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2025-08-31-accounts

Company registration number: 11518374 Charity registration number: 1184633

THE KEY - UNLOCK POTENTIAL TRUSTEES' REPORT AND UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2025

The Key - Unlock Potential Contents

Page
Trustees' Report 1—5
Independent Examiner's Report 6
Statement of Financial Activities (including Income and Expenditure Account) 7
Balance Sheet 8
Notes to the Financial Statements 9—13
The following pages do not form part of the statutory accounts:
Detailed Statement of Financial Activities (including Income and Expenditure Account) 14—15

The Key - Unlock Potential Company No. 11518374 Trustees' Report For The Year Ended 31 August 2025

The trustees present their report and the financial statements for the year ended 31 August 2025.

Objectives and Activities

Aims and Objectives

The purposes of the charity, as set out in its governing document is as follows:

"Relief of unemployment amongst prison leavers following their release from prison for the public benefit". This includes:

Assistance to find employment, including CV writing, job applications, careers advice and guidance and;

The provision of education, training and vocational skills, or training opportunities.

The ethos behind this charitable purpose is to improve prison leaver rehabilitation and resettlement, by offering employment and training opportunities. Additional wrap-around support will provide more sustainable, long-term and ideally permanent employment.

The charity's business model accords with the Ministry of Justice (MoJ)'s Education and Employment Strategy, which places individuals on a pathway to employment from custody through to release and onto employment. This approach emphasises skills development, work experience and progression into sustained employment, in order to reduce re-offending, reduce future victims of crime, lessen the financial burden on taxpayers and the welfare state, and improve the health and wellbeing of ex-offenders. This is further aligned with wider evidencebased rehabilitation and resettlement frameworks and is underpinned by the charity's key intended outcomes and business priorities.

Intended outcomes

The core intended outcomes that the charity has identified for the beneficiaries of the charity and for the public benefit are:

prison leavers who are able to stay and thrive in the workplace (and subsequently find permanent employment);

a charity that is financially self-sustaining in the long-term; and

a local business that provides valuable services to the community and strives to change the public and employers’ perception of prison leavers.

Business priorities

In order to successfully achieve these outcomes, the charity aims to prepare and agree a business model that prioritises:

Public Benefit

In delivering these activities, the trustees have had due regard to the Charity Commission’s public benefit guidance. The charity contributes to the public benefit by supporting evidence-based interventions that improve access to employment, reduces reoffending and strengthens community cohesion, in line with national rehabilitation and resettlement priorities.

The trustees confirm that they have complied with the requirements of Section 17 of the Charities Act 2011 to have due regard to the Charity Commission’s guidance on public benefit.

The board of trustees

There were changes to the Board of Trustees.

Establishing professional relationships

We work with a spectrum of partners who underpin the charity’s model, including building works and associated trades, the supply of goods, delivery of training and advisors to the board including catering and hospitality expertise.

...CONTINUED

Page 1

The Key - Unlock Potential Trustees' Report (continued) For The Year Ended 31 August 2025

The board of trustees - continued

The charity has maintained strong relationships throughout the year which has been critical in both attaining delivery and operational resilience. This includes HMP Bristol, The Basil Brown Charitable Trust who act as key advisors to the board and a funder, Bristol Together, the High Sheriff of Bristol and the previous city Mayor and Current West of England Mayoral Combined Authority Mayor. In particular, our partnership with The Restore Trust has ensured continuity of service delivery following changes in operational leadership.

The Trustees would like to express their gratitude to all our funders and organisations who have provided benefits in kind.

Achievements and Performance

Main Achievements

The period from 1 September 2024 to 31 August 2025 represents a pivotal year in the charity’s development, marking the transition from a capital development project to an operational social enterprise delivering direct charitable impact.

Following extensive negotiations, the charity successfully executed a lease agreement with the Ministry of Justice in October 2024, enabling the commencement of building works to establish the Key Café on Gloucester Road. Construction began in November 2024 in partnership with Bristol Together. In alignment with the charity’s objectives, we partnered with contractors who employed individuals with lived experience of the criminal justice system, embedding social value within the project delivery.

Despite challenges including building control requirements and increased construction costs, the building programme of work was successfully delivered. A phased opening took place with a preview event in April 2025 and official launch of The Key Café in May 2025.

Within the first four months of operation, the café received four referrals from HMP Bristol. We engaged the trainees for twelve weeks prior to release to prepare them for the opportunity. Two of the referrals began placements: one has remained throughout the reporting period and is performing very well, while the other received support during their placement and successfully secured employment in their chosen industry. Of the remaining referrals, one relapsed into substance misuse, leading to the placement being ended, and the fourth did not engage or take up the opportunity after release into the community. Although attrition rates for this cohort can be as high as 70%, early indications show that both individuals who took up placements have achieved positive outcomes.

2024-2025 Highlights:

Operational readiness and launch

Lease signed after extensive negotiation with MoJ and estate teams

JCT contracts secured for phased build with Bristol Together

Raising our profile

Positive local support with over 300 local residents engaging in consultation

Jail Jars initiative launched, with over 500 jars sold and featured in local delis

Measuring impact

Two of the ex-offenders began placements: one has remained throughout the reporting period and is performing very well

The café has also provided work experience opportunities for probation learners

Fundraising success

...CONTINUED

Page 2

The Key - Unlock Potential Trustees' Report (continued) For The Year Ended 31 August 2025

Main Achievements - continued

Raised over £485K to date

Additional major funding secured to meet additional building costs

Jail Jar workshops and merchandise generating additional income

Conclusion and Looking Forward

The year 2024-2025 marked a significant milestone with the opening of The Key Café and the commencement of live service delivery. The first year of trading has provided valuable operational insights for the board, whose diverse experience places the charity in a stronger position to lead the café.

The trustees recognise that financial sustainability remains the central priority whilst balancing its commitment to the core mission. Achieving sustainability will require increasing sales, reducing cost of sales and improving operational efficiency, alongside fundraising to support further building adaptations that will lead to an enhanced customer experience, flow and income potential. Trustees will also strengthen the supply chain with HMP Bristol to ensure consistent quality of goods.

In the coming year, the charity will continue to fundraise for both capital and operational costs; increase the number of trainee placements and continue to build relationships with the community and new partners. The board will also strengthen capacity through targeted trustee recruitment, particularly within the catering sector and replace outgoing financial expertise. The Board will also work to ensure it has all best practice policies, procedures and infrastructure in place for the Charity in line with its development.

With good foundations now in place, the trustees are confident that the charity is well positioned to build a sustainable and impactful second year.

Financial Review

Financial Position

The Key has maintained financial stability, current financial pressures centre around core costs and building reserves:

Total income this year: £205,917. Total funds secured to date: £485,000

Trustees continue to pursue operational funding for Year One post-launch

With the opening of the cafe the charity moved into a new financial phase, the trustees are aiming for the operation of the cafe to breakeven with the charity reserves to cover one off expenses. The Trustees are aware that this may be challenging in the first year and have successfully gained operational funding for year one post-launch.

The Trustees review risks on an ongoing basis at Trustee meetings with the aim of developing a risk register

Reserves Policy

As the charity has had very few months in operation since incorporating, and registering as a charity, it is not yet in a position to agree a Reserves Policy. However, the Charity is working to ensure there are always sufficient reserves to cover costs that exceed the Café turnover for a minimum of a 3-month period.

This year has seen good progress in terms of fundraising and developing a model that gets the Café to a break-even position, and so the trustees are looking to set out a reserves policy for future periods.

Page 3

The Key - Unlock Potential Trustees' Report (continued) For The Year Ended 31 August 2025

Going Concern

The Trustees have considered the charity’s financial position and cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements. The Trustees are actively seeking to increase donation income and other fundraising support, while also anticipating continued trading income from the charity’s café operations.

The Trustees believe that these income streams will provide sufficient resources to enable the charity to continue supporting its charitable activities and to meet its liabilities as they fall due. Accordingly, the financial statements have been prepared on a going concern basis.

Structure, Governance and Management

Governing Document

The Key operates as a Private Limited Company by guarantee without share capital, governed by its Memorandum and Articles of Association. Trustee recruitment continues to prioritise diversity, lived experience, and strategic expertise. This year, we welcomed new trustees and volunteers with backgrounds in HR, hospitality, and social enterprise.

Reference and Administrative Details

Trustees

J Hadden E Mellon A Naish MBE DL S Siddique (appointed 10/06/2025) N Steadman O Swayne S Thompson S Woma S Arnold (resigned 04/11/2024) M Cranney (appointed 07/11/2024) (resigned 01/10/2025) L Gill - Finance Lead (resigned 10/06/2025) C MacDonell - Chair (resigned 01/10/2025) R Webb Wiles (resigned 01/10/2025)

Charity Number

1184633

Company Number

11518374

Registered Office

4 - 6 Longmead Avenue Bristol BS7 8QB

Independent Examiner

Charlton Baker Limited Charlton Baker - Marlborough office 1st Floor, 130 High Street Marlborough Wiltshire SN8 1LZ

Page 4

The Key - Unlock Potential Trustees' Report (continued) For The Year Ended 31 August 2025

Statement of Trustees' Responsibilities

The trustees (who are also the directors of The Key - Unlock Potential for the purposes of company law) are responsible for preparing the Trustees' Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the trustees to prepare financial statements for each financial year. Under company law the trustees must not approve the financial statement unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing the financial statements the trustees are required to:

select suitable accounting policies and then apply them consistently;

observe the methods and principles in the Charity SORP;

make judgments and accounting estimates that are reasonable and prudent; and

The trustees are responsible for keeping adequate accounting records which disclose with reasonable accuracy at anytime the financial position of the charitable company and to enable them to ensure that the accounts comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company 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.

The trustees, are responsible for the overall governance and strategic direction of the charity. They meet as a board every month throughout the year and maintained oversight of finance, risk and operational delivery. During the year safeguarding, conflicts of interest and trustee conduct policies were reviewed. New trustees are supported by an induction process.

Trustee recruitment continues to focus on ensuring an appropriate balance of skills, experience and expertise relevant to the charity’s mission and operational needs. The trustees appointed Mike Cranney in November 2024 to oversee finance and provide hospitality expertise. Sophia Siddique (HR professional) and Mike Cranney (Hospitality specialist) joined the board during the year and Simon Arnold and Lisa Gill stepped down (see table below).

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.

Small Company Rules

This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

The trustees' report was approved by the board of trustees and signed on its behalf by:

A Naish MBE DL

Trustee 29/05/2026

Page 5

The Key - Unlock Potential Independent Examiner's Report to the Trustees of The Key - Unlock Potential For The Year Ended 31 August 2025

I report to the charity trustees on my examination of the accounts of the Company for the year ended 31 August 2025.

Responsibilities and Basis of Report

As the charity trustees of the Company (and also its directors for the purposes of company law), you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 (“the 2006 Act”).

Having satisfied myself that the accounts of the Company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of your charity’s accounts as carried out under section 145 of the Charities Act 2011 (‘the 2011 Act’). In carrying out my examination I have followed the Directions given by the Charity Commission under section 145(5) (b) of the 2011 Act.

Independent Examiner's Statement

I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe:

I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Charlton Baker Limited 29/05/2026 1st Floor, 130 High Street Marlborough Wiltshire SN8 1LZ

Page 6

The Key - Unlock Potential Statement of Financial Activities (including Income and Expenditure Account) For The Year Ended 31 August 2025

Notes
INCOME AND ENDOWMENTS FROM:
Donations and legacies
3
Charitable activities
4
Investments
5
EXPENDITURE ON:
Raising funds
7
Charitable activities
7
NET INCOME
NET MOVEMENT IN FUNDS
RECONCILIATION OF FUNDS:
Total funds brought forward
TOTAL FUNDS CARRIED FORWARD
15		 2025
Unrestricted
funds
£
168,538
36,671
708		 2024
Unrestricted
funds
£
80,000
-
957
205,917 80,957
(31,773)
(114,782)		 (34,936)
-
(146,555) (34,936)
59,362 46,021
59,362
176,010		 46,021
129,989
235,372 176,010

The notes on pages 9 to 13 form part of these financial statements.

Page 7

The Key - Unlock Potential Balance Sheet As At 31 August 2025

Notes
FIXED ASSETS
Tangible Assets
12
CURRENT ASSETS
Debtors
13
Cash at bank and in hand
Creditors: Amounts Falling Due Within One Year
14
NET CURRENT ASSETS (LIABILITIES)
TOTAL ASSETS LESS CURRENT LIABILITIES
NET ASSETS
FUNDS OF THE CHARITY
Unrestricted Funds
TOTAL FUNDS
15		 2025
Unrestricted
funds
£
212,269		 2024
Total funds
£
4,672
212,269
1,499
45,362		 4,672
1,316
173,141
46,861
(23,758)		 174,457
(3,119)
23,103 171,338
235,372 176,010
235,372 176,010
235,372 176,010
235,372 176,010

For the year ending 31 August 2025 the charitable company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

On behalf of the board

A Naish MBE DL

Trustee 29/05/2026

The notes on pages 9 to 13 form part of these financial statements.

Page 8

The Key - Unlock Potential Notes to the Financial Statements For The Year Ended 31 August 2025

1. General Information

The Key - Unlock Potential is a company limited by guarantee, incorporated in England & Wales, registered number 11518374 and registered charity number 1184633. The registered office is 4 - 6 Longmead Avenue, Bristol, BS7 8QB.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared in accordance with the Charities SORP (FRS 102) "Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019)", Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

The charitable company is a Public Benefit Entity as defined by FRS 102.

2.2. Going Concern Disclosure

The Trustees have considered the charity’s financial position and cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements. The Trustees are actively seeking to increase donation income and other fundraising support, while also anticipating continued trading income from the charity’s café operations.

The Trustees believe that these income streams will provide sufficient resources to enable the charity to continue supporting its charitable activities and to meet its liabilities as they fall due. Accordingly, the financial statements have been prepared on a going concern basis.

2.3. Incoming Resources

All incoming resources are included in the statement of financial activities when entitlement has passed to the charity; it is probable that the economic benefits associated with the transaction will flow to the charity and the amount can be reliably measured. The following specific policies are applied to particular categories of income:

income from donations or grants is recognised when there is evidence of entitlement to the gift, receipt is probable and its amount can be measured reliably.

legacy income is recognised when receipt is probable and entitlement is established.

income from donated goods is measured at the fair value of the goods unless this is impractical to measure reliably, in which case the value is derived from the cost to the donor or the estimated resale value. Donated facilities and services are recognised in the accounts when received if the value can be reliably measured. No amounts are included for the contribution of general volunteers.

income from contracts for the supply of services is recognised with the delivery of the contracted service. This is classified as unrestricted funds unless there is a contractual requirement for it to be spent on a particular purpose and returned if unspent, in which case it may be regarded as restricted.

2.4. Resources Expended

Expenditure is recognised on an accruals basis as a liability is incurred. Expenditure includes any VAT which cannot be fully recovered, and is classified under headings of the statement of financial activities to which it relates:

All costs are allocated to expenditure categories reflecting the use of the resource. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs are apportioned between the activities they contribute to on a reasonable, justifiable and consistent basis.

Page 9

The Key - Unlock Potential Notes to the Financial Statements (continued) For The Year Ended 31 August 2025

2.5. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Leasehold

Fixtures & Fittings

10% straight line

15% reducing balance

2.6. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

3. Income from Donations and Legacies

3.
Income from Donations and Legacies
Donations and gifts
The following donations are included within the total income from donations and legacies above:
National Grid
Woolfson JH Fitness Ladies
The Northwick Trust
The Nisbet Trust
Quartet Community Foundation
Mercer Company
Society of Merchant Venturers
The Clothworkers' Foundation
The Basil Brown Charitable Trust
4.
Income from Charitable Activities
Cafe
5.
Investment Income
Bank interest receivable		 2025
Unrestricted
funds
£
168,538		 2024
Unrestricted
funds
£
80,000
2025
Unrestricted
funds
£
-
1,000
15,000
31,500
7,500
9,776
5,000
28,000
20,000		 2024
Unrestricted
funds
£
80,000
-
-
-
-
-
-
-
-
117,776 80,000
2025
Unrestricted
funds
£
36,671		 2024
Unrestricted
funds
£
-
2025
Unrestricted
funds
£
708		 2024
Unrestricted
funds
£
957

Page 10

The Key - Unlock Potential Notes to the Financial Statements (continued) For The Year Ended 31 August 2025

6. Net Income/(Expenditure)

The net income is stated after charging/(crediting):

he net income is stated after charging/(crediting):
2025 2024
£ £
Depreciation of tangible fixed assets - owned 25,386 306
  1. Analysis of Expenditure
Raising funds
Cafe
Raising funds
8.
Support Costs
General administration
Depreciation
Interest payable
Governance costs
General administration
Depreciation
Governance costs		 Activities
undertaken
directly
£
-
90,101		 Support costs
(see note 8)
£
31,773
24,681		 2025
Total
£
31,773
114,782
90,101 56,454 146,555
Raising funds
£
3,771
25,386
16
2,600		 Cafe
£
24,481
-
200
-		 2024
Support costs
(see note 8)
£
34,936
2025
Total
£
28,252
25,386
216
2,600
31,773 24,681 56,454
2024
Raising funds
£
32,140
306
2,490
34,936

Page 11

The Key - Unlock Potential Notes to the Financial Statements (continued) For The Year Ended 31 August 2025

9. Independent Examiner's Remuneration

.
Independent Examiner's Remuneration
Independent examination of the financial statements
0.
Staff Costs
taff costs were as follows:
Wages and salaries		 2025
£
1,200
2025
£
2,689		 2024
£
1,099
2024
£
-
1
S		 0.
Staff Costs
taff costs were as follows:

Wages and salaries

No employees received employee benefits (excluding employer pension costs) for the reporting period of more than £60,000.

  1. Average Number of Employees

Average number of employees during the year was: 2 (2024: NIL)

12. Tangible Assets

Land & Property

Land &
Property
Cost
As at 1 September 2024
Additions
As at 31 August 2025
Depreciation
As at 1 September 2024
Provided during the period
As at 31 August 2025
Net Book Value
As at 31 August 2025
As at 1 September 2024
13.
Debtors
Due within one year
Other debtors		 Leasehold
£
4,422
201,512		 Fixtures &
Fittings
£
568
31,471		 Total
£
4,990
232,983
205,934 32,039 237,973
233
20,593		 85
4,793		 318
25,386
20,826 4,878 25,704
185,108 27,161 212,269
4,189 483 4,672
2025
£
1,499		 2024
£
1,316

Page 12

The Key - Unlock Potential Notes to the Financial Statements (continued) For The Year Ended 31 August 2025

14. Creditors: Amounts Falling Due Within One Year

Trade creditors
Other creditors
Taxation and social security
Accruals and deferred income
5.
Movement in Funds
Unrestricted funds
General:
General unrestricted fund
Total funds
Unrestricted funds
General:
General unrestricted fund
Total funds		 As at 1
September
2024
£
176,010		 Income
£
205,917		 2025
£
16,084
1,040
914
5,720
23,758
Expenditure
£
(146,555)		 2024
£
-
-
-
3,119
3,119
As at 31
August 2025
£
235,372
176,010 205,917 (146,555) 235,372
As at 1
September
2023
£
129,989		 Income
£
80,957		 Expenditure
£
(34,936)		 As at 31
August 2024
£
176,010
129,989 80,957 (34,936) 176,010

15. Movement in Funds

16. Transactions with Trustees

None of the trustees received any remuneration or any other benefits from an employment with the charity or a related entity during the current or previous year.

No trustee expenses have been incurred.

17. Related Party Disclosures

There have been no related party transactions in the reporting period that require disclosure.

18. Company limited by guarantee

The company is limited by guarantee and has no share capital.

Every member of the company undertakes to contribute to the assets of the company, in the event of a winding up, such an amount as may be required not exceeding £1.

Page 13

The Key - Unlock Potential Detailed Statement of Financial Activities (including Income and Expenditure Account) For The Year Ended 31 August 2025

INCOME AND ENDOWMENTS FROM:
Donations and legacies
Donations and gifts
Charitable Activities:
Cafe
Income from charitable activities
Investments
Bank interest receivable
EXPENDITURE ON:
Raising funds
Computer software, consumables and maintenance
Repairs, renewals and maintenance
Insurance
Advertising and marketing costs
Telecommunications and data costs
Legal fees
Subscriptions
Bank charges
Sundry expenses
Depreciation
Late payment tax charges
Independent examiner's fees
Accountancy fees
Charitable Activities:
Cafe
Purchases
Wages and salaries
Management fees
Consultancy fees
Hire and leasing of plant, equipment and vehicles
Computer software, consumables and maintenance
Repairs, renewals and maintenance
Printing, postage and stationery		 2025
Total
funds
£
168,538		 2024
Total
funds
£
80,000
80,000
-
-
957
957
80,957
(317)
(547)
(468)
-
-
(30,630)
(35)
(4)
(139)
(306)
-
(1,099)
(1,391)
(34,936)
-
-
-
-
-
-
-
-
...CONTINUED
168,538
36,671
36,671
708
708
205,917
-
-
(1,233)
(59)
(739)
-
(656)
-
(1,084)
(25,386)
(16)
(1,200)
(1,400)
(31,773)
(17,105)
(2,689)
(44,599)
(25,708)
(275)
(629)
(10,193)
(393)

Page 14

The Key - Unlock Potential Detailed Statement of Financial Activities (including Income and Expenditure Account) (continued) For The Year Ended 31 August 2025

Management fees
Bank charges
Late payment tax charges
NET INCOME		 (12,389)
(602)
(200)		 -
-
-
(114,782) -
(146,555) (34,936)
59,362 46,021

Page 15