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2022-03-31-accounts

Charity registration number 1177423

THE PEMBERTON-BARNES TRUST

ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

THE PEMBERTON-BARNES TRUST

LEGAL AND ADMINISTRATIVE INFORMATION

Trustees Trustees who served during the period and up to the date of this report were Trustees who served during the period and up to the date of this report were
as follows:
Jonathan Saxton (resigned 23 March 2022)
Ian McBryde
Simon Males
Victoria Muir
Bridget Cass
John Stephenson
Charity number 1177423
(Registered as a Charitable Incorporated Organisation on 5 March 2018)
Country of registration England and Wales
Registered office 9 Thorney Leys Park
Witney
Oxfordshire
OX28 4GE
Auditor Sayer Vincent LLP
Chartered Accountants and Statutory Auditors
Invicta House
108-114 Golden Lane
London
United Kingdom
EC1Y 0TL
Bankers C. Hoare & Co.
37 Fleet Street
London
United Kingdom
EC4P 4DQ
Accountants Azets
9 Thorney Leys Park
Witney
Oxfordshire
OX28 4GE
Investment managers Rathbones Investment Management Limited
Port of Liverpool Building
Pier Head
Liverpool
L3 1NW
United Kingdom

THE PEMBERTON-BARNES TRUST

LEGAL AND ADMINISTRATIVE INFORMATION

Investment managers

Sarasin and Partners Juxon House 100 St Paul's Churchyard London EC4M 8BU

THE PEMBERTON-BARNES TRUST

CONTENTS

Page
Trustees' report 1 - 6
Independent auditor's report 7 - 9
Statement of financial activities 10 - 11
Balance sheet 12
Statement of cash flows 13
Notes to the financial statements 14 - 25

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT

FOR THE YEAR ENDED 31 MARCH 2022

The trustees present their report and the audited financial statements for the year ended 31 March 2022.

Reference and administrative information set out on page 1 forms part of this report. The financial statements comply with current statutory requirements, the governing document, and the Statement of Recommended Practice - Accounting and Reporting by Charities: SORP applicable to charities preparing their accounts in accordance with FRS 102.

Objectives and activities

The Pemberton Barnes Trust is a charitable incorporated organisation created on 5 March 2018. The object of the CIO is, for the benefit of the public, to advance such exclusively charitable objects or purposes (according to the law of England and Wales) in any part of the world as the charity trustees may in their discretion think fit, but without limitation by the provision of financial support to charities. The CIO exercises all the powers available under the will and codicils of Miss E A Pemberton-Barnes (in respect of which a grant of probate was issued on 2 June 1948 and as amended by resolutions of the charity trustees of the Will Trust dated 31 July 2016 and 28 July 2017) governing the Will Trust, as may be amended from time to time.

In particular the trustees aim to support those organisations that reflect the values and interests reflected in Emily Pemberton-Barnes’ will, notably charities working in the East End of London and supporting Christianity, young people and disability.

The trustees review the aims, objectives and activities of the charity each year. This report looks at what the charity has achieved and the outcomes of its work in the reporting period. The trustees report the success of each key activity and the benefits the charity has brought to those groups it has supported. The review also helps the trustees ensure the charity's aims, objectives and activities remained focused on its stated purposes.

The trustees have referred to the Charity Commission's general guidance on public benefit when reviewing the charity's aims and objectives and in planning its future activities. In particular, the trustees consider how planned activities will contribute to the aims and objectives that have been set.

In 2021 with a newly appointed board, the trustees looked at the historic beneficiaries of the trust and reviewed its grant giving. Through a process of meetings alongside research it revised its list of core beneficiaries, bearing in mind the interests and wishes of Emily Pemberton-Barnes. These interests include the churches identified in her will, Christian organisations, disability and youth causes. Some of these organisations were mentioned in the will, but also includes others that the trustees believe match those interests for today’s world. The grants were all unrestricted, allowing the organisations to use them as they see fit.

The majority of the organisations are centred on Essex and East London, but there are others that are able to demonstrate they match the trustees’ criteria.

The trustees also focused on organisations where they believe their grants make a difference, and agreed that they want to support organisations where they provide between 1% and 25% of funding. In practice this means funding organisations that are neither so large that the contribution has little impact, or so small that they are overly dependent on the trustees’ support. In the case of organisations that are overly dependent on the trust’s grant, the trustees agreed that they would look to taper the grant in the longer term. As part of this, the trustees are reluctant to fund organisations with large reserves, unless there is a specific reason.

Alongside its core grants, the trustees identified several organisations that would benefit from small, one-off grants, in line with its criteria. These grants are for specific projects. For the smaller, one-off grants, the trustees are open to organisations requesting funding for more than one year, but are aware that this may lead to an expectation of longer term funding.

The trustees developed a more strategic approach to grant giving, requiring potential grantees to fill in detailed application forms and to report annually, alongside providing their safeguarding policies and reporting on any incidences. The trustees have instigated a programme of meetings and visits to the organisations and charities it supports, to view first hand the work and the achievement of the organisations alongside the written reports. For the one-off grants a similar approach is used and reports are requested on the use of the funds.

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Achievements and performance

A designated fund has been created to show the amounts Trustees have committed to funding the annuitants, subject to the satisfactory reporting. See Note 18.

In 2021 the trustees approved 14 three-year grants, totalling £280,000pa. Dependent on satisfactory reporting, these grants will run to 2023/24.

Havering Church £40,000
St Dunstan’s Church £32,000
St Johns Bethnal Green £24,000
Bethnal Green Mission Church £16,000
SASRA – scripture readers £24,000
Calvert Lake District £32,000
Intercontinental Church Society £8,000
East London Scouts £24,000
Mission to Seafarers £8,000
Fishermen’s mission £8,000
King George hospital £16,000
Mind £16,000
RABI £8,000
Aggies £24,000

The trust also made ‘one-off’ grants totalling £84,920 to the following organisations to help with specific projects:

The Ahoy Centre £10,000
East London Community Band £5,000
Future Youth Zone £10,000
Hackney Quest £10,000
St. Sepulchre without Newgate £10,000
Sea-Change Sailing Trust £10,000
ELMV Shadwell Basin Project £9,720
St Dunstan’s and All Saints, Stepney £5,200
QVSR Seafarers' Centres Group £10,000
Sailors Society (Ukraine) £5,000

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Financial review

The trust’s principal source of investment income has traditionally been rents received from the property portfolio. The majority of the portfolio consisted of standard retail shop units in predominantly secondary locations. With the continued move to on-line shopping, and in part the effects of the pandemic, the tenant demand for such property has reduced significantly. Voids on expiry, tenant failures and reducing rental values will all affect future income streams and capital values.

The trustees wish to reduce income dependency from property and have sought to diversify its investments by the continued strategy of property disposals. During the last two years the auction market for secondary assets has remained strong and the trustees have taken advantage of this by selling a number of property assets. During the year the trust sold four shops by auction in Whitchurch, Bedford, Norwich and Aylesbury. Whitchurch, which had become vacant following Poundstretcher entering into a CVA, was sold for £315,000; Bedford, which had some residential opportunities was sold for £595,000; Norwich and Aylesbury were sold with short unexpired terms for £265,000 and £386,000 respectively.

The trust also sold its largest property, by value, in The Broadway, Wimbledon with vacant possession for £1,675,000.

The sales realised a total of £3,246,000, which on aggregate was 12% higher than the reported March 2021 valuation and 20% higher than the reported March 2020 valuation.

The last formal valuation of the portfolio was carried out in March 2019. In the last two years the trustees have reviewed the valuations and adjusted them accordingly. In March 2022 the trustees appointed Allsop to act as external valuers, in accordance with the RICS Valuation – Global Standards (Effective 31 January 2022), to revalue the four last remaining properties held at 31 March 2022. The aggregate value of the four properties at Halesowen, York, Windsor and Maidstone was £3,600,000.

The remaining property assets currently provide an income of £210,303pa, although over two thirds of this is subject to break clauses and lease expiries within the next four years. The trustees will consider the sale of the last remaining properties as and when timing is deemed expedient.

As a result of difficulties experienced by tenants’ businesses over the last two years, the trust’s income has been impacted by the failure of Poundstretcher Ltd, the tenant of High Street, Whitchurch, Shropshire who entered into a CVA in 2020, as previously reported. The rent under the lease of £42,500pa, ceased in September 2020 and the property was eventually sold in September 2021. During this reporting period, one further retail tenant paying £41,750pa, was unable to pay rent as a result of Covid 19 impacting on its business and fell into arrears owing £33,627. However, the trustees are confident of recovery of the arrears as the tenant in question has agreed to a repayment plan and to discharge all arrears by November 2023 in addition to paying the current rents as and when they fall due.

With the reduction of exposure to directly held property, and the move to more diversified investment, the trust holds monies in managed charity funds. As noted in the report of the period ending 31 March 2021, the trustees reviewed the Investment Policy and managers and approved the retention of Rathbones and to appoint Sarasin and Partners with a view to dividing the trust’s non-property assets between the two managers. As at 31 March 2022, the trust held £1,775,227 in Rathbones Core Investment Fund for Charities and a further £1,319,006 in Sarasin Endowment Fund. Since the end of the reporting period a further £1,000,000, being the sum removed from the endowment in the previous year, has been invested with Sarasin in a ring-fenced account.

The Fund has a Responsible Investment Policy incorporating Environmental, Social and Governance oversight over all its investments. The Trust’s managing agents for its properties, BNP Paribas Real Estate also have an ESG policy that is applied to its clients’ portfolios.

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Principal risks and uncertainties

The principal risks and uncertainties facing the charity remain those inherent in investment in commercial property. However, with a significant portion of the portfolio being in high street retail, maintaining this income stream will be challenging. The long-term solution is to continue the trustees’ policy of diversification into managed funds.

With the diversification of assets from direct property to managed funds, the trustees have also formally adopted an Investment Policy which sets out the investment objectives, attitude to risk, ethical investment policy. This policy is to be reviewed on an annual basis to ensure that it remains up to date and remains fit for purpose.

The trustees are aware of the risk of losing the skills of the individual trustees. At the time of the recruitment of four new trustees in 2020, the aim was to recruit trustees and to identify those key skills it needs and to ensure the trustee board comprises a broad range of skills and lived experience.

Reserves policy and going concern

The financial statements are drawn up on a going concern basis, which assumes The Pemberton-Barnes Trust will continue in operational existence for the foreseeable future. The trust relies on income from investment property and multi-asset charity funds to fund its grants and the trustees seek to manage the risks around this income stream. The strategy of the sale of commercial properties and reinvestment in multi-asset charity funds is likely to cause a reduction in net income. By their nature, these funds invest in a diversified variety of assets and provide a more stable capital and income base, with lower outgoings. Going forward, the trust intends to adopt a total return approach from its investments, which should enable trustees to manage annual cash flows more easily.

The going concern basis used in the preparation of these financial statements is based upon the expectation that The Pemberton-Barnes Trust’s income and expenditure on grants are at a level to ensure reserves and cash flow requirements are met. The Trustees have reviewed the financial position and financial forecasts, taking into account the levels of cash, working capital, net current assets and the systems of financial control and risk management. The Trustees believe that they are well placed to manage operational and financial risks successfully. The trustees consider the current and forecast cash resources to be sufficient to cover the working capital requirement for at least 12 months from the date of signing the accounts, and has determined that it remains appropriate to continue to adopt the going concern basis in preparing the accounts.

Plans for the future

The trust will provide support to organisations and good causes, continuing the wishes of Emily PembertonBarnes and building on the work of reorganisation and increased oversight of grants to ensure the maximum benefit. The trustees will work more closely with those organisations it supports to ensure that the trust’s income is used in the most effective way.

As noted, the trust has sold further properties that are considered at risk from rental and capital value falls and will further reduce the amount of direct held property over time and reinvested the proceeds into managed charity funds.

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Structure, governance and management

The trustees who served during the year and up to the date of signature of the financial statements were:

Jonathon Saxton (retired 23 March 2022) Ian McBryde Simon Males Victoria Muir Bridget Cass John Stephenson

This Charitable Incorporated Organisation was registered on 5 March 2018 under charity number 1177423. With the authority of an order of the Charity Commission dated 16 May 2018 the assets and undertaking of the E A Pemberton-Barnes Will Trust - charity number 207399 (‘the Old Trust’) - were transferred to it on 1 June 2018. The Old Trust was constituted under the terms of the 1924 will (with thirteen codicils) of Miss Emily Ann Pemberton–Barnes who died on 23 August 1943.

The Will provided that the whole of the income be distributed in stated proportions called annuities between charities named in the will or later substituted by the trustees. In 2020 the trustees reviewed its approach to grant giving with effect from the 2021/22 year. This will enable the trust to provide grants to a wider set of beneficiaries and provide flexibility to use the income as effectively as possible.

All trustees give their time voluntarily and receive no benefits from the charity. Any expenses reclaimed from the charity are set out in note 9 to the accounts.

Appointment of trustees

Trustees are appointed by the continuing and retiring trustees. Every trustee must be appointed by a resolution passed at a properly convened meeting of the charity trustees. In selecting individuals for appointment as charity trustees, the charity trustees must have regard to the skills, knowledge and experience needed for the effective administration of the CIO. There shall be no limit to the period for which an individual may serve as a charity trustee.

In 2020, the trustees appointed recruitment consultants to advise and search for suitable candidates who had complementary skills to help the trust achieve its goals. As a result four new trustees were appointed in 2020.

THE PEMBERTON-BARNES TRUST

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Statement of trustees' responsibilities

The trustees are responsible for preparing the trustees’ annual report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Charity 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 charity and of the incoming resources and application of resources, including the income and expenditure, of the charity for that period. In preparing these financial statements, the trustees are required to:

The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the financial statements comply with the Charities Act 2011. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Auditor

Sayer Vincent LLP was re-appointed as the charity's auditor during the year and has expressed its willingness to continue in that capacity.

The trustees’ annual report has been approved by the trustees on 18 January 2023 and signed on their behalf by

Ian McBryde

Trustee Dated: 18 January 2023

Bridget Cass Trustee

Dated: 18 January 2023

THE PEMBERTON-BARNES TRUST

INDEPENDENT AUDITOR'S REPORT

TO THE TRUSTEES OF THE PEMBERTON-BARNES TRUST

Opinion

We have audited the financial statements of The Pemberton-Barnes Trust (the ‘charity’) for the year ended 31 March 2022 which comprise the statement of financial activities, balance sheet, statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on The Pemberton-Barnes Trust's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the trustees’ annual report, other than the financial statements and our auditor’s report thereon. The trustees are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

THE PEMBERTON-BARNES TRUST

INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE TRUSTEES OF THE PEMBERTON-BARNES TRUST

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Reports) Regulations 2008 requires us to report to you if, in our opinion:

Responsibilities of trustees

As explained more fully in the statement of trustees’ responsibilities set out in the trustees’ annual report, the trustees are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor's responsibilities for the audit of the financial statements

We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with regulations made under section 154 of that Act.

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 are set out below.

THE PEMBERTON-BARNES TRUST

INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE TRUSTEES OF THE PEMBERTON-BARNES TRUST

Capability of the audit in detecting irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, our procedures included the following:

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities . This description forms part of our auditor’s report.

Use of our report

This report is made solely to the charity's trustees as a body, in accordance with section 144 of the Charities Act 2011 and regulations made under section 154 of that Act. Our audit work has been undertaken so that we might state to the charity's trustees those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charity and the charity's trustees as a body, for our audit work, for this report, or for the opinions we have formed.

Sayer Vincent LLP

Sayer Vincent LLP 23 January 2023 Statutory Auditor Invicta House 108-114 Golden Lane London EC1Y 0TL

Sayer Vincent LLP is eligible to act as auditor in terms of section 1212 of the Companies Act 2006.

THE PEMBERTON-BARNES TRUST

STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 MARCH 2022

Current financial year

Unrestricted Endowment
funds
funds
2022
2022
Notes
£
£
Income and endowments from:
Income from Investments
2
364,041
1,190
Total income and endowments
364,041
1,190
Expenditure on:
Raising funds
4
117,479
122,519
Charitable activities
Grant making
5
420,383
-
Total charitable expenditure
420,383
-
Total resources expended
537,862
122,519
Net income before gains on investments
(173,821)
(121,329)
Net (losses)/gains on investments
10
-
835,264
Net movement in funds
(173,821)
713,935
Fund balances at 1 April 2021
1,471,772
7,510,252
Fund balances at 31 March 2022
1,297,949
8,224,189		 Total
2022
£
365,231
365,231
239,998
420,383
420,383
660,381
(295,150)
835,264
540,114
8,982,024
9,522,138

The statement of financial activities includes all gains and losses recognised in the year.

All income and expenditure derive from continuing activities.

THE PEMBERTON-BARNES TRUST

STATEMENT OF FINANCIAL ACTIVITIES (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Prior financial year

Unrestricted DesignatedEndowment
funds
funds
funds
2021
2021
2021
Notes
£
£
£
Income and endowments from:
Income from Investments
2
470,126
-
-
Other income
3
38,541
-
-
Total income
508,667
-
-
Expenditure on:
Raising funds
4
64,458
-
38,513
Charitable activities
Grant making
5
58,618
-
-
Total charitable expenditure
58,618
-
-
Total resources expended
123,076
38,513
Net income before gains on investments
385,591
-
(38,513)
Net (losses)/gains on investments
10
-
-
494,384
Net incoming resources before transfers
385,591
-
455,871
(Loss)/gain on disposal of subsidiary
-
-
-
Gross transfers between funds
1,016,781
(16,781)
(1,000,000)
Net movement in funds
1,402,372
(16,781)
(544,129)
Fund balances at 1 April 2020
69,400
16,781
8,054,381
Fund balances at 31 March 2021
1,471,772
-
7,510,252
-		 Total
2021
£
470,126
38,541
508,667
102,971
58,618
58,618
161,589
347,078
494,384
841,462
-
-
841,462
8,140,562
8,982,024

The statement of financial activities includes all gains and losses recognised in the year.

All income and expenditure derive from continuing activities.

THE PEMBERTON-BARNES TRUST

BALANCE SHEET

AS AT 31 MARCH 2022

Notes
Fixed assets
Investment properties
11
Investments
12
Current assets
Debtors
14
Cash at bank and in hand
Creditors: amounts falling due within
one year
15
Net current assets
Total assets less current liabilities
Capital funds
Endowment funds
17
Income funds
Unrestricted general funds
Designated funds
18		 2022
£
46,901
3,030,259
3,077,160
(249,252)		 £
3,600,000
3,094,230
6,694,230
2,827,908
9,522,138
8,224,189
737,949
560,000
9,522,138
1,297,949		 2021
£
24,380
1,324,552
1,348,932
(119,685)		 £
6,041,000
1,711,778
7,752,778
1,229,247
8,982,025
7,510,252
1,471,773
-
8,982,025
1,471,773

The financial statements were approved by the Trustees on 18 January 2023

Ian McBryde Trustee

Bridget Cass Trustee

THE PEMBERTON-BARNES TRUST

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2022

2022
Notes
£
£
Cash flows from operating activities
Cash absorbed by operations
21
(553,336)
Investing activities
Proceeds on disposal of investment
property
3,246,000
Purchase of other investments
(1,355,700)
Proceeds on disposal of other investments
3,675
Investment income received
365,231
Net cash generated from investing
activities
2,259,206
Net cash used in financing activities
-
Net increase in cash and cash equivalents
1,705,870
Cash and cash equivalents at beginning of year
1,324,601
Cash and cash equivalents at end of year
3,030,471
Relating to:
Cash at bank and in hand
3,030,259
Short term deposits included in fixed asset
investments
212		 2021
£
£
(409,946)
-
-
3,101
470,126
473,227
-
63,281
1,261,320
1,324,601
1,324,552
49

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

Charity information

The Pemberton-Barnes Trust is a charitable incorporated organisation registered on 5 March 2018 with the Charity Commission in England & Wales. TThe office address is 9 Thorney Leys Park, Witney, Oxfordshire OX28 4GE.

1.1 Accounting convention

The financial statements have been prepared in accordance with the charity's governing document, the Charities Act 2011 and "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)". The charity is a Public Benefit Entity as defined by FRS 102.

The financial statements have been prepared to give a ‘true and fair’ view and have departed from the Charities (Accounts and Reports) Regulations 2008 only to the extent required to provide a ‘true and fair view’. This departure has involved following Accounting and Reporting by Charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) rather than the Accounting and Reporting by Charities: Statement of Recommended Practice effective from 1 April 2005 which has since been withdrawn.

The financial statements are prepared in sterling, which is the functional currency of the charity. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The charity meets the definition of a public benefit entity under FRS 102.

1.2 Going concern

The trustees do not consider that there are any sources of estimation uncertainty at the reporting date that have significant risk of causing a material adjustment to the carrying amounts of the assets and liabilities within the next reporting period.

1.3 Fund accounting

Unrestricted funds are donations and other incoming resources received or generated for the charitable purposes.

Endowment funds are those subject to specific conditions set by donors or testators requiring that the capital must be maintained by the charity. The Endowment fund reflects the original benefaction to the charity from the will of Miss Emily Ann Pemberton-Barnes together with subsequent gains and subsequent losses.

Designated funds are included in the income funds of the charity, these are funds which have been set aside out of unrestricted funds by the trustees for specific purposes.

1.4 Incoming resources

Income is recognised when the charity is legally entitled to it after any performance conditions have been met, the amounts can be measured reliably, and it is probable that income will be received.

Where income received does not meet the requirement for income recognition in the current year, as entitlement does not exist at the balance sheet date, the charity recognises this as deferred income. The charity recognises deferred income as a liability in the balance sheet until the charity has entitlement.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(Continued)

1.5 Resources expended

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;

Irrecoverable VAT is charged as a cost against the activity for which the expenditure was incurred.

Allocation of costs

All support and governance costs are allocated to Grant Making.

Donations payable

Charitable grant payments are made to named beneficiaries in the furtherance of the charity's objects. Donations are now moving to fixed-term grants on a rolling basis. Grant recipients will be fully reviewed each year to ensure they reflect the values and interests reflected in Emily Pemberton-Barnes' will. The payments will be recognised where there is a legal or constructive obligation to expense the grant.

Provisions for donations are made when the intention to make a grant has been communicated to the recipient but there is uncertainty about either the timing of the donation or the amount of the donation payable.

1.6 Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in the Statement of Financial Activities.

1.7 Fixed asset investments

Listed investments are a form of basic financial instrument initially measured at transaction price excluding transaction costs, and are subsequently measured at their fair value at the balance sheet date using the closing quoted market share. Changes in fair value will be recognised in the statement of financial activities. Investment gains and losses, whether realised or unrealised, are combined and shown in the heading "Net gains / (losses) on investments" in the statement of financial activities. The charity does not acquire put options, derivatives or other complex financial instruments.

1.8 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9 Taxation

The charity is exempt from tax on income and gains falling within section 505 of the Taxes Act 1988 or section 256 of the Taxation of Chargeable Gains Act 1922 to the extent that these are applied to its charitable objects.

1.10 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.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(Continued)

1.11 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.

The charity only has financial assets and 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 with the exception of bank loans which are subsequently measured at amortised cost using effective interest method.

2 Income from Investments

Unrestricted Endowment
funds
funds
general
2022
2022
£
£
Rental income
327,608
-
Income from listed investments
36,368
-
Bank interest
65
1,081
Interest receivable
-
109
364,041
1,190		 Total
2022
£
327,608
36,368
1,146
109
365,231		 Total
2021
£
437,599
32,525
2
-
470,126

All income shown in 2021 was unrestricted.

3 Other income

Total Unrestricted
funds
general
2022 2021
£ £
Other income - 38,541

Other income in the 2021 accounts is the amount received from a tenant for surrending their lease with the trust, net of the rent arrears that were outstanding at the date of surrender.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

4 Raising funds

Unrestricted Endowment
funds
funds
general
2022
2022
£
£
Trading costs
Legal expenses
-
124,599
Investment property
expenses
73,355
-
73,355
124,599
Investment property
manager fees
44,124
(2,080)
117,479
122,519		 Total
Unrestricted
Endowment
funds
funds
general
2022
2021
2021
£
£
£
124,599
-
35,460
73,355
36,343
-
197,954
36,343
35,460
42,044
28,115
3,053
239,998
64,458
38,513		 Total
2021
£
35,460
36,343
71,803
31,168
102,971

5 Charitable activities

Grant funding of activities (see note 6)
Share of support costs (see note 7)
Share of governance costs (see note 7)		 Grant
making
2022
£
363,650
4,181
52,552
420,383		 Grant
making
2021
£
-
14,044
44,574
58,618

All expenditure on charitable activities shown in the 2021 and 2022 figures was unrestricted.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2022

6 Grant making

Cost
Havering Church
St Dunstan's Church
St John's Bethnal Green
Bethnal Green Mission Church
SASRA - Scripture readers
Calvert Lake District
Intercontinental Church Society
East London Scouts
Mission to Seafarers
Fishermen's Mission
King George Hospital
Mind
RABI
Aggies
The Ahoy Centre
East London Community Band
Future Youth Zone
Hackney Quest
St. Sepulchre without Newgate
Sea-Change Sailing Trust
ELMV Shadwell Basin Project
St Dunstans' and All Saints, Stepney
QVSR Seafarers’ Centres Group
Sailors Society (Ukraine)
Written off old anuities payable		 Grant
making
2022
£
40,000
32,000
24,000
16,000
24,000
32,000
8,000
24,000
8,000
8,000
16,000
16,000
8,000
24,000
10,000
5,000
10,000
10,000
10,000
10,000
9,720
5,200
10,000
5,000
(1,270)
363,650		 Grant
making
2021
£
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Within grants paid there is an adjustment of £1,270. This adjustment is in relation to minor underpayments to various charities from the financial year ended 31 March 2018.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

7
Support and governance costs
Support
costs
Governance
costs
2022
Support
costs
Governance
costs
£
£
£
£
£
Insurance
-
1,183
1,183
-
709
Legal expenses
-
41,637
41,637
-
33,394
Bank charges
455
-
455
383
-
Administration
charges
3,091
-
3,091
2,450
-
Accountancy fees
-
4,106
4,106
-
4,845
Recruitment costs
-
-
-
10,106
-
IT software costs
362
-
362
1,105
-
Travel and
subsistence
274
-
274
-
-
Auditor's
remuneration
-
5,626
5,626
-
5,626
4,182
52,552
56,734
14,044
44,574
Analysed between
Charitable activities
4,182
52,552
56,733
14,044
44,574
8
Net movement in funds
2022
£
Net movement in funds is stated after charging/(crediting)
Fees payable to the auditor for the audit of the financial statements
5,500		 2021
£
709
33,394
383
2,450
4,845
10,106
1,105
-
5,626
58,618
58,618
2021
£
5,100

9 Trustees

None of the trustees (or any persons connected with them) received any remuneration or benefits from the charity during the year (2021: £nil). No trustees received payment for professional services supplied to the charity. Trustee expenses paid or reimbursed in the period were £273.52 (2021: £nil). These expenses were payable to one trustee and related to travel costs.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

10 Net gains/(losses) on investments

Endowment Endowment
funds funds
2022 2021
£ £
Revaluation of investments 30,283 382,239
Gain/(loss) on sale of investments (19) 60
Revaluation of investment properties 460,000 112,085
Gain/(loss) on sale of investment properties 345,000 -
835,264 494,384

11 Investment property

Investment property
2022
£
Fair value
At 1 April 2021 6,041,000
Disposals (2,901,000)
Net gains or losses through fair value adjustments 460,000
At 31 March 2022 3,600,000

The fair value of the investment property has been arrived at on the basis of a valuation carried out at 31 January 2022 by Allsop LLP, who are not connected with the charity. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.

12 Fixed asset investments

Listed
investments
£
Cost or valuation
At 1 April 2021
1,711,729
Additions
1,355,700
Valuation changes
30,283
Reanalyse cash in portfolio
-
Disposals
(3,692)
At 31 March 2022
3,094,020
Carrying amount
At 31 March 2022
3,094,020
At 31 March 2021
1,711,729		 Cash in
portfolio
£
49
-
-
163
-
212
212
49		 Total
£
1,711,778
1,355,700
30,283
163
(3,692)
3,094,232
3,094,232
1,711,778

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

12
Fixed asset investments
Investments at fair value comprise:
Cash
UK Investment fund
13
Financial instruments
Carrying amount of financial assets
Equity instruments measured at cost less impairment
14
Debtors
Amounts falling due within one year:
Trade debtors
Prepayments
15
Creditors: amounts falling due within one year
Notes
Other taxation and social security
Deferred income
16
Trade creditors
Other creditors
Accruals		 (Continued)
2022
2021
£
£
212
49
3,094,020
1,711,729
3,094,232
1,711,778
2022
2021
£
£
3,094,230
1,711,778
2022
2021
£
£
44,273
21,500
2,628
2,880
46,901
24,380
2022
2021
£
£
91,180
8,838
49,109
80,740
65,652
6,188
33,610
14,094
9,700
9,825
249,251
119,685		 (Continued)
2022
2021
£
£
212
49
3,094,020
1,711,729
3,094,232
1,711,778
2022
2021
£
£
3,094,230
1,711,778
2022
2021
£
£
44,273
21,500
2,628
2,880
46,901
24,380
2022
2021
£
£
91,180
8,838
49,109
80,740
65,652
6,188
33,610
14,094
9,700
9,825
249,251
119,685
1,711,778
2021
£
1,711,778
2021
£
21,500
2,880
24,380
2021
£
8,838
80,740
6,188
14,094
9,825
119,685

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

16 Deferred income
2022 2021
£ £
Other deferred income 49,109 80,740

Deferred income includes rent demands which were raised prior to 31 March 2022. The rent demands are invoiced and due quarterly in advance. The income has been deferred as to be recognised in the following accounting period to which it will relates and when the entilement exists.

Movement in deferred income
Deferred income brought forward at 1 April 2021 80,740
Increase/(decrease) (31,631)
Deferred income carried forward at 31 March 2022 49,109

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

17 Endowment funds

Endowment funds represent assets which must be held permanently by the charity. Income arising on the endowment funds can be used in accordance with the objects of the charity and is included as unrestricted income. Any capital gains or losses arising on the assets form part of the fund.

Balance at
1 April 2021
£
Permanent endowments
Investment portfolio
1,711,729
Cash in portfolio
49
Investment property
6,041,000
Cash
(229,702)
Creditors
(12,824)
7,510,252
Balance at 1
April 2020
£
Permanent endowments
Investment portfolio
1,332,532
Cash in portfolio
-
Investment in subsidiary
-
Investment property
5,928,915
Cash
775,894
Debtors
17,040
Creditors
-
8,054,381		 Movement in funds
Incoming
resources
Resources
expended
Transfers
Revaluations
gains and
losses
Balance at
31 March
2022
£
£
£
£
£
1,350,000
(3,693)
-
35,983
3,094,019
3,784
(3,620)
-
-
212
-
(2,901,000)
-
460,000
3,600,000
3,247,081
(1,474,599)
-
-
1,542,780
-
-
-
-
(12,824)
4,600,865
(4,382,912)
-
495,983
8,224,187
Movement in funds
Incoming
resources
Resources
expended
Transfers
Revaluations
gains and
losses
Balance at 31
March 2021
£
£
£
£
£
-
(3,042)
-
382,239
1,711,729
3,102
(3,053)
-
-
49
-
-
-
-
-
-
-
-
112,085
6,041,000
29,864
(35,460)
(1,000,000)
-
(229,702)
-
(17,040)
-
-
-
-
(12,824)
-
-
(12,824)
32,966
(71,419)
(1,000,000)
494,324
7,510,252

Purpose of endowment funds

At 31 March 2022 the charity held endowment funds of £8,268,715 which comprised of an investment portfolio and investment properties transferred from the subsidiary on 1 April 2019, including a new portfolio invested in during November 2021, with subsequent gains and losses being recognised, as well as cash distributions and proceeds relating to the sale of five of the investment properties.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

18 Unrestricted funds

These are unrestricted funds which are material to the charity's activities made up as follows:

Balance at
1 April 2021
£
General funds
1,471,772
Designated funds
-
1,471,7723
Balance at 1
April 2020
£
GeneralFunds
69,400		 Movement in funds
Incoming
resources
Resources
expended
Transfers
Balance at
31 March 2022
£
£
£
£
364,041
(537,862)
737,949
-
-
560,000
364,041
689,949
-
1,297,949
Movement in funds
Incoming
resources
Resources
expended
Transfers
Balance at
31 March 2021
£
£
£
£
560,000
(560,000)
508,669
(123,077)
1,016,781
1,471,772

The designated funds for grants awarded represent multi-year grants that the charity has the intention of making, but which are not recognised as a liability as future years of funding are subject to satisfactory reporting from the grant recipient.

THE PEMBERTON-BARNES TRUST

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

19 Analysis of net assets between funds

Analysis of net assets between funds
Endowment
funds
2022
£
Fund balances at 31 March 2022 are represented by:
Investment properties
-
3,600,000
Investments
-
3,094,232
Current assets/(liabilities)
1,529,957
8,224,189
Endowment
funds
2021
£
Fund balances at 31 March 2021 are represented by:
Investment properties
-
6,041,000
Investments
-
1,711,778
Current assets/(liabilities)
(242,526)
7,510,252
Unrestricted
funds
2022
£
1,297,949
1,297,949
Unrestricted
funds
2021
£
1,471,772
1,471,772		 Total
2022
£
3,600,000
3,094,232
2,827,906
9,522,138
Total
2021
£
6,041,000
1,711,778
1,229,246
8,982,024

20 Related party transactions

There were no disclosable related party transactions during the year (2021 - none).

21
Cash generated from operations
Surplus for the year
Adjustments for:
Investment income recognised in statement of financial activities
Gain on disposal of investment property
Loss/(gain) on disposal of investments
Fair value gains and losses on investment properties
Fair value gains and losses on investments
Movements in working capital:
(Increase)/decrease in debtors
Increase/(decrease) in creditors
(Decrease) in deferred income
Cash absorbed by operations		 2022
£
540,114
(365,231)
(345,000)
19
(460,000)
(30,283)
(22,521)
161,197
(31,631)
(553,336)		 2021
£
841,462
(470,126)
-
(60)
(112,085)
(382,239)
104,821
(389,837)
(1,882)
(409,946)