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2024-03-31-accounts

Charity number= 1202285 THE SHEARS FOUNDATION TRUSTEES, REPORT AND FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

THE SHEARS FOUNDATION CONTENTS Page Referènce and administrative details of the charity. its Trustees and advisers Trustees. report 2-19 Independent auditors, report on the financial statements 20-22 Statement of financial activities 23 Balance sheet 24 Notes to the flnanclal statements 25-39

THE SHEARS FOUNDATION REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY, ITS TRUSTEES AND ADVISERS FOR THE PERIOD ENDED 31 MARCH 2024 Trustee5 NVLCruz M A Horner, Chair G Lyall G Shears P l R Shears R Shears B Warnes L Warnes Charlty reglstered number 1202285 Principal office The Community Foundation Philanthropy House, Woodbine Road Gosforth Newcastle upon Tyne NE3 IDD Independent audltors BHP LLP I St Mary's Court BIos50m Street York Y024 IAH Bankers Hande15banken Greengate I Cardale Park Harrogate HG3 IGY Sollcltors Womble Bond Dickinson LLP Helix The Spark Draymans Way Newcastle upon Tyne NE4 50E Fund Managers Aberdeen Standard Capital Limited l George Street Edinburgh EH2 2LL Fund Managers James Hambro and Partners LLP 45 Pall Mall London SWIY 51G Fund Managers Waverton Investment Management Limited 16 Babmae5 Street London SWIY 6AH Page I

The Shears Foundation Shears Foundation 202312024 Trustees Report The trustees present their report and the audited financial statements of the charity for the period ended 31 March 2024. The trustees have adopted the provisions ofthe Statement of Recommended Practice ISORPI "Accounting and Reporting by Charities" in preparing the annual report and linancial statements of the charity. The financial statements have been prepared in accordance with the accounting policies set out in notes to the accounts and comply 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 Reporhng Standard applicable in the UK and Republic of Ireland published in October 2019. The trustees of The Shears Foundation are delighted to present our first Annual Report since converting to a Charitable Incorporated Organisation ICIOI on July 1" 2023. This report covers the first nine months of our operation as a CIO. Future annual reports will revert to a 12-month period. On l July 2023, the assets of the predecessor charity were gifted in the entirety to the new CIO. The predecessor charity is now dormant with no assets. These linancial statements have been prepared adopting merger accounting. We are pleased to be supported by our new accountants. BHP LLP who have worked constructively with us to develop a more straightForward and transparent annual report which is suited to modern grant making and the way in which the Shears Foundation CIO works. Despite the change of legal status to a CIO. and a new Charity Commission registration, the core values of The Shear5 Foundation continue to be embedded in the work that we do. We have built upon Trevor and Lyn Shears, ethos of fairness, equity, transparency and trust to continue to develop good practice as a funder. This good practice is recognised both regionally and nationally in our profile and reputation as a grant maker. Our conversion to a CIO also opened up the range of organisations that we can help support. Previously we were only able to support UK registered charities. Following our incorporation, this was widened to enable us to support a broader range of charitable organisations, such as Community Interest Companies and Community Benefit Societies. In March 2024 we celebrated the 30th birthday of The Shears Foundation, originally known as the Shears Charitable Trust. In those 30 Years we have given over 1.400 separate grants totalling over £16 million. OBJEcfivES AND AcfiviTIES The object of the foundation is to produce sound investment income and growth for the benefit of present and future beneficiaries. The foundation aims to fund selected organisations and projects in the fields of community development, environmental issues, sustainable development, health and welfare and cultural Page 2 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation developments, all with an emphasis on education and raising awareness. There is also a proportion devoted to overseas projects in the same fields. PUBLIC BENEFIT The foundation's aims and achievements are set out within this report. The activities set out in this report have been undertaken to further the foundation's charitable purposes for the public benefit. The trustees have complied with the duty under Section 4 of the Charities Act 2011 to have due regard to public benefit guidance published by the Charity Commission and the trustees have paid due regard to this guidance in deciding what activities the foundation should undertake. Open Country- a core costs grant of £5,500 towards the Salary of an activities offi'cer supporting people with a disability to access and enjoy the countryside. Our new Shears Foundation Administrator In 2023 the trustees recognised the increasing workload that is required in order to achieve best practice in grant making and manage an increasing level of demand. They made the decision to recruit a Foundation Administrator to work alongside Bruce Warnes in his capacity as Foundation Manager. Carla Greenwood was appointed in November 2023 and has had a very positive impact on the way that we work and our capacity for continual improvement of our grant making practice. Page 3 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Our approach to relationship-based grant making Relationship based, or relational, grant making is very much part of the DNA of The Shears Foundation. Since the very start of Trevor and Lyn's philanthropy, the principle of getting to know the organisations that we support has been at the heart of what we do. Building relationships over time helps develop mutual trust, deeper understanding and a level of openness that all transcend more transactional styles of grant making. The current trustees embrace this approach by being actively involved in both decision making- meetings with groups and visits to those that we support. Trustees and staff attended 33 meetings and visits in the nine-month period. Our model for building such relationships can be summarised as follows: The Grantee rhe Sheors Foundotion O Pre-application phone call / ZOOM. Q Encouraged to be open and honest from the start. Q Ad-hoc communication. O Sharing successes and achievements. Q Sharing impact reports I newsletters. Q End of grant monitoring and learning. O Encouraged to give feedback on our processes. Q Invites to events and projects. Q Transparency and openness about funding priorities and decision makinE- Open and Honest processes. O Transparency and openness about our expectations of the grantee. Q Offers project focussed funding and some core cost funding. Q Highest level of due diligence. Which allows us to place trust in the grantee from the start of our relationship. Q Reads and feeds back on communications. O Ha5 an honest 6-month check in with the grantee. 0 Some trustee attendance at celebration events. Manager / Trustee meet ups with Fundraisers. Stage two- building on the foundations The Grontee The Shear5 Foundotion Q Feels increasingly able to share when things might not be going so well. Q Feels able to apply for funding to continue a previously funded aspect of their work- no need to reinvent the wheel for each application. O Extends a range of invitations that allow trustees to develop a deeper understanding. Opportunities to discuss future applications. O Offers largely core cost funding. 0 still a high level of due diligence. Q Trustee attendance at 'real world events, seein8 the work of the charity first hand. Q Open to ongoing conversations and supporting the grantee in overcoming challenges. O Increased flexibility. O Willingness to allow funding to be re- purposed. O Introduces the grantee to other potential grant funders. Page 4 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Stage three - mutual understanding and respert The Grontee The Sheurs Foundotion Able to be extremely honest about needs and challenges, even failures, of the organisation without feeling the relationship will be compromised or grants withdrawn. Q Able to direct our funding to where it will have the most impact. Q Able to ask for variations in timescale or purpose- even early release of pledged grants (dependent on our cashflowl Q Able to seek our advice and support with matters that are not necessarily grant related- such as strategy. Q Invitations for connections develop into a wider range of trustee opportunities, social, experiential, grant focussed and broader organisational context. Q Offers largely unrestricted funding. O Less rigorous due diligence. O Trustees feel better connected as true stakeholders. Q Trustees are part of the charity's own growth journey- O Greater impact satisfaction for trustees. O Willingness to 'move the goal posts., to help meet grantees, needs and priorities. O Able to have difficult conversations with the grantee about our own challenges and priorities and implications for grant making. O Lighter touch reporhng. O Actively promotes the grantee to other funding organisations. Richard Shepherd Music Foundation - a grant of £5,500 to help them deliver their schools music programme to ten primary schools in York. Page 5 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Our grant making The Shears Foundation has live key priority areas for its, grant making. O The development of culture and the arts. O The development and provision of educational opportunities for adults and / or children. O Protection, preservation or enhancement of the natural environment. O Creating stronger / better I more sustainable communities. O Promoting health and medicine, with an emphasis on research or education. We place a great deal of emphasis in supporting organisations whose work is in the Tyne & Wear and Northumberland regions. Around 500A of our grant making is in this region. We also make grants in the former Harrogate District & The City of York- The City of Bradford- Greater Manchester and occasionally to UK organisations working overseas. We 5UPPOrt core running costs as well as project cost5. Our grant maklng Is dlvlded Into two dlstinrt strands. During the year, the trustees decided to further embed our Core Grants programme into our grant making practice. They agreed at our AGM to put in place a process where organisations who we have a positive long-term relationship with can apply to become a core group by invitation. Our Core Grants programme Our Small Grants Programme For organi5ations that we have developed strong, mutual relationship with over several years. For organisations that are new to Us, or that we are getting to know. Q Largely unrestricted funding Q Larger grants Multiple year grants13 years) Rapid turnaround Q For project or specified core costs Q Usually, a fixed grant amount of £5,500 Q One-yeargrants Q Applicants can re-apply each year Q Quarterly grants cycle 7 Core Grants were awarded In the year. totslllng £435,000 48 Small Grants were awarded in the year. totalllng £283,215 In addition. the trustees agreed grants totslling £20.000 to The British Red Cross Disastsr and Emergency Appeal for work overseas. Page 6 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation In the 9-month financial year from July 1st 2023 to March 31$1 2024 we awarded a total of 56 grants. totalling £738,215. The largest grants awarded of £90,000 were to The Royal College of Surgeons and Samling Institute for Young Singers. Our average grant size was £13,182. 17 Frozen Light Theotre - o grant of £5,500 to help them with 12 sensory theatre performances for people with profound, multiple learning difficulties at The Lowry in Salford. Our grant maklng experlence We want to make our grant application experience as open and straighrforward as possible for those that want to apply. We start every applicant's journey with a phone call or ZOOM to explain our processes; determine if the work that they would like us to fund fits our priorities and ultimately make sure that we are not wasting their time with an application that has little chance of success. In these conversations we are also transparent about our success ratios (how many grants we make against how many applications we receive). Our website is designed to provide all the information that an applicant needs in a clear and transparent way. We include all of our grant criteria,. an example of our application form; our scoring system and other tools to make the process as straightforward as possible for the applicant. As part of our commitment to continuous improvement of our grant making processes, we ask both successful and unsuccessful applicants to rate us on their experience. Page 7 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Up tothe 31, March 2024 wefound outthat- 96.9% of applicants thought the information on our website is useful or very useful 0 90.5% of applicants thought our application form was very easy or easy to complete Q 92.6% of applicants felt that we didn't waste their time 99.0% of applicants said that we asked questions that were relevant to their organisation 93.7°A of applicant5 thought we acted with urgency and kept to our published timescales Q 96.8% of applicants said we were open and transparent 95.80A of applicants said we communicated with purpose Q 90.5% of applicants said that the time they spent was proportionate to the grant size Our investments The Shears Foundation uses three Investment Managers to manage the Shears Foundation assets with the aim of growing the assets and providing funds for grant making and other costs. In the period from I" July 2023 to 31" March 2024 the total investments grew from £17,165,285 to £18,728,564. An increase in fund value of 9.110A. Total return (investment growth and the funds we have withdrawn for grant making and costs) for the period was 14.04°A. FINANCIAL REVIEW Total income for the period was £355.53512023: £854,842) The foundation's income is mainly derived from investments held. Investment income during the period was £255,535 12023: £554,842). Trustees have full and absolute powers to invest at their discretion as they see fit for the benefit of the foundation. At the year end the foundation's reserve5 were £18,103,668 12023- £16,745,446). The fund5 of the foundation have continued to produce sound investment income for future beneficiaries of the foundation. RESERVES POLICY The trustees have reviewed the position and consider that the funds are sufficient to continue the current activities of the foundation. The free unrestricted reserves at the end of the year were £18,103,668. Page 8 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Due to the nature of the Charity the Trustees consider the level of reserves to be minimal to cover six months administration costs including legal fees and travel expenses, thi5 being approximately £90,000. The investment income each year is sufficient to cover these costs and the grant policy. c.on Kid5 Kabin- a core costs grGnt of £5,500 to help with running costsfor their centre in Walker, Newcastle upon Tyne. Our commitment to the IVAR principles In 2021 The Shears Foundation committed to the Institute of Voluntary Action Research IIVAR} Flexible Funders programme, which outlines 8 pledges to improve our grant making. During the year we took part in a peer review programme organised by IVAR which gave us the opportunity to refresh our pledges and look at how we would further develop our practice. In light of this we identilied and implemented the following next steps in 2023124. Don't waste time" We will set up a post application questionnaire (for both successful and unsuccessful applicants) to get more structured feedback on how well we meet this pledge and how we can improve. Page 9 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation We will use the questionn3ire to determine a more accurate guide to how long an application to The Shear5 Foundation will take. Phone conversations with applicants Istage two) are currently quite informal. We will introduce a greater degree of structure to ensure consistent information is provided / questions are asked without losing the personal / friendly dimension. "Ask relevant questions- Our post application questionnaire (for both successful and unsuccessful applicants) will enable us to get more structured feedback on how well we meet this pledge and how we can improve. We will continually review the information that we ask for in the application and its relevance to the assessment process. We will pay greater attention to our monitoring process, feeding back where appropriate and ensuring that previous monitoring 15 used effectively as part of our assessment process. "Accept rlsv We will make it more clear in our application process that we are prepared to fund core costs. We will update our constitution / governing document to be able to fund a wider range of organisations with a charitable purpose, not just registered charities as we do now. Art with urgency- We will ensure that stated timescales for grant decision making are adhered to, except in exceptional circumstances. Be open- ond -communicote with purpose- We will add to our application approved and application rejected emails a line to offer a further conversation about the decision if required. We will develop our initial application assessment process Ipre-trustee consideration) to make it more robust and objective. We will work to introduce a short six month follow up phone conversation with grant recipients. We will ensure that, as part of the pre-application telephone conversation, we tell applicants what % of applications are approved on average. "Be proportionate" We will continue to review our application process, using feedback from our applicant questionnaire to ensure it is proportionate to the size of grants we are making. Page 10 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation -Enableflexibility- We will add to our application approved email a clear indication that, as a flexible funder, we are open to further conversations if the needs of the organisation changes. We will always be open to conversations with organisations about how our grant will be used and We will review the sizes of our small and core grants on an annual basis. We were also asked by IVAR to write a blog for their website on best practice in grant making. In addition, IVAR recommended that several trusts and foundations speak to us about our grant making practice. Orca- a core costs grant of £5,500 to support monitoring of whole and dolphin populations in order to better protect them, based on ships leuving The Port of Tyne in Newcastle. Our commitment to 360 Giving The Shears Foundation has continued to publish grants data to 360 Giving. This is a charity that helps organisations to publish open, standardised grants data, and supports people to use it to improve charitable giving. Up to 31st March 2024 we have published 175 grants on 360 Giving. By being part of 360 Giving we help charities in their fundraising by being totally transparent and open about the types of organisations that we support; their locations,. the size of our grants and the frequency of our support. This is an invaluable tool for grant seekers. Page 11 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Our broader role in the sertor In addition to our commitment to IVAR and 360 Giving, we have committed to developing and promoting good grant making practice across the wider sector. We have actively supported front line charities with applications to other grant makers, through references and meetings. The high point was supporting Whitley FundforNature in securing a grant of £2.5million over 5 years from The siegfried Rousing Trust. Contacts with the LGTFoundation, Swire Trusts and Badur Foundation have enabled us to connect them with charities who we have built a relationship with. Bruce Warnes, our Foundation Manager is a board member of Yorkshire Funders. A charity that provides opportunities for local funding organisations of all sizes and from all sectors to think, share, learn and act together in order to be more effective and boost their impact on Yorkshire people and places. Bruce Warnes also sits on the Harrogate Local Fund grants panel, contributing to a programme of small grant making in that area. Mark Horner, our chair, regularly attends meetings of the North East Trusts Secretaries group where many of the grant funders in the north east come together to share information, practice and current challenges. The Linden Fund As well as The Shears Foundation, Trevor and Lyn Shears set up an additional fund with The Community Foundation for Tyne Wear and Northumberland which they manage, with discretionary powers to award grants to charitable organisations - with the broad theme of tackling poverty and disadvantage. In 2023124 The Linden Fund distributed 19 grants totalling £96,983. On 31st March 2024 the fund value was £2.44 million. Our AGM The Shears Foundation AGM is the main opportunity for staff and trustees to come together; review our progress and achievements and strategically plan for the year ahead. The 2023 AGM was attended by all eight trustees, our new administrator, five ambassadors and a representative from our law firm, Womble Bond Dickinson. Page 12 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shear5 Foundation Key decisions that were made at our 2023 AGM were: Q To increase ourdrawdown for 2024125 from 3.6% of the fund value to 4.OOh of the fund value Q To limit new applications to those from charities with below £1.5 million income O To approve nine key policies for the operation and management of The Shears Foundation O To welcome NSPCC, World Wildlife Fund and The Glasshouse International Centre for Music as core groups O To develop new social media and Internal Financial Controls policies for implementation in 2024. Our Thank you to Lyn Shears Lyn Shears, co-founder of the Shears Charitable Trust in 1994. recently stepped down from being a trustee to take up a role as Honorary Lifetime Patron for the new Shears Foundation CIO. Without Lyn and Trevor's passion for philanthropy and giving something back to the community, there would be no Shears Foundation and no story to tell about the incredible charities we are able to support. The current trustees want to thank Lyn for the vision, commitment and enthusiasm which has created the blueprint for how we do things now. The trustees also want to thank Lyn for her generous personal donation of £80,000 in the year lon which we were able to claim gift aid) which boosted our grant making capacity by £lOO,000. crfsTrn The Prince's Trust- who became one of our core groups in 2023. This means they benefitfrom lorger multi-yeur, unrestrictedfundingfrom The Shears Foundotion. Page 13 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation Our year at a glance GRANTS 202312024 Core Grants Small Grants Emergency l Disaster 83316 £435.01 17) Page 14 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation GEOGRAPHY 202312024 Tyne, Wear & North Manchester Bradford York & Harrogate IUK International YA o•J•• ¢is•.M• 014715 lJ7.S U3.•• Page 15 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation CATEGORIES 202312024 Educational Opportu Sustainable Commun nvironment Culture and the Arts Health and Medicine Disaster 17% 89.5QQ 19B.500 J6XA £2yI J•ts Page 16 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation STRucfuRE, GOVERNANCE AND MANAGEMENT The foundation is a charitable incorporated organisation constituted under the constitution dated I July 2023 and is a registered charity. The foundation was established by an initial gilt from TH Shears in 1994 and he added further funds in 1997, 2006, 2008, 2009 and 2010. The foundation does not actively fundraise and seeks to continue the philanthropic work desired by the donor through careful stewardship of its existing resources. Trustees are recruited. when necessary, by the continuing trustees. New trustees are given appropriate induction to allow them to perform their duties effectively and ongoing training is provided as required to enable the trustees to fulfil their obligations. The trustees agree the broad strategy and areas of activity of the foundation including consideration of grant making decisions. PRINCIPAL RISKS AND UNCERTAINTIES The trustees of the Shears Foundation have a duty to identify and review the risks that the charity is exposed to and to ensure appropriate controls are in place to provide reasonable reassurance against fraud, error and reputational damage. The trustees have identified four key risks which are the reliance on the investment portFolio performance, errors in payments of grant funding, grants bein8 used for purposes other than intended by the recipients and the reputational risk of unapproved related party transactions. The trustees are confident that sufficient mitigations have been implemented. FUTURE PLANS The foundation will continue to provide grants from the income received on investments and from the capital funds as the trustees see fit. Page 17 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation TRUSTEES, RESPONSIBILITIES STATEMENT 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). The law applicable to charities in England & Wales requires the trustees to prepare linancial 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 of the charity for that period. In preparing these financial statements, the trustees are required to.. select suitable accounting policies and then apply them consistentlv; observe the methods and principles in the Charities SORP 2019 IFRS 1021- make judgements and estimates that are reasonable and prudent,. state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements. prepare the financial statements on the going concern basis unless It is inappropriate to presume that the charity will continue in operation. The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the linancial position of the charity and enable them to ensure that the financial statements comply with the Charities Act, the Charities (Accounts and Reports) Regulations 2008 and the provisions of the trust deed. 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. AUDITOR BHP LLP were appointed as auditors in the year and have expressed willingness to continue in office. In accordance with S485141 of the Companies Act 2006 a resolution to reappoint BHP LLP as auditors will be proposed at the Annual General Meeting. Page 18 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

The Shears Foundation DISCLOSURE OF INFORMATION TO THE AUDITOR We, the directors of the company who held office at the date of approval of these Financial Statements as set out above each conlirm, so far as we are aware, that.. there is no relevant audit information of which the company's auditors are unaware,. and we have taken all the steps that we ought to have taken as directors in order to make ourselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. Approved by order of the board of trustees and signed on its behalf by 9TgnwlEI.'gt6M&9Z5YKK:::" B C Warnes Trustee Date: 1711212024 GMT Page 19 L￿pAn￿10..7l87s7kn¥V73SI￿E0sl3O>JFVl￿FE4O57c387dS￿thOZ53rM93UZdI5￿7o

THE SHEARS FOUNDATION INDEPENDENT AUDITORS, REPORTTO THE MEMBERS OF THE SHEARS FOUNDATION Oplnlon We have audited the financial statements of The Shears Foundation (the 'charity'l for the year ended 31 March 2024, which comprise the statement of financial activities, the balance sheet, the statement of cash flows and notes to the financial statements, including siEnificant accounting policies. The financial reporting framework that has been applied in their preparation 15 applicable law and United Kingdom Accounting Standard5, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial 5tatements'. give a true and fair view of the state of the charity's affair5 as at 31 March 2024, and of its incoming resources and application of resources, including its income and expenditure, for the year then ended,. have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice,. and have been prepared in accordance with the requirements of the Charities Act 2011. Basis for opinion We conducted our audit in accordance with International Standard5 on Auditing IUKI IISAS IUKII and applicable law. Our responsibilities under those standards are further described in the auditor 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 ère relevant to our audit of the financial statements in the UK, including the FRC'5 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. Conclusion5 relatin8 to goin8 concern In auditing the financial statements, we have concluded that the trustees, use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charity's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. Other information The other information comprises the information included in the trustees. report. other than the financial statements and our auditor's report theretsn. The trustees ère responsible for the other information. Our opinion on the financial statements doe5 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 èudit or otherwise appears to be materially misstated. If we identify such material incon515tencies or apparent material mi55tatements, we are required to determine whether this give5 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 nothiN8 to report in thi5 regard. Page 20

THE SHEARS FOUNDATION INDEPENDENT AUDITORS, REPORTTO THE MEMBERS OF THE SHEARS FOUNDATION ICONTINUEDI Matters on whlch we are requlred to report by exceptlon We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Report51 Regulations 2008 requires us to report to you if, in our opinion.. the information given in the trustees, report is inconsistent in any material respect with the financial staternents; or sufficient accounting records have not been kept,. or the charity's financial statements are not in agreement with the accounting records and returns,. or we have not received all the information and explanations we require for our audit. Responslbllitles of trustees As explained more fully in the trustees, re5pon5ibilitie5 Statement, the trustees are re5ptsn5ible 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 tru5tee5 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 charitvs ability to continue as a going concern, disclosin& 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 responsibilities for the audit of the financial statements We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulation5 rnade or having effect thereunder. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error. and to issue an auditorfs report that includes our opinion. Reasonable assurance 15 a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISA5 IUKI will always detect a material mi5Staternent when it exist5. MisStatement5 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 in5tance5 of non-compliance with laws and re8ulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities. including fraud is detailed below.. the engagement partner ensured that the engagement tearn collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations., we identified the laws and regulations applicable to the charitable company through discussions with directors and other management, and from our commercial knowledge and experience5 of the charity'5 sector,. we focussed on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the charitable company, including the Charities Act 2011. Companies Act 2006, taxation legislation and data protection. employment and health and safety legislation.. we assessed the extent of cornpliance with the laws and regulations identified above through making enquiries of managernent and inspecting legal correspondence throughout; identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. Page21

THE SHEARS FOUNDATION INDEPENDENT AUDITORS, REPORTTO THE MEMBERS OF THE SHEARS FOUNDATION ICONTINUEDI We assessed the susceptibility of the charitable company's financial statements to material misstatement. including obtaining an understanding of how fraud might occur, by,. making enquiries of management a5 to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud., and considering the internal controls in place to mitigate risks of fraud and non-compliante with13ws and regulation5. To address the risks of fraud through management bias and override controls, we.. performed 3nalytical procedure5 to identify any unusual or unexpected relationships,. tested journal entries to identify unusual tran5aCtions,' assessed whetherjudgements and assumptions made in determining the accounting estimates set out in note I were indicative of potential bias,. and investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to.. agreeing financial statement disclosures to underlying supporting documentation,. reading the minutes of meetings of those charged with governance.. and enquiring of management as to actual and potential litigation and claims. There are inherent lirnitations in our audit procedures described above. The more rernoved that law5 and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal coiiespondence. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. A further description of our re5pon5ibilitie5 15 available on the FRC'S web51te at.. www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report. Use of our rèport This report is made solely to the charity's trustees, as a body, in accordance with Part 4 of the Charities (Accounts and Reportsl Regulations 2008. Our audit work has been undertaken so that we might state to the charity's trustees those matters we are required to state to thern in an auditor'5 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. E>HP LLP 4VLI'*RZCVPKXXZ... Statutory Auditor I St Mary's Court Blossom Street York Y024 IAH Date: 1811212024 Gmr BHP LLP is eligible to act as an auditor in terms of sectitsn 1212 of the Companies Act 2006. Page 22

THE SHEARS FOUNDATION STATEMENT OF FINANCIAL ACTIVITIES FOR THE PERIOD ENDED 31 MARCA 2024 As restated Total funds 2023 Unrestrieted funds 2024 Endowment funds 2024 Total funds 2024 Note Income and endowments from: Donations and legacies Investrnent5 loo,000 loo,000 300.000 255,535 2SS,535 554,842 Total income and endowments 355,S35 3SS,535 854,842 Expendlture on: Raising funds Charitable activities 89,101 811,316 89,101 811,316 141,033 1,606.193 Total expendlture 900,417 900,417 1,747,226 Net expenditure before net gainslllossesl on Investments 1544,8821 1,903,104 1544,8821 1,903,104 1892,3841 131,3951 Net gains/l1055esl on investments li Net incomellexpenditurel Transfers between funds 1,358,222 16.930,459 1,358,222 1923,7791 15 116.930,4591 Net movement In funds 18.288,681 116.930,4591 1.358,222 1923,7791 Reconclllatlon of funds.. 15 Total funds brought forward as previously stated 294,987 1480,0001 16.930,459 17.225,446 1480,0001 17,669,225 Prior period adjustment Total funds brought forward as restated Net mov8ment in funds 1185,0131 18,288,681 16.930,459 116,930,459) 16.745,446 17,669,225 1923,7791 1,358,222 Total funds carried forward 15 18,103,668 18,103,668 16,74S,446 The Statement of financial activities includes all gains and losses recognised in the period. All income and expenditure has arisen from continuing activities. The notes on pages 25 to 39 form part of these financial statements. Page 23

THE SHEARS FOUNDATION BALANCE SHEET AS Af31 MARCH 2024 As restated 30June 2023 31 March 2024 Note Flxed assets Investments li 18.728,564 17,165,285 18.728,564 17,165,285 Current assets Cash at bank and in hand 157.411 159,341 157.411 159,341 Creditors.. amount5 falling due within one year 12 1512,3071 1224,1801 Net turrent Ilabllltles 1354,8961 164.8391 Total assets less current Ilabllltles 18.373,668 17,100,446 Creditors.. amounts falling due after more than one year 13 1270,0001 1355,0001 Total net assets 18.103,668 16,745,446 Charity funds Endowrnent funds 15 16,930,459 1185,0131 Unrestricted funds 15 18.103,668 Total funds 18.103,668 16,745,446 The financial statements were approved and authori5ed for issue by the Trustees and signed on their behalf by.. Signer ID." XSM8SZ5VKK... B Warnes Date: 1711212024 GMT The notes on pages 25 to 39 form part of these financial statements. Page 24

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Accountlng pollcles 1.1 Basls olprepuratlon offlnanclulstutements The financial statements have been prepared in accordance with the Charities SORP IFRS 1021 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 IFRS 1021 leffective l January 20191, the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 and the Charities Act 2011. 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 the Charities SORP IFRS 1021 published in October 2019 rather than the Accounting and Reporting by Charities.. Statement of Recommended Practice effective from l April 2005 which has Since been withdrawn. The Shears Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policv. The financial statements are presenting in sterling and rounded to the nearest £1. The charity presents its financial statements for a nine month period from l July to 31 March 2024. The comparative figures are presented for a fifteen month period from l April 2022 to 30 lune 2023. For this reason, the comparative figures are not comparable. 1.2 Golng concern Due to the level of reserves held, the Trustees have eontluded that the charity remains è Eoing concern whilst such viable options are available to it. The Trustees therefore continue to adopt the going concern basis of preparation for these financial statements. 1.3 Income All income is recognised once the charity has entitlement to the income. it is probable that the income will be received and the amount of income receivable can be measured reliablv. Voluntary income is received by way of donations. Donations are included in full in the Statement of Financial Activities when receivable. Investment income is reco8nised at the tirne il is receivable. 1.4 Expenditure Expenditure is recognised once there is a leeal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure on raising funds includes all expenditure incurred by the charity to raise funds for its charitable purposes and includes costs of all fundraising activities events and non-charitable trading. Page 25

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Accountlng pollcles Icontlnuedl 1.4 Expenditure {continuedJ Expenditure on charitable activities is incurred on dirertly undertaking the activities which further the charity's objectives, as well as any associated support costs. 1.5 Grunts payuble Grant5 payable are charged in the period when the offer is made except in those tase% where the offer is conditional, such grants being recogni5ed a5 expenditure when the condition5 attaching are fulfilled. Grants offered subject to conditions which have not been met at the period end are noted as a commitment, but not accrued as expenditure. 1.6 Taxation The charity is considered to pass the tests set out in Paragraph I Schedule 6 of the Finance Act 2010 and therefore it meets the definition of a charitable company for UK corporation tax purposes. Accordingly, the charity is potentially exempt from taxation in respect of income or capital eains received within cateeories covered by Chapter 3 Part 11 of the Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act 1992, to the extent that such income or 8ain5 are applied exclusively to charitable purposes. 1.7 Investments Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and 5ub5equently measured at fair value at the Balance sheet date, unle55 the value cannot be rneasured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised. are combined and presented as 'Gains/lLossesl on investments, in the Statement of financial 1.8 Cash ut bank und in hond Cash at bank and in hand includes cash and 5hort-term highly liquid investment5 Wlth a Short rnaturity of three months or less from the date of acquisition or opening of the deposit or similar account. 1.9 Ilabllltles undprovlslons Liabilities are recognised when there is an obligation at the Balance sheet date a5 a result of a past event, it 15 probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be estimated reliably. Liabilities are recognised at the amount that the charity anticipates it will pay to settle the debt or the amount it has received as advanced payment5 for the goods or 5eivices it must provide. Provisions are measured at the best estirnate of the amounts required to settle the obligation. Where the effect of the time value of money is material, the provision is based on the present value of those amounts. discounted at the pre-tax discount rate that reflects the risks specific to the liability. The unwinding of the discount 15 recognised in the Statement of financial activities a5 a finance cost. Page 26

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Accountlng pollcles Icontlnuedl 1.10 Fund t7ccounting General fund5 are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the charity and which have not been designated for other purposes. Investment income. gains and losses are allocated to the appropriate fund. Further explanation of the nature and purpose of each fund is included in the notes to the financial statements. 1.11 Employee beneAIts The c05t5 of short-term employee benefit5 are recogni5ed as a liability and an expense. The tost of any unused holiday entitlement 15 recognised in the period in which the employee's services are received. Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefit5. Crltlcal accountlng estSmates and areas otludgment Estimates and judements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstance5. Critical accounting e5timate5 and assumptions- The charity makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The trustees do not consider there to be any key estimates in preparing the financial statements. Income from donatlons and legacles Unrestricted funds 2024 Total funds 2024 Total funds 2023 Donations loo,000 loo.000 300,000 Total 2023 300,000 300,000 Page 27

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Investment income Unrestrleted funds 2024 Total funds 2024 Total funds 2023 Investment income 255,535 255.535 554,842 Total 2023 554.842 554.842 Expenditurè on raisi￿ funds Investment mgnugementcosts Unrestricted funds 2024 Total funds 2024 Total funds 2023 Investment management charge5 89,101 89.101 141,033 Total 2023 141.033 141.033 Page 28

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Analysis of expenditure on charitable activities Summary byfund type Unrestricted funds 2024 As restated Total 2023 Total 2024 Grants paid (note 81 Management Finance 738,215 738.215 1,510,500 45,827 177 45,827 177 63,287 331 Governance tost5 27,097 27,097 32,075 811,316 811,316 1,606,193 Total 2023 as restated 1,606,193 1,606,193 As restated Total funds 2023 Grant fundlng of artlvltles Support costs 2024 2024 Total funds 2024 Grants paid (note 81 Management Finance 738,215 738,215 45.827 177 1,510,500 63,287 331 45,827 177 Governance costs 27,097 27.097 32,075 738,215 73,101 811.316 1,606,193 Total 2023 as restated 1,510,500 95.693 1,606,193 Page 29

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Analysls of expendlture by actlvltles Icontlnuedl Analysis of support costs As restated Total funds 2023 Total funds 2024 Management 2024 Finance Governance 2024 2024 Staff cost5 4,392 4.392 Consultancy Administration costs 33.755 33.755 47.195 3,432 4.248 3.432 4.248 11,806 4.286 Website Bank charges Trustees, expenses Auditors, remuneration 177 177 331 5.830 5.830 5.296 7,080 17,220 17.220 Legal and professional fees 4.047 4.047 19.699 45.827 177 27.097 73.101 95.693 Total 2023 as restated 63,287 331 32,075 95,693 Auditors, remuneration 2024 2023 Fees payable to the charity's auditor for the audit of the charity's annual accounts 9.51XI 6,080 Fees payable to the ch3ritV'5 auditor in respect of= All non-audit services not included above 1.500 1,000 Page 30

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Analysis of grants payable As restated Committed in Brought the year Inote forward Pald durlng year Released/ adlusted Carrled forward Abram Wilson Foundation for Creative Art5 10,000 10,000 iio,0001 iio,0001 Alzheirner'5 Research Bradford Grammar School loo,000 loo,000 British Red Cross 20,000 120,0001 Changing Lives Community Foundation for Tyne, Wear & Northumberland 40,000 40,000 160,000 180,0001 120,0001 80,000 Haemochromatosis UK 60,000 40,000 Heart Wood 10,000 10,000 15,000 Karuna Trust 30,000 115,0001 iio,0001 115,0001 New Beginnings Peer Support NSPCC 10,000 45,000 30,000 ORCA 10,000 10,000 Royal College of Surgeons Samling Institute for Young Singers St. 05wald'5 H05pice The Prince'5 Trust 90,000 130,0001 130,0001 130,0001 115,0001 60,000 90,000 60,000 90,000 60,000 30,000 45,000 Two Riding5 Comrnunitv Foundation 60,000 45,000 120,0001 115,0001 40,000 45,000 West End Refugee Service Whitley Fund for Nature Gronts under£lOk by cotegory Creating stronger, better and more 5UStainable comrnunitie5 15,000 60,000 60,000 21,500 101,500 179,0001 44,000 Promoting health and medicine with an emphasis on research or education 5,500 38,500 138,5001 5,500 The development and provision of educational opportunitie5 for adults and / or children The development of culture and the arts 32,500 71,215 176,2151 27,500 21,500 22,000 132,5001 11,000 Totol grnnts 2024 576,000 738,215 1546,2151 768,000 Page31

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Included within creditors are the following grants payable. As restated 30June 2023 31 March 2024 Grants due in under one year Grants due in over one year 498.000 270,000 221,000 170,000 768.000 391.000 staff costs As restated 2023 2024 Wages and salaries Social security cost5 Contribution to defined contribution pension schemes 3.818 460 114 4.392 The prior year staff costs have been restated to remove £47,195 out of staff costs as these were not payroll costs. There was no overall impact to the statement of financial activitie5 for the period to 30 lune 2023 as the costs were moved into consultancy expenditure as seen in note 6 above. The average number of persons employed by the charity during the period was as follows.. 2024 No. 2023 No. No employee received remuneration amountinE to more than £60,000 in either year. Key management personnel are considered to be the trustees. Page 32

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 io. Trustee5' remuneration and expenses During the period, one Trustee received remuneration as disclosed in note 19. No other Trustees received any remuneration of benefits in the current or previous year. During the period ended 31 March 2024, expense5 totalling £5,830 were reimbuised or paid directly to 2 Trustees 12023- £5,296 to 2 Tru5tees1 in respect of travelling expenses. ii. Flxed asset Investments As restated Total 2023 Listed Investments Total 2024 Cost gr vqluotion At I july 2023 Additions 16,805,221 16,805.221 17,172,816 2,597,105 2,597.105 4,526,525 12,917,320) 12,917.3201 14,862,725) Disposal proceeds Revaluations 1,903,104 1,903.104 131,3951 At 31 March 2024 18,388,110 18,388,110 16,805,221 Investment cash 340,454 340.454 360,064 18,728.564 18,728.564 17,165.285 At 31 March 2024 Historical cost 15,550.506 15,550.506 15,937.126 12. Credltors.. Amounts falllng due wlthln one year As restated 30June 2023 31 March 2024 other creditors 1.107 Accruals 511.200 224,180 512,307 224,180 Included in accruals are grants payable of £498.￿012023= £221,000). Page 33

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 13. Creditors.. Amounts falling due after more than tsne yéar As restated 30June 2023 31 March 2024 Accruals 270,000 355,000 Accruals falling due after one year all relate to grants payable. 14. Prior period adjustments Previously grants have been recogni5ed in the financial statements in accordance with the annual allocation for the arnounts awarded. In order to comply with SORP, the Trustees have taken the decision to recogni5e grant expenditure in full upon a grant offer being made and communicated. A prior year adjustment has been made to the fieures previously reported as at 30 June 2023 to include £480.000 of additional grant expenditure. The effects of this adju5trnent are Shown in the tables below. Changes to the statement of financial activity As previously Adjustment as reported at 30Jyne 2023 For the perfod ended 30June 2023 A8 r￿ated Grants paid Charitable activities expenditure Net movement in funds 1,030,500 1,126,193 1443.7791 480,000 480,000 1480.0001 1.510,500 1.606,193 1923,7791 Changes to the balance sheet Adjustment a5 at 30June 2023 As previousty reported For the period ended 30June 2023 As restated Creditors due within one year Accruals for grants payable 96,000 125,000 221,000 Creditors due ofter one year Accruals for grants payable 355,000 355.000 Funds Unrestricted funds 294.987 1480,0001 1185,0131 Page 34

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 15. statement of funds Statemènt of funds- turrent period As restated Balan￿ at i July 2023 Transfers Inlout Galnsl (Losses) Balance at 31 March 2024 Income Expendhure Unrestrirted funds General fund 1185.0131 355,535 1900.4171 16.930,459 1,903.104 18.103,668 Endowmentfund5 Capital fund 16,930,459 116,930,459) Totul offunds 16,745.446 355,535 1900.4171 1,903.104 18.103,668 Statèment of funds- prior period As restated Gains/ Balance at (Lossesl 30 June 2023 Balance at l April 2022 As restated Expenditure Transfers inlout Income Unrestrlrted funds General fund 542,213 854.842 11,667,226) 85.158 1185,0131 EndowmentAunds Capital fund 17,127,012 180,0001 185,1581 131,3951 16,930,459 Tot¢71 oflunds 17,669,225 854,842 11,747,226) 131,3951 16,745,446 Page 35

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 15. statement of funds Icontlnuedl The unrestricted funds represents the unrestricted resources available for the general work of the Foundation. The endowment capital fund represents the initial investment and subsequent additional investments from which the Foundation generates income. The endowment remains unrestricted as there is to restriction in either the application of income or the use of the underlying capital. Transfers Following a clarifitation of the term5 of the original donation of the fixed a55et investments, the Trustees are of the opinion that the investment portfolio is available to be freely spent a5 the Trustee5 deem fit. A transfer has been made from endowment funds to unrestricted funds to reclassify all funds as unrestricted to more fairly reflect the nature of the funds of the charity. 16. Summary Of funds Summary of funds- current period As restated Balance at I July 2023 Tramders ./out Gainsl ILo5sesl Balance at 31 Marrh 2024 In¢ome Expendiwre General funds 1185.0131 16,930.459 355,535 1900.4171 16.930,459 116.930,4591 1,903.104 18.103,668 Endowment funds 16,745.446 355,535 1900.4171 1,903.104 18.103,668 Summary of funds- prior period As restated Gains/ Balance at (Lossesl 30 June 2023 Balance at l April 2022 As restated Expenditure Transfers in/out Income General funds 542,213 17,127,012 854.842 11,667,226) 180,0001 85.158 185,1581 1185,0131 16,930,459 Endowment funds 131,3951 17,669,225 854,842 11,747,2261 131,3951 16,745,446 Page 36

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 17. Analysis of net assets between funds Analysls of net assets between funds- current period Unrestrlcted funds 31 March 2024 Total funds 31 March 2024 Fixed asset investments 18,728,564 157,411 1512,3071 1270,0001 18,728,564 157,411 1512,3071 1270,0001 Current assets Creditors due within one year Creditors due in more than one year Tot¢71 18,103,668 18.103,668 Analysis of net a55ets between funds- prior period As restated Unrestricted funds 301une 2023 As restated Total funds 301une 2023 Endowment fund5 30 June 2023 Fixed asset investments 234,826 16,930,459 17,165,285 159,341 1224,1801 1355,0001 Current assets 159,341 1224,1801 1355,0001 Creditors due within one year Creditors due in more than one year TothlAs restuted 1185.0131 16,930,459 16,745,446 Pension commitments The charitable company operates a defined contribution pension scheme. The pension cost charge represents contributions payable by the charitable company to the fund and amounted to £11412023.. £nill. Contributions of £7512023.. £nill were payable to the fund at the balance sheet date and are included in creditors. Page 37

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 19. Rèlated party transactions Durin8 the period fees of £33,755 12023.. £47,195) were paid to B Warnes for the provision of management services. Payment of these fees for services provided to the charity has been approved by the charity commission. During the period the tharity received £80,00012023.. £240,000) from L G Shear5 OBE, a close family member of a number of the Trustees and a former Trustee of the predecessor charity. The charity was able to claim gift aid of a further £20,00012023- £60,000> on the total donated. 20. Merger accountlng The Shears Foundation was registered as a tharitable incorporated organisation I'CIO'I with registration number 1202285 on I july 2023. The Shears Foundation unincorporated charity with registration number 1049907 merged with the new CIO on I July 2023 and as such merger accounting has been used in these financial statement5. The assets, liabilitie5 and funds of the combining charities are presented as though they had always been part of the sarne reporting charity. The results of the combining charities pre and post merger have been disclosed in the notes below in line with SORP IFRS 1021 requirements. Analysis of principal SOFA components for current period Unlncorporated charlty Ipre- merger) 2024 cio (pre- merger) 2024 cio (post- merger) 2024 Comblned total 2024 Total income 355,535 1855,4171 355,535 Total expenditure 1855,4171 Net expenditure 1499,8821 1499,8821 Gains on investment5 1,903,104 1,903,104 Net movement Infunds 1,403,222 1,403,222 All of the above income was unrestricted. Of the expenditure, £80.000 was from the endowment fund and £775,417 was unrestricted. All of the gains on investments were into the endowment fund. Page 38

THE SHEARS FOUNDATION NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCA 2024 Analysis of principal SOFA components for prior period As restated Unincorporated charity 2023 Comblned total 2023 cio 2023 Total income 854.842 854.842 Total expenditure 11.562.226) 11.562.226) Net intome/fexpenditure) 1707,3841 1707,3841 Losse5 on investments 131,3951 131,3951 Net movement infunds 1738,7791 1738,7791 Totulfunds brought Jorward 17,669.225 17,669.225 Totalfvnds ttsrriedforward 16,930,446 16,930,446 All of the above income was unrestricted. Of the expenditure, £80.000 was from the endtswment fund and £1,482,226 wa5 unrestricted. All of the losses on investments were out of the endowrnent fund. Analysis of net assets at the date of merger As restated Unlncorporated charity at l July CIO at l July 2023 2023 Comblned total at I July 2023 Net assets 16,930,446 16,930,446 Represented by.. Unrestricted funds 1131 16,930,459 1131 16,930,459 Endowment funds Total funds 16,930,446 16,930,446 Page 39