REGISTERED COMPANY NUMBER: 09953572 {England and Wales) REGISTERED CHARtrY NUMBER: 1169965 REPORT OF THE TRUSTEES AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 FOR THORNGATE CHURCHER TRUST THORNGATE CHURCHER TRUST CONTENTS OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Page Report of the Trustees 1 to 14 Report of the Independent Auditors 15 to 18 Statement of Financial Activilies 19 Balance Sheet Cash Flow Statemerrt 21 Notes to the Cash Flow Statement Notss to the Flnanclal Statements 23 to 35 THORNGATE CHURCHER TRUST REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 The truslees who are also directors of the charity for the purposes of the Companies Acl 2006. prasent their report the finanrial statements of the charity for the year ended 31 March 2024. The trustees have adopted the provisions of Accounting and Rewrting by Charities: Statement of Recommend8d Practtce applicable to charilies preparing their accounts in accordan￿ with the Financial Reporting Standard appliGable in the UK and Republic of Ireland (FRS 102> {effective 1 January 2019). OBJECTNES AND ACTivrriES Prlnclpal Actlvltles The principal actiV￿.eS of the Trust continues to be the provis*)n of almshous8 accommodation in one hundred and iw8nty four on&bedrwm flats for older people armj Ihe proviston of a r￿ern foty four bedroom re home. The Trust is a registered charity. Our Vision Providing comfort and security to those in need since 1868 and committed to developing the highest slar)dards of housing and professional care in a SUPFK)rtive. respecthil and friendty community. Our Values We wk to improve lives through passionately promoting eX￿llen￿ in support. care and housing W8 will 8ach commit to tak8 responsibilty for our roie in our teams en(x)urdging. resp8cting and supporting each other SUPFQrting each other W8 strive to be transpar8nt. approachab18. listening to each other and acting with empathy and consistency We will respect and support everyone as W￿1vidUals, treating residents and colleagues witt) dignity and Ix)mpassion. arKI behaving professtonally ￿ffiatevef our role Publ1¢ beneflt The trust88s confirm that thay have referred to the gUIda￿e contained n the Charity Commission's general guidance on public benefrt when reviewing the charitvs aims and ob￿CtsveS and in planning future activities. The truste8s refer to public benefit throughout this reporL PaJe 1 THORNGATE CHURCHER TRUST REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 FINANCIAL REVIEW Business and Financial Review During the financial year 2023-24. the Trustees conlinued to review the care and houslng offered to residents, seeklng contlnuous improvement, and enknrking on the development of a new sit8 of almshouses at Grove Road Gosport. In addition, the board havg had r8gard to the requiremenls of its three regulators. the Regutator of Social Housing {RSH}. th8 Care Quality Commission (CQC) arKI Ihe Charity Commission, not least of which being the standard from the RSH to e￿den￿ value for money. Further th8 Trust has incorporated n8W r8quirem8nts from the Housing Ombudsman in its operations. The Trust is a provider of residentlal care services to Hampshire County Council for a number of residents in ts R￿sell Churcher Court care home. The board is pleased to report a surplus for the 12 month period of £496,488 (2023: £136.480). The change in th8 y8ar has mainly been due to reduced costs In the care home pa￿cUlarlY related to agency cover compared to 2023. In 2024 there vlas a slgnfficant In￿eaSe in income as the FX)sitiv8 results of refurbishing rooms within the care hom8 Y￿re evident. Excellent orJxpancy18V81s and th8 r8sults of a stable staff team assisted in a strong perfonnan(x. Operational surpluses (i.e. Njst irKluditYJ housing and soaal care) for the periods excluding valuation adjustments on the penslon fund, investments. and the adjustments made for the maintenance reseN8 figures were £446.656 (2023: £143.824) (see not8 12). During the year the Trust made steady progress on ts strategy to acquire and build new social housing on a sit8 at Grove Road Gosport. Work was carried out through the year to value engineer the tender despite significant inflationary pressures on building and consuttancy costs. Di$￿$s1OnS vRre also held with a number of banks to detemiine the best financing package ak)ngside a Homes England granl application In December 2023, Homes England agreed the grant fvnding needed to Commen￿ the project to build 30 new homes in Spring 2024. Following the marf(et research exercise in 2022 and the decision made to continue to invest in social care and upgrade r¢)oms further over a period of four years to further enhan￿ the Trust's position locally, refvrbishmenl of the care home continued and remained on schedule at the year end wlth 28 oui of 44 rooms completed. Occupancy figures for the care home and housing remain among the best in our peer group. Cowd was nol a signffi¢ant factor in 202&24. Restrictions were lifted in April 2023. The previous y8arfs finances had been aff8Ct8d by the levels of agency stsff needed due to Covid and staffing pressures. However th8 deusion to app￿ for a Sponsorship Licence and rec¥uit overseas candidates resulied in a strong staff retention, and reduced wsts for agency durfng the year. The Trust maintained its accreditation under Real Li¥iNJ Wage Employer scheme. The Trust has also sought to maintsin ts buiklings to a high stsndard. Following the RAAC concrete issues 8ffecling some public l)uiklings in 2023, the Trust immediately undertook surveys of its buildings using professional structsjral 8ngin88r. The investigations CC￿dUded that none of the Trusfs properties were built with RAAC. The Trust has already established that li already meets the Regulatorfs targets of all properties being at EPC "C. or better by 2030. Looking fowrd the Trust remains focussed on its principal aims of providing awwd winning social housing and axcellent social care. its aim to be the empk)y8r of C1K)i￿ and the development of the Grove Road site while not losing site of its carbon reduction loumey. Our income from housing and care activities (excluding grants) increased month on month in 202>24 by 14.6¢k to £3.622.306 over the 12 m¢)nth period (2023: £3.160.033). Ht)using voids continu8d to b8 controlled with void properties acuunting for lost income of £1.394 over 12 months (2023: £2,319). CCLA continue to be engaged as investment managers. Gain on investrnents for the year was £48,892, (2023: Loss of £3,609) reversing the difficult trading conditions seen over the last few years. Page 2 THORNGATE CHURCHER TRUST REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 Freehokl propeites are held at hrsiorical cost. wrlh (x)mponent accounting applied to result in a depreciated property figure. Under the Charities SORP social housing grant (SHG) is no longer deducted as in years prior to 2016. The properties are shown in these accounts at their historic Cost of £11,028,592 (2023: 10.762,581). After depreciation the net book value of housing properknes held at historic cost is £8.554.705 (2023: £8,323,412). The valuation undertaken by Lloyds Bank plc In May 2016 valued the Russell Churcher Court care home at £2.25M. The Trusts qualffied Property Servi￿5 Manager carried oul an extensive impaimient review in 2019 and a stock condition survey in summer 2023. neither of which eVIden￿d any indications of impairment. Further a qualified structural engineer examined the Trusys properties for impairm8nt due to RMC concrete and none was found. An additional valuation was (xrrted out by Charity Bank's valuers Avison Young in eady 2024 at Thomgate Court and Melrose Gardens for the purposes of loan security and found no impairment in either site. Accordingly, the trust88s believe the current market value exceeds th8 book valu8. The balan￿ sheet shows a net currenl ass8t at 31 March 2024 of £197.729 (2023.. -£444.167). This change from 2023 is as a result of th8 inlerest only loan negotiated to August 2023, Ix)nverted to a longer temi loan as th8 d8velopment got underway, The ttustees continue lo be of the Opinic￿ that ihe overal financial position of the Trust is healthy and that it is abl8 to meet its Cuffent and future commitinents. During the year there ¥￿S no change to the ￿ard members. Mr Mark Hook was re-appointed to be Chaimian. The l)oard continued with training and strategy days using external consultants and qualified professionals to provide faGilitation. guidance and exp8rtise in specific topics. During the 23-24 financial year one board day was held (in addition to extra board meetings for financing at the Grove Road development). This board day covered complianc8 With regulators such as the CQC. the Regulator of Social Housing, and the Charity Commission. It also covered energy data and decision making. Contribullon from Voluntears The contribution from volunteers is nol significant and does not affect Ihe Trusys abilty to carry out any of its activities. ReseThes The Trustees have transferred monies to Reserve FU￿lS in accordan￿ with the Charity Commission Scheme over a long period in order to: Provide Designated and Restricted Reserves. which include the minimum annual amounts for future Repairs and Maintenance. required by Ihe Chaty Commission Scheme, plus income thereon. less related expenditure. b) Provide Unrestricted Reserves to: Allow ft)r fiuctuations in cash flow and b8 ab18 to m88t budg8t8d expenditure and donations for one year ahead. Accumulate moni8s expected to be requir&J for the refijrbishment of the Almshouses over ar￿ above the minimum required by the Charity Commission Scheme. Purchase investrnents whrch prowde income that can Indlrecly make it possible to . subsidise the weekly Maintenan￿ conlributions charged to residents of the almshouses and care hom8. thus fulfilling one of its charitable objectives. As at 31 March 2024 unrestricted reserves ware £7.814.665 of which £464,033 are designated reserv8S. Endowm8nt reserves are £40,503. Social Investment Poll¢les The Trust has not made any socaal investrnents during the year. Page 3 TrIORNGATE CHURCHER TRUST REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 Fundraising Reporting Note Thomgate Churcher Trust d￿S not nomialty carry out any signfficant fundraising activities. No fundralsing has be8n done on behalf of the Trust by any olh8r body. It d08s not employ a professional fundraiser or have a commercial participator arrangement. Accordingly the TNst has not registered with the Fundraising Regulator. Wthin the Russell Churcher Court care home the activities team raise small amounts of money {typically less than £6.000 annually) through incidenta raffles {i.e. not requiring a licence). from relab'ves to fund additional outings and entertainment for residents of the care home. Unconnecied members of the general public are not approached, accordingty the Trust does not need to take measures to protect vulnerable members of the publi No complaints were received by the charity in relatM)n to fundraising. Financial Effect of Significant Events There was one ggnfficant event during ts year: New development at Grove Road Gosport. DurirwJ the year. the Trust was able to pn)gress its development plans at Grove Road. Followng success in obtaining planning permission. the Trusts advisors value engineered the development (x)st. and lh8 Chief Exe(xJtive was su(KessftJl in seGurFng a grant from Homes EngLand. Thls grant coupled with a loan from Charfty Bank of £3M enabled the start date of the development to be arranged for April 2024. Page 4 THORNGATE CHURCHER TRUST REPORT OF THE TRUSTEES FOR THE YEAR ENDED 31 MARCH 2024 STRUCTURE, GOVERNANCE AND MANAGEMENT The Govemlng Instrument Recrultment and Training of Trustees Trustees 8re recruited based on an analysis of skills gaps, and Ihen this is publicised by adverts or through news articleslneiworking. IrKliNiduals are then inteNiewed, who may then, depending on th8 Outcome b8 appointed. Truslee board days nonnally take place Iwice a year in addition to board meetings and encompass both strategy and training. In addition. addilional Iraining is undertaken on an ad-hoc basis such as attendan￿ at seminars as and when necessary or trustees are available. for exampl8 seminars given by tocallegal fimis and by membership bodies. Pay and Remuneratlon of Key Personnel The Chief Execulive's remuneration is set by means of an appraisal with a suitabty qualified trustee, and tsking into account salaries in comparable organisalions and levels of skills, knowledge and 8XP8rienc8 requlred. Pay and r8muneration decisions also take into xcounl individual perfomiance against organisational and personal targets. Code of Govemance The trustees ar8 pleased to report that the Trust complies wih Ihe Standards of Almshouse Management. The Trust also adopted the Charity ComTnission CcMJe of Governan￿ in 2014, and subsequently the new Code of Govemance in 2018. No trustees have served more than nine year5. Having given consideration to its effectiveness to make informed dacisions. the board believes it does this because of the detailad inf0ma￿on it considers, not just at board meetings but throughout the yaar through monthly management reporting packs and ad.hoc reports and notifications from Ihe Chief Ex8uJtive. The board continues to have challenging board days to ensure it r8fr8shes its skills and knowledge and avoids 'group think". Rlsk assessment - principal rlsks and uncertalnties Th8 Trustees have considered the major risks to which the Trust could be exposed and have reviewed the systems established to mitigate against sud) risks. A risk register is used to review key risks and is reviewed at board meetings and in addition c)n board days. The risks are recorded and assessed in terms of impact and probability and also uses a traffic light system to highlight areas of particular concem. Any signtficant changes are reported to the tM)ard monthly or quarterfy as appropriate. The three principal risks and urLYrtainties facing the charity arKI its mitigation strategies at present are: Income malntenance In the care home. Following market research and a strategy day the Trust implemented a change in fees for new residents of the care home in 2022. Market research indical8d that this fee structure should not result in excessive voids however this is being monttored. Hampshire County Counc¥l have introduced a new Care Home Framework after the year 8nd. Initially the Trust declined to join, but subsequently has engaged and been ac￿pted onto the Framework, and vacancies continue to be filled by both prtvate and council funded Ser￿1￿ users. Cyber risk. Th& TNst identtfied thaL as a Tegulated body. it is vulnerable to a concerted cyber-allack. It has mitigated this by strengthening its tT investrnent and rolling out cyber training to all staff and ttuslees. Th8 Trust has also cDmpleted Ihe Digital Security and Protection Toolkit from NHS Digital. During ihe financial year the trust moved its main care planning 50ftware to a cloud based programme. folk)wed by all its management folders. Th8 Trust has commenced Cyber Essentials accredtiation. CQC Inspection. A CQC inspection of the care home is du8 in 2024. Whi18 major compllance steps are taken continuously, vlsit from Ihe regulator (x)nstitute a risk however well managed. The updated care plan software package referred to al)ove assists with o)mpliance and the managem8nl team undertake training to maintain their understanding of CQC compliance. The ty)ard are not aware of any irregularities, including fraud. involving management or employees of the Trust: nor are they aware of any instances of actual ￿ possible non)urse of the audit, we have not identified matarial misslatements in the Report of the Trustees. We have nothing to report in respect of the followlng matters where the Companles Act 2006 requlres us to report to you rf. in our opinion.. adequate accounting records have nol been kept or returns adequate for our audii have not been r￿1Ved from branches not visited by us. or the financial statements are not in agreement viith the a(￿A)Unting records and retums: or certaTn dksclosures of trustees, remuneration specafied by law are not made,. or we have not ￿CeIVed all the infomiation and 8xplanations w8 require for our audit; or th8 tnJst88s were not 8ntitled to take advantage of the small companies exemption from the requirement to prepare a Strategic Report or in preparing th8 Report of the Trust88S. Responslbllltles of trustees As expkined rn0￿ fully in the Statement of Trustees. Responsibilities. the trustees (who are also the directors of the charttable (x)rnpany for the purposes of company law) are r8sponsibl8 for the preparation of the financial ststements and for being satisfied that they give a true and fair view, and for suth intemal control as the trustees detemiine is necessary 10 8nab18 th8 ￿eparat￿n of thancial stat8m8nts that ar8 fr88 from mat8rial misstatement, whether due to fraud or error. In preparing th8 fjnanciaS slat8ments. the trustees are responsible for assessing the tharItab￿ COmpan￿S ability to continue as a going COr￿ern. discklsing. as applicab￿. matters related to going concem and using the going concem basis of accounting unless the trustees aithar intend lo liquidate the charitable company or to cease operations. or have no realistic a￿ematIVe but to do so. Page 16 REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF THORNGATE CHURCHER TRUST Our responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assuran￿ about whelher the financial ststements as a whole are free from material misstatement. whether due to fraud or error. and to issue a Report of the Independent Audilors that indLKles our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordan￿ V￿th ISAS (UK) ￿11 aways detect a material mi5Statement vthen it exists. Misstatern8nts can arise from fraud or error and are (x)nsidered material rf. individually or in the aggregate, they could reasonably be expected to inlluence the economic decisions of users taken on the basis of these financial statements. The extent lo vthich our prO￿dureS a￿ (xpable of detecting irregulariiies, including fraud is detailed below. Irregulariti8s, including fraud, are inStan￿S of nonacomp11an￿ with laws and regulations. We design prO￿dureS in line wth our responsibilities. outlined above, to detect material nwsstatements in respect of irregularities, including fraud. The extent to which our procedures are capabl8 of d8teding irregularities. induding fraud is detailed below: From discussion with management and those charged with govemance infomiation about the entity is documented to assess the actlvlty wlthln the organisation. We discuss managements assessment of rlsk In respect of irregulariiies. fr8ud and going {X)n￿m. Based on these discussions and our own assessments we detenrmned Ihal the key risk areas were income recogniiion in respect of cut off issues conceming Ir￿￿e reo)gnition and managernent override cOr￿e[ning the size of the organisation. We set financial statement materialty level based on the level of income. As a not for profil organisation raising income is its primary focus which is why income was used to detemiine the level of materialty. Our over811 a&s&%sment of risk was used to detetmine perfomiance materialty at an appropriate level. Substantive audii tests We￿ designed after assessing and testing systems and controls. The systems and controls which have been designed to act as a preventative measure against fraud and error were operating as documented. Substantive tesb.ng tested a sample of the population. representative of the population. to identify errors. The tesling did not identify any material misstatements in areas test8d. Audit substantive tests CO￿[Uded no material error5 over the key risk areas of income recognib'on and management override. The 8udit considers the organisation is not exposed to mtsial risk of error a5 a result of assessing laws and regulations that are appropriate to the organisation. Managément assessed there is no going concem risk. A further descrtption of our r8sponsibiliti8s for Ihe audit of th8 financial statements is located on the Financial R&porting Councal's v￿bsIte at WW4V.frc.org.uklauditorsresponsibilities. This description fom)s part of our Report of the Independent Auditors. Pag8 17 REPORTOF THE INDEPENDENT AUDrroRS TOTHE MEMBERS OF THORNGATE CHURCHER TRUST Use of our report This report is made solely to the charitable companys members. as a body. in accordan￿ with Chapter 3 of Part 16 of the Companies Act 2006. Our audii work has been undertaken so that we might state to the charitable CoMpan￿S members those matters we are required to slat8 to them in an auditors, reF(*rt and for no other purpose. To the fullest extent pemltted by law, we do not accept or assume responslbS11ty to anyone other than the charttable company and the charitable companls m8mbers as a body. for our audit work, for this report, or for Ihe opinions we have fomied. Paul Undewood {S8nior Stabjtory Auditrff) for and on behalf of M(Jrris Crocker Limited Chartered Accountants Statutory Audttors Station House North Street Havant Hampshlre P09 1QU Date: .. Pag8 18 THORNGATE CHURCHER TRUST STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING AN INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 MARCH 2024 2024 Total funds 2023 Total funds Unrestricted Restr￿ed Endowm8nt funds fund fund Notes INCOME AND ENDOWMENTS FROM Donations and legacies 4.610 4.610 1,211 Charitable activiti8s Housing for older people Care home 1.048.309 2.582.726 1.048.309 2.582.726 2,210,955 Invostm8nt income 2.739 2,739 620 Total 3.638.384 3,638,384 3,161,785 EXPENDITURE ON Charitable activities Housing for older people Car& hom8 844.834 2,345,956 844.834 2.345.956 782.691 2.239.005 Total 3.190,79) 3.190.790 3.021.696 Net gainsl(losses) on investmenls 48.892 48.892 (3,609) NEf INCOME Other recognised gainsl{losse8) Actuarial gain￿{losses) on defined benefrt schemes 496,486 496.486 136,480 (88,000) (88.000) (44,987) Net movemenl in funds 408,486 408,486 91,493 RECONCILIATION OF FUNDS Total funds brought fopward 7.406.179 40.503 7,446,682 7.355,189 TOTAL FUNDS CARRIED FORWARD 7.814,665 40.503 7,855,168 7,446,682 The notes form part of these financial statanents Page 19 THORNGATE CHURCHER TRUST (REGISTERED NUMBER: 09953572) BALANCE SHEET 31 MARCH 2024 2024 2023 Notes FIXED ASSErs Tangible assets Investments 13 14 8.611,540 496.901 8,403,518 448,009 9.108.441 8.851,527 CURRENT ASSETS Stocks Debtors Cash at bank 15 16 7.415 104,724 440.291 8.871 105.408 302.735 552,430 417.014 CREDITORS Amounts falllng due within one year 17 (354,701) {861.181) NET CURRENT ASSETS 197.729 {444,167) TOTAL ASSETS LESS CURREKr LIABILrriES 9.306.170 8,407,380 CREDITORS Amounts falling due after more than year 18 {1,140,775) {666,193) PROVISIONS FOR LIABILrriES 21 (310.227) (294.485) NET ASSETS 7.855,168 7,446.682 FUNDS UnrestrÉcted funds Endowment ￿ndS 23 7.814.665 40.503 7.406,179 40,503 TOTAL FUNDS 7.855.168 7.446.682 These ffinancial stat&ments have been prepar8d in a￿ordanCe the provisions applicable to charitable companies subject to the small companies regime. The finanaal statements were approved by Ihe Board of Trustees and authorlsed for Issue on 11.,AfjoaK..2o￿Lk.. and were signed on its behalf by.. Hook - TNstee The notes fomi part of these financial slatements Page 20 THORNGATE CHURCHER TRUST CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2024 2024 2023 Notes Cash flows from operatlng acllvltles Cash generated from operations Interest paid Finance Costs paid 614,890 {37,286} (13.014) 300,307 (36.078} (8.014} Net cash provided by operating activities 564.590 256,215 Cash flows from investing a¢tivttles Purchase of tangible fixed assets Purchase of fixed asset investrnents Interest received (406.244} (454.112) {41.639) 620 2,739 Net cash used in investing activities (403.505) (495.131) Cash flows from financing activilies New loans in year Loan repaym8nts in year 500.000 {523.529} (23,415} Net cash used in finandng activrties (23.529) {23,415} Change In cash and cash equivalents In the raporting period Cash and cash equivalents at the beginning of the reporting perfod 137,556 (262,331) 302.735 565,066 Cash and cash equivalents at the end of the reporting period 440,291 302,735 The rK)tes fonn part of Ihese financial statements Page 21 THORNGATE CHURCHER TRUST NOTES TO THE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2024 RECONCILIATION OF NET INCOME TO NEf CASH FLOW FROM OPERATING ACTIVITIES 2024 2023 Net income for the reporting period (as per the Statsment of Financial Activities) Adjustments for: Depreclation charges (Gainyiosses on investmants Loss on disposal of fixed assets Interest receNed Interest paÈd Finance costs De¢reasel(in¢rease) in stocks Decreasel(increase) in debtors (Decreaseyincrease in (Trditors Differ8nc8 b8tW88n pension charge and cash contribufions 496.486 136,480 1T6.824 (48,892} 21,398 (2,739) 37.286 13.014 1.456 181.459 3,609 6,218 {620) 36.078 8,014 (2,186) (16.733) 14.251 (66.263) (8.369) (72.258) Net Cash provided by operations 614.890 300,307 ANALYSIS OF CHANGES IN DEBT At 1.4.23 Cash flow At 31.3.24 Net cash Cash at bank 302,735 137,556 440,291 302.735 137.556 440,291 Debt Debts falling due within 1 year Debts falling du8 aflar 1 year (527.624) (666.193) 498.112 {29,512) {474.582) (1,140.775> (1.193,817) 23,530 {1,170.287) Total (891.082) 161,086 1729,996) The notes fomi part of these finan(ial statements Page 22 THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEhlENTS FOR THE YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES Basis of preparlng the flnanclal stalements The financial statements of th8 (*barttable u)mpany. which is a public benefit entity under FRS 102. hav8 been prepared in accordance with the Charities SORP (FRS 102) 'Accounting and Reporknng by Charities: Statement of Recommended Practi￿ applicable to charities preparing iheir accounts in accordan￿ wlh the Financial Reporting Slandard appli(xbl8 in the UK and Republic of Ireland {FRS 102) (effectiv8 1 January 2019}', Flnancial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland. and th8 Companies Act 2006. The financial stat8m8nts have been prepared under the historical cost convention, with the exception of Investrnents which are indud8d at market value. as modffied by Ihe revaluatM)n of certan assets. The trustees consider that there are no material uncertainties regarding the charity's ability to continue as a going concern. Income All income is recognised in the Statement of FSnandal Activities once th8 charity has entrtlement to th8 Jnds, It is probable that the income will be received and the arrnunt can be measured reliably. The charity recchJnises grant income in relation to h￿SIng properties when the Ix)nditions of the grant contract have been performed. A condition of the grant is thal the monies would become repayable if the properties were sohJ. A liabilty is not recognised in respect of ihis. The trustees will provid8 for a liabilty in the event of a decision being made to sell one of the propwb'es. Expenditure Liabilfties are recognised as expenditure as s￿n as Ih8re is a legal or Ix)nstructive obligatÉon committing the charity to Ihat expenditure. it is probable that a transfer of economic beneffts will be required in setttement and the amount of the obligation can be measured reliably. Expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all Cost related to the category. Where costs Cannot be directty attributed to part￿￿lar headings they hav8 been all￿ted to activities on a basis consistent with the use of rewurces. Allocation and apportionment of costs Finance and adrninistration costs are apportiowl to specified headings of expenditure wh8r8as employees are charged directly to spe(xfied headings. Other administration costs are allocated as (xJnstd8r8d appropriate. Penslon costs and other post-relirement benefits The Trust participates in a multiaemployer defined benefft scheme. the Social Housing Pension Scheme (SHPS). For the SHPS, it has not been possible to identsfy the share of und8rlying assets and liabilities belonging to the individual particapating employers. The income and expenditure charge represents the employer (x)ntribution payable to the scheme for the accounting period. Tanglble fixed assets Depreciation is provided at the following anNal rates in order lo write off each asset over its estimated useful lrfe. Struclur8 Roots Windows and DooY3 Boilers lfjtchens Bathrooms Mechanical Systems Electrical Systems Lifts Fumiture and aquipmant Computers and office equipment 1.4Y. 3.30/0 6.7Yo 5% 3.3V 3.30/. 2,5V¢* 5CA* 250 Page 23 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 ACCOUNTING POLICIES - continued Tanglble fixed assets Individual fixed assets costing £250 or more are CapIta￿sed at (X)sL stocks Stocks are valued at the lower of (xjst arKI n8t realisabte value. after maknng due allowance for obsolete and slow moving items. Taxation The charity is exempt from corporation tsx on ils d)arilable actrrfites. Fund accountlng un￿strICted fijnds can be used in accordanc£ with the tharitable objectives at the discretion of the trustees. Restricted funds can only be used for particular re5tricled purposes within the objects of th8 tharity. Restridions arise when specified by the donor or when funds are raised for particular restricted pury)os&s. Further explanation of the nabjre and purpose of each fund is induded in the notes to the financial statements. Investments Fixed assel investments are induded at market valu8 al the balan(* shèat date. Realised gains and losses on irNestments are ￿lCulated as the difference be￿￿n sale pro￿edS and their market value at the start of the year or their subsequent cost, and are charged or credited to the slatement of financial activities in the year of disposal. Unrealised galns and losses represent the movemenl In market values during the year and are credited or charged to the Statement of financial actsviti8s based on market value at the end of the year, Financial instrumerrts The charity On￿ enters into basic financial instwments transactions that result in the recognition of financaal assets and liabilities like trade and other aco)unts re￿1vable and payable investments in stocks and shares. The measurement basis used for these instruments is detailed below. Debtors and cash at bank Trade and other debtors ar8 r8cognised at th8 S8tUem8nt amount due after any trade discount offared. Prepayments are valued at the amount prepaid net of any trade diso)unts due. Cash at bank and in hand included cash held on deposit or in a ￿rrent account. Credltors and provlslons Cr8ditors and provisions are recognised vthere th8 (*arity has a present obllgatlon resultlng from a past event that will probably resu￿ in the transfer of fijnds to a third party and th8 arnounl du8 to S8tt18 the obligation can be measured or estimated reliabty. Crediiors and provisions are nomially recognised at th￿r settlement amount after allowing for any trade discounts due. Page 24 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEmE￿rs - continued FOR THE YEAR ENDED 31 MARCH 2024 DONATIONS AND LEGACIES 2024 2023 Donalions 4.610 1.211 INVESTMENT INCOME 2024 2023 Deposit ac￿Unt interest 2,739 620 All investment income is derived from assets held in the United Kingdom. INCOME FROM CHARrrABLE ACTIVITIES 2024 2023 Aclivty soc￿1 housing maintenance contributions Housing for older people Residential care home Care home Grants Care home 1.048,309 2.573.997 8,729 948.999 2.208.879 2,076 3,631,035 3,159,954 Grants received, irK4uded in the above, are as follows: 2024 2023 Hampshire County Council PCS System Dev Grant Intemalional Recrultment Grant 2.076 5.729 8,729 2,076 CHARrrABLE ACTIVITIES COSTS Direct Cost5 (see note 6) Support (x)sts (sèa note 7) Totals Housing for older peopte Care home 614,327 2,113,226 230,507 232,730 844,834 2.345,956 2,727,553 463,237 3,190,790 Page 25 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 DIRECT COSTS OF CHARITABLE ACTMTIES 2024 2023 Services Day to day maintenan Cydlcal maintenance Extraordinary maintenance Other cost5 Depreoation Interest payable similar charges 2,275.171 140.182 41.184 47,035 2,473 171.208 50.300 2.116,950 147,252 53.660 64.582 8,217 176.110 44,092 2,727.553 2.608,863 SUPPORT COSTS Goveman¢e costs ManwJement Totals Housing for older people Care home 228.371 227.842 2.136 4.888 230.507 232.730 456.213 7,024 463,237 Support costs. included in the above. as foll(yNs: Management 2024 2023 Housing for older P80pI8 Total aCtl￿'tieS Total activities Care home IT expenses Personnel Building and Offi￿ costs PR and advertising costs Management costs 15.271 15.272 32.342 4,400 26.382 15,573 324,978 5,230 26,596 20.040 373,804 19.631 6.023 186,9)2 6.965 14.017 186.902 228.371 227,842 456,213 403,675 Goveman¢• costs 2024 2023 Housing for older peop Total tivities Total activities Care home Auditors, remuneration Auditors, remuneration for non audit work Governance costs 1,824 4.326 6.150 6,030 250 62 750 124 750 2,378 62 2,136 4.888 7,024 9,158 Pag8 28 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 INCOMEI(EXPENDITURE) Net incomel(exp8nditure) is ststed after charging/(crediting>- 2024 2023 Auditors, remuneralion other non-audit services Depre￿atiOn - owned assets 6,150 750 176,824 6.030 750 181,459 TRUSTEES. REMUNERATION AND BENEFrrs There V￿re no trustees. remUnerdtil￿ or other benefits for the year ended 31 March 2024 nor for the year ended 31 March 2023. Trustees. expenses During ihe perlod rK) trustees (2023.: on8) were reimbursed for out of po(*et OXP8ns8s (2023: £118). 10. STAFF COSTS 2024 2023 Wages and salaries Social s8curity costs Ernployerfs penslon costs 1.869.702 154,158 142.707 1,610,345 123.924 61.749 2,166.567 1.796,018 Key management remuneration The kay management personn81 of th8 tharity comprise the trustees and the Chief Executive Officer. The total employee benefits of the key management personnd of the charitable o)mpany V￿re £109,430 (2023.. £100.914). This d08s not indude remuneration for trustees. all of which is reported as per note 9. The average monthty number of empk)yees durir¥J the year was as folk)ws: 2024 2023 Administration Maintenan Housing, support and care 63 71 71 The number of empk)yees whose employ88 benefits (excluding employer pension costs) exceeded £60.000 w85.. 2024 2023 £70.001- £80,000 £90,001- £100.000 Page 27 continued.. THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - contlnued FOR THE YEAR ENDED 31 MARCH 2024 11. COMPARATIVES FOR THE STATEMENT OF FINANCIAL ACTIVITIES Unrestricled Restricted funds fund Endowment fijnd Total funds INCOME AND ENDOWMENTS FROM Donations and legaries 1.211 1.211 Charitable activities Housing for older people Care home 948,999 2,210,955 948,999 2,210,955 Investrnent income 620 620 T¢)tal 3,161.785 3.161,785 EXPENDrruRE ON Charltable actlvltles Housing for older people Care home 782,691 2.239.005 782,691 2.239,005 Total 3.021.696 3,021,696 Net gainsl{losses) on investrnents (3.609) (3,609) NEf INCOME Other reGognised gainsl(losses) Actuari81 gaIT￿{loSses) on defined benefft schemes 136,480 136,480 (44.987) {44,987} Net movement in funds 91.493 91,493 RECONCILIATION OF FUNDS Totsl funds brought foward 7.314.686 40.503 7.355.189 TOTAL FUNDS CARRIED FORWARD 7.406.179 40,503 7,446,682 12. INCOME AND EXPENDrruRE FROM SOCUIL HOUSING ACTMTIES 2024 2023 Charitable incorne- fees and maintenance (x)ntrtbutions Charitabfe incom8 - donations and lagaaes Chaiitable ino)me - grants Charitable expenditure 3,622,306 3,160,033 4.610 1,987 8.729 (3,190.790) (3,022,551) 444.855 139.469 Adjustment for pension funds. investrnents. maintenance reserve and capital grant 1.801 4,355 Charitable surplus 446.656 143.824 Page 28 cx)ntinu8d... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 13. TANGIBLE FIXED ASSETS Ftttures and ffttings Freehold property under constructDn Planl and machinery Tota15 COST At 1 April 2023 Additions Disposals 9,763,697 153,226 (105.398) 998.884 237.108 (18.925) ,796 8,962 (17.136) 299,695 11,153,072 406,244 {142.669} (1.210) At 31 March 2024 9.811.525 1.217.067 82,622 305.433 11.416,647 DEPRECIATION At 1 April 2023 Charge for year Eliminaied on disposal 2,439.169 137.818 (103,100) 68.674 14.136 {17,136) 241.711 24.870 (1.035) 2.749,554 176,824 (121,271 > At 31 March 2024 2.473.887 65.674 265.546 2.805,107 NET BOOKVALUE At 31 March 2024 7.337.638 1.217.067 16.948 39.887 8.611,540 At 31 March 2023 7.324.528 998.884 22.122 57.984 8.403.518 Included In cost or valuation of land and buildir¥Js is freehold land of £2.192.331 (2023 - £2,192.331) which is not depreciated. Assets under construclion includes disposals of £18,925. This rep￿SentS the brought forward work on refurbishments in Russell Churcher Court Care Home. which during the year were comp￿ted and thus reclassified into fr88hold propety. 1& FIXED ASSET INVESTMENTS Listed investments Unlisted investments Totals MARKET VALUE At 1 Apnl 2023 Revaluations 401.664 48.892 46.345 448,009 48,892 At 31 March 2024 450.556 46,345 496,901 NET BOOKVALUE At 31 March 2024 450.556 46.345 496.901 At 31 March 2023 401.664 46.345 448.009 The unlisted investments are so181y made up of nitrate (xedits. There were no investrnents assets held outside the UK. Cost or valuation at 31 March 2024 is represented by: Listed investments Unlisted investments Totals Valuation in 2024 450,556 46.345 4￿,901 Page 29 continu8d... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 15. STOCKS 2024 2023 Stocks 7,415 8,871 16. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR 2024 2023 Arrears of Maintenan￿ ttlntiibutions and care home fees Other debtors Prepayments and aCC￿ed in￿)Me 8.130 321 96.273 8,638 479 96,291 104.724 105,408 17. CREDrroRS: AMOUNTS FALLING DUE WtTrllN ONE YEAR 2024 2023 Bank loans and overdrafts (see note 19) other k)ans (see note 19) Trade creditors Mainlenanc8 (x)nlributions and (xre hom8 f88s reC￿1Ved in advan Soaal securiiy and other taxes Other creditors 27.006 525.694 1,930 114,744 102,581 20,748 95.484 113.230 119,037 33,102 59.820 354.701 861,181 2024 2023 Brought foNard Amount released to incoming r￿￿UrceS Amount deferred in year 102.581 1102.581) 119.037 135.923 (135.923) 102,581 ca￿led forward 119,037 102,581 Deferred income relates to Maintenan￿ contributions and Ca￿ home fees received in advan￿. 18. CREDrroRS: AMOUNTS FALUNG DUE AFfER MORE THAN ONE YEAR 2024 2023 Bank loans (see note 19) other loans (see note 19} 1.129.395 11.380 652,307 13,886 1,140.775 666,193 Page 30 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 19. LOANS An analysis of the maturity of loans is given below: 2024 2023 Arnounts falling du8 Within one year Bank loans Other loans 27,006 2.507 525,694 1,930 29.513 527,624 Amounts falling due be￿een Iwo and fjve years Bank loans Other bans 110,795 11.380 106.021 13,886 122,175 119,907 Amounts falling due in more than five years Bank loans Other loans 1.018.600 546,286 1.018.600 $46,286 The loan from the NAA induded in other loans is interest free and being repaid over 10 years. In accordan￿ with the SORP the k)an has been discounted at a similar interest rate in line with other borrowings. 20. SECURED DEBTS The followlng secured debts are included within creditors: 2024 2023 Bank loans 1.156.401 1,178,001 Th8 bank loans are secured by a first and serx)nd charge over the Russell Churcher Court care home and Goyda House both situated in Melrose Gardens. 21. PROVISIONS FOR UABILrriES 2024 2023 Provisions 310,227 294,485 A full actuarial valuation for the scheme was carried out with an effective date of 30 September 2020. This actuarial valuation issued to employers in August 2021 and showed assets of £5.148m. liabilities of £6.708m and a deficit of £1.560m. To eliminate this funding shortfall. the trustees and the partiapating employers have agreed that additional contributions wim be paid. Where the sch8me is in deficit and wh8r8 lh8 Trust has agreed to a d8ficit funding arrangemen( the Trust has ￿cOgnised a liabilty for Ihis obligalion. The amount recognised is the net present value of e deficit reduction contributions payable under th8 agre8m8nt that retates to the deficit. The present value is calculated using the discount fate detailed in these dbsclosures, The unwinding of the discount rate is recognised as a finance cost. Page 31 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - cOn￿nUed FOR THE YEAR ENDED 31 MARCH 2024 21. PROVISIONS FOR LIABIUTIES - continued Reconciliation of opening and closlng provlslons 31 March 2024 31 March 2023 ProvisK)n at start of period Unwnding of th8 diseA)unt factor Defficit ￿)ntribution paid Impact of chang8 in assumptions Current service cx)st Exp8ns8S 294,000 13.000 (94.tlOO) 88.000 4.000 5.01)0 315,000 8,000 (88,000) 45,000 9,000 5.000 SHPS ProvIs￿n at end of period 310,000 294,000 TPT Retirement SolutK>ns - The Gro￿ Pta 227 485 Provision at 8nd of wicmj 310.227 294.485 Incorne and expenditure impact 31 Marth 2024 31 March 2023 Interest expense Impact of change in assumptions & Conlnbutl(￿ schgjule Current serwce cost Expenses 13.000 88.000 4,000 5.000 8,lY)O 45.000 9,000 5,000 Assumptlons 31 March 2024 % per annum 31 Marth 2023 31 March 2022 Yo p&r annum °k per annum 4.88 2.79 Rate of discount The discount rates shown above are the equivalent single discount rdtes wthich. when used to dlscount the fvture recovery plan ￿ntrIbUtionS due, would give the same results as using 8 ftjll M corporate bond yield curve to dscount the same re(yJv8ry plan ￿ntrIbutions. ANALYSIS OF NET ASSEfs BETWEEN FUNDS 2024 Total funds 2023 Total funds Unrestricted Restricted Endowment funds fund fund Fixed assets Inv8Stm8nts Current assets Current liabilitses Long term liabilities Provision for liabilthes 8.611.540 496,901 511,927 (354,701) (1.140,T15) (310,227) 8,611.540 8,403,518 496,901 448,009 552.430 417,014 (354.701 } (861,181) {1,140.775) (666,193) (310,227) (294,485) 40.503 7,814,665 40.503 7,855,168 7,446,682 Pag8 32 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 23. MOVEMENT IN FUNDS N8t movement in fijnds At 1.4.23 31.3.24 Unrestricted funds General fund Cyclical maintenanca reserv8 Extrdordinary repairs reSer￿e 6,953.753 307.223 145.203 396,879 16,539 (4,932) 7.350.632 323,762 140,271 7,406.179 408.486 7.814.665 Endowrnent funds Endowment reserve 40,503 40.503 TOTAL FUNDS 7.446.682 408.486 7.855,168 Net movement in funds, induded in the above are as follows: Incomlng Resources resources exp8nd8d Gains and losses Movement in fvnds Unrestrictsd fund8 General fund Cyclical maintenanc8 reserve Extraordinary repairs reserve 3,638,384 (3,202,397) 16.539 (4,932) (39.108) 396,879 16,539 {4,932) 3.638.384 {3.190,790) (39.108} 408,486 TOTAL FUNDS 3,638,384 {3.190.790) (39.108) 408.486 Comparalives for movoment in funds N8t movement in fijnds At 31.3.23 At 1.4.22 Unrestrlcted funds General fund Cyclical MaIntenan￿ reserve Exlraordinary repairs r8S8rv8 6,850,654 323,762 140.270 103,099 {16.539} 4,933 6.953,753 307,223 145,203 7.314.686 91,493 7,406,179 Endowment funds Endowment reserve 40.503 40,503 TOTAL FUNDS 7,355.189 91,493 7,446,682 Page 33 continued... THORNGATE CHURCHER TRUST NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 MARCH 2024 23. MOVEMENT IN FUNDS - contlnued Comparative net movement in fvnds, included in the above are as follows.. Incomirffd resources Resour expended Gains and losses Movernent In fvnds Unrestricted funds General fvnd Cyclical maint8nanc8 r8S8Ne Extraordinary repairs reserve 3,161,785 (3,010,090) (16.539) 4,933 (48,596) 103,099 (16,539) 4,933 3.161,785 (3.021,696) (48.596) 91.493 TOTAL FUNDS 3,161,785 (3,021,696) (48.596) 91.493 General fund - This reserve represents ac£umulated surpluses within the general fund. Wtthln the general fund is an amortised balance of £3.601.197 (2023: £3.654,476} vthich represents th8 income recognised from the Social Housing Grants. The charity recognised grant income in relation to housing propertles when the conditions of the grant contract have been performed. A cOndt￿On of the grant Is that shixjld the properties be so]d (or in Ihe (xse of Russell Churcher Court converted to another use) a crystallising event would occur which would resum in any grant attached to that specffic propety being either repayable or allocated to one of the trusvs other social housing properti6s. A liabilty is not recognised in respect of this. The trustees will Provide for a liability in the event of a decision being made to sell one of Ihe properties Cyclical maintenance reserve - This reseNe is estsblished for regular ￿oIntenanCe induding intemal and extemal decoration. Extrdordinary repairs reserve - This Te5erve is established for long term mojemisation and repairs. Endowmenl reseNe - This r&serve represents assets whith fonned part of the original goveming do(xm8nt. RELATED PARTY DISCLOSURES Mrs Julie Palmer, a Trustee is a Committ￿ member of the Lee the Solent Residents, Association. No transactions between this organtsation and the Trust have occurTed during the year. Mr Mark Hook, Chaimian and Trustee. is a d1￿ctor of GS Building servi￿$. Mr Hook is also a director of Court Bam Cat8ring (Commercial) Lld. No transacttons b8twe8n these compani8s and tha Trust have occurred during the year. Mr James Gilhooley. Trustee is a Ttustee of University of 3rd Age {Solent) on 1 May 2023. No transactions between this organisation and the Trust have occurred during the year. Mr Chris Matthews, Trustee is a solSdtor and partner In the fim Churchers Solicitors LLP. No transactlons occurred be￿een Churchers Soliators and Ihe Tnjst during the year. Ms Reeta Ram, Trustee is the sole director of DPR Housing Limited and Dementia Partners Limited. Th8se are organisations that provid8 SUPPOrted housing Irving schemes to support vulnerable adults to live in the communty in London. No transactions beiween either of these companies and the Trust occurred during the year. Mr John Clark, Trustee, is Exeojtive Director of Orione Care, a housing and social care charity. Mr Clark is also a Non-Execulive Director of Enympr Housing Association and Chair of Epsom and Ewell Housing Associalton. There are no transactions beiween the Trust and these organisations. Mr Oliv8r Za￿, Trust88 is a solicit