of the Foundation. The Trustees wish to record their on-going thanks to Mr Innes for his dedicated work on behalf of the Foundation.
The Trustees are regularly briefed by Chavereys Limited, Stone King and Strutt & Parker on accountancy, legal and property management issues respectively, and are confident that they are receiving appropriate specialised advice to enable them to effectively fulfil their duties as trustees.
There are two subcommittees of the Trustees with delegated powers and a requirement to report back to the Trustees on their deliberations:
Investment (comprising The Earl of Woolton & Mr John Innes (co-opted))
Titsey Place Management (comprising The Earl of Woolton & Mr Cameron)
The Trustees continue to administer the Foundation, meeting three times a year to discuss matters relating to the Foundation, though some of their work is delegated to the subcommittees of the Trustees and the day to day management of the Foundation is carried out by the Governor with the support of the Managing Agents.
The Trustees do not consider it necessary to appoint any further trustees at present, but continue to keep the position under review.
Objects & Objectives of the Foundation
The Foundation's objects are the advancement of education, the relief of poverty, the advancement of religion and the promotion and aid of such other purposes as are recognised by English law to be exclusively charitable and in particular and without prejudice to the foregoing:
the preservation for the public benefit of the whole of such part or parts of the buildings and their grounds and surroundings known as Titsey Place in the County of Surrey (“Titsey Place”) as shall or may hereafter be vested in the charity trustees;
the protection and improvement of the amenities of Titsey Place for the public benefit;
2
The Titsey Foundation CIO
Trustees’ report for the year ended 30 September 2023
the preservation for the public benefit of furniture and pictures and chattels of any description ordinarily kept at Titsey Place;
the facilitation and encouragement of the study and appreciation of Titsey Place and such furniture, pictures and chattels aforesaid by the general public;
the provision at Titsey Place or such part of it as shall be appropriate in the interest of social welfare and for the purpose of improving the conditions of life for the persons whom the same are intended of facilities for physical recreation which shall be available to members of the public at large; and
the facilitation and encouragement of the use and occupation of the whole or part of Titsey Place and the use of such chattels as aforesaid for charitable purposes." The Trustees' main strategic objectives are;
to continue to improve and maintain Titsey Place and the other land and buildings used by the Foundation to the highest standards for the public benefit
to encourage and promote members of the public to visit Titsey Place and its grounds; and
to provide the highest standard of education and advice to visitors.
Charitable Activities
Public Benefit
The Trustees confirm that they have complied with their duty in section 17(5) of the Charities Act 2011 to have due regard to the guidance published by the Charity Commission on public benefit in exercising their powers. In terms of reporting on public benefit, the statement of activities set out below is in their view sufficient evidence of compliance.
The Foundation undertakes a range of activities in furtherance of its charitable objects and for the benefit of the public.
The Foundation's activities during the year can be summarised as follows:
Preservation of Titsey Place, The Buildings, Grounds and Surroundings
The Foundation continues to preserve and protect Titsey Place and its associated buildings to the highest possible standards so that visitors may enjoy the house and grounds in their intended state, as a lived-in family home and working estate.
The Trustees’ have a 20 year Woodland Management Plan for improving public access, conservation and to maximise short term income from the sale of timber (as approved by the Forestry Commission). The Trustees consider the maintenance of these woodlands, for the protection of the environment and for the enjoyment of the public, is a key way in which the Foundation provides a benefit to a wide section of the public.
During the year the Trustees considered the outcome of the latest Quinquennial Review, for the period 2022 – 2027, with the Managing Agents to identify what planned improvements needed to be considered. The Trustees were pleased to note that the Review did not identify any items of material concern, other than the on-going need to continue to carry out appropriate maintenance of Titsey Place.
The Trustees are also moving forward with the long term plans for the replacement of the oil fired boiler at Titsey Place. Currently the boiler requires 3 large oil tanks, and the boiler itself is of an advanced age, likely to need to be replaced in the near future. The Trustees are keen to ensure that future heating arrangements are both sustainable and, as far as possible, environmentally suitable. The Trustees have considered various options. It was noted that the use of solar panels on the roof at Titsey Place would not be possible, due to the direction that the roofs face, and the number of chimneys on the roofs. The Trustees also discounted the potential for using a wood chop boiler, or an air source heat pump, as neither would be sufficient for Titsey Place’s purposes. The Trustees are therefore considering the potential for a ground source heat pump solution, and are investigating potential costs.
In addition, the Trustees have been engaged in upgrading the private water supply arrangements for the Foundation. This work has been carried out in three phases. The first phase was to connect the existing reservoir to a new borehole dug by the Titsey Estate Company at Clark’s Lane Farm.
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The Titsey Foundation CIO
Trustees’ report for the year ended 30 September 2023
Phase 2 of the works involves the creation of a new reservoir system following the identification of a leak in the old reservoir. The initial works involved installing two temporary water tanks to bypass the leaking reservoir, whilst the new reservoir is constructed. Phase 3 will see the replacement of the water pipes running along Pilgrims Lane which supply the Foundation’s residential properties and Pilgrims Farm.
The Foundation has also submitted Listed Building Consent and Planning Applications for the work required to be carried out to restore the Dovecote, and it is hoped that this work can then commence next year.
Visitors to Titsey Place and Gardens
The 2023 Public Opening Season was the 30th year of the house and gardens being fully open to the public. Titsey Place, the Gardens and the tea rooms were opened to the public in mid-May 2023 and remained open until the end of September 2023.
During the season from May through to September, the Foundation had approximately 4,575 visitors to the house and gardens, which was an increase on the previous year. The Foundation continued to operate within the maximum level imposed by the Planning Authority of 5,000 annual visitors to Titsey Place itself.
A review on Trip Advisor from June 2023 commented:
“This hidden gem of a privately owned historic house and gardens in only open on Wednesday and Saturdays in the summer months. The guided tour was exceptional and full of interesting historical facts. They also have four Canaletto paintings which are magnificent. Take the time to visit and you will not be disappointed.”
The Trustees were pleased that the National Garden Scheme requested to use the Tea Rooms to host their Surrey Gardener Owners Lunch, during which there was an opportunity to tour the gardens. The Foundation was pleased to welcome NGS back to Titsey Place. Opening the gardens for the NGS days also raised £3,831 for the charity.
The Foundation also hosted an awards ceremony at Titsey Place for the Order of St. John and the NHS to give awards to families of people who have died and donated their organs for transplant. The awards ceremony took place in the presence of a representative of the Lord Lieutenant of Kent and approximately 20 families were present.
Online resources
The Titsey website (www.titsey.org) provides a detailed history of the house and grounds as well as practical information for visitors. The website continues to act as a valuable resource for those who wish to learn more about Titsey and the Gresham and Leveson Gower families.
During the year the Foundation updated its website, and the new website includes an impressive welcome video that shows Visitors what to expect if they decide to visit Titsey Place, with some stunning drone footage.
Future Plans
At each meeting of the Trustees, plans for the management of the Titsey Estate and its grounds are produced by the Managing Trustees and debated by the Trustees.
Grant Funding
The Foundation makes grants on an occasional basis to support local charities and voluntary organisations. During the year the Trustees made grants to Limpsfield in Bloom £100, Kent Surrey Sussex Air Ambulance £300 and St Peter's Parish Church £750. Grants of £13,000 were made to Tandridge Voluntary Action in both the calendar years 2022 and 2023 and a further grant is expected to be made in the current year.
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The Titsey Foundation CIO
Trustees’ report for the year ended 30 September 2023
Financial Review
The net income for the year was £232,994 (2022 - £2,104,382), the substantive decrease was due to the fact that the previous year’s figure includes a revaluation of the Redlands Moorhouse Site. Total income for the year was £1,407,002 (2022 - £1,215,102). Income from charitable activities was £281,969 (2022 - £242,857). This was primarily from Public Benefit activities.
Charitable expenditure relates to expenditure associated with managing Titsey Place, the gardens and the associated properties, together with the costs of facilitating public access to Titsey Place and its gardens. In addition, a small number of donations were made to the local community.
For accounting purposes, the charitable expenditure is analysed between: Costs directly associated with Titsey Place and the gardens, and the woodlands The cost of managing and maintaining the other properties associated with the historic house, including St James’s Church
Titsey Place and gardens
The expenditure comprises day to day running costs, the costs associated with facilitating public access and the cost of repairs and preservation works.
The expenditure in the year on Titsey Place and gardens was £458,962 (2022 - £494,900).
Estate costs
This expenditure comprises the direct costs relating to the wider Estate, including St James’s Church, and its management and was £396,900 (2022 - £367,103) in the year. Input VAT is also incurred on the charity’s expenditure, the majority of which cannot be recovered. During the year the irrecoverable VAT was £80,349 (2022 - £104,627).
Gains on investments totalled £187,688 (2022 - £1,993,583).
Investment powers and policy
The Foundation has the power to invest funds in accordance with the provisions of its Constitution.
The Foundation was established to maintain and preserve Titsey in perpetuity. The Constitution places no restriction on the Trustees’ power to invest the monies of the Foundation. The Trustees have agreed that the investment portfolio of the Foundation should continue to be run on a discretionary basis by Schroder & Co. Limited, with the objective of growing the capital over the long term. The objective is to be achieved by investment in a portfolio invested primarily in equities with a smaller allocation in hedge funds, private equity, fixed interest and cash.
At the start of the year the investment portfolio was valued at £6,875,643 and by the end of the year it was valued at £7,580,510, comprising listed investments of £7,580,510 (2022 - £6,875,643).
The portfolio made a cumulative return of 4.7% over the 12-month period; the comparative cumulative return benchmark used by the Trustees to monitor investment performance was 10.3%.
Risk management
The Trustees have reviewed the significant risks to which the charity is exposed and have ensured that there are sufficient controls to manage those risks. During the year the Trustees have continued to review and update the Foundation’s risk policy.
The Trustees have a risk management strategy which comprises a regular review of the risks the Foundation may face, the establishment of systems and procedures to mitigate those risks identified, and the implementation of procedures
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The Titsey Foundation CIO
Trustees’ report for the year ended 30 September 2023
designed to minimise any potential impact on the Foundation should those risks materialise. The Trustees confirm that they have examined the major risks to which the Foundation is exposed and that there are appropriate systems and procedures to manage those risks.
The main risks identified are:
the departure for whatever reason of the Governor – as the current Governor was appointed in 2013, the risk of his departure is considered low;
the reduction in income required to cover core expenditure. Trustees meet on a regular basis with their investment advisors to ensure that the assets of the Foundation are managed appropriately;
damage to or theft of the Foundation’s property with a continued focus on managing Titsey Place and the security arrangements that are in place;
health and safety issues which are managed in conjunction with the Managing Agents as many of these relate to the operation of the Estate. The Trustees pay particular attention to ensuring that the properties are well maintained and properly secured, and all associated risks minimised. All of the properties owned by the Foundation are included in a maintenance programme to ensure that they are put into a good state of repair and condition and kept in that state.
Reserves
The Foundation has total unrestricted funds of £42,638,961 (2022 - £42,405,967) and a balance, after taking account of the amount of reserves invested in the Foundation’s property assets, of free reserves of £8,412,739 (2022 - £8,117,759) which are invested to provide an income to pay for the running costs of Titsey Place and its grounds. The public have access to the parkland and woodland walks free of charge, though they are expensive to maintain and the Trustees continue to keep under review the admission prices charged to visitors (currently £10 per adult to visit both the House and the Gardens and £7.50 to visit the gardens only).
The Trustees have designated funds totalling £10,315,467 as follows:
£6,968,722 designated to represent the book value of heritage assets in the financial statements which are carried to fulfil the charitable objects of the Foundation and are not therefore considered readily realisable.
£2,250,000 designated to fund emergency or unplanned repairs as well as on-going maintenance of a significant nature to Titsey Place.
£250,000 is designated to enable income to be maintained in the event of let investment properties becoming totally or partially void or lettable at reduced rates, to cover significant bad or doubtful debts and major repairs and improvements to these properties.
£500,000 designated to fund the replacement of soft furnishings, mainly carpets and curtains.
£346,745 designated to fund an on going project to improve the water supply to the estate. The trustees have set aside as a designated fund the total estimated cost of the project. In the current period phase 1 of the project was completed.
Fundraising
In accordance with Section 162A Charities Act 2011, the Trustees of the Foundation confirm that:
-
(a) The foundation does not actively fun-raise from members of the public and relies upon its investment income and revenue from ticket prices and sales in the tea rooms to fund its charitable activity
-
(b) The Foundation does not make use of any professional fund-raisers and has not entered into any agreements with any commercial participators.
-
(c) Neither the Foundation nor any person acting on its behalf was subject to an undertaking to be bound by any voluntary scheme for regulating fund-raising, or any voluntary standard of fund-raising, in respect of the Foundation’s activities.
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(d) The Foundation has not received any complaints during the year in relation to fund-raising.
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(e) As the Foundation does not carry out any fund-raising activity it does not consider it necessary, at present, to have any arrangements in place to monitor fund-raising activity and has not needed to take any steps to ensure that any fund-raising activity is carried out in a way that protects vulnerable people and members of the public
6
The Titsey Foundation CIO Trustees, report for the year ended 30 September 2023 from the behawour as set out in SÈction 162AI2) Charities Att 2011. If the TnJstee5 decide to undertake fundraising activity appropriate arrdngernents would be put in pEace Statement of trustees. responsibilities The Tru5tee5 are responsible for preparing the Trustees. Report and the finantial 5tatetnents in accordance wirh applicable law and United Kingdotn Accounting Standards (United Kingdorn Generally Accepted Accounting Pratticel. Charity law requires the Trustees to Prepa financial statements for each financial year Nvhich give a true and kir view of the state of affairs of the Charity and of its incoming resotsrces and application of resources of Ehe CharY ftsr that period. In preparin8 these financial statements the TnJsLee5 are required to= 5elett suitable 2ccounting w>IleS and then apply them £onsisEentty- obsÈrvÈ the methods and princtples of the Charities 50RP {FRS 1021-. make judgements and accounung e5timate5 that are reasonable and prudenc • statr whether applicable UK Accounvng 5tandard5 IFRS 1021 have been followed, subjett to any material departures distlosed and explained in the finan021 sr2tements'. and prepare the financial sr3tsmenrs on the going concern basis unless it is inappropriace to presume that the Charity will continue in businw. The TnJ5tees are responsible for keeping adequate accounting records that are sufficitrO show and Èxplain the Charitls transactions and di5c105e with reasonable accurncy at any lime the financial position of the Chariry and enable them to ensure that the financial ststemenrs cornply wth the Chariues Act 2011. the Charity (Accounts and Reports) RegulaEions 2008 and the provisions of the Constytutyofi. They are aLso responsible for 5afeguardin8 Ehe assets of the Charity and hen¢e for raking aSOnable Steps for the wevention and detecuon of fraud and other irregularities. Disclosure of infoma¢ion to the auditor5 Each of the per50n5 who are Trustees at the time when this Trustee5' report is approved has confirmed thaL so far as that Trustee 15 awar< there is no relevant audit information of which the Charitls auditors are unaware, and that Trustee ha$ tsken all the Steps that Ought to have ttken as a Trustee in order to be aware of any informatyon needed by the Chariry's auditor5 in connection preparing their report and co e5tab1$5h that the Charitls auditors are awdre of that information This report V*3s ap roved by the Trustees 2nd $vgned on thr behalF by The Earl of Woolton 28 June 2024
The Titsey Foundation CIO
Independent auditor’s report to the trustees of the Titsey Foundation CIO
Opinion
We have audited the financial statements of The Titsey Foundation CIO (the 'Charity') for the year ended 30 September 2023 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard 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 30 September 2023 and of its result for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the Charities Act 2011.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Charity in accordance with the ethical requirements that are relevant to our audit of the financial statements 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 concern 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 relating to events or conditions that, individually or collectively, may cast significant doubt on the Charity’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Trustees' Report and Financial Statements, other than the financial statements and our auditor’s report thereon. The trustees' are responsible for the other information contained within the Trustees' Report and Financial Statements. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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 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 determine whether this gives rise to a material misstatement in the financial statements themselves. 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 in this regard.
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The Titsey Foundation CIO
Independent auditors' report to the trustees of the Titsey Foundation CIO (continued)
Matters on which we are required to report by exception
We have nothing to report in respect 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:
sufficient accounting records have not been kept; or
the information given in the financial statements is inconsistent in any material respect with the Trustees’ Annual Report; or
the financial statements are not in agreement with the accounting records; or
we have not received all the information and explanations we require for our audit
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the trustees' report.
Responsibilities of trustees
As explained more fully in the Trustees’ Responsibilities Statement set out on page 7, the trustees are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees 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 Charity’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 Charity or to cease operations, or have no realistic alternative but to do so.
Auditors' responsibilities for the audit of the financial statements
We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder.
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 auditor’s 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: We obtained a general understanding of the charity’s legal and regulatory framework through enquiry of management concerning their understanding of relevant laws and regulations and the entity’s policies and procedures regarding compliance.
We understand that the charity complies with the framework through:
Outsourcing property management, accounts preparation and tax compliance to external experts Subscribing to relevant updates from external experts, and making changes to internal procedures and controls as necessary
In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements, which are central to the charity’s ability to conduct its business, and where there is a risk that failure to comply could result in material penalties. We identified the following laws and regulations as being of significance in the context of the charity’s activities: the Charities Act 2011
FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Charities
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The Titsey Foundation CIO
Independent auditors' report to the trustees of the Titsey Foundation CIO (continued)
SORP (FRS 102)
Based on our understanding we performed the following specific procedures to gain evidence about compliance ith the significant laws and regulations identified above:
making enquiries of management and those charged with governance to understand their awareness of any on-compliance of laws and regulations
- inquiring about the policies that have been established to prevent non-compliance with laws and regulations by officers of the charity
The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The areas identified in this discussion were:
Manipulation of the financial statements via fraudulent journal entries
These areas were communicated to the other members of the engagement team not present at the discussion. The procedures we carried out to gain evidence in the above areas included:
- Testing journal entries in the underlying accounting records which are deemed to present specific risks
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the Charity's trustees, as a body, in accordance with Part 4 of the Charities (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 auditor’s 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 formed. .frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report.
==> picture [141 x 46] intentionally omitted <==
Iain Morris (senior statutory auditor) for and on behalf of
Chavereys Audit Limited Chartered Accountants and Statutory Auditors Faversham Date: 28 June 2024
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The Titsey Foundation CIO
Statement of financial activities for the year end 30 September 2023
| Note Income from Donations and legacies 4 Charitable activities 5 Investments 6 Other income Total income Expenditure on: Raising funds 7 Charitable activities 8 Total expenditure Net income before net gains on investments Net gains on investments Net movement in funds Reconciliation of funds: Total funds brought forward Net movement in funds Total funds carried forward |
Unrestricted Funds 2023 £ - 281,969 1,121,473 3,560 1,407,002 505,834 855,862 1,361,696 45,306 187,688 232,994 42,405,967 232,994 **42,638,961 ** |
Total funds 2023 £ - 281,969 1,121,473 3,560 1,407,002 505,834 855,862 1,361,696 45,306 187,688 232,994 42,405,967 232,994 **42,638,961 ** |
Total funds 2022 £ 13 242,857 971,707 525 |
|---|---|---|---|
| 1,215,102 | |||
| 242,300 862,003 |
|||
| 1,104,303 | |||
| 110,799 1,993,583 |
|||
| _2,104,382 _ | |||
| 40,301,585 2,104,382 |
|||
| 42,405,967 |
All activities relate to continuing operations.
The Statement of Financial Activities includes all gains and losses recognised in the year.
The notes on pages 14 to 29 form part of these financial statements.
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The Titsey Foundation CIO Registered number. CE002651 Balance sheet as at 30 September 2023 2023 2022 Note Flxed assets Tangible assets 12 133,242 82.377 Heritage assets 14 6.968.722 3.383.208 Investments Is 7.580.510 6.875.643 Investrnent properry 13 27.257.500 30.905.CQO 41.939.974 41.246,228 Current assets Debtors.. amounts falling due wtrhin year 345.046 199.599 Cash at bank and in hand 798.728 lJ23.490 1.143.774 1.523.089 Creditor5= amounts falling due wthin one ye)r 17 (444.787) 1363.350) Net current assets 698,987 1.159.739 Totsl net assets 42 638.961 42.405,967 Charity fund$ Designated funds 18 10,315,467 3.[.000 Generdl fvnds 18 32,323 494 39.405.967 42,638,961 42.405.967 638 961 42.405.967 The financial scarements were approved and authorised for is$ue by the TrwsTre5 and were sismed on its behalf by. The Earl ofwoolton Trustee Date.. 18 June 2024 The notes on page5 14 to 29 forni pan of these ffinanual st3Ments. 12
The Titsey Foundation CIO
Statement of cash flows for the year ended 30 September 2023
| Note Cash flows from operating activities Net cash expended on operating activities 20 Cash flows from investing activities Proceeds from sale of investments Disposals/(additions) to investment properties Additions to investments (Additions) to heritage assets Additions to tangible fixed assets Surplus from investing activities Net cash provided by investing activities Change in cash and cash equivalents in the year Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year |
2023 £ (553,257) 1,095,824 3,600,000 (1,565,503) (3,600,000) (88,568) 586,742 28,495 (524,762) 1,323,490 798,728 |
2022 £ (472,249) 1,884,045 (10,415) (1,158,931) (393,948) - 729,407 1,050,158 577,909 745,581 1,323,490 |
|---|---|---|
The notes on pages 14 to 29 form part of these financial statements.
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The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
1. General information
Titsey Foundation CIO is a charitable incorporated organisation, having restricted funds and incorporated in England and Wales (charity number: 1159986). The principal office is Titsey Place, Titsey, Oxted, Surrey, RH8 0SD.
The Charity's functional and presentational currency is GBP.
2. Accounting policies
2.1 Basis of preparation of financial statements
The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019) and the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).
CIO Status
The Titsey Foundation CIO 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.
2.2 Going concern
There are no material uncertainties about the CIO's ability to continue as a going concern. The CIO has unrestricted reserves of £42m and free reserves of £8m which is considered sufficient to enable it to continue as a going concern for the foreseeable future.
2.3 Fund accounting
General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Charity and which have not been designated for other purposes.
Designated funds comprise unrestricted funds that have been set aside by the Trustees for particular purposes. The aim and use of each designated fund is set out in the notes to the financial statements.
Investment income, gains and losses are allocated to the appropriate fund.
2.4 Income
All income is recognised once the Charity has entitlement to the income, it is probable that the income will be received and the amount of income receivables can be measured reliably.
Interest on funds held on deposit is included when receivables and the amount can be measured reliably. Dividends are recognised once the dividend has been declared and notification has been received of the dividend due. This is usually upon notification from investment managers.
Rental income is recognised net of VAT on an accruals basis in accordance with the relevant rental agreements.
Gifted assets are recognised at fair value when they meet the criteria for recognition as income.
14
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
2. Accounting policies (continued)
2.5 Expenditure
Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably.
Expenditure on raising funds consists of the costs of running the Charity's investment property portfolio and management fees payable to the investment managers.
Cost of charitable activities includes costs in relation to the preservation of Titsey Place and making the estate available to the public, as well as governance costs which are in relation to the Charity’s public accountability and compliance with regulation.
2.6 Tangible fixed assets and depreciation
Tangible fixed assets costing £1,000 or more are capitalised and recognised when future economic benefits are probable and the cost or value of the asset can be measured reliably.
A review for impairment of a fixed asset is carried out if events or changes in circumstances indicate that the carrying value of any fixed asset may not be recoverable. Shortfalls between the carrying amount value of fixed assets and their recoverable amounts are recognised as impairments. Impairment losses are recognised in the Statement of Financial Activities.
Tangible fixed assets are initially recognised at cost. After recognition, under the cost model, tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. All costs incurred to bring a tangible fixed asset into its intended working condition should be included in the measurement of cost.
Depreciation is charged so as to allocate the cost of tangible fixed assets less their residual value over their estimated useful lives.
Depreciation is provided on the following bases:
| Freehold land and buildings | - Nil |
|---|---|
| Plant and machinery | - 20-25% |
| Office equipment | - 25% |
| Improvements | - 5% |
2.7 Heritage assets
The Foundation's heritage assets comprise Titsey Place and its contents, Titsey Park, the Woodlands, St James Church in Titsey village and some of the surrounding farmland.
The heritage assets were acquired by way of gifts from the two founders and by subsequent purchase of a leasehold interest in the Woodlands. The Trustees' policy is to retain, manage and preserve these heritage assets for the benefit of the public and future generations. The Trustees do not envisage acquiring any further heritage assets, but capital improvements directly associated with these assets are also considered to be heritage in nature and are capitalised along with the underlying assets.
Expenditure incurred to maintain the assets is expensed as incurred.
15
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
2. Accounting policies (continued)
2.7 Heritage assets (continued)
Land and buildings encompasses Titsey Place, Titsey Park, St James' Church, the Woodlands and surrounding farmland.
The deemed cost of the land and buildings was derived from valuations undertaken just prior to the original donations from the Foundation's founders in 1979. St James' Church on Titsey Estate was subsequently transferred to the Foundation for £1 consideration. Additionally, the Foundation, as freeholder, bought out a leasehold interest in 157 acres of Woodland adjacent to the Estate 1997. As the Foundation's heritage land and buildings are considered to be both inalienable and have an almost indefinite useful life, they are not depreciated, but rather held at their original transfer value in the account subject to an impairment review.
Impairment reviews for all property are undertaken whenever there is evidence that the value of the underlying assets may be less than their carrying amounts in the accounts; no impairment has been required since the original transfer.
Heritage contents include furniture, pictures, porcelain and a library of books held within Titsey Place. As with the Land & Buildings, they were professionally valued in 1979 upon the transfer to the Foundation.
These are also considered to have an indefinite useful life and have therefore been capitalised at their original valuation when transferred to the Foundation, and are not depreciated.
Improvements consist of construction and other fixed assets additions directly attributable to the aforementioned heritage land & buildings which have been capitalised since the original transfer of the assets. Only those improvements which directly enhance the underlying heritage asset's value to the public have been classified as heritage assets.
Depreciation is provided on the following bases:
Freehold land and buildings - Nil Contents - Nil Improvements - 5%
2.8 Investment property
Investment property is carried at fair value. Revaluation surpluses are recognised in the Statement of Financial Activities.
2.9 Investments
Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the Balance Sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Net gains/(losses) on investments’ in the Statement of Financial Activities.
16
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
2. Accounting policies (continued)
2.10 Financial instruments
Financial assets and financial liabilities are recognised in the Balance Sheet when the Charity becomes a party to the contractual provisions of the instrument.
Investments in listed shares are classified as basic financial instruments. They are initially measured at transaction price and subsequently measured at fair value, with changes in fair value being recognised in profit or loss. Fair value is determined using the quoted bid price at the balance sheet date.
Trade and other debtors and creditors are classified as basic financial instruments and measured on initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the Charity will not be able to collect all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the Charity’s cash management.
3. Critical accounting estimates and areas of judgement
The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgements that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.
Investment properties valuation
Land and buildings are stated at fair value based on the valuation performed by an independent professional valuer, Strutt & Parker, with recent experience in the location and category of property valued. The valuer used observable market prices adjusted as necessary for any difference in the future, location or condition of the specific asset.
17
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
| 4. Income from donations and legacies Donations Legacies TOTAL 2022 5. Income from charitable activities |
Unrestricted funds 2023 £ - - - 13 |
Total funds 2023 £ - - - 13 |
Total funds 2022 £ 13 - |
|---|---|---|---|
| 13 | |||
| House admissions and tearoom income Rental income from heritage assets Woodland income TOTAL 2022 6. Investment income Rental income Investment income TOTAL 2022 |
Unrestricted funds 2023 £ 92,936 154,167 34,866 281,969 242,857 Unrestricted funds 2023 £ 932,985 188,488 1,121,473 971,707 |
Total funds 2023 £ 92,936 154,167 34,866 281,969 242,857 Total funds 2023 £ 932,985 188,488 1,121,473 971,707 |
Total funds 2022 £ 67,080 153,450 22,327 |
|---|---|---|---|
| 242,857 | |||
| Total funds 2022 £ 831,934 139,773 |
|||
| 971,707 | |||
18
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
7. Cost of raising funds
| Investment advice Property costs TOTAL 2022 |
Unrestricted funds 2023 £ 61,108 444,726 505,834 242,300 |
Total funds 2023 £ 61,108 444,726 505,834 242,300 |
Total funds 2022 £ 53,645 188,655 |
|---|---|---|---|
| 242,300 | |||
8. Analysis of expenditure on charitable activities
Summary by fund type
| Estate costs Titsey Place and Garden TOTAL 2022 |
Unrestricted funds 2023 £ 396,900 458,962 855,862 862,003 |
Total funds 2023 £ 396,900 458,962 855,862 862,003 |
Total funds 2022 £ 367,103 494,900 |
|---|---|---|---|
| 862,003 | |||
9. Analysis of expenditure on charitable activities
| Estate costs Titsey Place and Garden TOTAL 2022 |
Activities Undertaken directly 2023 £ 386,400 448,462 834,862 835,528 |
Support costs 2023 £ 10,500 10,500 21,000 26,475 |
Total funds 2023 £ 396,900 458,962 855,862 862,003 |
Total funds 2022 £ 367,103 494,900 |
|---|---|---|---|---|
| 862,003 | ||||
19
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
9. Analysis of expenditure on charitable activities (continued)
Analysis of direct costs
| Estate costs 2023 £ Staff costs including tearoom - Depreciation 48,610 Professional fees 78,892 Property account expenditure 42,769 Titsey Place and garden expenditure - Utilities 5,750 Insurance 32,312 Titsey Church expenses 3,834 Tree surgery 72,734 Irrecoverable VAT 80,349 Sundry expenses 18,633 Advertising - Tearoom expenses - Rates 2,517 Bad debts - 386,400 TOTAL 2022 353,866 |
Titsey Place and Garden 2023 £ 248,513 3,579 7,717 45,533 36,891 19,860 26,895 - - - 12,746 21,670 19,939 5,119 - 448,462 481,662 |
Total funds 2023 £ 248,513 52,189 86,609 88,302 36,891 25,610 59,207 3,834 72,734 80,349 31,379 21,670 19,939 7,636 - 834,862 835,528 |
Total funds 2022 £ 216,036 55,342 56,552 66,918 13,661 49,476 52,569 10,693 73,006 104,627 83,166 22,276 22,863 8,216 127 |
|---|---|---|---|
| 835,528 | |||
Analysis of support costs
| Governance costs TOTAL 2022 |
Estate costs 2023 £ 10,500 10,500 13,237 |
Titsey Place and Garden 2023 £ 10,500 10,500 13,238 |
Total funds 2023 £ 21,000 21,000 26,475 |
Total funds 2022 £ 26,475 |
|---|---|---|---|---|
| 26,475 | ||||
20
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
10. Auditor’s remuneration
| Fees payable to the Charity’s auditor for the audit of the Charity’s annual accounts Fees payable to the Charity’s auditor in respect of: All taxation advisory services not included above All non-audit services not included above |
2023 £ 2022 £ 12,000 24,775 1,000 900 8,000 1,800 |
|---|---|
11. Staff costs
| Wages and salaries Social security costs Contribution to defined contribution pension schemes |
2023 £ 222,113 21,553 4,847 248,513 |
2022 £ 193,913 17,994 4,129 |
|---|---|---|
| 216,036 |
The average number of persons employed by the Charity during the year was as follows:
| 2023 | 2022 | |
|---|---|---|
| No. | No. | |
| Estate staff | 12 | 12 |
No employee received remuneration amounting to more than £60,000 in either year.
Trustees’ remuneration and expenses
During the year, no Trustees received remuneration or other benefits (2022 - £nil).
During the year ended 30 September 2023, no Trustee expenses have been charged (although they have been incurred) (2022 – Nil) .
21
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
12. Tangible fixed assets
| Cost At 1 October 2022 Additions Disposals Revaluations At 30 September 2023 Depreciation At 1 October 2022 Charge for the period on owned assets Disposals At 30 September 2023 Net book value At 30 September 2023 At 1 October 2022 |
Improvements £ 2,235,327 72,943 - - 2,308,270 2,153,925 34,124 - 2,188,049 120,221 81,402 |
Plant, machinery and vehicles £ 101,355 15,625 - - 116,980 100,380 3,579 - 103,959 13,021 975 |
Office equipment 3,872 - - - 3,872 3,872 - - 3,872 - - |
Total £ 2,340,554 88,568 - - |
|---|---|---|---|---|
| 2,429,122 | ||||
| 2,258,177 37,703 - |
||||
| 2,295,880 | ||||
| 133,242 | ||||
| 82,377 |
22
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
13. Investment property
| Valuation At 1 October 2022 Additions Reclassified as heritage assets Loss on revaluation At 30 September 2023 |
Freehold investment property £ 30,905,000 - (3,600,000) (47,500) |
|---|---|
| 27,257,500 |
The 2023 valuations were made by Strutt & Parker, on an open market basis.
14. Heritage assets
Assets recognised at cost
| Improvements £ Carrying value at 1 October 2022 2,052,688 Reclassified from investment property - Depreciation (14,486) Carrying value at 30 September 2023 2,038,202 2023 2022 £ £ Additions 3,600,000 393,948 |
Land and buildings £ 450,557 3,600,000 - 4,050,557 2021 £ 380,299 |
Contents £ 879,963 - - 879,963 2020 £ 365,809 |
Total £ 3,383,208 3,600,000 (14,486) |
|---|---|---|---|
| 6,968,722 | |||
| 2019 £ 12,522 |
The Foundation's heritage assets comprise Titsey Place and its contents, Titsey Park, the Woodlands, St James Church in Titsey village and some of the surrounding farmland. During the year woodlands previously accounted for as investment property were reclassified as heritage assets, since in the opinion of the trustees these are not primarily held to realise investment income or gains.
23
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
15. Fixed asset investments
| Valuation At 1 October 2022 Additions Disposals Revaluations At 30 September 2023 Analysis of investments Equities Bonds Alternatives |
2023 £ 6,264,143 413,554 902,813 7,580,510 |
Listed investments £ 6,875,643 1,565,503 (1,007,291) 146,655 |
|---|---|---|
| 7,580,510 | ||
| 2022 £ 6,017,143 91,640 766,860 |
||
| 6,875,643 |
16. Debtors
| Due within one year Trade debtors Other debtors Prepayments and accrued income |
2023 £ 182,583 116,116 46,347 345,046 |
2022 £ 126,510 22,269 50,820 |
|---|---|---|
| 199,599 |
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The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
17. Creditors: amounts falling due within one year
| Trade creditors Other taxation and social security Other creditors Accruals and deferred income |
2023 £ 221,823 27,957 10,942 184,065 444,787 |
2022 £ 66,926 30,571 63,518 202,335 |
|---|---|---|
| 363,350 |
18. Statement of funds
Statement of funds – current year
| Balance at 1 October 2022 £ Unrestricted funds Designated funds Heritage assets - Lease replacement reserves 1,500,000 Repairs and improvements reserves 1,000,000 Soft furnishings renewal reserves 500,000 Water supply project - 3,000,000 General funds Reserves 39,405,967 Total unrestricted funds 42,405,967 |
Income £ - - - - - - 1,407,002 1,407,002 |
Expenditure £ - - - - (53,255) (53,255) (1,308,441) (1,361,696) |
Transfers in/(out) £ 6,968,722 (1,250,000) 1,250,000 - 400,000 7,368,722 (7,368,722) - |
Gains /(losses) £ - - - - - - 187,688 187,688 |
Balance at 30 September 2023 £ 6,968,722 250,000 2,250,000 500,000 346,745 |
|---|---|---|---|---|---|
| 10,315,467 | |||||
| 32,323,494 | |||||
| 42,638,961 |
25
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
18. Statement of funds (continued)
The heritage asset fund represents the book value of heritage assets in the financial statements which are carried to fulfil the charitable objects of the Foundation and are not therefore considered readily realisable.
The lease replacement reserve is designated to enable income to be maintained in the event of let investment properties becoming totally or partially void or lettable at reduced rates, to cover significant bad or doubtful debts and major repairs and improvements to these properties.
The repairs and improvements reserve is designated to fund emergency or unplanned repairs as well as on-going maintenance of a significant nature to Titsey Place.
The soft furnishings renewal reserve is designated to fund the replacement of soft furnishing, mainly carpets and curtains, at Titsey Place.
The water supply project is an on going project to improve the water supply to the estate. The trustees have set aside as a designated fund the total estimated cost of the project. In the current period phase 1 of the project was completed.
Statement of funds – prior year
| Balance at 1 October 2021 £ Unrestricted Funds Designated funds Lease replacement reserves 1,500,000 Repairs and improvements reserves 1,000,000 Soft furnishings renewal reserves 500,000 3,000,000 General funds Reserves 37,301,585 Total unrestricted funds 40,301,585 |
Income £ - - - - 1,215,102 1,215,102 |
Expenditure £ - - - - (1,104,303) (1,104,303) |
Transfers in/(out) £ - - - - - - |
Gains /(losses) £ - - - - 1,993,583 1,993,583 |
Balance at 30 September 2022 £ 1,500,000 1,000,000 500,000 |
|---|---|---|---|---|---|
| 3,000,000 | |||||
| 39,405,967 | |||||
| 42,405,967 |
26
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
19. Summary of funds
Summary of funds – current year
| Balance at 1 October 2022 Income £ £ Designated funds 3,000,000 - General funds 39,405,967 1,407,002 Total unrestricted funds 42,405,967 1,407,002 Summary of funds – prior year Balance at 1 October 2021 Income £ £ Designated funds 3,000,000 - General funds 37,301,585 1,215,102 Total unrestricted funds 40,301,585 **1,215,102 ** |
Expenditure £ (53,255) (1,308,441) (1,361,696) Expenditure £ - (1,104,303) (1,104,303) |
Transfers in/(out) £ 7,368,722 (7,368,722) - Transfers in/(out) £ - - |
Gains /(losses) £ - 187,688 187,688 Gains /(losses) £ - 1,993,583 1,993,583 |
Balance at 30 September 2023 £ 10,315,467 32,323,494 |
|
|---|---|---|---|---|---|
| 42,638,961 | |||||
| Balance at 31 March 2022 £ 3,000,000 39,405,967 |
|||||
| - | 42,405,967 |
27
The Titsey Foundation CIO
Notes to the financial statements for the year ended 30 September 2023
20. Reconciliation of net movement in funds to net cash flow from operating activities
| Net income for the year as per Statement of Financial Activities Adjustments for: Depreciation charges Surplus on investing activities (Increase)/decrease in debtors (Decrease)/increase in creditors Profit on sale of fixed assets Net gains on investments Net cash expended on operating activities 21. Analysis of cash and cash equivalents Cash and cash equivalents 22. Analysis of changes in net debt At 1 October 2022 £ Cash at bank and in hand 1,323,490 |
2023 £ 232,994 52,189 (586,742) (145,447) 81,437 - (187,688) (553,257) 2023 £ 798,728 Cash flows £ (524,762) |
2022 £ 2,104,382 |
|---|---|---|
| 56,023 (729,407) (16,364) 106,700 - (1,993,583) |
||
| (472,249) | ||
| 2022 £ 1,323,490 |
||
| At 30 September 2023 £ 798,728 |
28
The Titsey Foundation CIO
Notes to the financial statements
for the year ended 30 September 2023
23. Related party transactions
During the year, the CIO received rental income of £35,000 (2022 - £35,000) from the governor G A Innes and recharged expenses totalling £57,026 (2022 - £47,151) to G A Innes. At the year end G A Innes owed the CIO £12,771 (2022 - £10,942) . The CIO also received rental income from Pitchfont Farm Partnership, an entity in which G A Innes is a partner, of £37,000 (2022 - £37,000) . At the year end the CIO owed Pitchfont Farm Partnership, an entity in which G A Innes is a partner, £nil (2022 - £146).
24. Controlling party
There is considered to be no ultimate controlling party.
29