DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 


## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

## **ANNUAL REPORT AND FINANCIAL STATEMENTS** 

## **FOR THE YEAR ENDED** 

**31 MARCH 2023** 

Caring is our way of life 

Registered Charity No: 1163245 | Company No: 1293566 

60 Great Queen Street London, WC2B 5AZ www.rmbi.org.uk 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Contents** 

## **Pages Description** 

- 3 Financial Overview 

- 4-26 Report of the Trustees 

- 27-30 Independent Auditor’s Report 

- 31 Consolidated Statement of Financial Activities 

- 32 Consolidated Balance Sheet 

- 33 Consolidated Cash Flow Statement 

- 34-36 Principal Accounting Policies 

- 37-49 Notes to the Accounts 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **FINANCIAL OVERVIEW** 

2022/23 was a year of unprecedented challenges with widespread inflation and interest rate rises. As a company, we continued to demonstrate our resilience in an ever-changing economic environment. This year saw a redesign of RMBI Care Company’s business model of service delivery including our approach to marketing, simplified admissions, and recognising the increasing complexity of people in our care. This new operating model represents a major change to the way the Company operates by making it a simpler, transparent and more responsive to fast-changing market dynamics. Whilst it will take time to see the full impact, the RMBI Care Company is confident that the new profile provides a strong and enduring base on which the organisation can move forward. 

During 2022/23 our care homes have maintained strong quality and regulatory ratings as we navigated our way through various challenges post Covid-19 and financial pressures faced. Ensuring families have good access to their loved ones in our care has remained a strong priority for us and we are now better equipped for any similar future crises. 

The company has continued to make good progress on our ambitious 20-year Modernisation Plan. In August 2022, we sold a loss-making care home in Manchester and closed another care home in Berkshire, following the opening of our new-build Care Home Prince Philip Duke of Edinburgh Court. The new home will act as a blueprint for our future homes and it was a fitting tribute for the Home to be officially opened by His Royal Highness The Duke of Kent. The home has already received an international award in the category of ‘Health Care Design’ at the New York Muse Design Awards. 

During the year, income from charitable activities - almost all of which was generated by our care homes - increased by more than 7% to £46.98 million. As in previous years, payments from Local Authorities towards the care of our supported residents were far lower than the cost of providing high quality care. As a result, the RMBI Care Company provided charitable support for residents of over £12 million to cover this shortfall. 

The generous contribution from the Masonic community through donations, legacies and donations via the parent charity, Masonic Charitable Foundation (MCF), totalled £6.9 million. Income from investment and other activities amounted to £1.4 million. 

With continual efficiency improvements and cost controls, the expenditure of providing care during this financial year showed a below inflationary increase of 3% to £63.1m. 

The RMBI Care Company invested £3.4 million in improving care homes by refurbishing existing facilities and maintaining properties to the highest possible standards; providing our residents with a pleasant and comfortable environment. In addition, £1.6 million was invested this year on the new care home in Berkshire. 

The value of the RMBI Care Company's investment portfolio, inclusive of social investments, decreased during the year to £23.2 million. This decrease, after drawdown, reflected the overall decline of the broader financial markets last year. 

Over the next 10 years, we plan to replace a number of our care homes with new-builds, and look for locations for new Homes. In early 2023, we successfully raised £10m to support our future activities through a sustainable charity bond, which attracted both institutional and private investors to invest in our future. The bond also allows us to develop our sustainability strategy, which includes installing solar panels and electric car points at our Homes. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **REPORT OF THE TRUSTEES** 

The Trustees -who are also Directors of the Charity for the purposes of the Companies Act 2006 - present their combined Directors and Trustees report with the financial statements of the Charity for the period ended 31 March 2023. The Trustees have adopted the provisions of 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). 

## **Grand Officers, Trustees and Directors** 

## **Grand President** 

The Most Worshipful the Grand Master, HRH the Duke of Kent, KG, GCMG, GCVO, ADC 

## **Deputy Grand Presidents** 

|**eputy Grand Presidents**||
|---|---|
|The Pro Grand Master|MW Bro J Spence|
|The Deputy Grand Master|RW Bro Sir David Wootton|
|The Assistant Grand Master|RW Bro DJ Medlock, DL|
|The Assistant Grand Master|RW Bro AS Varley|



## **Grand Vice Presidents** 

|**rand Vice Presidents**||
|---|---|
|RW Bro DA Buswell|VW Bro CJ Caine|
|W Bro PE Cornish|RW Bro JE Moore|
|RW Bro JH Newman, OBE|RW Bro RJ Race, DL|
|W Bro J Reuther|RW Bro Willie Shackell, CBE|
|VW Bro RJ Wade|W Bro D Vine|
|W Bro RW Marks|Mr DR ff Innes|
|RW Bro Sir P Williams, OBE KStJ DL||



## **RMBI Care Company Board Members (Trustees)** 

|John Boyington, CBE|Chair|
|---|---|
|David Southern|Deputy Chair|
|Sushil Radia|Treasurer|
|Ian Newby|Director|
|Mark Constant|Director|
|Charlotte Miller|Director|
|Sylvia Short, OBE|Director|
|David  Snowdon|Director|
|Chris White|Director (resigned November 2022)|
|Martyn Yeats|Director|
|Malcolm Vede|Director|



The Masonic Charitable Foundation (MCF), as the Corporate Trustee, appoints the Chair and Treasurer of the Board of RMBI Care Company and endorses all other appointments. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Appointment of Trustees** 

The Charity has adopted the Charity Commission’s guidelines for best practice and has amended the selection process accordingly. 

## **Recruitment of Trustees** 

The Trustees of RMBI Care Company are appointed by the RMBI Care Company’s Nominations Committee and selected for their skills, experience and status within areas of expertise required by the Charity.   A review of Charity Governance and an annual skills audit informs any gaps identified.   Additional Trustees may be co-opted to the maximum of 15 Trustees. 

During 2022/23 a review of the Articles of Association was undertaken with parent consent from the MCF leading to submission to the Charity Commission for approval which was granted related to changes to the Objects and the number of Trustees increased from 12 to 15. 

In meeting the requirements of the Charity Commission Code regarding EDI all future Board appointments will be progressed through external ‘head hunter’ arrangements with the prime objective of increasing the diversity of the Board. 

## **Succession Planning** 

One third of Trustees stand down each year and can be re-elected for a further term of three years for three cycles up to nine years. Evaluation of the Trustee experience is carried out annually to ensure assessment and review of role. 

## **Induction and Training of Trustees** 

New Trustees and Non-Executive Committee Members receive a full induction and information on the role requirements and key information on the Organisation. Training modules have been introduced through e-learning for all Trustees to undertake, with GDPR and Diversity and Equality Training identified as mandatory. In addition, Trustees receive Safeguarding training from an external training professional. 

## **Principal Committees** 

## **Audit and Risk Committee** 

|**dit and Risk Committee**||
|---|---|
|Mark Constant|Chair|
|Sushil Radia|Treasurer|
|Chris White|Trustee (Stood down November 2022)|
|Martin Bevan|Non-Executive Committee Member|
|Neil Graham|Non-Executive Committee Member|
|Antony Cox|Non-Executive Committee Member|



## **Property and Maintenance Committee** 

|**perty and Maintenance Committee**||
|---|---|
|David Southern|Chair|
|Ian Newby|Trustee|
|Sylvia Short OBE|Trustee|
|Martyn Yeats|Trustee|
|Derek Weidner|Non-Executive Committee Member|
|Neil Parlett|Non-Executive Committee Member|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Finance and Investment Committee** 

|**ance and Investment Committee**||
|---|---|
|Sushil  Radia|Chair|
|Chris White|Trustee(stood down November 2022)|
|Mark Constant|Trustee|
|Martin Bevan|Non-Executive Committee Member|
|Dale Gilbert|Non-Executive Committee Member|
|Matthew Burrows|Non-Executive Committee Member|



## **Care and Quality Committee** 

|**e and Quality Committee**||
|---|---|
|Ian Newby|Chair|
|Sylvia Short, OBE|Trustee|
|David Snowdon|Trustee|
|Martyn Yeats|Trustee|
|Sarah Sheppard|Committee Member (stood down November<br>2022)|



## **Development and Delivery Committee** 

|Charlotte Miller|Chair|
|---|---|
|David Snowden|Trustee|
|Malcolm Vede|Trustee|
|Bert F. Van Herck|Non-Executive Committee Member|
|Richard Furter|Non-Executive Committee Member|



## **Senior Leadership Team (Executive Management)** 

|Mark LLoyd|Managing Director|
|---|---|
|Louise Bateman|Human Resources Director|
|Kevin Harris|Development Director|
|Marc Nelson-Smith|Property Director|
|Lal Ranasinghe|Finance Director|
|Karen Salley|Care Operations Director|
|Brett Edwards|Health and Safety Director|



## **Remuneration of Executive Management** 

The Charity’s policy is to reward Executive Management according to their expertise and experience. The Executive Management’s benefit package comprises of a basic salary, pension contribution, car allowance or company car and the option of private health provision. 

Basic salaries are reviewed annually against the charity sector as well as the wider professional market and information is presented to the RMBI Managing Director and Chairman for their consideration and then by the RMBI Care Company Remuneration Committee. No member of the Executive Management is able to make a decision on their own pay. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Actuaries and Consultants** 

First Actuarial LLP, Mayesbrook House, Lawnswood Business Park, Leeds, LS16 6QY 

## **Auditors** 

Knox Cropper LLP, Chartered Accountants, 153-155 London Road, Hemel Hempstead, Hertfordshire, HP3 9SQ 

## **Investment Advisors** 

Asset Risk Consultants Limited, 7 New Street, St. Peter Port, Guernsey, GY1 2PF 

## **Investment Managers** 

Thesis Unit Trust Management Ltd, Exchange Building, St John's Street, Chichester, West Sussex  PO19 1UP 

CCLA, Senator House, 85 Queen Victoria Street, London, EC4V 4ET 

Royal London Asset Management Ltd., 55 Gracechurch Street, London, EC3V 0UF 

## **Solicitors** 

RadcliffesLeBrasseur, 85 Fleet Street, London, EC4Y 1AE / Weightmans Solicitors LLP, 100 Old Hall Street, Liverpool, L3 9QJ 

Forbes Hall, New City House, 71 Rivington Street, London, EC2A 3AY 

Womble Bond Dickenson, 4 More London Riverside, London, SE1 2AU 

## **Governance Structure and Management** 

The Royal Masonic Benevolent Institution Care Company is a company limited by guarantee, having no share capital. It is governed by Memorandum and Articles of Association. 

## **Objects** 

The Objects of the Charity were amended and approved by the Charity Commission during 2022 and are amended as follows:- 

The objects of the charity are, for the public benefit, the relief of those individuals who are in need by reason of age, disability, poverty or ill-health by the provision of: 

(a) Accommodation in residential care facilities or sheltered accommodation, and associated facilities; 

(b) Financial assistance by way of grant; and/or; 

(c) Such other services or assistance as the Trustees may from time to time think fit. In carrying out these objects, the Trustees shall take reasonable steps to give preference to individuals who are Freemasons (or individuals who have at any point been the spouse, civil partner, child or other dependant of a Freemason). 

The prime objective of the Charity remains the running of fourteen older care homes, one learning and or/physical disability service in England and two care homes in Wales, and financially supporting freemasons and their dependents who are unable to pay for the full cost of care. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Trustees** 

The Trustees as Charity Trustees and Directors under the Companies Act have control of the Charity and its property and funds. 

## **Decision Making** 

The Strategic Direction of the RMBI Care Company is set by the Board of Trustees who meet bimonthly. The delivery of the Board approved Corporate Plan rests with the Senior Leadership Team (SLT), which includes the safe delivery of care and the meeting of agreed budget requirements. Full and detailed reports by the Executive are presented bi-monthly to the Board on progress made against key strategic and operational targets. The SLT meet bi-weekly to review and manage all aspects of the business delivery. 

## **Risk Management** 

A Corporate Risk Register is overseen by the Managing Director and Senior Leadership Team (SLT) with departmental registers in situ and quarterly reviewed.  This is monitored by each Committee, with headline risks reported to the RMBI Care Company Board.  Clear policy and procedures are in place for the management of all tenders and procurement against agreed standards. 

All 17 care homes are regulated and inspected by the CQC in England and CIW in Wales with published reports in the public domain. The RMBI Care Company also undertakes its own internal inspections for care, health & safety, property, and employment matters. Each care home has in place a Continuous Improvement Plan (CIP) which is informed by external and internal inspection. A strong and robust set of regulatory outcomes were achieved during the year, placing the RMBI Care Company in the top quartile of Care Home Providers. 

## **Governance and Committee Structure** 

Five Committees are constituted, each reporting to the RMBI Care Company Board. 

Each Committee meets on at least a quarterly basis (supported by the relevant lead Director), with each Chair reporting back to the main Board on key matters. 

Each Committee has its own dashboard to highlight key performance indicators which, in turn, are reported to the main Board. 

A new EDI Steering Group has been established with Trustee and Employee representation. 

## **Corporate Financial Management** 

The Charity has four subsidiaries: RMBI Trading Ltd, Stability Investments Ltd, RMBI (Settlement) Limited and 19/21 GQS Limited whose boards contain Trustees that serve on the RMBI Care Company Board and Senior Leadership Team members. 

- RMBI Trading Ltd – a design and build Project Management Company established to develop all our new build properties. 

- Stability Investments Ltd – Established for the development of one of the Charity’s properties. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

- RMBI (Settlement) Limited – Established in August 2017 to purchase welfare services, i.e. for the provision of residential and other care, from Local Authorities, Government Departments and other agencies. 

- 19/21 GQS Limited – Established in January 2019 to manage and operate properties. 

## **Indemnity Insurance** 

Indemnity Insurance is in place for Trustees under the umbrella policy of the MCF. 

## **Objectives and Activities** 

## **Mission** 

The RMBI Care Company provides residential, dementia, respite and nursing care across 17 locations for older people and younger learning and or/physical disability services at one location with a combined total of 1,008 placements. Our mission is to provide unique individual care, with kindness, support and trust helping deliver a service that we can all be proud of in making a real difference to people’s everyday lives. 

## **Achievements** 

The Charity has responded robustly and ensured the safe management of services during the tail end of the pandemic. 

Carehome.co.uk recognised the Charity as a ‘Top 20 Mid-size Care Home Group’ for the sixth year running, and Albert Edward Prince of Wales Court, in Porthcawl, was identified as a ‘Top 20 Care Home’ in Wales with Harry Priestley recognised in Yorkshire and West Riding.   The awards are based on reviews submitted by residents and their families. Achieving such standards during a pandemic is all the more remarkable; it is a strong reflection of how we support those that live and work in our Homes. 

The Board and Executive Team have agreed an ambitious 20-year vision for our Charity in expanding the portfolio with new build care homes and considering entry into the younger retiree retirement community market.   Our plans were adapted in the short term during 2022 given world events and the impact on the economy.    Despite the more turbulent times with high inflation the Charity had a successful year.    Fixed price utility deals were negotiated early in 2022 providing some protection of rising energy costs.   The Charity has embarked on a Sustainability Strategy which has seen the introduction of a solar panels programme and roll out of electric charging points at our Care Homes. 

During 2022/23 the Charity successfully and for the first time raised investment finance from the Stock Exchange through the Retail Charity Bond Platform.   The £20m issue of 6.25% bonds due 2029 by special purpose issuer RCB Bonds PLC, of which £10m has been advanced to RMBI Care Company and £10million retained for future funding for the Charity. The issue closed early and was over-subscribed with 60% of the investment raised coming from private individuals rather than the larger institutions.    This facility will support our development plans in moving forward. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 31 MARCH 2023 

During 2022/23 the Charity completed its first new build scheme in more than a decade.  Prince Philip Duke of Edinburgh Court in Sindlesham Berkshire opened during September providing 45 specialist dementia and nursing beds.  The Care Home was formally opened by His Royal Highness the Duke of Kent in November 2022. 

During the year the Charity also closed Lord Harris Court which had provided 50 years of service as the above home replaced this provision, and sold Ecclesholme, Manchester as a going concern. Planning permission is pending for our next development at Cornwallis Court, Bury St Edmunds to replace the existing care home commencing in 2023. 

## **Governance and Practice** 

The Charity takes extremely seriously the maintaining of regulatory standards across its portfolio. Robust internal audit and inspection occurs with dash board monitoring of all key data.   The management of all care plan and medication records is now digitalised enabling tracking of all trends and information. During the year an external audit of the IT and Digital systems in place took place and confirmed the appropriateness and actions taken to ensure a safe and secure environment. 

89% of our Homes hold grades of ‘Compliant’, ‘Good’, or ‘Outstanding’ which is upper quartile in the benchmarking of Homes in the sector.   However, it is our intent to achieve 100% in 2023/24. 

## **Beneficiaries and Public Benefit** 

The Charity takes great care to ensure that applications for residence in the care homes are considered fairly and without prejudice: based on actual assessed need and a new dependency tool. The majority of admission decisions are made and applied by individual Home Managers. Only exceptional cases relating to financial hardship are referred to Trustees for approval. Up to 30% of all placements are for non-freemasons, reflecting the diversity and added value to the wider community of our services. 

The services provided are available to those with financial means or limited financial resources. The RMBI Care Company complies with the Charging for Residential Accommodation Guide (CRAG) issued by the Department of Health. The resident numbers are split broadly 60:40 into those who are self-funding and those who are placed and funded by Local Authorities. 

## **Activities** 

The primary activity is the provision of 1,008 registered beds for residential, dementia and nursing care in the 16 Homes throughout England and Wales and 1 Home for people with a physical and or learning disability. The Charity employs around 1,500 staff to meet support and care needs. 

During the year a new grant offering was extended to Freemasons and their dependents in the North-West of England.   This scheme provides support to families on entry into registered care and loos to provide financial assistance to meet an element in fee funding shortfall to a registered care home of choice. 

## **Non-Operational Properties** 

In addition, the Charity runs approximately 64 non-operational properties, including some sheltered units for those who seek independence with minimal care provided. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

The Charity holds the freehold of 19/20 Great Queen Street, which were the former head offices. Through a Special Purpose Vehicle with Latis Homes, the Stability Investment Limited, a subsidiary, was established to build four apartments for sale and the offer of a leasehold shop front. Walker Slater remain the leasehold shop front at 19 Great Queen Street, with one apartment sold and the three at present on the market.   These proceeds’ will be utilised to meet our development programme costs. 

## **Impact Report** 

The Charity publishes an annual Impact Report, which is available on our website. 

## **Key Performance Indicators (KPIs)** 

Dashboard KPIs across all the RMBI Care Company services have been introduced as a means for the Board to monitor progress in all key areas of the business. Overarching dashboards for Operations, HR, Finance and Property are in place, including Health and Safety requirements and monitoring.  Monthly Performance Targets on Occupancy and Staff Spend are set with monthly KPI targets. 

## **Equity, Diversity and Inclusion (EDI)** 

As part of the Charity Governance Code review the Board established a working group which was chaired by one of the Trustees and included the Managing Director, Group HR Director and two other Trustees to review Principle 6 of the Code.  As a result of this the Board also invited an external facilitator to lead a Board training session on its responsibilities and recommended good practice. 

A review of the staff and resident data has been undertaken and this will be reviewed on a quarterly basis to ensure the Board have a full understanding of the diversity of these key stakeholders.  The mandatory training the Board commits to undertake has now been increased to an annual basis and includes Diversity and Equality; Unconscious Bias and Safeguarding. 

During the financial year a recruitment and selection process was undertaken and external jobs boards were used to attract greater diversity in candidate attraction. 

## **Sustainability** 

The past year was a challenging one for sustainability, as the world returned to physical meetings once more after the events set in motion by the pandemic. At RMBI Care Company with sustainability remaining one of the key priorities we adapted to a post-pandemic world. We have introduced hybrid working in London and have become far less reliant on printing and business travel, collaborating online where possible and embracing blended working principles so that we work together more effectively and reduce our environmental impacts. 

RMBI Care Company continues to work on embedding its Sustainability Strategy into everything we do. In the last year we have set up a contract with a national food waste company to reduce land fill. 

We have installed a 22 kW solar PV system at Queen Elizabeth Court in North Wales and to date have saved 1,876 kg in CO2 or the equivalent of 114 trees planted. 

We plan to roll out solar PV systems to all homes in the next three years and install electric car charging points. 

The next new care home which be built at Cornwallis Court will incorporate Solar PV, air source heat pumps and have high thermal efficiency. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Valuing Our Staff** 

The culture and values of the Charity remain underpinned by the core values of being Kind, Supportive and Trusted and these are evident in the way we work together to support our residents at each of our Homes and within our head office teams. 

All Directors, senior managers including our Home Managers have regular team meetings to provide their teams with an understanding of our financial performance, strategic business plans and operational focus.  In addition to this we have a bi-monthly staff newsletter which includes an update from the Managing Director. 

There are two staff forums both chaired by the Group HR Director, meeting at least twice a year. These forums enable a business update to be provided including sector information and key projects and initiatives that are being worked on.  Our staff representatives are able to bring suggestions and views for our consideration.  A number of these have resulted in improvements to working practices and benefits that staff receive. 

We issued our Employee Engagement Survey to all staff in March 2023 and we will review the feedback and make appropriate changes to ensure we have fully engaged and valued staff. 

At Home level our Regional Operation Managers and HR Business Partners jointly offer the opportunity for staff to meet them and discuss matters that are important to them via staff surgeries. 

We continue to focus on Wellbeing and during the course of the year our Wellbeing Champions delivered information on financial wellbeing; social wellbeing and spiritual wellbeing.  All employees receive an Employee Assistance Programme which provides access to a range of health and wellbeing platforms, counselling support and discounts to at range of UK retailers.  We have also made a commitment to become a Menopause Friendly Employer and our Learning at Work Week focused on this and was awarded an Impact Award for the work we are doing. 

We also publish an annual EDI calendar and this enables a range of awareness events to be held within our Homes with our residents and staff as well as with our head office teams. 

## **Relationship with Suppliers and Contractors** 

Building strong relationships with suppliers and contractors enables the Charity to maximise the provision of services to our residents. Our Procurement, Development and Care Operation teams closely co-ordinate with the supply chain and develop deeper and strategic relationship with key suppliers and contractors. 

Our suppliers and contractors are part of the Charity’s strategic decision-making process with regard to procurement and new build projects. We share insight into what our current and future residents want and our partnership with contractors and suppliers delivers success through value creation ensuring new services incorporate best practice, are fit for purpose, and as far as is practicable are future proofed. 

The Charity ensures that the main suppliers and contractors are certified, IR35 compliant, having gone through a rigorous vetting process including quality, financial, sustainability and modern slavery checks in order to ensure that the right products and services are delivered to our care homes. The payment to suppliers and contractor are made well within the agreed credit terms. 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Association of Friends and Volunteers** 

The Charity owes a great deal of debt and gratitude to the tremendous support and work of volunteers and the links each Home has with Associations of Friends. A big thank you is required to each and every one of the Freemasons and their families, who are members of the Associations of Friends who work very closely with our Care Homes throughout England and Wales. In more ways than it is possible to express here, each member provided comfort and reassurance to our residents; particularly those with minimal or no contact with relatives. Special thanks to Doctor John Reuther, ably assisted by his wife Maggie who has provided a link to the Associations.  After many years of service John stood down at the end of March 2023 

## **Freemasonry Support** 

Acknowledgements and thanks are made to the wider support received from the Masonic community in England and Wales. Through our parent company the Masonic Care Foundation (MCF), grant support is received annually to support freemasons and their dependants placed in our Homes and funded by Local Authority fees. 

## **Donations and Fundraising** 

Every pound donated to the RMBI Care Company Homes goes towards looking after the people who use our services. Additionally, we cannot forget staff members in the Homes who continue to do a fantastic job supporting the Charity through organising various fundraising activities, demonstrating that every penny really does count. 

## **Legacy Gifts** 

Legacy gifts contribute a significant amount to our charitable income and are gratefully received. 

## **Investment Performance** 

The parent charity, Masonic Charitable Foundation (MCF) sponsored the launch of the Masonic Charitable Foundation Investment Fund CAIF, which took place on 1st October 2018. This is a unit trust with a highly efficient tax wrapper in which the MCF and all its subsidiary charities own their shares in the form of units. Units will be sold as required in order to top up the Cash Reserve on a quarterly basis. 

The strategic and actual asset allocations as at 31st March 2023 are shown in the table below: 

|**Asset Class**|**Strategic**<br>**Allocation**|**Benchmark**|**Actual 31st**<br>**March 2023**|
|---|---|---|---|
|Cash|0.00%|SONIA|2.90%|
|Fixed Income|7.50%|FTSE UK World Gov. Bond Index GBP|8.80%|
|International Equity|54.50%|MSCI World ex UK NR GBP|59.20%|
|U.K. Equity|18.00%|MSCI UK Equity NR GBP|18.10%|
|Emerging Market Equity|12.50%|MSCI Emerging Markets Equity NR GBP|3.20%|
|Alternative Investments|3.75%|HFRX Global Hedge Fund GBP|5.90%|
|Property|3.75%|IA UK Direct Property TR|1.90%|
||100.00%||100.0%|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 31 MARCH 2023 

Performance under the new arrangements is shown in the table below. 

||**MCF CAIF**|**RLAM**<br>**Money**<br>**Market**|**RLAM**<br>**Short Term**<br>**Fixed**<br>**Income**|**RLAM Short**<br>**Term Fixed**<br>**Income**<br>**Enhanced**|**CCLA**<br>**Property**<br>**Fund**|
|---|---|---|---|---|---|
|Fund at 31stMarch 2023|£12.611 M|£0.0 M|£0.843 M|£0.212 M|£0.0 M|
|Investment approach|Steady<br>Growth Multi-<br>Asset|Capital<br>Protection|Capital<br>Protection|Capital<br>Protection|Income &<br>long-term<br>Capital<br>Growth|
|Benchmark|Composite|SONIA|SONIA|SONIA|MSCI/AREF<br>UK other<br>balanced<br>property|
|Peer Group|ARC Charity<br>GBP Steady<br>Growth|None|None|None|ARC Charity<br>GBP Steady<br>Growth|
|Return for the year|(1.00)%|2.27%|2.13%|0.90%|(11.40)%|
|Benchmark return for<br>year|(1.00)%|2.23%|2.23%|2.23%|(10.60)%|
|Peer group return for<br>year|(4.10)%|N/A|N/A|N/A|(4.10)%|
|3 year return|39.60%|0.79%|1.04%|0.83%|8.80%|
|3 year benchmark|37.70%|0.80%|0.80%|0.80%|(6.30)%|
|3 year peer group|26.40%|N/A|N/A|N/A|26.40%|



The CAIF had a volatile year due to challenging financial markets, falling from its opening value of £129.73 to close at £126.25 per unit. Holdings in the RLAM short term fixed income and fixed income enhanced funds were transferred to the money market fund in November to take advantage of substantially increased returns from this lowest risk fund. 

## **Streamline Energy and Carbon Reporting** 

UK Greenhouse gas emissions and energy use data for the period 1 April 2022 to 31 March 2023 and previous years. 

|<br>2023 and previous years.||||||
|---|---|---|---|---|---|
||**Currentyear**|**Previousyears**||||
||**2022/23**|**2021/22**|**2020/21**|**2019/20**|**Units**|
|**Energy consumption used to calculate**<br>**emissions**|25,054,076|27,110,152|27,465,824|<br>28,115,804|<br>kWh|
|**Energy consumption break down**||||||
|Gas|19,840,971|21,453,840|21,865,671|<br>22,237,373|<br>kWh|
|Electricity|4,587,319|5,273,167|5,245,156|<br>5,322,360|<br>kWh|
|Purchased fuel(Generators)|13,356|5,106|7,473|<br>n/a*|<br>kWh|
|Transport fuel|313,004|226,958|254,747|<br>278,929|<br>kWh|
|Business travel in employee-owned<br>vehicles|299,426|151,081|92,777|<br>317,142|<br>kWh|
|**Scope 1 emissions**||||||
|Gas consumption|3,622|3,929|4,020|<br>4,101|<br>tCO2e|
|Owned transport|79|55|63|<br>98|<br>tCO2e|
|Other fuel (generators)|3|1|2|<br>n/a*|<br>tCO2e|
|||||||



14 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

|FOR THE YEAR ENDED 31 MARCH 2023|FOR THE YEAR ENDED 31 MARCH 2023|FOR THE YEAR ENDED 31 MARCH 2023|FOR THE YEAR ENDED 31 MARCH 2023|||
|---|---|---|---|---|---|
|**Scope 2 emissions**||||||
|Purchased electricity|887|1,120|1,223|<br>1,360|<br>tCO2e|
|**Scope 3 emissions**||||||
|Business travel in employee-owned<br>vehicles|74|37|23|<br>82|<br>tCO2e|
|**Total gross emissions**|4,665|5,142|5,331|<br>5,641|<br>tCO2e|
|**Intensity ratio**|4.67|4.85|4.76|<br>5.75|tCO2e/FTE|
|*****During the first reporting year we omitted the fuel for generators due to lack of available information||||||



## **Methodology** 

We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used 2022 UK Government's Conversion Factors for Company Reporting. 

As with last year, energy data for three flats for 20 Great Queen Street was not provided and therefore for 2022/23 we have used the same consumption as the year before, which was also previously estimated. In addition, for grey fleet, fuel types and vehicle types were not provided so approximately 269,000 business travel miles have been converted using ‘Unknown’ as the fuel type and ‘Average Car’ as vehicle type. The company fleet was more accurate in terms of the type of fuel used, but due to vehicle type information missing, ‘Average Car’ type conversion was used. 

## **Intensity ratio** 

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per full time equivalent (FTE) employee. During 2022/2023 the number of FTE for RMBI was 999. 

## **Energy efficiency actions** 

Since March 2019, RMBI Care Company has been working with Lantern (UK) Ltd, their trusted sustainability partner. Our sustainability strategy was adopted and signed by the Board of Trustees in April 2022 and it is available upon request. Our Sustainability Statement[1] is now publicly available online. 

We have taken the decision to show all our reporting data since the beginning of the SECR compliance scheme. In this way we are hoping to show progress in reducing our energy use and emissions. 

Our overall emissions for 2022-23 slightly decreased compared to the previous year. This is mainly due to reductions in energy use (electricity, gas) across our estate as well as the lower electricity conversion factors due to decarbonization of the grid. However, we have noted the increased emissions on our business travel (grey fleet) and our company fleet which is due to increased mileage as well as lack of accurate data and the use of generic conversion factors. The use of fuel for our generators (also increased since last year) is once again estimated based on the number of hours per year the generators are turned on for testing. 

Over this reporting year we have fitted a 22.4kW Solar PV Array at Queen Elizabeth Court and we are hoping to increase our onsite generation looking ahead. An electricity and gas meter reading programme (monthly meter readings) is underway for our homes, although in some cases readings are not communicated with the supplier/energy broker. 

15 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

We are still planning to work towards understating our water consumption and including more Scope 3 emissions as part of our SECR submissions. We also want to improve our measuring and monitoring of environmental impacts, especially relating to our fleet and business travel, to be able to report more accurately in future. 

## **Section 172 (1) Statement** 

As outlined under various sections of this report, the Trustees of the Charity are well aware of their duty under section 172 of the Companies Act 2006 to act in the way which they consider, in good faith, would be most likely to provide the success of the Charity for the benefit of its members as a whole and, in doing so, to have regard (among other matters) to: 

- the likely consequence of any decision in the long term, 

- the interest of its employees, 

- the need to foster the business relationship with suppliers, residents and their families and others, 

- the impact of the operations on the community and the environment, 

- the desirability of maintaining a reputation for high standards of business conduct, and 

- the need to act fairly as between members of the Charity. 

## **Financial Review** 

The summary Statement of Financial Activities for the year ended 31 March 2023 is set out below. 

## **Income** 

The total incoming resources amounted to £54.0m (2021/22: £54.3m). The major streams of income are detailed below: 

|**Streams of income**|**2021/22**<br>**£m**|**% of**<br>**income**||**2021/22**<br>**£m**|
|---|---|---|---|---|
|Income from Residents’ Fees|46.9|86.9%||43.8|
|Donations, Legacies and Grants|6.9|12.8%||9.4|
|Investment & Other Income|0.2|0.3%||1.1|
|Total|54.0|100%||54.3|



A total of £86k (2021/22: £120k) was spent in generating donations and investment income. 

## **Resources Expended** 

Operating expenditure for the year amounted to £62.3m (2021/22: £60.3m) whilst the Governance costs amounted to £0.8m (2021/22: £0.8m). 

With continual efficiency improvements and cost controls, the expenditure of providing care during this financial year showed a below inflationary increase of 3% to £63.1m. 

## **Net Operating Position** 

Net operating deficit of the RMBI Care Company amounted to £10.1 million (2021/22; deficit of £4.65m). 

In addition, the actuarial loss on the defined benefit pension scheme amounted to £1.24m (2021/22: gain of £1.87m). 

The overall net movement in funds for the year was an outflow of £11.3 million (2021/22; outflow of £2.7m). 

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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Capital Development** 

During 2022/23 £5.6 million (2021/22: £6.4m) was spent on capital programmes. 

The significant project expenditures during the year were: 

- New build project (Prince Philip Duke of Edinburgh ): £1.6m 

- Queen Elizabeth Court – Building refurbishment/Improvements: £0.73m 

- Prince George Duke of Kent Court - Building refurbishment/Improvements: £0.64m 

- Cornwallis Court - Building refurbishment/Improvements: £0.55m 

- Connaught Court - Building refurbishment/Improvements: £0.50m 

In addition, £0.6 million was invested on computers and equipment to enhance operational efficiency. 

## **Principal Risks and Mitigation** 

The principal risks identified and agreed actions to mitigate are shown in the following table: 

||Risk|Consequence|Mitigation - Likelihood|Mitigation - Impact|
|---|---|---|---|---|
|1|Modernisation<br>Plan|Strategy Delivery Plan<br>until 2046 but<br>adaption in the short<br>to medium due to<br>economic climate.<br>The Plan remains<br>ambitious.<br>Revised 10 year Plan<br>adopted by the Board|The risks associated with<br>the new 10 year plan are<br>documented within the 29<br>March 2023 Board Papers to<br>inform the work of the<br>Development & Delivery<br>Committee.|The interlinking nature of key<br>strategic decisions are<br>identified to inform cash flow,<br>release of assets, and the new<br>build programme|
|2|Retail Charity<br>Bond|Uncertain market<br>conditions confirms<br>an interest rate of<br>6.25% to gain investor<br>interest over an initial<br>6 year payback period.|Success in raising the<br>coupon of £10m with early<br>closure of the Bond issue<br>during February 2023. 60%<br>retail and 40% institutional<br>investment.<br>Bond issue a success with<br>assessment of two further<br>issues in 2026 and 2029 to<br>review to ensure continued<br>market interest.|Bond issue a success with<br>assessment of two further<br>issues in 2026 and 2029 to<br>review to ensure continued<br>market interest.|
|3|Sustainability<br>Strategy|Requirement to be<br>proactive in adopting<br>green, carbon<br>reduction, and energy<br>saving strategy to<br>raise profile on<br>sustainability.<br>Achieves status as an<br>ethical provider which<br>is also crucial for bond<br>investor reporting|Appoint of specialist<br>consultant to assist with<br>building the agreed<br>Sustainability Strategy with<br>detail on property<br>requirements and template<br>for future build projects.|Longer term benefit in planning<br>programmes which also marks<br>out the RMBI as a trend and<br>ground breaker.|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS 

## FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
|4|Cornwallis Court<br>New Build|Unable to utilise the<br>Bond funds with<br>resulting costs and<br>continued running of<br>existing loss making<br>home|Engagement of Faithful and<br>Gould Employers Agent to<br>network contractors,<br>consultant support for<br>submitted planning, some<br>flexing on inflationary costs<br>in contract model|Requirement to commence<br>build in 2023.|
|5|Recession and<br>significant<br>increase in<br>inflation|Costs substantially out<br>strip income and<br>supply chains<br>consequences.|Fixed term deals on utilities<br>for electricity until Oct 24<br>and Gas Oct 25 in place,|Progression of solar panel<br>programme – Market testing of<br>catering contract for 23/24 –<br>flexing additional shifts to<br>diminish agency cost increases.|
|6|Cash flow|High death rate in part<br>driven by potential<br>long COVID conditions<br>means a revised 23/24<br>budget to<br>accommodate trends|Further draw down from<br>reserves required as well as<br>sale at 20 GQS.|Introduction of strategy to only<br>take self-funders and masonic<br>local authority funded<br>residents. Dash board meetings<br>are setting KPI targets and<br>controls on occupancy and<br>staffing costs – progress on 20<br>GQS with Estate Agent<br>marketing|
|7|Occupancy|Major impact on<br>income of charity if<br>targets not met|Since August the Charity has<br>stopped non-masonic local<br>authority placements with a<br>focus on full funders.<br>Whilst occupancy trends<br>have slowed as a<br>consequence a stronger<br>income flow is resulting.|84% the current occupancy<br>with a 2% reduction since<br>December 22 trends are<br>monitored weekly<br>Trends for 2023/24 being<br>evaluated for 88-89%<br>occupancy as the mean<br>average by year end|
|8|Lack of candidates<br>seeking to work in<br>social healthcare|As a result of Covid-<br>19; Brexit; and<br>migration policy<br>attraction of<br>employees in the<br>sector remains a<br>significant challenge.<br>Inability to source or<br>attract candidates to<br>work in care and lack<br>of agency staff to fill<br>short term needs will<br>result in Homes being<br>able to staff to safe<br>levels|Ensuring that our vacancies<br>stand out and candidates<br>click on our job ads first.<br>Marketing of our brand and<br>benefits<br>A joining bonus has been<br>introduced in September<br>2021 for front line staff<br>offering £1000 for nurses<br>and £250 for other hourly<br>paid Homes roles.<br>Management roles are<br>excluded.|The Recruitment Manager has<br>a dotted line to oversee the<br>management of the Business<br>Relationship Managers in the<br>Homes.  Constant reviews of<br>local pay rates are being<br>undertaken and creative open<br>days, social media presence<br>and promotion of refer a friend<br>bonuses are now in place.|
|9|High and/or<br>unplanned staff<br>turnover and lack|Impact on sustainable<br>person centred care<br>to residents; ability to<br>deliver|Annual salary reviews and<br>above average pay across<br>the care teams; market rate<br>payfor all other functional|Bank teams recruited to<br>support vacant shifts; local /<br>national contract recruitment<br>agencies toprovide additional|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
||of candidates<br>available in market|local/departmental<br>and corporate<br>business plans|roles; offer of exit<br>interviews to understand<br>reasons; employee<br>engagement survey to<br>monitor levels of staff<br>engagement at all<br>locations/departments;<br>praise and recognition<br>schemes in place;<br>investment in management<br>teams both first and second<br>line levels; annual appraisals<br>which provide an<br>opportunity to discuss<br>career aspirations and<br>supervisions which enable<br>line managers to pick up on<br>any concerns.  Recruitment<br>strategies developed for<br>each Home in conjunction<br>with the ROM/HRBP and<br>Marketing.  Recruitment<br>and retention strategy at<br>each location overseen by<br>the ROM/HR BP|cover.  Talent management<br>strategy, which provides staff<br>to with clear career paths and<br>understand about learning and<br>development initiatives that<br>support this.<br>The HR Business Partners have<br>a dotted management line to<br>the Business Relationship<br>Managers at each Home to<br>enable high-level focus on<br>recruitment.  Marketing<br>department are also<br>developing better social media<br>platforms to enable a<br>corporate approach to<br>attracting candidates.  All<br>Homes now have an annual<br>budget to support recruitment<br>costs.  Electronic Recruitment<br>system launched in July 2018<br>to enable faster process linked<br>to social media platforms.|
|10|Catering Contract|Quality of Catering<br>compromising the<br>Quality of Care and<br>Well Being. Adverse<br>ratings and complaint|Current contractor’s 5 year<br>contract due for tender<br>exercise or 2 year extension<br>– decision taken to tender<br>for new contract from July<br>2023|Consultants engaged to offer<br>guidance on time table with<br>four bidders to be considered<br>during April and May.|
|11|Compliance|Some Care Homes<br>have not been<br>inspected by CQC for<br>over 6 years|Strong programme of<br>internal audit|Action plans in situ with risk<br>identified early|
|12|Pandemic and / or<br>Epidemic<br>Outbreak|Rapid transmission of<br>illness / physical<br>impacts.<br>Significant reduction<br>in operational staff,<br>business critical<br>partners and external<br>services leaving the<br>service unsafe for<br>residents.<br>Loss of life resulting in<br>reduced occupancy,<br>psychological impacts,<br>loss of reputation,|Continuity Plan Group (CPG)<br>to manage, monitor and<br>regularly review response to<br>pandemic outbreak.<br>Response protocols,<br>Contingency Plans and<br>Business Continuity Plan to<br>be in place, up to date and<br>regularly reviewed.<br>Procurement team to<br>manage and maintain<br>sufficient stocks of basic<br>PPE.|IPC training and independent<br>auditing provided by external<br>supplier.<br>Regular internal IPC auditing.<br>Continued monitoring of<br>information and guidance<br>issued by relevant authorities /<br>agencies. Liaison with bank<br>staff and agencies to secure<br>sufficient staffing levels.<br>Monitoring of resident and<br>staff health with supporting<br>protocols around relevant signs<br>and symptoms.|



19 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
|||financial impacts, loss<br>of Home.<br>Insufficient provision<br>of medical support<br>increasing impacts of<br>pandemic.<br>Inability to<br>operationally manage<br>Home|Business Critical Partners /<br>Supplier continuity plans<br>known and kept up to date.<br>Isolation and zoning<br>procedures in place.<br>Management of staff and<br>agency staff movement<br>between different<br>provisions.<br>Safe internal and external<br>visiting spaces for residents<br>and relatives. Pre-screening<br>processes to monitor Home<br>staff and visitors as<br>appropriate.|Safe visitor spaces. Reduction<br>in non-essential footfall.<br>Reduce exposure to vulnerable<br>groups through risk assessment|
|13|Loss of life, serious<br>injury, prosecution<br>due to major Fire<br>Safety incident /<br>failure to adhere<br>to policies,<br>procedures, fire<br>safety regulations|Loss of life or serious<br>injury.<br>Prosecution under the<br>Regulatory Reform<br>(Fire Safety) Act and<br>other related<br>legislation in relation<br>to fire prevention and<br>Health and Safety.|Up to date and appropriate<br>fire safety management<br>policies and procedures in<br>place.<br>Annual fire risk assessment<br>undertaken by independent<br>fire safety consultant.<br>Regular training for all staff<br>within the Homes and<br>offices in fire prevention<br>and incident response.<br>Contractor induction and<br>management system in<br>place, supported by a<br>permit to work system to<br>ensure continued fire safety<br>compliance.<br>Fire log books are<br>completed / maintained by<br>Facilities supported by<br>Property and regularly<br>audited.<br>Regular Home visits by the<br>HSSO to monitor fire safety<br>within the Homes.<br>Fire Risk Assessment and<br>drills monitored and<br>communicated via the<br>monthly H&S dashboard.<br>Hazardous substances<br>stored in line with CoSHH<br>assessment / hazardous<br>substances guidelines.<br>Gas and electrical supplies<br>managed in accordance|Regular training for all staff<br>within the Homes and offices in<br>fire prevention and incident<br>response.<br>Regular fire drills conducted<br>within the Homes and offices.<br>Fire safety systems installed,<br>repaired, maintained and<br>serviced as appropriate by a<br>competent person to current<br>British Standards.<br>A review of fire safety<br>equipment to ensure both<br>compliance and suitability for<br>the environment.<br>All workplace equipment<br>tested, serviced and<br>maintained as appropriate and<br>required by a competent<br>person.<br>Fire safety equipment installed<br>in each Home / office to ensure<br>that it is suitable for the<br>environment.|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS 

## FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
||||with current legislation and<br>best practice.||
|14|Serious illness,<br>prosecution due to<br>failure to adhere<br>to Asbestos<br>Management<br>policies,<br>procedures and<br>regulations|Serious / long term<br>impact to human<br>health (residents /<br>Staff / visitors /<br>contractors).<br>Denial of access to<br>buildings.<br>Prosecution under the<br>Control of Asbestos<br>Regulations and other<br>related legislation in<br>relation to Health and<br>Safety.<br>Prohibition or<br>improvement notices,<br>reputational damage,<br>temporary to long<br>term loss of service.|Annual risk assessment<br>conducted by independent,<br>external asbestos<br>consultants.<br>Regular review of asbestos<br>condition by Facilities<br>teams. Contractor<br>induction.<br>Copy of asbestos register<br>available for use by<br>facilities, property and<br>contractors.<br>Confirmed and suspected<br>asbestos containing<br>materials identified and<br>managed as appropriate in<br>accordance with current<br>legislation.<br>All intrusive contractor<br>works require a<br>refurbishment and<br>Demolition survey prior to<br>works where one have not<br>been performed previously.|All existing and new Facilities<br>team members are asbestos<br>management trained.<br>Asbestos management plan<br>and emergency procedures in<br>place and maintained by<br>Property and Asbestos<br>Management Consultants.<br>Full asbestos management<br>surveys conducted in the<br>majority of Homes.<br>All contractors to be a<br>minimum asbestos aware<br>trained before commencing<br>any works on site.|
|15|Data Protection<br>and new General<br>Data Protection<br>Regulations 2018|Financial: Cost of<br>recovering key and<br>sensitive information<br>and penalty fine up to<br>£500,000.<br>Reputational:<br>Negative publicity<br>surrounding inability<br>to protect systems<br>and confidential data.<br>Operational: Time<br>taken to investigate,<br>contact family or<br>relatives of those<br>whose data has been<br>breached / lost.|Clear guidelines have been<br>produced for all members of<br>staff. The Data Protection<br>Policy is included in the<br>Employee Handbook. Staff<br>are aware of data<br>protection policies and<br>procedures in place as well<br>as potential disciplinary<br>action that may be taken.<br>Staff are required to sign a<br>confidentiality agreement<br>upon hiring.<br>MPLS system has been set<br>in place to enhance network<br>security between Head<br>office and Homes.<br>Shredding boxes provided<br>and staff are aware which<br>data is sensitive and must<br>be disposed of correctly.<br>Privacy notices and updated<br>Data Protection Policy|Some laptops encrypted for<br>data protection.<br>Shredding boxes lock<br>protected. Extra backup servers<br>implemented at IP Technology.<br>Confidential Residential<br>information is stored protected<br>in the iCare and eMM system.<br>MPLS network provides<br>enhanced network security<br>therefore providing increased<br>security for confidential data.<br>Head Office GDPR audit<br>undertaken with some areas<br>needing focus.<br>Internal auditors check in place<br>at Homes|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
||||issued to all staff in May<br>2018 in line with new GDPR.<br>All staff required to<br>undertake GDPR e-learning<br>as part of mandatory<br>training.  Enhanced<br>classroom training being<br>delivered at Homes.<br>Trustees also required to<br>undertake e-learning||
|16|Loss of life, serious<br>injury, prosecution<br>due to failure to<br>adhere to Health<br>and Safety<br>policies,<br>procedures,<br>regulations|Increase in accidents<br>at work resulting in<br>personal injury or<br>death.<br>Reputation risk.<br>Increased risk to<br>Residents / Visitors /<br>Contractors /<br>Stakeholders.<br>Lack of proactive<br>actions resulting in<br>major / critical<br>incidents.<br>Poor or no incident<br>response resulting in<br>serious loss / death.<br>Loss of reputation<br>resulting in<br>prosecution,<br>improvement /<br>prohibition notices.|Health and Safety Director<br>in role.<br>All SLT undertake IOSH<br>training for Executives /<br>Directors.<br>Home Management teams<br>including Home Manager<br>and Facilities Manager<br>attending relevant IOSH<br>training.<br>Health and Safety<br>Committees now<br>established at each Home<br>with Health and Safety<br>policies reviewed and<br>updated and included in<br>induction programme.<br>DSE and lone working<br>checks regularly<br>undertaken.<br>Moving and Handling as<br>part of Mandatory Training<br>Programme.<br>Fire and evacuation training<br>in place and part of<br>Mandatory Training<br>Programme.<br>Contractor management<br>procedures in place.<br>Additional internal auditor<br>with both auditors<br>reviewing health and safety<br>matters as part of care audit<br>visits.<br>Weekly, monthly and<br>quarterly health and safety<br>checks in each home.|Policies and procedures in<br>place covering legal<br>requirements and supporting<br>positive H&S working practices<br>and culture.<br>H&S Support Officer<br>undertakes regular support and<br>audit visits to all Homes.<br>Internal audit process to<br>monitor and evaluate the<br>effectiveness of property<br>services and service companies<br>and report on findings.<br>Effective communication with<br>the Senior Management team,<br>Senior Leadership team and PR<br>Team.<br>Insurance co. Insurance policies<br>to underwrite any claims.<br>Marketing to handle via PR<br>company.|



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DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS 

## FOR THE YEAR ENDED 31 MARCH 2023 

|||FOR THE YEAR|ENDED 31 MARCH 2023||
|---|---|---|---|---|
||||Trustee representative in<br>place to support governance<br>and compliance.<br>Safe systems of work<br>reviewed and maintained at<br>regular intervals by relevant<br>personnel, supported by<br>H&S||
|17|Clinical care error<br>leading to injury<br>and death of a<br>resident|Impact on the health<br>and wellbeing of a<br>resident or group of<br>residents.   Extreme<br>impact leading to<br>death of resident or<br>group of residents.<br>Breach of regulatory<br>requirements and<br>duty of care.<br>Prosecution, civil<br>claims, poor<br>reputation|Homes - Home Managers to<br>take responsibility for day-<br>to-day care management<br>within the Home ensuring<br>that staff are appropriately<br>trained and competent to<br>deliver safe, responsive and<br>effective care. Clinical and<br>care errors to be<br>appropriately managed,<br>reported and referred to<br>healthcare professionals in<br>order to seek appropriate<br>professional input and<br>guidance for managing and<br>supporting residents<br>effectively.<br>Care records to be kept up-<br>to-date to reflect residents’<br>current needs and to ensure<br>appropriate referral to<br>healthcare professionals<br>where required.|Internal audit process to<br>monitor and evaluate the<br>effectiveness of care services<br>and report on findings. Local<br>homes to carry out<br>assessments of care practice<br>and audits to ensure good<br>practice is in place and<br>followed by staff at all times.<br>Robust reporting of issues and<br>concerns to make sure a quick<br>response to concerns is in<br>place. Effective communication<br>with the senior management<br>team to make sure issues and<br>concerns are alerted as soon as<br>possible|
|18|Failure to meet<br>service<br>performance and /<br>or regulatory<br>requirements.|Negative CQC/CIW<br>reports<br>Prosecution and / or<br>enforcement action<br>Adverse reports, poor<br>publicity / reputation|Ensure an effective process<br>for responding to regulatory<br>reports is in place. Action<br>plans to be completed as<br>soon as possible by the<br>home to address any<br>shortcomings identified.  17<br>Homes enjoy current fully<br>compliance reports with on-<br>going auditing and quality<br>checks with scrutiny from<br>the Care & Quality<br>Committee.<br>Continuous monitoring and<br>support delivered by<br>internal Quality and<br>governance team.|Ensure a robust legal challenge<br>as appropriate. Implement an<br>effective PR response as<br>required. Regular Service<br>improvement meetings to be<br>held to ensure that Senior<br>Management team are focused<br>on progress to achieve<br>compliance. Regional<br>Managers to conduct Bi-<br>monthly audits in each home<br>so that they are able to detect<br>early any shortfalls in service<br>and prioritise resource<br>accordingly.|



23 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

||19|IT & Digital<br>Technology|Business failure and<br>threat to the<br>operations|Contract arrangements have<br>been reviewed to determine<br>best value for money and a<br>rolling contract remains in<br>place with 24-month- notice<br>to either side.|Monthly IT & Digital Meetings<br>ensure an overview of issues is<br>maintained<br>PRISM external Auditors<br>appointed to undertake audit<br>and review of cyber security<br>risks|
|---|---|---|---|---|---|



## **Tangible Fixed Assets** 

The Charity’s tangible fixed assets consist of freehold and leasehold land and buildings, vehicles, furniture and equipment. Land and buildings are shown at the original cost to the Charity less depreciation, whilst investment property was valued at open market rates. 

In the opinion of the Directors, if the properties were to be sold the total realisable sale values are likely to exceed the net book value indicated in the accounts. 

## **Investment Policy** 

The parent charity, Masonic Charitable Foundation (MCF), sponsored the launch of the Masonic Charitable Foundation Investment Fund CAIF, which took place on 1st October 2018. This is a unit trust with a highly efficient tax wrapper in which the MCF and all its subsidiary charities own their shares in the form of units. Units will be sold as required in order to top up the Cash Reserve on a quarterly basis. 

The investment strategy is directed for “Steady Growth”, which is a medium-high risk strategy. Risk is managed through diversification, with the funds split between four different fund managers operating on multi asset mandates but utilising differing investment management styles. The overall fund manager is Thesis Unit Trust Management Limited and the custodian in Northern Trust. 

The asset allocation for the CAIF was amended on 1st April 2019 by the investment committee following advice from Asset Risk Consultants. 

The MCF global investment strategy seeks to protect the capital value of investments that are required to fund operations for a three-year time horizon (the “Cash Reserve”) and to invest all remaining funds for long term growth, on a total return basis, with an overall objective of making a return of RPI plus 3% net of all expenses. 

The Cash Reserve is provided by Royal London Asset Management and utilises three of their funds, which provide a mix of instruments, including cash instruments, Treasury Bills, covered (secured) bonds, corporate bonds, Supranationals and mortgage-backed securities. The performance objectives of the three funds are: 

- Short Term Money Market Fund: SONIA 

- • Short Term Fixed Income Fund: SONIA plus 0.50% gross of fees • Short Term Fixed Income Enhanced Plus Fund: SONIA plus 1.00% gross of fees 

## **Reserves Policy** 

The Directors reviewed the reserves policy on a regular basis. The funds available to the RMBI Care Company were created over many years and the income derived from the investment portfolio is an important element in securing the longer-term operating and capital expenditure requirements of the Charity. 

24 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

Group unrestricted reserves (after taking into account the pension scheme surplus) amounted to £102.5m (2021/22: £113.5m), of which the Trustees designated £74.9m (2021/22: £67.2m) in the Fixed Asset and New Building Funds. This leaves undesignated reserves of £24.7m (2021/22: £42.3m), which is equivalent to approximately 5-month charitable expenditure. 

The residual funds are adequate to meet the ongoing operational requirements of the Charity. 

## **Subsidiary Funds and Connected Charities** 

The Charity administers a range of “Restricted” and “Endowment” funds as detailed in Note 15, with a total value of £4.1m (2021/22: £4.4m). 

The Charity was also represented on the Boards of RMBI Trading Ltd, Stability Investments Ltd (project development), RMBI Settlement Ltd (purchase welfare services) and 19/21 GQS Limited (property operations). 

## **Statement of Trustees Responsibilities** 

The Trustees (who are also the Directors of Royal Masonic Benevolent Institution Care Company for the purposes of company law) are responsible for preparing the Report of the Trustees and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). 

Company law requires the Trustees to prepare financial statements for each financial year, which give a true and fair view of the state of affairs of the charitable company and the group and of the incoming resources and application of resources, including the income and expenditure of the group for that period. In preparing those financial statements, the Trustees are required to: 

- Select suitable accounting policies and then apply them consistently; 

- Observe the methods and principles in the Charity SORP; 

- Make judgements and estimates that are reasonable and prudent; 

- State whether UK Accounting Standards have been followed subject to any material departures disclosed and explained in the Financial Statements; and 

- Prepare the financial statements on the going concern basis unless it is inappropriate to presume that a charitable company will continue in business. 

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

Insofar as the Trustees are aware: 

- There is no relevant audit information of which the charitable company's auditors are unaware; and 

- The Trustees have taken all steps they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are also aware of that information. 

25 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **Auditors** 

The auditors, Knox Cropper LLP, have expressed their willingness to continue in office for the following year. 

## **Acknowledgements** 

The Directors wish to extend their thanks to all the supporters, friends and staff of the RMBI Care Company who have sustained its work by their interest and generosity. 

On behalf of our Chairman, I would like to thank my fellow Directors for the significant amount of time, energy and expertise they give to the RMBI Care Company. Their contribution makes a huge difference and helps to ensure that we remain one of the leading care providers in the not-for-profit sector and a provider of choice amongst the Masonic community. 

## **Approved by the Board of Directors and signed on their behalf by:** 

VW Bro John Boyington CBE 

W Bro S Radia 



**……………………………………… ……………………………** 

Chairman 

Director 

Approved on 26[th] July 2023 

26 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

## **Opinion** 

We have audited the financial statements of Royal Masonic Benevolent Institution Care Company (the ‘charitable company’) and its subsidiaries ('the group') for the year ended 31 March 2023 which comprise the consolidated statement of financial activities, the consolidated and charitable company's balance sheet, the consolidated statement of cash flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). 

In our opinion, the financial statements: 

- give a true and fair view of the state of the group’s and the charitable company’s affairs as at 31 March 2023 and of the group’s income and expenditure 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 requirements of the Companies Act 2006. 

## **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 group 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 charitable company’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 annual report, other than the financial statements and our auditor’s report thereon. The Trustees are responsible for the other information. 

27 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

Our opinion on the financial statements does not cover the other information and 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in 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 in this regard. 

## **Opinions on other matters prescribed by the Companies Act 2006** 

In our opinion, based on the work undertaken in the course of the audit: 

- the information given in the Trustees’ report, which includes the Directors’ report and the strategic report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial statements; and 

- the strategic report and the Directors’ report included within the Trustees’ report has been prepared in accordance with applicable legal requirements. 

## **Matters on which we are required to report by exception** 

In the light of the knowledge and understanding of the group and the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the Directors’ report included within the Trustees’ report. 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: 

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or 

- the financial statements are not in agreement with the accounting records and returns; or 

- certain disclosures of Trustees’ remuneration specified by law are not made; or 

- we have not received all the information and explanations we require for our audit. 

## **Responsibilities of trustees** 

As explained more fully in the trustees’ responsibilities statement in the Trustees' Report, 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 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 group's and parent 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 company or to cease operations, or have no realistic alternative but to do so. 

28 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

## **Auditor’s 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 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: 

- The charitable company is required to comply with both company law and charity law and, based on our knowledge of its activities, we identified the legal requirements to comply with this legislation including the requirement to correctly account for restricted funds. The charity is also required to comply with the Health and Social Care Act and the regulations issued thereunder and compliance with the standards issued by the Care Quality Commission is a key issue. 

- We gained an understanding of how the charitable company complied with its legal and regulatory framework, including the requirement to properly account for restricted funds and to comply with the care quality standards, through discussions with management and a review of the documented policies, procedures and controls. 

- The audit team, which is experienced in the audit of charities, considered the charitable company’s susceptibility to material misstatement and how fraud may occur. Our considerations included the risk of management override. 

- Our approach was to check that restricted income was properly identified and separately accounted for and to ensure that only valid and appropriate expenditure was charged to restricted funds. This included reviewing journal adjustments and unusual transactions. We also reviewed reports and ratings published for each care home for the most recent Care Quality Commission inspections to ensure that there were no cases of non-compliance. 

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditors/auditassurance/auditor-s-responsibilities-for-the-audit-of-the-fi/description-of-theauditor%E2%80%99s-responsibilities-for . This description forms part of our auditor’s report. 

29 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023 

## **REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

## **Use of our report** 

This report is made solely to the charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.  Our audit work has been undertaken, so that we might state to the charitable company’s members 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 charitable company and the charitable company’s members as a body, for our audit work, for this report or for the opinions we have formed. 


…………………………………………….. 

Stephen Anderson (Senior Statutory Auditor) 

For and on behalf of: Knox Cropper LLP Chartered Accountants & Statutory Auditors 153-155 London Road Hemel Hempstead Hertfordshire HP3 9SQ 

26[th] July 2023 

30 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

## **CONSOLIDATED  STATEMENT OF FINANCIAL ACTIVITIES** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

|**INCOME**<br>Income from Charitable Activities<br>Income from Other Trading Activities<br>Income from Investments<br>Donations & Legacies<br>Net gain/(Loss) on disposal of fixed assets<br>**TOTAL INCOME**<br>**EXPENDITURE:**<br>Expenditure on Raising  Funds<br>Expenditure on Charitable Activities<br>**TOTAL EXPENDITURE**<br>**Net Income/(Expenditure) before investment  Gains/(loss)**<br>Net (loss) / Gain on investment assets<br>**Net Income / (Expenditure)**<br>Transfers between funds<br>**Net incoming /(outgoing)  resources**<br>**Other recognised gains / losses**<br>Actuarial Gain / (loss) on defined benefit pension scheme<br>**NET MOVEMENTS IN FUNDS**<br>**Fund balances brought forward at  1st  April**<br>**Fund balance carried forward at 31st  March**|Notes<br>2<br>3<br>4<br>5<br>6<br>7,8<br>11<br>19|Group<br>Unrestricted<br>funds<br>2023<br>£'000<br>46,979<br>463<br>971<br>6,797<br>(1,285)|Group<br>Restricted<br>funds<br>2023<br>£'000<br>3<br>-<br>-<br>99<br>-|Group<br>Total<br>2023<br>£'000<br>46,982<br>463<br>971<br>6,896<br>(1,285)|Group<br>Unrestricted<br>funds<br>2022<br>£'000<br>43,712<br>467<br>823<br>9,161<br>(179)|Group<br>Restricted<br>funds<br>2022<br>£'000<br>112<br>-<br>-<br>207<br>-|Group<br>Total<br>2022<br>£'000<br>43,824<br>467<br>823<br>9,368<br>(179)<br>54,303<br>(120)<br>(60,996)<br>(61,116)<br>(6,813)<br>2,156<br>(4,657)<br>-<br>(4,657)<br>1,876<br>(2,781)<br>120,678<br>117,897|
|---|---|---|---|---|---|---|---|
|||53,925|102|54,027|53,984|319||
|||(86)<br>(62,934)|-<br>(169)|(86)<br>(63,103)|(120)<br>(60,801)|-<br>(195)||
|||(63,020)|(169)|(63,189)|(60,921)|(195)||
|||(9,095)<br>(931)|(67)<br>-|(9,162)<br>(931)|(6,937)<br>2,156|124<br>-||
|||(10,026)<br>280|(67)<br>(280)|(10,093)<br>-|(4,781)<br>429|124<br>(429)||
|||(9,746)<br>(1,243)|(347)<br>-|(10,093)<br>(1,243)|(4,352)<br>1,876|(305)<br>-||
|||(10,989)<br>113,459|(347)<br>4,438|(11,336)<br>117,897|(2,476)|(305)||
|||||||||
||||||115,935|4,743||
|||||||||
|||102,470|4,091|106,561|113,459|4,438||



All amounts derive from continuing activities. 

The notes on pages 34 to 49 form part of these accounts. 

31 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **CONSOLIDATED  BALANCE  SHEET** 

## **AS AT  31ST  MARCH  2023** 

|Notes<br>**FIXED ASSETS**<br>Tangible assets<br>9<br>Investments<br>11<br>**CURRENT ASSETS**<br>Debtors and prepayments<br>12<br>Short term deposits<br>Cash at bank and in hand<br>**CREDITORS**<br>Amounts falling due within one year<br>13<br>**NET CURRENT ASSETS**<br>**CREDITORS**<br>Amounts falling due more than one year<br>13 (a)<br>**NET ASSETS BEFORE PENSION ASSET**<br>RMBICC defined benefit scheme asset / (liability)<br>19 (g)<br>**NET ASSETS AFTER PENSION ASSET**<br>**FUNDS:**<br>**Unrestricted funds**<br>- Designated funds<br>14.1 & 14.2<br>- Accumulated fund<br>14.1 & 14.2<br>Unrestricted funds before Pension surplus<br>RMBI defined benefit scheme net surplus<br>19 (g)<br>Unrestricted funds after Pension surplus<br>**Restricted funds**<br>15<br>**Endowment funds**<br>15<br>**TOTAL FUNDS**|RMBICC<br>Group<br>RMBICC<br>Group<br>31st March<br>31st March<br>31st March<br>31st March<br>2023<br>2023<br>2022<br>2022<br>£'000<br>£'000<br>£'000<br>£'000<br>74,133<br>76,614<br>65,296<br>76,838<br>23,241<br>23,241<br>32,417<br>32,417|
|---|---|
||97,374<br>99,855<br>97,713<br>109,255|
||9,553<br>5,935<br>18,479<br>5,783<br>9,885<br>9,885<br>257<br>257<br>3,576<br>3,604<br>3,967<br>4,237|
||23,014<br>19,424<br>22,703<br>10,277<br>(5,483)<br>(5,541)<br>(5,301)<br>(5,594)|
||17,531<br>13,883<br>17,402<br>4,683|
||(10,000)<br>(10,000)<br>-|
||104,905<br>103,738<br>115,115<br>113,938<br>2,823<br>2,823<br>3,959<br>3,959|
||107,728<br>106,561<br>119,074<br>117,897|
||<br>74,956<br>74,956<br>67,227<br>67,227<br> <br>25,858<br>24,691<br>43,450<br>42,273|
||100,814<br>99,647<br>110,677<br>109,500<br>2,823<br>2,823<br>3,959<br>3,959|
||103,637<br>102,470<br>114,636<br>113,459<br>4,010<br>4,010<br>4,357<br>4,357<br>81<br>81<br>81<br>81|
||107,728<br>106,561<br>119,074<br>117,897|



The financial statements on pages 31 to 49 were approved by the Trustees on 26th July 2023. 

and signed on their behalf by: 


Chairman (VW Bro J Boyington CBE) 


Director (W Bro S Radia) 

The notes on pages 34 to 49 form part of these accounts. 

32 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **CONSOLIDATED CASH FLOW STATEMENT** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

|**Net income / (expenditure) for the reporting period**<br>Adjustments for:<br>Depreciation<br>(Gains) / Loss  on disposal of fixed assets<br>Investment Income<br>Defined Benefit Pension Scheme<br>(Increase) / Decrease in debtors<br>(Decrease) / Increase  in creditors<br>**Net cash provided by (used in) operating activities**<br>**Cash flows from investing activities:**<br>Dividends and interest from investments<br>Purchase of property, plant and equipment<br>Discontinued capital project cost written off to revenue<br>Proceeds from sale of property, plant and equipment<br>Purchase of investments<br>Proceeds from sale of investments<br>**Net cash provided by (used in) investing activities**<br>**Cash flows from Financing activities:**<br>Cash from Sustainable Bond issue<br>**Net cash provided by (used in) Financing activities**<br>Change in cash and cash equivalents in the reporting period<br>Cash and cash equivalents at the beginning of the reporting period<br>Cash and cash equivalents at the end of the reporting period|RMBI<br>Group<br>2023<br>2023<br>Notes<br>£'000<br>£'000<br>**(9,172)**<br>**(9,162)**<br>3,527<br>3,517<br>1,285<br>1,285<br>(974)<br>(974)<br>(107)<br>(107)<br>8,926<br>(152)<br>182<br>(53)<br>**3,667**<br>**(5,646)**<br>974<br>974<br>(14,721)<br>(5,650)<br>-<br>-<br>1,072<br>1,072<br>(235)<br>(235)<br>8,480<br>8,480<br>**(4,430)**<br>**4,641**<br>10,000<br>10,000<br>**10,000**<br>**10,000**<br>21<br>9,237<br>8,995<br>21<br>4,224<br>4,494<br>21<br>**13,461**<br>**13,489**|RMBI<br>Group<br>2023<br>2023<br>Notes<br>£'000<br>£'000<br>**(9,172)**<br>**(9,162)**<br>3,527<br>3,517<br>1,285<br>1,285<br>(974)<br>(974)<br>(107)<br>(107)<br>8,926<br>(152)<br>182<br>(53)<br>**3,667**<br>**(5,646)**<br>974<br>974<br>(14,721)<br>(5,650)<br>-<br>-<br>1,072<br>1,072<br>(235)<br>(235)<br>8,480<br>8,480<br>**(4,430)**<br>**4,641**<br>10,000<br>10,000<br>**10,000**<br>**10,000**<br>21<br>9,237<br>8,995<br>21<br>4,224<br>4,494<br>21<br>**13,461**<br>**13,489**|Group<br>2022<br>£'000<br>**(6,813)**<br>3,911<br>179<br>(935)<br>(37)<br>(337)<br>203|
|---|---|---|---|
||21<br>21<br>21|||
||||**(3,829)**|
||||935<br>(6,401)<br>-<br>2,019<br>(289)<br>6,504|
|||**(4,430)**<br>**4,641**|**2,768**|
|||10,000<br>10,000|-|
|||**10,000**<br>**10,000**|**-**|
|||9,237<br>8,995<br>4,224<br>4,494<br>**13,461**<br>**13,489**|(1,061)<br>5,555|
||||**4,494**|



33 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **1. ACCOUNTING POLICIES** 

The principal accounting policies adopted, judgements and key sources of estimation uncertainty in the preparation of the financial statements are as follows: 

- (a) The Financial statements have been prepared in accordance with 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 (FRS102) (effective 1 January 2019) – (Charities SORP (FRS102), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102)  and the Companies Act 2006. 

Royal Masonic Benevolent Institution Care Company meets the definition of a public benefit entity under FRS102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy note(s). 

- (b.1) The Trustees consider that there are no material uncertainties about the Charity's ability to continue as a going concern. The most significant areas of adjustment and key assumptions that affect items in the accounts are to do with the defined benefit pension scheme. The surplus on the scheme is determined by actuarial valuation. This involves making assumptions about discount rates, mortality rates etc. Due to the complexity of the valuation, the underline assumptions and long term nature of these schemes, the estimates are subject to uncertainty. Assumptions are based on the recommendations of the actuary. 

- (b.2) Government grants from government agencies and similar bodies are recognised in the Statement of Financial Activities (SOFA) on a systematic basis over the period in which the Charity recognises expenses for the related costs for which grants are intended to compensate. The grant that imposes specified future performance-related conditions on the recipient is recognised in income only when the performance-related conditions are met. Grants received before the revenue recognition criteria are satisfied are recognised as a liability. 

## (c) Income 

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

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

## (d) Expenditure and Irrecoverable VAT 

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

- Expenditure on raising funds, which comprises the cost of investment management fees and fundraising costs. 

- Expenditure on charitable activities includes, principally, cost of running Care Homes of the charity. 

Interest payable in connection with monies raised by the charity for the construction of new assets is capitalised within the asset constructed and depreciated over its expected useful life. Irrecoverable VAT is charged as a cost against the activity for which the expenditure was incurred. 

34 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **1. ACCOUNTING POLICIES  (CONTINUED)** 

- (e) Funds accounting 

Funds held by the Institution are: 

- 1 Unrestricted funds - these are funds which can be used in accordance with the charitable objects at the discretion  of the Trustees. 

- 2 Designated funds - these are funds set aside by the Trustees out of unrestricted general funds for specific future purposes or projects and are as follows (See note 14): 

Fixed asset fund - To finance capital expenditure on properties and equipment. 

New building fund - Amounts set aside to meet authorised future capital expenditure on the purchase, construction and equipping of new Homes and general improvements to existing Homes. 

- 3 Restricted funds - these are funds that can only be used for particular restricted purposes within the objects of the Institution. Restrictions arise when specified by the donor or when funds are raised for particular purposes. Further explanations of the nature and purpose are included in note 15 and 16 to the accounts. 

Victor Donaldson Fund is a restricted fund, loans from this fund have been classified as a Social Investment, as the loans are to provide financial assistance to its beneficiaries. Note 11 discloses movements in the outstanding loan balance. Interest is recognised on the redemption of the loan and is shown in note 2 to the account. 

- (f) Investments 

Investments are stated at market value at the balance sheet date. Realised and unrealised gains and losses are credited / charged to the Statement of Financial Activities on the valuations and disposals throughout the financial period. Dividends are reinvested in the CAIF on the date that they are declared whilst Interest receivable is recognised on an accruals basis. 

Interest receivable in connection with monies raised by the charity for the construction of new assets is offset against the borrowing costs incurred in raising those monies. 

- (g) Apportionment of support costs: 

Support costs have not been apportioned between unrestricted, restricted and endowment funds. 

- (h) Consolidation: 

The RMBICC owns 100% of authorised and issued ordinary share capital of RMBI Trading Limited, RMBI (Settlement) Limited, 19/21 GQS Limited and of Stability Investments Limited. The financial results of these companies have been consolidated. Advantage has been taken of the exemption afforded by section 408 of the Companies act 2006 not to present a separate Income and Expenditure account for the Charity. 

- (i) Debtors 

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

- (j) Cash at Bank and in Hand 

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

35 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

**NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **1. ACCOUNTING POLICIES (CONTINUED)** 

## (k) Creditors and Provisions 

Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due. 

## (l) Financial Instruments 

The charity only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value. 

- (m) Depreciation: 

Tangible fixed assets have been capitalised at cost or acquisition value and where assets have been donated, at their value at date of receipt. 

In line with the revised FRS102, depreciation for freehold and leasehold properties (with a lease life of more than 50 years) have been provided on a straight line basis at rates between 2% to 10%, depending on its useful economic life of the component parts of properties. 

Depreciation for Motor vehicles and Computers & equipment are depreciated on a straight line basis at a rate of 25% per annum. Furniture and equipment are depreciated at rates between 5% to 20% on a straight line basis for items which exceed £10,000 in value, individually or for groups of related assets. 

- (n) Pension costs: 

The Charity contributes to a defined benefits scheme which was closed to new entrants on 4th September 1996. This scheme was closed on 30 September 2010 and all existing employees were transferred to the Group Personal Pension Scheme. 

As the scheme is closed, and no further benefits are accruing to members, there is no current or past service costs charged in resources expended. The interest cost and the interest income are shown as a net amount of other finance costs or credits adjacent to interest. Actuarial gains and losses are recognised immediately in 'Other recognised gains and losses'. 

The defined benefit scheme is funded, with the assets of the scheme held separately from those of the Charity, in a separate Trustee administered fund. Pension scheme assets are measured at fair value and liabilities are measured on an actuarial basis using the projected unit method and discounted at a rate equivalent to the current rate of return on a high quality corporate bond of equivalent currency and term to the scheme liabilities. The actuarial valuations are obtained at least triennially and are updated at each balance sheet date. The resulting defined benefit asset or liability, net of the related deferred tax, is presented separately after other net assets on the face of the balance sheet. 

For the defined contribution scheme the amount charged to the Statement of Financial Activities in respect of pension costs and other post retirement benefits is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet. 

36 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

|**2. INCOME FROM CHARITABLE ACTIVITIES**<br>Note<br>Residents' Fee Receivable<br>Financial assistance to the elderly (Loan interest)<br>**3. INCOME FROM OTHER TRADING ACTIVITIES**<br>Rental & Other Income<br>**4. INCOME FROM INVESTMENTS**<br>Dividends<br>Interest on cash deposits<br>Interest Income<br>**5  DONATIONS, LEGACIES AND GRANTS**<br>Donations<br>Infection control grants<br>Coronavirus Job Retention Scheme grant<br>Donations from the parent charity<br>Legacies|Unrestricted<br>funds 2023<br>£'000<br>46,979<br>-<br>46,979<br>Unrestricted<br>funds<br>£'000<br>463<br>463<br>Unrestricted<br>funds<br>£'000<br>372<br>12<br>587<br>971<br>Unrestricted<br>funds<br>£'000<br>17<br>110<br>-<br>6,670<br>-<br>6,797|Restricted<br>funds 2023<br>£'000<br>-<br>3<br>3<br>Restricted<br>funds<br>£'000<br>-<br>-<br>Restricted<br>funds<br>£'000<br>-<br>-<br>-<br>-<br>Restricted<br>funds<br>£'000<br>52<br>-<br>-<br>-<br>47<br>99|2023<br>Total<br>£'000<br>46,979<br>3<br>46,982<br>2023<br>Total<br>£'000<br>463<br>463<br>2023<br>Total<br>£'000<br>372<br>12<br>587<br>971<br>Total<br>2023<br>£'000<br>69<br>110<br>-<br>6,670<br>47<br>6,896|Unrestricted<br>funds 2022<br>£'000<br>43,712<br>-<br>43,712<br>Unrestricted<br>funds<br>£'000<br>467<br>467<br>Unrestricted<br>funds<br>£'000<br>431<br>1<br>391<br>823<br>Unrestricted<br>funds<br>£'000<br>15<br>2,616<br>9<br>6,476<br>45<br>9,161|Restricted<br>funds 2022<br>£'000<br>-<br>112<br>112<br>Restricted<br>funds<br>£'000<br>-<br>-<br>Restricted<br>funds<br>£'000<br>-<br>-<br>-<br>-<br>Restricted<br>funds<br>£'000<br>63<br>-<br>-<br>-<br>144<br>207|2022<br>Total<br>£'000<br>43,712<br>112|
|---|---|---|---|---|---|---|
|||||||43,824|
|||||||2022<br>Total<br>£'000|
|||||||467|
|||||||467|
||||||||
|||||||2022|
|||||||Total|
|||||||£'000|
|||||||431|
|||||||1|
|||||||391|
|||||||823|
||||||||
|||||||Total|
|||||||2022|
|||||||£'000|
|||||||78|
|||||||2,616|
|||||||9|
|||||||6,476|
|||||||189|
|||||||9,368|
||||||||
|**6. COST OF GENERATING  FUNDS:**<br>Cost of generating voluntary income<br>Investment management cost|Staff<br>£'000<br>-<br>-|Other<br>£'000<br>-<br>86<br>86|Total - 2023<br>£'000<br>-<br>86<br>86|Staff<br>£'000<br>-<br>-<br>-|Other<br>£'000<br>-<br>120<br>120|Total - 2022|
|||||||£'000|
|||||||-|
|||||||120|
||-|||||120|



37 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **7.  INFORMATION   REGARDING   EMPLOYEES   AND   TRUSTEES** 

|**7.  INFORMATION   REGARDING   EMPLOYEES   AND   TRUSTEES**|||
|---|---|---|
|**Staff  costs:**<br>Wages and salaries<br>Social security costs<br>Pension costs<br>Total<br>The number of employees whose total employment benefits are greater than £60,000 are as follows:<br>60,001    to    70,000<br>70,001    to    80,000<br>80,001    to    90,000<br>90,001    to   100,000<br>100,001  to   110,000<br>110,001  to   120,000<br>120,001  to   130,000<br>130,001  to   140,000<br>140,001  to   150,000<br>150,001  to   160,000<br>160,001  to   170,000|2023<br>£'000<br>29,406<br>2,420<br>750|2022<br>£'000<br>29,704<br>3,124<br>773|
||32,576|33,601|
||No.|No.|
||12<br>5<br>4<br>3<br>-<br>2<br>1<br>-<br>-<br>-<br>1|11<br>6<br>5<br>2<br>-<br>3<br>-<br>-<br>1<br>-<br>-|
||28|28|



Key management are the members of the Executive Management who received total employment benefits of £809k during the period (2021/22 - £768k). 

Staff reorganisation costs, totalling £3k (2021/22 - £6k), have been accounted for in "Other staff costs" in note 8 to these accounts. Where appropriate, the reorganisation costs have been included in the bandings, above. 

Contributions during the year to the Group Personal Pension Scheme for the above 28 employees amounted to £172k (2021/22 - £166k). 

|Average number of full and part time employees:<br>Homes<br>Support<br>Marketing<br>Management and administration|No.|No.|
|---|---|---|
||947|1,009|
||22|21|
||3|3|
||27|27|
||999|1,060|



No Trustee, or persons related to or connected by business to them, has received any remuneration from the Charity during the year. The total expenses reimbursed to the members of the Board of Trustees amounted to £9k (2021/22 - £5k), in relation to travelling and subsistence. 

Trustees have taken out Indemnity Insurance and the cost to the Institution was £21k (2021/22 - £20k). 

The number of Trustees receiving expenses was four (2021/22 - five). 

## **8 CHARITABLE   EXPENDITURE:** 

|Staff Salaries, Social Security & Pension<br>Other Staff Costs<br>Agency staff costs<br>Catering supplies<br>Building maintenance and refurbishment<br>Light, heat, rates and water<br>Depreciation<br>Furniture and equipment<br>Cleaning and laundry<br>IT and Computer maintenance<br>Insurance<br>Medical expenses<br>Other - restricted fund expenditure<br>Postage, telephone and stationery<br>Audit<br>Legal and professional fees<br>Interest Costs<br>RMBICC defined benefit pension scheme administration cost<br>Miscellaneous<br>Annuities and grants<br>Total|Residential &<br>Care Homes<br>before<br>support costs<br>£'000<br>28,995<br>948<br>9,945<br>5,502<br>2,619<br>2,068<br>3,366<br>400<br>964<br>518<br>644<br>166<br>47<br>307<br>-<br>22<br>480<br>212<br>599<br>95<br>57,897|Support costs<br>(Head Office)<br>£'000<br>2,895<br>80<br>15<br>-<br>-<br>108<br>143<br>9<br>4<br>381<br>115<br>-<br>-<br>73<br>-<br>15<br>-<br>-<br>548<br>3|Sub - Total -<br>Residential &<br>Care Homes<br>with Support<br>Costs<br>Finan<br>cial<br>assist<br>ance<br>for<br>the<br>£'000<br>£'000<br>31,890<br>-<br>1,028<br>-<br>9,960<br>-<br>5,502<br>-<br>2,619<br>-<br>2,176<br>-<br>3,509<br>-<br>409<br>-<br>968<br>-<br>899<br>-<br>759<br>-<br>166<br>-<br>47<br>-<br>380<br>-<br>-<br>-<br>37<br>-<br>480<br>-<br>212<br>1,147<br>-<br>98<br>-<br>62,286<br>-|Governanc<br>e Costs<br>£'000<br>686<br>9<br>3<br>-<br>-<br>-<br>8<br>-<br>-<br>4<br>21<br>-<br>-<br>-<br>73<br>-<br>-<br>-<br>13<br>-|Total<br>2023<br>£'000<br>32,576<br>1,037<br>9,963<br>5,502<br>2,619<br>2,176<br>3,517<br>409<br>968<br>903<br>780<br>166<br>47<br>380<br>73<br>37<br>480<br>212<br>1,160<br>98|Total    2022|
|---|---|---|---|---|---|---|
|||||||£'000|
|||||||33,601|
|||||||875|
|||||||7,769|
|||||||5,159|
|||||||2,471|
|||||||2,100|
|||||||3,911|
|||||||433|
|||||||738|
|||||||857|
|||||||726|
|||||||253|
|||||||26|
|||||||393|
|||||||77|
|||||||12|
|||||||354|
|||||||126|
|||||||1,115|
|||||||-|
|||4,389||817|63,103|60,996|



38 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **9.1  FIXED ASSETS FOR RMBICC** 

|**Tangible assets**<br>**COST:**<br>At 31st March 2022<br>Additions<br>Disposals<br>At 31st March 2023<br>**DEPRECIATION:**<br>At 31st March 2022<br>Charge for the year<br>Disposals<br>At 31st March 2023<br>**NET BOOK VALUE:**<br>At 31st March 2023<br>At 31st March 2022|Freehold<br>properties<br>£'000<br>99,170<br>14,150<br>(3,308)<br>110,012<br>(37,803)<br>(2,586)<br>1,064<br>(39,325)<br>70,687|Long<br>leasehold<br>properties<br>£'000<br>842<br>6<br>-<br>848<br>(266)<br>(23)<br>-<br>(289)<br>559|Motor<br>Computers &<br>Vehicles<br>Equipment<br>£'000<br>£'000<br>952<br>9,136<br>56<br>509<br>(96)<br>(2,449)<br>912<br>7,196<br>(921)<br>(5,814)<br>(31)<br>(887)<br>87<br>2,345<br>(865)<br>(4,356)<br>47<br>2,840|Motor<br>Computers &<br>Vehicles<br>Equipment<br>£'000<br>£'000<br>952<br>9,136<br>56<br>509<br>(96)<br>(2,449)<br>912<br>7,196<br>(921)<br>(5,814)<br>(31)<br>(887)<br>87<br>2,345<br>(865)<br>(4,356)<br>47<br>2,840|Total<br>£'000<br>110,100<br>14,721<br>(5,853)|
|---|---|---|---|---|---|
||||||118,968|
||||||(44,804)<br>(3,527)<br>3,496|
||||||(44,835)|
||||||74,133|
|||||||
||61,367|576|31|3,322|65,296|



## **9.2  FIXED ASSETS FOR THE GROUP** 

|**Tangible assets**<br>**COST:**<br>At 31st March 2022<br>Additions<br>Transfer of completed projects to RMBICC<br>Disposals<br>At 31st March 2023<br>**DEPRECIATION:**<br>At 31st March 2022<br>Charge for the year<br>Disposals<br>At 31st March 2023<br>**NET BOOK VALUE:**<br>At 31st March 2023<br>At 31st March 2022|Assets<br>Under<br>Freehold<br>Construction<br>properties<br>£'000<br>£'000<br>11,904<br>98,698<br>2,296<br>2,783<br>(11,256)<br>11,256<br>-<br>(3,308)<br>2,944<br>109,429<br>-<br>(37,693)<br>-<br>(2,576)<br>-<br>1,064<br>-<br>(39,205)<br>2,944<br>70,224|Long<br>leasehold<br>properties<br>£'000<br>842<br>6<br>-<br>-<br>848<br>(266)<br>(23)<br>-<br>(289)<br>559|Motor<br>Computers &<br>Vehicles<br>Equipment<br>£'000<br>£'000<br>952<br>9,136<br>56<br>509<br>-<br>-<br>(96)<br>(2,449)<br>912<br>7,196<br>(921)<br>(5,814)<br>(31)<br>(887)<br>87<br>2,345<br>(865)<br>(4,356)<br>47<br>2,840|Motor<br>Computers &<br>Vehicles<br>Equipment<br>£'000<br>£'000<br>952<br>9,136<br>56<br>509<br>-<br>-<br>(96)<br>(2,449)<br>912<br>7,196<br>(921)<br>(5,814)<br>(31)<br>(887)<br>87<br>2,345<br>(865)<br>(4,356)<br>47<br>2,840|Total<br>£'000<br>121,532<br>5,650<br>-<br>(5,853)|
|---|---|---|---|---|---|
||||||121,329|
||||||(44,694)<br>(3,517)<br>3,496|
||||||(44,715)|
||||||76,614|
|||||||
||11,904<br>61,005|576|31|3,322|76,838|



## **10. CAPITAL COMMITMENTS FOR THE GROUP** 

|Freehold<br>properties<br>£'000<br>-<br>852<br>852<br>On construction and improvement of Homes and other<br>capital  expenditure:<br>- Expenditure contracted for<br>- Expenditure  authorised  but  not  contracted  for|Long<br>leasehold<br>properties<br>£'000<br>-<br>-<br>-|Vehicles<br>& computer<br>equipment<br>£'000<br>-<br>-<br>-|31st March<br>2023<br>Total<br>£'000<br>-<br>852<br>852|31st March|
|---|---|---|---|---|
|||||2022|
|||||Total|
|||||£'000|
||||||
|||||891|
||||||
|||||1,068|
||||||
|||||1,959|



39 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

|**THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE**<br>(Charity no. 1163245, Company no. 1293566)<br>**NOTES  TO  THE  FINANCIAL  STATEMENTS**<br>**FOR THE YEAR ENDED  31ST  MARCH  2023**|**THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE**<br>(Charity no. 1163245, Company no. 1293566)<br>**NOTES  TO  THE  FINANCIAL  STATEMENTS**<br>**FOR THE YEAR ENDED  31ST  MARCH  2023**|**COMPANY**||
|---|---|---|---|
|**11.  FIXED ASSETS**<br>**INVESTMENTS FOR RMBICC AND THE GROUP**<br>**(a) Listed Investments**<br>Masonic Charitable Foundation Investment Fund CAIF<br>**Cash held as part of investments:**<br>Cash held by investment manager<br>**(b) Investment Properties**<br>**(c) Social  Investments:**<br>VDF Loans<br>**Total Investments**<br>**MOVEMENT  FOR  THE  YEAR:**<br>**(a) Listed Investments & Unlisted Subsidiaries:**<br>Market value at the beginning of the year<br>Additions<br>Proceeds from disposals<br>Disposals<br>Net investment (loss) / gain<br>Market value at the end of the year<br>**(b) Investment Properties:**<br>Market value at the beginning of the year<br>Additions<br>Proceeds from disposals<br>Property Revaluation (see note 24)<br>Market value at the end of the year<br>**(c) Social Investments- VDF Loans:**<br>Balance at the beginning of the year<br>New loans issued<br>Loans repaid<br>Balance at the end of the year||As at<br>31st March 2023<br>Market values<br>£'000<br>12,611<br>12,611<br>1,055<br>13,666<br>8,392<br>1,183||
||||As at<br>31st March 2022|
||||Market values<br>£'000|
||||21,274|
||||21,274<br>1,535|
||||22,809|
||||8,392|
|||||
||||1,216|
|||23,241<br>31st March 2023<br>£'000<br>21,274<br>268<br>-<br>(8,000)<br>(931)<br>12,611<br>8,392<br>-<br>-<br>-<br>8,392<br>£'000<br>1,216<br>74<br>(107)<br>1,183|32,417|
|||||
||||31st March 2022|
|||||
||||£'000|
||||25,300|
||||318|
||||-|
||||(6,500)|
||||2,156|
||||21,274|
|||||
|||||
||||8,392|
||||-|
||||-|
||||-|
||||8,392|
|||||
||||£'000|
||||1,245|
||||115|
||||(144)|
||||1,216|
|||||
|||||



RMBI Trading Ltd, Stability Investments Ltd, RMBI (Settlement) Ltd and 19/21 GQS Ltd are wholly owned subsidiaries of RMBI Care Company. Their results are consolidated in these accounts. At 31 March 2023, the capital and reserves of RMBI Trading Ltd. stood at -£696k ( 2022: -£808k), Stability Investments Ltd was -£360 ( 2022: -£360), RMBI (Settlement) Ltd was -£8k (2022: -£7k) and 19/21 GQS Limited was £4 (2022 - £4) . All profits of the subsidiaries are gifted to RMBI Care Company year on year. 

The companies' principal activities are the design, build, alteration of RMBICC properties and management and resident billing. 

40 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

|**12.  DEBTORS**<br>Residents' contributions<br>RMBI Trading Limited & RMBI (Settlement) Ltd<br>Other debtors and prepayments<br>**13.  CREDITORS:**<br>**Amounts falling due within one year**<br>Trade creditors<br>Taxation and social security costs<br>Other creditors<br>Accruals<br>**13 (a).  CREDITORS:**<br>**Amounts falling due more than one year**<br>Other creditors (repayable after more than 5 years)|RMBICC<br>As at<br>31-Mar-23<br>Total<br>£'000<br>3,890<br>3,496<br>2,167|Group<br>As at<br>31-Mar-23<br>Total<br>£'000<br>3,890<br>-<br>2,045<br>5,935<br>Group<br>As at<br>31-Mar-23<br>Total<br>£'000<br>1,579<br>540<br>1,002<br>2,420<br>5,541<br>Group<br>As at<br>31-Mar-23<br>Total<br>£'000<br>10,000<br>10,000|RMBICC<br>As at<br>31-Mar-22<br>Total<br>£'000<br>3,524<br>13,130<br>1,825|Group<br>As at<br>31-Mar-22<br>Total<br>£'000<br>3,524<br>-<br>2,259|
|---|---|---|---|---|
||9,553||18,479|5,783|
||RMBICC<br>As at<br>31-Mar-23<br>Total<br>£'000<br>1,572<br>540<br>1,002<br>2,369||||
||||RMBICC<br>As at<br>31-Mar-22<br>Total<br>£'000<br>996<br>702<br>897<br>2,706|Group<br>As at<br>31-Mar-22<br>Total<br>£'000<br>1,055<br>702<br>897<br>2,940|
||5,483||5,301|5,594|
||RMBICC<br>As at<br>31-Mar-23<br>Total<br>£'000<br>10,000||||
||||RMBICC<br>As at<br>31-Mar-22<br>Total<br>£'000<br>-|Group<br>As at<br>31-Mar-22<br>Total<br>£'000<br>-|
||10,000||-|-|



For the purpose of rejuvenating its property portfolio, RMBI Care Company raised £10m in March 2023 through an issue of £20m sustainable bonds due 2029 issued by RCB Bonds PLC (RCB). £10m of the bonds were sold to institutional and retail investors and the proceeds loaned to RMBI Care Company under the terms of a loan agreement with RCB. The remaining £10m of bonds were retained by RCB and may be sold at the request of RMBI Care Company at a future date, with the proceeds of any such sale advanced to RMBI Care Company as a further advance under the loan agreement. 

The interest rate on the bonds, and correspondingly the interest rate on the loan, is a fixed rate of 6.25% per annum until the expected maturity date of the bonds (i.e. 7 March 2029). Interest will be paid semi-annually in arrears on 7 March (3.125%) and 7 September (3.125%) in each year. 

41 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **14.1  UNRESTRICTED FUNDS FOR RMBICC** 

|**(a) Current year**<br>**Designated funds:**<br>Fixed asset fund<br>New building fund<br>**Accumulated fund**<br>Unrestricted Funds before Pension Scheme<br>Defined Benefit Pension Scheme<br>Unrestricted Funds after Pension Scheme<br>**(b) Previous year**<br>**Designated funds:**<br>Fixed asset fund<br>New building fund<br>**Accumulated fund**<br>Unrestricted Funds before Pension Scheme<br>Defined Benefit Pension Scheme<br>Unrestricted Funds after Pension Scheme|Net<br>Balance movements<br>31-Mar-22<br>in funds<br>£'000<br>£'000<br>65,268<br>-<br>1,959<br>-<br>67,227<br>-<br>43,450<br>(9,863)<br>110,677<br>(9,863)<br>3,959<br>(1,136)<br>114,636<br>(10,999)<br>Net<br>Balance movements<br>31-Mar-21<br>in funds<br>£'000<br>£'000<br>67,279<br>-<br>794<br>-<br>68,073<br>-<br>46,843<br>(4,239)<br>114,916<br>(4,239)<br>2,046<br>1,913<br>116,962<br>(2,326)|New<br>designations<br>£'000<br>14,720<br>3,049<br>17,769<br>(17,769)<br>-<br>-<br>-<br>New<br>designations<br>£'000<br>1,831<br>3,099<br>4,930<br>(4,930)<br>-<br>-<br>-|Utilised /<br>released<br>£'000<br>(5,884)<br>(4,156)<br>(10,040)<br>10,040<br>-<br>-<br>-<br>Utilised /<br>released<br>£'000<br>(3,842)<br>(1,934)<br>(5,776)<br>5,776<br>-<br>-<br>-|Balance<br>31-Mar-23<br>£'000<br>74,104<br>852|
|---|---|---|---|---|
|||||74,956<br>25,858|
|||||100,814<br>2,823|
|||||103,637|
|||||Balance<br>31-Mar-22<br>£'000<br>65,268<br>1,959|
|||||67,227<br>43,450|
|||||110,677<br>3,959|
|||||114,636|



## **14.2  UNRESTRICTED FUNDS FOR THE GROUP** 

||**(a) Current year**|Net<br>Balance movements<br>31-Mar-22<br>in funds<br>£'000<br>£'000<br>65,268<br>-<br>1,959<br>-<br>67,227<br>-<br>-<br>-<br>42,273<br>(9,853)<br>109,500<br>(9,853)<br>3,959<br>(1,136)<br>113,459<br>(10,989)|New<br>designations<br>£'000<br>14,720<br>3,049<br>17,769<br>-<br>(17,769)<br>-<br>-<br>-|Utilised /<br>released<br>£'000<br>(5,884)<br>(4,156)<br>(10,040)<br>-<br>10,040<br>-<br>-<br>-|Balance<br>31-Mar-23<br>£'000<br>74,104<br>852|
|---|---|---|---|---|---|
|||||||
||**Designated funds:**<br>Fixed asset fund<br>New building fund<br>**Accumulated fund**<br>Unrestricted Funds before Pension Scheme<br>Defined Benefit Pension Scheme<br>Unrestricted Funds after Pension Scheme|||||
||||||74,956<br>-<br>24,691|
||||||99,647<br>2,823|
||||||102,470|



|**(b) Previous year**<br>**Designated funds:**<br>Fixed asset fund<br>New building fund<br>**Accumulated fund**<br>Unrestricted Funds before Pension Scheme<br>Defined Benefit Pension Scheme<br>Unrestricted Funds after Pension Scheme|Net<br>Balance movements<br>31-Mar-21<br>in funds<br>£'000<br>£'000<br>67,279<br>-<br>794<br>-<br>68,073<br>-<br>-<br>-<br>45,816<br>(4,389)<br>113,889<br>(4,389)<br>2,046<br>1,913<br>115,935<br>(2,476)|New<br>designations<br>£'000<br>1,831<br>3,099<br>4,930<br>-<br>(4,930)<br>-<br>-<br>-|Utilised /<br>released<br>£'000<br>(3,842)<br>(1,934)<br>(5,776)<br>-<br>5,776<br>-<br>-<br>-|Balance<br>31-Mar-22<br>£'000<br>65,268<br>1,959|
|---|---|---|---|---|
|||||67,227<br>-<br>42,273|
|||||109,500<br>3,959|
|||||113,459|



42 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **15.  RESTRICTED FUNDS  RMBICC  AND THE GROUP** 

|**(a) Current Year**<br>Victor Donaldson<br>Specific gifts, donations and  legacies for Homes<br>Prince Edward Duke of Kent Court, Essex<br>L H Miles<br>Hoists & Disability Aids - Samaritan Fund<br>Good Neighbour & Friends of RMBI<br>NH Fowler<br>Royal Arch holidays<br>Jubilee Masters Nurse Training Scheme<br>Dementia Support - Grand Stewards Lodge<br>Other various<br>Sub-Total<br>Endowment Funds (note16)<br>**(b) Previous year**<br>Victor Donaldson<br>Specific gifts, donations and  legacies for Homes<br>Hutchinson<br>Prince Edward Duke of Kent Court, Essex<br>L H Miles<br>Hoists & Disability Aids - Samaritan Fund<br>Good Neighbour & Friends of RMBI<br>NH Fowler<br>Royal Arch holidays<br>Jubilee Masters Nurse Training Scheme<br>Dementia Support - Grand Stewards Lodge<br>Other various<br>Sub-Total<br>Endowment Funds (note16)|Balance<br>31-Mar-22<br>£'000<br>2,588<br>770<br>325<br>563<br>7<br>12<br>31<br>13<br>1<br>21<br>26<br>4,357<br>81<br>4,438<br>Balance<br>31-Mar-21<br>£'000<br>2,501<br>991<br>-<br>329<br>568<br>7<br>11<br>31<br>13<br>1<br>21<br>24<br>4,497<br>246<br>4,743|Movement|Expenditure<br>Transfers<br>Gains &<br>(losses)<br>£'000<br>(6)<br>(440)<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>(3)<br>(449)<br>-<br>(449)<br>Expenditure<br>Transfers<br>Gains &<br>(losses)<br>£'000<br>(25)<br>(424)<br>-<br>(4)<br>(5)<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>(458)<br>(166)<br>(624)<br>in  funds<br>in  funds|Balance<br>31-Mar-23<br>£'000<br>2,585<br>388<br>325<br>563<br>7<br>13<br>31<br>13<br>1<br>21<br>63|
|---|---|---|---|---|
|||Incoming<br>resources<br>£'000<br>3<br>58<br>-<br>-<br>-<br>1<br>-<br>-<br>-<br>-<br>40<br>102<br>-<br>102<br>Movement|||
|||||4,010<br>81|
|||||4,091|
|||||Balance<br>31-Mar-22<br>£'000<br>2,588<br>770<br>-<br>325<br>563<br>7<br>12<br>31<br>13<br>1<br>21<br>26|
|||Incoming<br>resources<br>£'000<br>112<br>203<br>-<br>-<br>-<br>-<br>1<br>-<br>-<br>-<br>-<br>2<br>318<br>1<br>319|||
|||||4,357<br>81|
|||||4,438|



Include within current year "Expenditure, Transfers, Gains & (losses)" is a transfer of £280k from Restricted Funds to General Funds. The transfer relates to building refurbishment expenditure incurred during the year from Care Homes Restricted Funds as  part of the overall capital program. 

43 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **15.  RESTRICTED FUNDS (CONTINUED)** 

|Victor Donaldson Fund:<br>Specific gifts, donations and legacies for the<br>Homes:<br>Prince Edward Duke of Kent Court, Essex<br>:<br>L H Miles:<br>Hoists & Disability Aids-Samaritans Fund<br>Good Neighbour Fund:<br>Friends of R M B I :<br>N.H. Fowler:<br>Royal Arch holidays:<br>Jubilee Masters Nurse Training Scheme<br>:<br>Dementia Support Fund<br>Other:|**Purpose**<br>Various funds consist of amounts under £3k with varying purposes.<br>To assist with costs towards nurse training.<br>To advance secured loans to Beneficiaries to enhance their quality of life.<br>Donation by Mark Master Masons for the development of the Thomas<br>Were Howard House Group.<br>Donation from Grand Stewards Lodge towards Dementia Support<br>program.<br>For the specific use of the Homes towards costs of improving facilities for<br>the benefit of the residents.<br>To contribute towards the cost of an annual holiday to Malta for certain<br>Annuitants and residents.<br>To contribute, from its fund raising ball held each year, towards Annuitants'<br>holiday costs.<br>To assist towards Annuitants' holiday costs and make discretionary grants.<br>Use of income specifically for Connaught Court, York, towards the cost of<br>improving facilities for the benefit of its residents.<br>Donation from Masonic Samaritans Fund for hoists & disability aids<br>Funds received from the Estate of the late W. Bro. Leslie Hugh Miles,<br>PPJGW (Essex), to be used for the sole benefit of the  residents of Prince<br>Edward Duke of Kent Court, Stistead Hall, Braintree, Essex.|
|---|---|



## **16.  ENDOWMENT FUNDS FOR RMBICC  AND  THE  GROUP** 

The Institution has one permanent endowment fund called Cooper and Bull fund for £81k (2022:£81k). 

The purpose of the Cooper and Bull fund is to provide income towards the costs of the nurse training scheme and the purpose of the remaining permanent endowments is to provide income for the Homes and general  use by the Institution. 

44 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **17.  ANALYSIS OF NET ASSETS BETWEEN FUNDS FOR THE GROUP** 

|**(a) Current Year**<br>Properties and equipment<br>Investments<br>Current assets<br>Current liabilities<br>Long-term liabilities<br>RMBICC defined benefit scheme asset<br>**Total Net Assets**<br>**(b) Previous year**<br>Properties and equipment<br>Investments<br>Current assets<br>Current liabilities<br>RMBICC defined benefit scheme asset<br>**Total Net Assets**|Unrestricted<br>funds<br>£'000<br>76,585<br>22,058<br>16,547<br>(5,543)<br>(10,000)<br>2,823<br>102,470<br>Unrestricted<br>funds<br>£'000<br>76,809<br>31,200<br>7,091<br>(5,600)<br>3,959<br>113,459|Restricted<br>funds<br>£'000<br>29<br>1,183<br>2,877<br>2<br>-<br>-<br>4,091<br>Restricted<br>funds<br>£'000<br>29<br>1,217<br>3,186<br>6<br>-<br>4,438|As at<br>31-Mar-23<br>Total<br>£'000<br>76,614<br>23,241<br>19,424<br>(5,541)<br>(10,000)<br>2,823<br>106,561<br>As at<br>31-Mar-22<br>Total<br>£'000<br>76,838<br>32,417<br>10,277<br>(5,594)<br>3,959<br>117,897|As at<br>31-Mar-22<br>Total<br>£'000<br>76,838<br>32,417<br>10,277<br>(5,594)<br>-<br>3,959|
|---|---|---|---|---|
|||||117,897|
||||||
|||||As at<br>31-Mar-21<br>Total<br>£'000<br>76,546<br>36,476<br>11,001<br>(5,391)<br>2,046|
|||||120,678|



## **18. CONNECTED PARTIES:** 

## **a.** Province of Yorkshire, West Riding 

During the period ended 31st March 2023 no contribution was received from the Province of Yorkshire, West Riding towards the running costs of RMBI Homes in Yorkshire (2022 - £nil). 

## **b.** Masonic Foundation for the Aged and the Sick. 

The Masonic Foundation for the Aged and Sick (MFAS) was dissolved in March 2011 and residual funds dispersed. However, the name remains on the Charity Commission register so that if MFAS is the beneficiary of any future legacies the RMBICC will be the agreed recipient and once funds are received they will be shared with the Masonic Samaritan Fund. 

45 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **18. CONNECTED PARTIES (CONTINUED)** 

## **c.** Masonic Care Limited 

Masonic Care Limited was incorporated on 21st October 1998 to provide accommodation and care for people with learning disabilities. RMBI Care Company took over the running of the home and  the net assets and liabilities were transferred  in 2018. This company is now dormant. 

## **d.** RMBI Pension Trust Limited 

RMBI Pension Trust Limited is the sole Trustee of the RMBICC Pension scheme, the defined benefit scheme of RMBICC. RMBICC pays pensions on behalf of the RMBICC Pension scheme. The total amount payable to the RMBICC, by the Pension (Scheme),  as at 31 March 2023  was nil (2022 - nil). 

## **e.** Compass Housing Ltd. 

During 2006/7 the RMBICC took over the administration of Compass Housing Ltd, a sheltered housing complex in Cornwall, that was previously administered by Masonic Charitable Housing. The total amount payable to the RMBICC, by the Compass Housing Limited,  as at 31 March 2023 was nil (2022 - Nil). The administration of Compass Housing Ltd has been transferred to Masonic Charitable Foundation, the parent charity during 2019/20. 

## **19. PENSION SCHEMES** 

The Charity operates two pension schemes. One of these pension schemes is a defined benefits pension scheme, which was closed to new entrants on 4th September 1996. The scheme was also closed for the existing employees in September 2010. The other scheme is a defined contribution scheme. 

## **a.** Defined contribution 

The Charity operates a defined contribution pension scheme.  During the year the charity made payments totalling £750k (2022 - £773k). 

## **b.** Defined benefit 

The RMBI Pension and Life Assurance Fund ("the Fund") is a funded defined benefit arrangement which provides retirement benefits based on final pensionable salary. 

The valuation used for FRS102 disclosures has been based on a full assessment of the liabilities of the Fund. On 30 September 2010 the scheme stopped accruing benefits to its members and all the employees at that time were transferred to the Group Personal Pension Scheme. Hence, there is no current service cost for the defined benefit scheme and all contributions in note 7 relates to the defined contribution scheme. 

## **c** . Principal actuarial assumptions at the balance sheet date: 

The results of the most recent formal actuarial valuation as at 31 March 2022 have been updated to 31 March 2023 by a qualified independent actuary. The assumptions used were as follows: 

||Year ended|Year ended|
|---|---|---|
|Significant actuarial assumptions:|31-Mar-23|31-Mar-22|
|Discount rate|4.8%|2.7%|
|Rate of inflation (RPI)|3.3%|3.9%|
|Rate of inflation (CPI)|2.7%|3.3%|



46 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **19. PENSION SCHEME (CONTINUED):** 

Principal actuarial assumptions at the balance sheet date (continued) 

|Year ended<br>Other actuarial assumptions:<br>31-Mar-23<br>Rate of increase in pensionable salaries<br>3.3%<br>Rate of Increase in pensions - Post 88 GMP<br>2.3%<br>Rate of Increase in pensions - Pre 97 XS<br>0.0%<br>Rate of Increase in pensions - Post 97  pension<br>3.2%<br>Rate of Increase in pensions - Post 05  pension<br>2.3%<br>Revaluation of deferred pensions (non-GMP)<br>3.3%<br>Mortality assumptions:<br>Mortality before retirement<br>as per post<br>retirement<br>Mortality before and after retirement - S3PMA / S2PMA<br>100%<br>Mortality before and after retirement - S3PFA / S2PFA<br>100%<br>Life Expectancies (in years):<br>Males<br>Females<br>For an individual age 65<br>21.4<br>23.8<br>At age 65 for an individual aged 45<br>22.7<br>25.3<br>31-Mar-23|Year ended<br>31-Mar-22<br>3.9%<br>2.6%<br>0.0%<br>3.7%<br>2.4%<br>3.9%<br>as per post<br>retirement<br>112%<br>120%|
|---|---|
||31-Mar-22|
||Males<br>Females<br>21.1<br>23<br>22.4<br>24.5|



## **d. Changes in the present value of the defined benefit obligation are as follows:** 

|Opening defined benefit obligation<br>Interest cost<br>Actuarial (Gain) / Losses<br>Post service cost<br>Benefit paid<br>Closing defined benefit obligation<br>**e. Changes in the fair value of Fund assets are as follows:**<br>Opening fair value of Fund assets<br>Interest income<br>Administration expenses<br>Actuarial (loss) / Gains<br>Contributions by employer<br>Benefits paid<br>Closing fair value of Fund assets<br>**f. Assets:**<br>**The fair value of the assets of the Scheme were:**<br>Equities<br>Property<br>Corporate Bonds<br>Fixed Interest gilts<br>Index linked gilts<br>Liability-driven investment (LDI)<br>Diversified Growth (DGF) & DCFs<br>Buyout aware funds<br>Cash and net current assets<br>Total<br>**The return on the assets was:**<br>Interest Income<br>Return on assets less interest income<br>Total return on assets|Year ended<br>31-Mar-23<br>£'000<br>18,234<br>480<br>( 2,964)<br>-<br>(928)<br>14,822<br>22,193<br>587<br>-<br>( 4,207)<br>-<br>(928)<br>17,645<br>-<br>-<br>-<br>-<br>-<br>-<br>-<br>17,538<br>107<br>17,645<br>587<br>(4,207)<br>(3,620)|Year ended|
|---|---|---|
|||31-Mar-22|
|||£'000|
|||20,184|
|||354|
|||( 1,300)|
|||-|
|||(1,004)|
|||18,234|
||||
|||22,230|
|||391|
|||-|
|||576|
|||-|
|||(1,004)|
|||22,193|
||||
|||4,361|
|||-|
|||3,764|
|||-|
|||2,144|
|||3,512|
|||7,876|
|||-|
|||536|
|||22,193|
||||
|||391|
|||576|
|||967|



47 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** 

(Charity no. 1163245, Company no. 1293566) 

## **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **19. PENSION SCHEME (CONTINUED):** 

## **g. Reconciliation to the Statement of Financial Position (balance sheet)** 

|Market value of assets<br>Present value of defined benefit obligation<br>Fund status<br>Irrecoverable surplus<br>Pension asset/(liability) recognised in the SOFA<br>**h. The amounts recognised in Statement of Financial Activities:**<br>The amounts recognised in Statement of Financial Activities:<br>Current service costs<br>Past service cost<br>Interest on obligation<br>Net interest received<br>Total<br>The amounts recognised in Other Recognised Gains/Losses:<br>Actuarial gains/(losses) in defined benefit obligation<br>Actual return on assets less interest<br>Total||
|---|---|
|||
|||
|||
|||



## **i. Future Funding Obligation:** 

The Trustee is required to carry out an actuarial valuation every 3 years. The most recent actuarial valuation of the Fund was performed by the Scheme Actuary for the Trustee as at 31 March 2019. This valuation revealed a funding surplus of around £1.1m and therefore no deficit contributions are required from the Company. The Company has agreed to pay the ongoing costs of administering the Fund (including the PPF levy) directly. These costs are shown elsewhere in the accounts. 

The actuarial valuation of the Fund as at 31 March 2022 is currently being finalised. The preliminary results of this valuation revealed a funding surplus and therefore no deficit contributions are expected to be paid to the Fund during the accounting year beginning 1 April 2023. 

48 



DocuSign Envelope ID: 0130E27A-513E-4372-9BCF-303F1BF144C3 

## **THE ROYAL MASONIC BENEVOLENT INSTITUTION CARE COMPANY** (Charity no. 1163245, Company no. 1293566) **NOTES  TO  THE  FINANCIAL  STATEMENTS** 

(Charity no. 1163245, Company no. 1293566) 

## **FOR THE YEAR ENDED  31ST  MARCH  2023** 

## **20.  TAXATION** 

The Royal Masonic Benevolent Institution Care Company is a registered charity and is potentially exempt from taxation in respect of income and capital gains received within the categories covered by Part 11 of the Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act 1992 to the extent that such income or gains are applied to exclusively charitable purposes. 

## **21. NOTES TO CASH FLOW STATEMENT** 

## **ANALYSIS OF CHANGE IN NET FUNDS FOR  THE GROUP** 

|**(a) Current year**<br>Cash at bank and in hand<br>Short term deposits<br>Cash and cash equivalent<br>**(b) Previous year**<br>Cash at bank and in hand<br>Short term deposits<br>Cash and cash equivalent|At 31st March<br>2022<br>£'000<br>4,237<br>257<br>4,494<br>At 31st March<br>2021<br>£'000<br>5,462<br>93<br>5,555|Cash flow<br>£'000<br>(633)<br>9,628<br>8,995<br>Cash flow<br>£'000<br>(1,225)<br>164<br>(1,061)|At 31st March<br>2023<br>£'000|
|---|---|---|---|
||||3,604<br>9,885|
||||13,489|
||||At 31st March<br>2022<br>£'000<br>4,237<br>257|
||||4,494|



## **22 LEGAL STATUS OF THE CHARITY** 

The Charity is a company limited by guarantee and no share capital. In the event of the charity been wound up, the liability of the guarantee is limited to £10 per member of the charity. 

## **23 ULTIMATE CONTROLLING PARTY** 

The charity is a subsidiary of the Masonic Charitable Foundation and the Trustee Board of the Masonic Charitable Foundation is the Charity's ultimate controlling party. 

## **24 INVESTMENT PROPERTY REVALUATION** 

The investment property revaluation was undertaken by an external, independent property valuers, with a relevant and recognised professional qualification. The valuers have recent experience in the location and category of the property being valued. 

The property comprises a retail unit as well as four residential accommodations. The residential accommodations have been valued assuming a sale on 125 year lease. The valuation of the retail unit is based on 15 year lease, capitalising the income payable to the freehold with appropriate investment yield and reflects discounts for related costs associated with the sale. 

## **25 RELATED PARTY TRANSACTIONS** 

There have been no related party transactions other than those disclosed in note 18. 

## **26 COMPARATIVES** 

Where there has been a reclassification of incoming resources, outgoing resources, assets or liabilities, the comparative figures have been restated accordingly. 

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