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rbli.co.uk

Royal British Legion Industries Royal British Legion Industries

REGISTERED CHARITY NUMBER:

England & Wales 210063 Scotland SC048795

rbli.co.uk

ANNUAL ACCOUNTS

ROYAL BRITISH LEGION INDUSTRIES LIMITED TRUSTEES’ REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024

Contents

Contents
INTRODUCTION FROM OUR CHAIRMAN	3
INTRODUCTION FROM OUR CHIEF EXECUTIVE	5
OUR MISSION	7
OUR DIVISIONS	8
OUR IMPACT	9
OUR STRATEGY	10
HOMES & CARE	11
SOCIAL ENTERPRISE	13
WELFARE	15
LIFEWORKS	17
FUNDRAISING	19
PEOPLE	21
GOVERNANCE, MANAGEMENT AND RISK	23
FINANCIAL REVIEW	31
STATEMENT OF TRUSTEES' RESPONSIBILITIES	34
INDEPENDENT AUDITOR’S REPORT	35
FINANCIAL STATEMENTS	39
NOTES TO THE FINANCIAL STATEMENTS	43
LEGAL & ADMINISTRATIVE INFORMATION	59

FRONT COVER: Hari Budha Magar, record-breaking Gurkha mountaineer, launching RBLI’s 2023 Ride With A Veteran challenge. ABOVE: Judy from our dedicated fulfilment team packing products from our Tommy range.

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 2

employment far beyond our own enterprises in Greater Glasgow, Surrey and Kent.

Like many charities RBLI is recovering from the combined economic shocks of the past four years. Rebuilding financially has taken longer than we had hoped. However, the Charity’s impact remains as strong as it has always done and we have also been lifted this year by exceptional financial support from the general public.

Introduction from our

Another great boost to the Charity was the national support we received from the public for The Great Tommy Sleep Out which was, frankly, overwhelming. This initiative is incredibly close to my heart as the support for my own Chairman’s Sleep Out event grows and grows, and I was delighted that RBLI secured sponsorship from BAE Systems this year. This sponsorship was significant, enabling RBLI to promote the event in a genuinely national way for the first time ever, and raising over £1.2m! What a milestone for RBLI.

Chairman

Steven

Rowbotham

The financial year began with the thrilling news that Scotland’s Bravest Manufacturing Co. was the first to be awarded a King’s Award for Enterprise just before His Majesty King Charles took his throne in his magnificent Coronation ceremony. His Majesty’s award was not just for the direct employment of veterans overcoming lifechanging injury, mental health crisis or substance abuse. It is also in recognition of the work RBLI does in partnership with its commercial customers, promoting disability employment, and opening up new pathways into paid

This year RBLI was able to deliver Lifeworks employability support in Portsmouth, Plymouth, Lancashire, Glasgow, North Wales, South Wales, and Darlington, with financial help from Barclays, The Army Benevolent Fund, The Veterans’

The Charity's impact remains as strong as it has always done.

Princess Royal’s impromptu speech, which praised the spirit and the unique achievement of the new community, is something that none of us will ever forget.

Foundation and Annington to name just a few of the companies, organisations and partners who work tirelessly to help RBLI deliver Lifeworks, while our partnership with the MoD helps us deliver support to our Forces at the moment they are medically discharged from service.

These exciting new homes would not have been made real were it not for donations from foundations, companies and individuals from all over the UK. Our modernised Centenary Village setting showcases community at the heart of everything we do, and never fails to connect with people. RBLI’s Village is a leader in veteran care, community cohesion, progression pathways, and positive routines for veterans of all ages, and for people living with life-changing and lifelimiting illnesses.

Everyone at RBLI was also individuals from all over the rightly proud when an independent evaluation Village setting showcases of Lifeworks, published in community at the heart of November and launched by our esteemed President Lord King of Lothbury in the House of Village is a leader in veteran Commons, evidenced yet again care, community cohesion, that Lifeworks is helping 80% of progression pathways, and participants into paid work or structured volunteering. all ages, and for people living It was a terrific year for RBLI’s with life-changing and lifenational profile. At our Kent HQ, limiting illnesses. we were honoured to welcome Her Royal Highness The Princess Royal who opened 40 brand new homes for veterans, including Assisted Living homes, family homes, and new Move STEVEN ROWBOTHAM On apartments for veterans RBLI Chairman overcoming homelessness. The 19 November 2024

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Commercially, in our social enterprise, we benefitted from an exceptional pledge from National Highways, who mobilised their entire supply chain network to deliver on a record-breaking £1m market share. The King’s Award for Enterprise generated longterm pledges to Scotland’s Bravest Manufacturing Co. All this is hugely positive and demonstrates the power of social procurement to our beneficiaries and our customers, and the determination of foundations and philanthropists to step in and create a brighter future for people overcoming disabilities at work.

Over the last year, RBLI has Introduction been undertaking an important turnaround. Working with staff at all levels we have created, from our and rolled out, a new set of Chief values to improve our focus and people-first culture. With disadvantaged veterans, and people with disabilities, at Executive the centre of our mission, and our day-to-day work, we Lisa have improved our teamwork and accountability and we’re Farmer starting to see the results.

On my part I have overseen an organisation-wide examination of operational performance, encompassing all divisions. We have achieved growth in unrestricted income, and we have been able to continue our exciting capital expansion projects, investing £4.7m in new facilities including a community centre and IT learning suite on our Centenary Village. Maximising RBLI’s assets has also been important as we work to provide a solid platform from where RBLI can expand its vital services and social impact nationwide.

This was, however, a difficult year battling increasing costs. Ensuring that RBLI is a Real Living Wage employer has definitely had an impact. As a result we had to reduce our corporate costs, and find efficiencies in all divisions, a difficult decision made with a heavy heart.

Moving forward we recognise that each division must be self-sustaining and we must rebuild our cash reserves to ensure the future sustainability of our amazing charity. Steps to achieve both of these key objectives are now in place. There are further difficult decisions to be made, but our disadvantaged beneficiaries are our priority at all times. RBLI is here to create opportunities for veterans, and people with disabilities, to lead full and independent lives with safe homes, increased mobility, activity, jobs and emotional support.

We have launched RBLI's new strategy and we move forward leaner and in a strong position. We will continue to fundraise for our Centenary Village, for more safe homes, and to improve our houses. We have ambitious plans to grow our social enterprise – an outstanding example of successful disability employment and social value impact.

My vision is a truly sustainable future for RBLI, where all the operations are while all financially robust the Village facilities are of the . highest quality

we work so tirelessly to change the perceptions of what is possible for veterans and people with disabilities.

My vision is a truly sustainable future for RBLI, where all the operations are financially robust while all the Village with disabilities. facilities achieve the highest quality we can possibly deliver for the beneficiaries we serve. We intend to build a brand-new manufacturing facility in Kent – a workplace ahead. where our beneficiaries can be at the forefront of British manufacturing. A thriving fundraising function is essential to support RBLI’s outstanding national programmes to reach LISA FARMER more veterans overcoming disability, financial crisis, unemployment and mental health challenges.

I would like to thank Hari and everyone who has supported us this year, and I look forward to working together in the year ahead.

RBLI Chief Executive 19 November 2024

When Royal Gurkha Rifles hero and Mount Everest conqueror Hari Budha Magar, spoke to those taking part in RBLI’s annual cycle ride, he shared an ethos so close to our hearts; never let the size of the mountain prevent you from taking each and every step. Hari's motivational words are what we hold on to at RBLI, and he represents the reason that

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Our Mission

The Charity was originally established for wounded, injured or sick Armed Forces veterans so they could receive care, and gain family homes, and work opportunity that would enable them to build a whole new life and provide for a family.

Just as our founders did, we look at the whole person, and work to help them build a new life after service, fully participating in civilian society. We do this by providing homes, jobs, care and training. However, our charitable objects are wider, meaning that RBLI can support anyone with disabilities, health conditions or other social disadvantages and barriers to employment, or any older people who need extra support to live a more active and independent life.

Today, our mission is the same. We prioritise support to Armed Forces veterans who are overcoming illness, mental illness, or disability, especially those who need extra help to find or secure paid work.

Our Village is a national exemplar of holistic veteran care.

Lisa Farmer, Chief Executive

Our Divisions

HOMES & CARE

WELFARE

RBLI provides 340 family homes and Move On apartments in a thriving community with a sense of belonging for veterans of all ages. Our Centenary Village is home to our Community Centre, IT learning centre and our dedicated home of multiple occupancy for female veterans.

STEP-IN is RBLI’s unique welfare model providing veterans and their families with structured, holistic support tailored to their individual needs.

Emergency support is also on-hand at Mountbatten Pavilion , RBLI’s house of multiple occupancy, providing a stepping stone for Armed Forces veterans in crisis.

RBLI also successfully delivers domiciliary care across the Village with assisted living facilities and care homes providing on-site care in a thriving community for veterans who need it, whilst keeping their independence.

LIFEWORKS

Lifeworks is a UK-wide, award-winning employment support programme which equips veterans with the tools needed to find meaningful employment outside the Armed Forces. It is also a delivery partner of the MoD on transition advice to those leaving the military on medical grounds.

SOCIAL ENTERPRISE

Britain’s Bravest Manufacturing Company (BBMC)

refers to RBLI’s social enterprise factory in Aylesford, providing signs for road and rail, wooden products and fulfilment services, as well as our print, mail and fulfilment centre in Leatherhead . This includes our retail operations selling Tommy figures and developing our Tommy range .

FUNDRAISING

RBLI’s fundraising and marketing division drives awareness and partnerships as well as generating vital funds to support our full service offering and the Charity’s ambitious growth strategy.

Scotland’s Bravest Manufacturing Company (SBMC) is RBLI’s award-winning factory in Renfrewshire, Scotland predominantly focusing on signage manufacturing and precision engineering.

As well as being market leaders in their industries, more than 70% of those employed across the Charity’s social enterprise are military veterans, those with disabilities, or both.

RBLI is a charity that the whole nation can be proud of.

Steven Rowbotham, RBLI Chairman

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Our Impact

1/3 of working age veterans on RBLI’s Village move on within 18 months

RBLI provides 340 homes for disadvantaged veterans in a thriving Village community

RBLI’s Social Enterprise employs 150 people, providing social value and driving national procurement policy

RBLI’s holistic welfare model, STEP-IN, ensures residents lead full, independent lives

RBLI’s disability employment achieves £1.2 million in social value every year

80% of veterans gain employment within 12 months of RBLI’s Lifeworks course

Our Strategy

1

RBLI Village

2

Social Enterprise & Employability

3 4 5

National Impact & Partnerships

Financial Sustainability

Our People

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Ra ’s stor y y

Homes & Care

Ke achievements for 2023-24 y

• RBLI achieved 96% occupancy rate across our Village facilities.

• Work at RBLI’s Centenary Village development continued as planned, with £4.5m now having been spent on the new Community Centre and the female-only House of Multiple Occupancy (HMO). This phase is due for completion in 2024 as the jewel in the crown of the £28m development for military veterans and their families.

• Following a full strategic review of the Charity's activities, the difficult decision was made to sell our care homes, Bradbury House and Appleton Lodge. The rising cost of running our care homes and the high level of specialist provision required informed the decision to sell.

• In October 2023, Her Royal Highness The Princess Royal officially opened the latest phase of the Centenary Village including Greenwich House, RBLI’s newest assisted living apartments for veterans and those with close military ties.

• Although both care homes have been sold, end of life care will remain on the Village and can still be accessed by RBLI's residents who will still also benefit from the support of the wider veteran community.

• The support of foundations such as the Edward Gostling Foundation helped with affordable housing and supporting those with disabilities to live independently, while The Hobson Charity provided a grant to help with rising energy costs.

• Six residents moved from assisted living accommodation to care this year which is further evidence of the Village's full care pathway.

• RBLI’s new block funding pilot with the NHS enabled us to significantly increase income across assisted living services. This pilot was successful in providing accommodation for 23 patients admitted from the NHS, resulting in three permanent residents on the Village and saving the NHS around £10k per week.

• Significant upgrades continued to be made to residential houses across our Village through cost-of-living grants.

Plans for 2024-25

• We will complete Phase 2b of our Centenary Village development including opening our HMO for female veterans, Lawson House – a truly groundbreaking development to offer support specifically to female veterans.

• The Army Benevolent Fund Community Centre will also open to act as a hub for veterans and the wider community which will include a gym for residents, staff and the wider community while incorporating partnerships with Arthritis Action and others to ensure the facility is used by people of all ages and capabilities.

• The venue will also include the Admiral Sir Donald Gosling IT Learning Centre which will be a place for people to develop skills with access they may not have at home. This will also become the home of our on-site Lifeworks employment courses.

• We will be continuing to source funding to complete the final phase of development at the Centenary Village through big gift fundraising and land sale receipts.

• We will continue the major upgrade programme for our Village embracing environment and housing changes. With the costs of utilities in our new homes around 50% cheaper than in our older buildings, building new homes that are environmentally and financially sustainable will remain a priority.

■ The sale of both care homes will spell a change in the way we offer care services, exploring sustainable ways of delivering care, with domiciliary care a key focus across the Village and beyond. Although this strategy has changed, we are proud that care services will continue on our Village.

• Once funds are secured, an additional 20 homes and apartments will be built at pace to complete our expansion programme at the Centenary Village – a key milestone in RBLI’s proud history.

Ray Edwards, 89, first came to Queen Elizabeth Court (QEC) as an NHS patient to recuperate following the death of his wife and is now a permanent resident on RBLI’s Village.

Ray served for 22 years in the Royal Signals after initially joining at the age of 20. During his time in the military, Ray served in the UK, Germany, Cyprus and China.

Ray married his wife, Olive, three months before he joined the Army. She went on to take care of Ray in later life. “As I had heart failure, Olive looked after me, but when she developed dementia, it became too much. Eventually she agreed to go to hospital, and I went with her, thinking it was just for moral support, but they kept me in.”

Sadly, Olive passed away just five days after being admitted to hospital and Ray was discharged a couple of short days later. This was when he moved to his temporary home at QEC.

Moving in was absolutely fantastic. It felt like home right away.

“Coming from hospital, and having a little place of my own here, with carers looking after me who were outstanding as they checked I was ok, gave me the confidence to relax as I didn’t have to fend for myself. Being able to recuperate at QEC and then moving into the flat was seamless and helped me.”

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Social Enterprise

Ke achievements for 2023-24 y

• Our pallets division produced a total of 235,000 pallets this year, signalling an increase in pallet production of almost 7%. Despite this, increased operating costs played a huge part in financial performance, as did the purchase price of wood, ultimately resulting in the decision to divest this part of our social enterprise.

• RBLI has continued to prioritise employment opportunities for veterans and people with disabilities, including recruiting an additional three veterans on traineeships funded by the Scottish Veterans Fund and the MacRobert Trust, supporting another three veterans into paid fulltime employment, and four veterans completing their NVQ Diploma in Manufacturing Operations.

• Our print site in Leatherhead brought in £900k in sales, an increase of 20% in total orders compared to the previous year, with National Lottery support helping the team expand their work on new product lines.

• In April 2023, this great impact was recognised with SBMC being awarded the inaugural King’s Award for Enterprise for Promoting Opportunity which has resulted in coverage and further pledges.

• RBLI’s shop welcomed 16,719 customers and sold 32,949 products, with the Remembrance period alone generating £300k of revenue.

• Sales of signs have been strong across our social enterprise with £3m achieved in revenue at BBMC, an increase of 32%.

• One retail highlight was the launch of a new range of products licenced by the MOD with the team at SBMC adopting new techniques to print regimental cap badges directly onto this range. This has resulted in over 2,500 products being sold to a new audience with close military links.

• Increased production capacity was aided by the inception of split working shifts and the installation of cameras so they can be left on in the evening with monitoring via an app. HW Martin kindly donated a new printer to support current production requirements and future growth.

• Fulfilment had a strong year too with an increase of orders from our regular customers resulting in £35k revenue over budget.

• BBMC also secured a multi-year contract with Network Rail for providing trackside signage.

• The National Highways procurement challenge exceeded its £1m target.

• Our social enterprise also expanded its commercial signage portfolio - a key aim for this year - to include projects for golf courses, luxury hotels and office fitouts.

• SBMC’s tender for the Scotland Excel Framework was successfully renewed, allowing local authorities to continue purchasing directly from SBMC without entering a tender process.

• Several new customers were secured by SBMC with companies such as RJ MacLeod, George Leslie Ltd and Story Contracting becoming regular customers. SBMC also received renewed commitment from Scottish Prisons and successfully tendered for Scottish Canals to the value of £250k over the next four years, and support from The John Scott Charitable Trust, The National Lottery Community Fund, and The Royal Navy and Royal Marines Charity.

• We opened the Jackie Johnson Training Suite at SBMC, named after an inspirational woman who left a huge mark within the fundraising sector. In conjunction with this, SBMC’s Training and Development Manager role was extended for another three years thanks to funding from The Veterans’ Foundation, enabling us to deliver SVQ Level on-site.

Plans for 2024-25

• We will grow our signs business by 15% by diversifying into new markets.

• A crucial part of this growth plan will include building a new BREEAM excellent-rated factory in Aylesford with sustainability innovations firmly in mind. Not only will this keep us in line with ambitious growth plans by maximising production, but this will ensure we can support more people with an additional 30 job opportunities to place veterans at the forefront of UK manufacturing.

• Fundraising will begin for this new factory in Aylesford through a £12.5m fundraising campaign headed up by General The Lord Dannatt.

• To achieve targets, there will be more flexible and integrated working across our social enterprise to create one ‘virtual factory’ effectively utilising all equipment, skills and capacity moving forward. This joint working is expected to have a positive impact on orders, creating greater revenue across all sites.

• We will also expand our reach by working towards securing an exciting social value partnership with Network Rail, alongside working with customers, donors and partners to treble social value impact.

• Bear Scotland’s further commitment to SBMC as their primary supplier until 2030 will represent approximately £1m worth of business over this period.

• Scottish Government will increasingly encourage public bodies to prioritise social value; a commitment we expect to have a positive impact on orders at SBMC.

• We will be investing in perfect binding machinery at our Leatherhead factory to increase our capability, reduce our cost and enable us to offer this service to customers.

• RBLI’s online shop aims to surpass the milestone of 100,000 customers within this financial year.

• Our intention is to develop national corporate partnerships to sell our products in stores nationwide.

Tirtha’s stor y

Tirtha Thapa, a third generation Gurkha who is originally from Nepal, dreamed of following his family into the British Army. His ambitions were realised in 2005, when, at the age of 21 he was selected to join the 1st Gurkha Rifles.

During his seven year service Tirtha undertook two tours of Afghanistan. During his second tour he was on foot patrol and stepped on a IED, losing his left leg above the knee.

Tirtha found the process of leaving the Forces traumatic. He was facing loneliness and was unsure of his future, mourning the loss of the career he was so proud of.

He was in rehab for almost two years when he didn’t think he would work, or even walk again. He couldn’t imagine his future.

At Britain’s Bravest Manufacturing Co, RBLI's social enterprise, Tirtha found what he calls his second life and family as a Team Leader in the Signs manufacturing department.

BBMC gave me a second chance. Being here is like a family.

Tirtha loves working at BBMC as he has colleagues around him who understand his life and everything that he’s been through as they have similar shared experiences.

This, Tirtha says, has helped him come to terms with the challenges he faced as a result of his service injuries.

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Ian’s stor y

Welfare

Ke achievements for 2023-24 y

• The Armed Forces Covenant Fund Trust made a generous contribution to the cost of our STEP-IN welfare programme through its fund dedicated to reducing veteran homelessness.

• RBLI helped 14 residents move out of emergency accommodation and move on to other supported or independent accommodation; a key measurable success for RBLI.

• RBLI’s STEP-IN programme provided 69 different ■ Working in partnership is still a core objective residents across the Village with welfare support. at RBLI and this is emphasised in our welfare

• ■ A total of 316 welfare meetings were recorded programme through increased work with PTSD across the Village, with 247 of those taking place Resolution and Change Grow Live, who provide at Mountbatten Pavilion; our emergency direct support to our veterans suffering with the effects access accommodation. This figure signalled of Post Traumatic Stress Disorder (PTSD) or addiction.

• A total of 316 welfare meetings were recorded across the Village, with 247 of those taking place at Mountbatten Pavilion; our emergency direct access accommodation. This figure signalled a 113% increase in welfare meetings with some of our most vulnerable residents.

• This year, RBLI partnered with Positive Transition to provide a digital tool for our beneficiaries to support areas including housing and welfare.

• We moved in eight new residents to Mountbatten Pavilion using a newly developed referral and assessment process aimed at being easier for veterans to complete.

• We have continued our existing activities programme with water sports and other activities such as equine therapy and camping trips, while growing the programme with the addition of healthy eating and cooking courses.

• Op Fortitude, a gateway for homeless veterans to apply for short term housing, has been a major player in our referral streams. After signing up, we received 17 referrals between January and March 2024. Op Courage too provided support for our mental health services.

• Over the past year, our weekly intergenerational coffee shop and ‘scoff club’ continue to be huge successes with an average of 15 to 20 Village residents attending both events. Both events were set up by RBLI staff and are now run by veteran volunteers.

Plans for 2024-25

• RBLI will deliver more mental health support and Move On outcomes, while our STEP-IN model will continue to grow across the Centenary Village.

• A major part of this will result from an evaluation of mental health support and Move On outcomes in partnership with the Armed Forces Covenant Fund.

• We have a target to maintain full occupancy at Mountbatten Pavilion while enrolling 100% of residents on the STEP-IN programme.

• Further plans are in place to work in partnership with other welfare services, including winning new statutory programmes, to improve quality and speed of delivery to our beneficiaries.

• We will continue to raise funds specifically for mental health support through our STEP-IN welfare programme.

• There will be a new activity programme for residents across the Village aimed to encourage more active lifestyles and improve mental health, including the opening of a gym in our new Community Centre.

• Increasing our existing summer events calendar will also mean additional sessions for offsite activities.

• Work will be done to explore opportunities for more of our residents to volunteer with the Charity.

• RBLI will be investing in new fit-forpurpose furniture for Mountbatten Pavilion including new beds and mattresses in every room, with two rooms being kitted out with specialist wardrobes and desks manufactured for environments such as this.

Ian Warrington, 57, served with the Royal Engineers from 1984 to 1994, seeing active service in the First Gulf War in 1991.

After his career in the services, Ian moved into the world of armoured security, followed by a stint as a driver. Ian was later medically retired after suffering a heart attack. More difficult changes in his personal life followed, leading to him becoming homeless for around 18 months before moving into RBLI’s Mountbatten Pavilion in September 2023.

Ian states, “Since living here, RBLI has helped me through its STEP-IN welfare support programme, and I meet with PTSD Resolution at Mountbatten Pavilion. RBLI and the Royal Engineers Association have helped me overcome different issues, such as accommodation, money, PTSD, and medical issues.

Since living here, RBLI has helped through its STEP-IN welfare support programme.

“At Mountbatten Pavilion, I’m with like-minded people. They may be from different Regiments, but we’ve all got our reasons for being there. We have a joke and a laugh, have a coffee together, but don’t invade each other’s privacy. It’s all part of our peer support and helps when we talk and laugh together."

Ian is now looking to move into his own accommodation; “I’m looking for accommodation, and the RBLI team is helping with that.”

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Patrick’s stor y

Lifeworks

Ke achievements for 2023-24 y

• This year we concluded a 12-month long evaluation of the Lifeworks programme. Conducted by Community Enterprise, one key stat identified that 80% of Lifeworks participants reported being in work within 12 months.

• The report also highlighted the financial benefit to the UK economy as each veteran returning to employment brings in £23,100.

• Lifeworks increased the number of courses delivered last year to 36 courses across the UK.

• Our digital marketing strategy resulted in 750,000 veterans being reached by paid social advertising, with over 1,200 filling in a contact form.

• More than 100 veteran participants attained their SQA accreditation, providing tangible evidence of their commitment to prospective employers.

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Glasgow
Belfast Darlington
Hull
Manchester
Colchester
London
Cardiff
Aldershot
Exeter
Aylesford
Plymouth Portsmouth
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• Working in partnership was a key aim again this year and the team worked more closely with others including The Forces Employment Charity, The Poppy Factory, and Blind Veterans UK.

• With support from Op Nova and other partners, we developed an online version of the course trialled to support veterans from the criminal justice system into work.

• RBLI’s Lifeworks programme attracted generous support from The Army Benevolent Fund, Barclays, The Veterans Fund, The Calleva Foundation, and Greenwich Hospital.

• In July 2023, with the support of colleagues at SBMC, the Scottish Qualifications Authority (SQA) approved our Lifeworks course for an internationally recognised employability award.

Plans for 2024-25

• Lifeworks will be delivering face-to-face courses in new locations this year, including supporting veterans in Northern Ireland, and will continue to commit to our MoD partnership for all Forces at medical discharge.

• With the support of the Armed Forces Career Development Fund, the Lifeworks programme will be expanding to provide bespoke support for families of veterans and of serving personnel located at key Garrisons across the UK including Catterick, Edinburgh, Wiltshire, and Colchester.

• RBLI has recently partnered with Positive Transition to provide a digital tool for our beneficiaries to support in key areas such as training, housing, welfare, and finance. This year, Lifeworks will feed into this tool to provide additional digital employment support to all delegates.

• On-site Lifeworks courses will be able to take place at our new IT suite at RBLI's Centenary Village, providing an inspirational setting for the course as well as access to better resources.

Patrick had served in the London and Scottish Regiment, and subsequently in the Royal Navy but, like so many veterans, he faced some tough challenges when he left the services.

Despite having served in the Armed Forces for 10 years, job hunting and interviews were daunting, and negative thoughts regularly entered his mind. Patrick notes, “I’ve worked with people from every part of the world, but not knowing what civilian life will hold and if you’ll fit in was hard.”

Life isn’t easy but you must accept it and make a change. Every veteran who’s looking to find work or change their job should go through the Lifeworks programme.

Patrick pursued opportunities in cyber security, but was unsuccessful in his applications, leading to a detrimental impact on his mindset and motivation. Patrick recalls, “the Transition Officer recommended Lifeworks, and from the first email, it was life changing.” He subsequently attended a four-day residential course as part of RBLI's awardwinning programme where he instantly felt at home. “The trainers helped change my negative mindset. I took everything on Board and followed the process. Lifeworks taught me many lessons.”

Within three weeks of completing the course, Patrick landed a job in the cyber security industry and declares that “without Lifeworks that wouldn’t have been possible.”

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Fundraising

Ke achievements for 2023-24 y

• Our Christmas Appeal, highlighting the importance of RBLI’s Village in providing community and reducing social isolation, raised £45k from our generous supporters.

• In 2023-24 our generous supporters gave £4.7m.

• The Great Tommy Sleep Out raised over £1m - an increase of over 100% with almost 8,000 individuals and 800 groups taking part - with BAE Systems becoming the first corporate sponsor of The Great Tommy Sleep Out.

• Our Tommy Club continues to provide a community to its Champions through a newly styled magazine and re-designed sign-up pack.

• The Chairman of RBLI’s Board of Trustees again hosted The Chairman’s Great Tommy Sleep Out where he was joined by 25 senior leaders raising £50k, an increase of 56% from 2023.

• Our partners Barratt Developments provided a Remembrance Match Fund totalling £75k which went towards RBLI’s Centenary Village.

• RBLI were proud to be a finalist at the Charity Film Awards, further enhancing brand awareness and boosting donations.

• Other virtual fundraising activity raised around £100k across our Tommy 10k and the 10,000 Steps in January challenge.

• The team continued to grow our in-person events with RBLI’s annual golf day in October hosting 27 teams, a new running event in December with almost 200 participants, and Tommy Teas hosted by individuals and companies around the UK.

Plans for 2024-25

• The team will aim to double fundraising income through The Great Tommy Sleep Out as we look to build upon one of the UK’s most successful fundraising campaigns.

• In June we will mark the 80th anniversary of the D-Day landings with a range of activities including a 44k Trek, a virtual event inviting participants to cover 80k during the month of June, and an appeal to find new supporters. With military £4.7 MILLION anniversaries forming a key part of RBLI’s raised by supporters during 2023-24

• strategy, we expect this anniversary to bring additional success across our fundraising programme.

• Another key focus will be on creating more long-term supporters through our Tommy Club and the introduction of legacy giving.

£1 MILLION+

raised by The Great Tommy Sleep Out

• Regular donations have also been pinpointed as an area for growth and we will continue to find ways of gaining more regular givers and Tommy Club Champions.

£45K

• We will win more corporate partnerships to demonstrate the impact of the corporate and charity sectors.

raised through our Christmas Appeal

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RBLI I ANNUAL ACCOUNTS I 2023/2024 I 20

People

Ke achievements for 2023-24 y

to improve understanding of these key areas.

• In March, we were re-accredited as a Disability Confident Leader having demonstrated clear and concrete evidence of our credentials across a range of criteria.

• We have continued to support staff’s mental wellbeing through our team of Mental Health First Aiders who have had refresher training.

• This year, RBLI continued to commit to the Real Living Wage.

• A total of 201 people volunteered for 4,451 hours during the financial year.

• Throughout the year, we ran the first cohort of the management development programme to equip managers with relevant skills relating to multiple areas including finance, data management, governance and people management.

• In February, we undertook a staff survey which incorporated questions across a range of different areas from communication to values. This was the first time a survey of this kind had been conducted with 60% of staff completing it.

• We have continued to embed our values throughout the organisation.

• We successfully introduced training for staff in mental health, stress awareness and diversity

Plans for 2024-25

• The Charity will continue to maintain a minimum standard of living for our staff by paying the real living wage, as a minimum, from April 2024. We acknowledge the financial impact of this decision but our people are the heart of what we do and how we deliver.

• We will finalise our evaluation of the results of the staff survey to identify an action plan for areas for improvement as we strive to be an Employer of Choice.

• This year will spell the introduction of ‘values champions’ as well as training linked to each value to help further embed them throughout the organisation.

• RBLI plans to continue improving staff communications and engagement with the introduction of the ‘Inside RBLI’ app; an app designed as a real-time way to keep one another updated, with colleagues without access to emails at front of mind.

• Plans remain in place to re-ignite our volunteer programme to support our beneficiaries over the coming 12 months and beyond.

• We will also further develop learning and development opportunities for all staff across all three sites.

2023/24

RBLI re-accredited as a Disability Confident Leader

60%

colleagues completed an in-depth staff survey on a variety of important topics

4,451

hours of volunteering took place at RBLI this year

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GOVERNANCE, MANAGEMENT & RISK

detail the decisions that are reserved for the Board and therefore cannot be delegated. This document also allows for delegation and therefore, authorisation can be given to individual Trustees, committees, or staff, to act on behalf of the Board in specific areas. The Matters Reserved for the Board and Scheme of Delegation document that was in place during the year will be subject to review and update during 2024.

Governing document

Royal British Legion Industries Ltd. (RBLI) is a charitable company limited by guarantee and was set up on 3 September 1919, when it was called Industrial Settlements (Incorporated) Limited. It is governed by Articles of Association which were last amended in October 2022. The Articles set out it charitable objects which are:

The Board provides overall policy direction, and the management of the Charity is delegated to the Chief Executive and the Senior Leadership Team. The Board meets quarterly, and papers are made available prior to Board meetings including business plans and budgets.

• The relief of those in need by reason of age, ill health, disability, or incapacity.

• The relief of the charitable needs of Members and former members of HM Forces, their relatives, and dependants.

• The advancement of education and training.

The Articles of Association require that the Board of Directors consists of a minimum of two but not more than fifteen members of the Charity, excluding any exofficio members of the Board. Trustees are formally appointed at the Annual General Meeting in accordance with the terms they have agreed to serve. Where a vacancy arises during the year, the Trustees can co-opt a new Trustee, who will then be formally elected at the following Annual General Meeting.

• The relief of unemployment for the benefit of the public in such ways as may be thought fit including assistance to find employment.

• To promote equality of opportunities for people with disabilities in relation to their access to employment.

As both a charity (registered charity numbers for England & Wales 210063 and Scotland SC048795) and a company (registered company number 0158470) RBLI is subject to both charity and company law. It is further subject to all relevant legislation within its geographical areas of operation, those being England and Scotland. The registered office of the Charity is situated in England.

Trustees are recruited based on the skills required on the Board. To support this a gap analysis is undertaken against the agreed skills and experience. The recruitment process, which is based on the Trustee Recruitment Policy, looks to ensure that there are a diversity of interests and experience brought to the Board. During the year three new Trustees were recruited, all of whom are members of a Board sub-committee. The skills gap analysis was reviewed during 2023, and a comprehensive Trustee recruitment programme run. After a successful campaign a significant number of new Trustees will join the Board during 2024. The new Trustees will bring new skills required for the current organisational change programme, such as digital transformation, as well as replacing three Trustees who have or will be retiring.

During 2024 RBLI will be reviewing and updating the Articles of Association to ensure they are fit for the future.

Reference and Administrative Information

The Trustees in office during the year and as at the date of this report, the Senior Leadership Team of the Charity, its principal places of business and its professional advisers, are set out on pages 61 and 62 of this report.

Newly appointed/elected Trustees are given induction training on their duties and responsibilities. This includes, although is not limited to, provision of key documentation such as Articles of Association, reports and financial statements and details of divisional work streams. In addition, on-Boarding visits to the various Royal British Legion Industries sites are undertaken at which introduction meetings

Board of Trustees

The Trustees, who are also Directors of the Charity for the purposes of the Companies Act, have overall responsibility for the strategy, direction, and control of RBLI, including ensuring robust governance arrangements are in place. They govern in accordance with the Articles of Association, which

are held with key members of staff. There are several key policies in place for Trustees, including the Code of Conduct and Conflicts of Interest Policy, which are provided during this period.

The Board of Trustees holds strategy days with the Senior Leadership Team at least once a year. The Board reviews existing operations of the Charity and considers strategic options for the future. During the year the Trustees attended a number of events both on and off-site, including the Staff Awards and key visits.

Board Sub-Committees

The Board has four formal sub-committees, all of which have approved terms of reference, are chaired by a Trustee with relevant experience and have a membership of Trustees, with the Chief Executive and other Senior Leadership Team members in attendance. One of these, the Social Enterprise Committee, was constituted during the year, with the first meeting being held in November 2023.

During the year the following committees were in place and held meetings at least quarterly in-line with the Board timetable.

Care & Welfare Committee:

The Care and Welfare Committee considers all care and welfare matters across the Village, reviewing:

• standards of care within the care and welfare setting

• relevant risk registers

• significant incidents

• audit and inspection results

The committee is also responsible for providing updates in relation to any developments within the sector on both a local and national level.

Estates Development Committee:

The Estates Development Committee is responsible for overseeing the Strategic Property Plan, which provides the vision for estates development across RBLI and overseeing any major property projects and overseeing the ongoing maintenance and development of the Village. It also reviews the Property Asset Management Plan, which details the maintenance requirements of the properties.

Finance, Performance & Remuneration Committee (FPR):

The Finance, Performance and Remuneration Committee is responsible for reviewing the operational and financial performance of RBLI, considering strategic and corporate risks, and evaluating the effectiveness of the risk management approach. It also oversees the annual audit process.

Social Enterprise Committee:

The Social Enterprise Committee is responsible for overseeing the strategy and operations for the social enterprise, which itself operates over three sites including one in Scotland and overseeing the operational and financial performance.

During 2023 the Board undertook a review of the governance structure in place. As a result, the committee structure will be subject to change in 2024, with the addition of an Audit & Risk Committee and a reallocation of some areas of responsibility. The Audit & Risk Committee responsibilities will include:

• providing oversight in all aspects of financial reporting, compliance, internal control, and risk

• evaluating and approving key policies for areas such as accounting and finance

• appointing and engaging with external and internal auditors

Senior Leadership Team

The Senior Leadership Team (SLT), which comprises the Chief Executive and the divisional Directors, is the principal management committee for RBLI, given delegated authority for day-to-day matters through the formal Scheme of Delegation. All members are accountable to the Chief Executive and through this support the delivery of the short to medium term strategic decisions for the organisation. There are SLT meetings held every two weeks; covering both performance and strategy. Members of the SLT attend Board and sub-committee meetings when required, to present papers for their area of responsibility. The Chief Executive, Director of Finance and Performance and the Company Secretary attend all Trustee Board meetings.

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GOVERNANCE, MANAGEMENT & RISK (CONTINUED)

Charity Governance Code

Governance Developments

RBLI support the principles of the Charity Governance Code, as shown by the Board’s formal adoption of this code in September 2021. During the 2023 / 24 financial year compliance with the Code was under constant review. An area identified in the previous year was the need to strengthen our approach to equality, diversity, and inclusion in relation to the membership of the Board. This was addressed during the 2023 recruitment campaign however will be continued to be monitored going forward.

As noted in the previous annual report the Governance and Compliance Department was introduced in 2022. There is a Director in place with extensive experience in governance, risk management and assurance who oversees this function. This role also acts as the Data Protection Officer, Company Secretary and the Freedom to Speak Up Lead, the latter being a role introduced in March 2024 as part of the regular review of the Whistleblowing Policy.

As an organisation that strives for continual improvement, we will look during 2024 to strengthen the work undertaken previously in relation to the use of our data and systems and exploring the evaluation and monitoring of the Charity’s impact. In December 2023 a role at Assistant Director level was created that includes impact within its remit.

The Governance team lead on risk, data protection and legal and regulatory compliance. They also handle policies and procedures and all company secretariat matters. In 2024 the team will be strengthened further. The governance training programme previously developed continues to be rolled out over the year.

The assurance framework developed in the previous financial year continues to be strengthen and now links with the review of the Articles of Association and Board sub-committees. The purpose of the assurance framework is to give sufficient, continuous, and reliable assurance to Trustees on RBLI’s governance and management of the major risks thereby helping to ensure effective and efficient working practices. As part of this programme departmental heads provide an annual self-assessment against internal controls. These are summarised at a divisional level, approved by Directors, and at a corporate level. The corporate level summary forms the basis of an annual Statement on Internal Control, which is signed by the Chief Executive and the Director of Governance, Compliance and Business Systems on behalf of the SLT. Action plans have been established for areas where further work is required.

Supporter Promise

We set the highest standards for our fundraising and comply with the relevant charity and data protection laws. Our aim is that supporters and volunteers are able to give to and fundraise for RBLI with confidence and trust that their hard work and generosity makes a difference. We are members of the Fundraising Regulator and we comply with the Fundraising Code of Practice as well as keeping our records up to date with Fundraising Preference Service registrations.

We have a Supporter Promise that describes how we approach our fundraising activity with details of how to contact us if we fall short of this. We are a small team and in some cases we use third party agencies with specialist expertise to support our work. This is a more cost effective way of working than trying to do everything ourselves. Each external supplier has been carefully selected and we have in place a service level agreement which we closely monitor.

In support of the assurance framework a compliance programme is in place. This is risk based and areas reviewed during the year and to date include the care and welfare settings and undertaking mock-CQC inspections, data systems within property services and compliance with areas such as PCI DSS. Action plans are developed to address any weaknesses identified. All findings are reported to the relevant Board sub-committees and the Board in summary.

We believe in being transparent, open and honest in relation to our fundraising and in how we represent veterans and everyone who benefits from RBLI services. We are careful to engage them in the planning and ensure they have given permission before these materials are made available to our supporters or the general public.

Public Benefit

The Trustees confirm that reference has been made to the guidance contained in the Charity Commission’s guidance on public benefit of the Charities Act 2011, when reviewing the Charity’s aims and objectives and in planning future activities. The Senior Leadership Team are involved in strategic planning with the Trustees and their recommendations are then formally approved by the Board.

The Trustees are satisfied that the current and planned activities will continue to align and meet the public benefit requirement as outlined in the Charities Act 2011, namely through the promoting of community interests and assisting veterans and disabled people.

Complaints

RBLI is committed to providing an excellent standard of service to all our beneficiaries, users, customers, and the organisations that we support across our diverse operations. Where we get this right, we encourage positive feedback. Where we get this wrong, we will seek to address and improve, taking all concerns and complaints seriously and aiming for resolution as quickly as possible.

We have an organisational policy and procedure in place for complaints, which is underpinned by local procedures and processes. The procedure details who will respond and investigate complaints, depending on what the complaint may be about. It also details the three-stage process in place for complaints and how to move on to the next stage if the complainant is not satisfied.

We seek to investigate complaints at a local level wherever possible, with the relevant Director having oversight, moving through the stages if required. We also aim to meet the deadlines set within our procedure. During the year we did not always meet this standard and are working to streamline our processes to ensure this measure improves going forward.

Risk Management

A Risk Management Strategy was developed in late 2020, which sets out the high-level risk management framework including how to address risks at different levels. RBLI aims to have a risk aware rather than risk averse culture and accepts that the avoidance of risk

at all costs is unrealistic; to take opportunities in areas such as the development of the Centenary Village a certain level of risk is required. These risks however need to be managed to within an acceptable framework.

RBLI maintains risk registers at departmental, divisional, corporate, and strategic level. There is a mechanism for escalation of risk. The corporate risk register, which is a produced as an escalation of divisional risks, is discussed at SLT meeting every two weeks. Divisional Directors are responsible for ensuring the risks within their area are managed to an acceptable target risk level.

The strategic risk register, which contains the risks identified by the Trustees and the SLT, are reviewed at every Board and SLT meeting. The FPR Committee reviews this register in more detail, reviewing individual risks together with the associated controls. During the year a mapping exercise was undertaken to ensure all strategic risks are discussed in sufficient detail at sub-committee and Board level.

The training programme for governance introduced in the previous year continued.

As in the previous year the appetites given on a riskby-risk basis have been reviewed in support of RBLI’s overarching risk appetite statement. The statement, which is the same as the previous year, is given below:

'RBLI has no risk appetite for any health and safety or safeguarding risks that could result in injury or harm to staff, volunteers, residents, beneficiaries, or any other relevant stakeholder. The safety and care of others is behind everything we do, and we will continue to ensure robust controls are in place to mitigate risks in these areas.

In addition, the tolerance levels set for the failure to comply with legislation and regulations or for financial loss is low and accordingly we continue to review the controls in place within these areas to ensure that there is no negative impact on the people we employee, care for and support.

As an organisation that is risk aware rather than risk averse, RBLI is willing to acknowledge and therefore accept that occasionally there may be risks arising in relation to areas such as the cultural change programme we are currently undertaking and the recruitment and retention of staff, which may materialise. As with all the risks we face these remain under review and work continues to reduce the likelihood and mitigate any potential impact.’

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GOVERNANCE, MANAGEMENT & RISK (CONTINUED)

Strategic Risks

In the table below we have shared what we consider to be the main strategic risks to the achievement of our strategy. These are based on the strategic risk register at the year-end, updated to reflect any changes since that date.

----- Start of picture text -----
RISK CATEGORY CONTROLS AND FURTHER ACTIONS
Health and Safety ■ Good level of resources in place, including across the
In a complex organisation such as organisation
RBLI there are potential health and ■ Risk assessment process
safety risks to staff, in particular ■ Equipment inspections
within our manufacturing ■ Programme of training, inspections, and audit in place
businesses, if training and ■ Developing health and safety support roles within each division
awareness is not maintained or ■ Strengthening governance through revision of the health and
we operate with an insufficient safety committee structure and providing IOSH training across
maintenance programme for the organisation
machinery and building. ■ Strengthening reporting processes through introduction of
specialist health and safety software
■ Revisiting building maintenance programme
Financial Performance ■ Cost reduction programme
Reduction in reserves and ■ Annual budget setting process, which includes review and
cashflow because of lower challenge from SLT and Trustees
occupancy rates in Living, lower ■ Management of working capital, particularly stock and
sales in manufacturing, higher use receivables
of agency care staff or general cost ■ Monthly performance reviews led by Chief Executive and
increases that cannot be passed Director of Finance and Performance
on to customers. ■ Annual going concern exercise
■ Extensive use of KPIs and dashBoards
■ Finance Committee and Audit & Risk Committee
Attracting and retaining staff ■ Strong marketing campaigns for recruitment into the care
The current active employment settings
market results in difficulty ■ Initiatives to improve staff engagement such as the Chief
recruiting and/or retaining staff Executive’s Roadshows and Tactical Teams
and higher costs through greater ■ Staff Forum
use of agency staff. ■ Open-door sessions
■ Strong training programmes
■ Organisational values, which were developed through
collaboration with staff
■ Training and development programmes
----- End of picture text -----

----- Start of picture text -----
RISK CATEGORY CONTROLS AND FURTHER ACTIONS
Legislation and regulations ■ Internal support provided by the Governance Team
Non-compliance with laws ■ Director of Governance, Compliance & Business Systems has
and regulations because of oversight
inadequate training could result ■ Robust employment processes that ensure the employment of
in reputational damage, regulator competent staff
intervention and fines and ■ Continual training in key areas such as GDPR
associated financial loss. ■ Formal review processes such as audits
■ Monitoring programmes
Organisational and cultural ■ SLT meetings every two weeks
change ■ Managers’ training programme in place
As we continue with a period ■ Staff forum
of organisational and cultural ■ Regular team meetings
change, poor communication and ■ Cross committee working
insufficient project management ■ Revisit of sub-committee structure and Article of Association
could result in delays in the ■ Stronger Performance Development Plans introduced around
transformation programmes. organisational values
Cyber Security ■ Regular testing, both internally and using external providers
■ Ongoing training
Lack of continued training and
■ Policies and procedures
investment in security could cause
■ Automated controls
data breaches and the resulting
reputational damage and fines.
Business Continuity ■ All key documentation currently under review
Inadequate planning and ■ Training ongoing
training could result in the ■ Learning taken from any actual incidents and improvements
delayed recovery from a business made if necessary
continuity event, resulting in ■ Alternative working arrangement set up
reduced operational capacity, ■ Arrangements in place within manufacturing to move work to
income loss and reputational other sites
damage. ■ Technology solutions such as back-ups in place
----- End of picture text -----

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GOVERNANCE, MANAGEMENT & RISK (CONTINUED)

Directors’ Indemnities

As permitted by the Articles of Association, the Charity indemnifies the Directors/Trustees against any liability incurred in that capacity to the extent permitted by the Companies Act. In addition, an insurance policy is in place for Directors & Officers, the amount covered in the financial year being £2m.

Disclosure of Information to Auditors

In so far as the Trustees are aware:

• There is no relevant audit information of which the Charity’s auditors are unaware.

• The Trustees have taken all the steps that they ought to have taken as a Trustee to make themselves aware of any relevant audit information and to establish that the Charity’s auditors are aware of that information.

Independent Auditors

BDO LLP were reappointed by the Board as auditors of the Charity for the 2023-24 financial year.

Trustees’ duty to promote success of the Charity – Section 172 statement

Trustees have a duty to promote the success of the Charity under section 172(1) of the Companies Act 2006. As the Trustees of RBLI, we always act in good faith and would promote the success of the Charity for the benefit of its members as a whole and in doing so have regard, amongst other things to:

• The likely consequences of any decisions in the long term

• The interests of employees

• The need to foster the Charity’s relationships with third-party stakeholders

• The impact of the Charity’s operations on the

community and the environment

• The desire for the Charity to be best in class for providing support to beneficiaries

• The need to act fairly and equally towards our members

The Trustees of RBLI consider, both individually and together, that they have acted in good faith to achieve the above. The Trustees delegate day to day management and decision making of RBLI’s operations to its Chief Executive and Senior Leadership Team and this plays a key part in ensuring the Trustees’ duty in this area is fulfilled. Trustees are members of various committees with senior staff in attendance at which regular operational updates are provided.

More strategic updates are provided at Board meetings to ensure the Charity is on target to meet its strategic objectives to beneficiaries and the wider community.

Our environmental commitment

As a respected charity which puts care for individuals at its heart, not only do we need to ensure the wellbeing of our beneficiaries, but we must go beyond this to ensure that all we do minimises our impact on the environment. As such, reducing our carbon footprint, waste and caring for the natural resources we own are all accepted, and even expected ways to create impact.

The Environmental Management System continues to be accredited to ISO14001 and is core to RBLI’s continuous improvement in reducing our impact on the environment.

Our methodology for reporting emissions is based upon the requirements for reporting under the UK Energy Savings Opportunity Scheme (ESOS). In

summary, this includes energy were RBLI is billed directly by the utility company. This includes where utilities are re-charged to third parties. Where tenants are billed directly for their own energy consumption and RBLI has no operational control, this is excluded from the following:

----- Start of picture text -----
23/24 22/23
KWh (000) KWh (000)
SBMC Electricity 63 70
Gas 292 269
Leatherhead Electricity 9 10
Gas 42 38
Aylesford Electricity 877 735
Gas 1,946 1,999
Total 3,229 3,121
----- End of picture text -----**

Emission calculations are derived from billing data. Where bills did not complete for a full year, an estimate based upon previous consumption has been included.

Moving forward RBLI has set carbon-reducing targets as follows:

Obtain a scope 2 emissions net neutral position for all RBLI Manufacturing – 2024

Obtain a scope 2 emissions net neutral position for all RBLI – 2024/25

Obtain a scope 3 net zero by for all RBLI – 2035.

RBLI is finalising its phase 3 ESOS submission based upon the energy consumption. Improvements and lessons, as advised by the external ESOS auditor are being applied to improve the overall reporting of energy in RBLI. This informs our Environmental Management System and supports other energy reporting requirements such as Streamlined Energy and Carbon Reporting (SECR). This also provides confidence in taking action to achieve our net neutral targets.

RBLI continues to implement improvements and projects to reduce the environmental aspects. Planning for new buildings include minimising the impact on environment both during development and when in service.

RBLI’s policy statement is published on our website.

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FINANCIAL REVIEW

In 2023-24, RBLI’s total income increased to £26.7m (2022-23: £26.0m) and total expenditure increased to £24.3m (2022-23: £23.2m). Net income for the year, after interest and including gains and losses on the investment portfolio was £2.4m (2022-23: £2.7m). The net increase in funds, was £2.4m (2022-23: £2.7m).

Fundraising - income £4.7m (2022-23: £4.0m)

We continue to be hugely grateful for the Grants and Donations that we receive from our donors and the fundraising activity undertaken by our donors. Unrestricted fundraising income from individuals, corporates and friends totalled £1.7m (2022-23: £1.4m). Our hugely successful Tommy Sleep Out campaign raised £1.2m this year of which £1.0m has been recognised in 2023/24.

During the year donations totalling £1.4m were received to support the latest stage of the Centenary Village development. Construction of the Community Hub building, and additional veteran accommodation began in July 2023 and is due to be completed in 2024/25.

During the year we received a grant of £1.5m to fund exploratory design and survey work for a potential new BBMC factory on the RBLI Village.

Living - income £7.8m (2022-23: £6.3m)

We achieved 96% occupancy across RBLI’s portfolio of accommodation for much of 2023/24, a significant improvement on prior years. This also represented the first full year of income from Greenwich House, Sapper House and Bradbury House which were opened during 2022/23. Both these factors produced the significant increase in Living income in 2023/24. Recruitment challenges in the UK care sector continued throughout the year and we saw a very significant increase in agency care costs which have impacted adversely on the financial results of RBLI Living. By the end of the financial year agency staff costs were much reduced. During the year we refurbished and improved a number of our older properties

Social Enterprises – BBMC income £6.7m (2022-23: £6.1m), SBMC income £1.6m (2022-23: £1.7m)

It was a mixed year for our social enterprises, with BBMC’s wood products business continuing to be adversely impacted by increasing labour and utility costs, the slowdown in demand for fruit bins and pressure on pallet prices and margins.

The Signs business in Aylesford continued to grow with additional road signage sales balancing a reduction in rail work. Sign

sales in Scotland were impacted adversely a by a reduction in both road and rail work.

Employment Solutions (including Lifeworks) - income £1.0m (2022-23: £2.7m)

Our Lifeworks programme has been building since its relaunch, running more courses, both online and in person, and helping a larger number of veterans to develop the skills and confidence to find employment and build a new career. We continue to receive multi-year funding for the programme from Barclays.

As noted last year our involvement with the Building Better Opportunities programme on behalf of the National Lottery Fund and the European Social Fund and the Access to Work programme for the Department of Work and Pensions ended in June 2023.

Expenditure - £24.3m (2022-23: £23.2m)

All areas of RBLI have continued to be impacted by the sharp increase in utility costs, IT costs and agency labour costs as well as by inflationary pressures on materials and salaries. We continued to strengthen the Finance, Governance and Risk functions. Once again salary increases across the organisation have been weighted towards those with lower salaries and we

continued to increase our lowest salaries in line with the National Living Wage.

Tangible Fixed Assets - £32.3m (2023: £30.7m)

During the year, Trustees continued their review of RBLI’s property portfolio and made the decision to dispose of the final four bungalows in Hermitage Lane, four houses that RBLI owned in Hall Road, Aylesford and a parcel of land on the RBLI Village.

The sale of the Hall Road houses was completed on 28 March 2024 for consideration of £1.0m. The Hermitage Lane bungalows were sold at varying dates during the financial year for total consideration of £3.1m. The properties were held at historical cost and we have recognised a profit on sale of £1.8m relating to these transactions.

The sale of the land was completed on 20 November 2024, for consideration of £2.6m. The land was held at historical cost. We have recognised a profit on sale of £2.53m in relation to this transaction.

During 2023-24, £2.4m was spent on Phase 2B of the Centenary Village development. This stage of the development will be completed during 2024/25 and the accumulated cost at the date of completion will be transferred from assets under construction to freehold land and buildings and plant and machinery.

Land and Buildings are shown

on the balance sheet at historical costs with buildings shown net of depreciation. These assets have not been restated at market value. The one exception to this is the properties transferred to RBLI from the Vanguard Trust, which are shown at market valuation as at 2018. A professional valuation of the land transferred to the Charity in 1919 has not been undertaken. The Trustees believe that the market value is significantly higher than the negligible net book value reflected in tangible assets.

Working Capital

As part of a focus on improving cash flow, the management of raw material stock and the processes around invoicing and the collection of receivables, continue to be closely monitored. Raw material stock has reduced from £0.9m to £0.7m over the year to 31 March 2024.

Pension Scheme

RBLI participates in the Royal British Legion Staff Defined Benefit Pension Fund (the Fund), which was closed to new entrants in 2002. RBLI also operates a Defined Contribution Group Personal Pension Scheme.

The Fund is a UK registered, trustbased, multi-employer defined benefit scheme. An actuarial valuation on the defined benefit is carried out every three years. The last actuarial valuation was performed as at 1 April 2023

which revealed a funding surplus of £ 3.0m. In 2023/24 RBLI paid to the scheme annual deficit contributions of £161k and an annual contribution of £51k to cover its share of the expenses of the scheme. Following the 1 April 2023 valuation, the Trustees of the scheme have agreed that from 1 February 2024 RBLI is not required to pay annual deficit contributions and all expenses will be met by the Fund.

RBLI have granted a charge over RBLI’s factory building at Aylesford in favour of the Trustees of the scheme. The value of the charge is capped at the smaller of RBLI’s share of the Fund's deficit and £1.2m.

The valuation is updated on an annual basis. The latest valuation showed an actuarial gain for the defined benefit pension of £678k with a net asset value of £1,197k (2022-23: a net asset of £852k). This improvement has arisen as a result of changes in assumptions, mainly the increased discount rate, and also due to the annual contributions that RBLI is making. This asset has not been recognised in the financial statements because Trustees do not have certainty that it will be recovered through future reductions in contributions.

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FINANCIAL REVIEW (CONTINUED)

Having completed this exercise Trustees, have reasonable expectation that RBLI will have adequate resources to continue in operation for the foreseeable future and meet its liabilities as they fall due. They therefore consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

Going Concern

Reserves - £34.7m (2023: £32.3m)

RBLI continues to prepare its financial statements on the basis that it is a going concern. In doing so it has considered the potential risks that it faces and has put in place a number of actions to manage these.

In total, RBLI increased its reserves by £2.4m. Unrestricted Funds increased by £1.1m and Restricted Funds increased by £1.3m. Restricted Fund net income for the year was £3.0m and Unrestricted Funds net expenditure was £0.6m - a loss from operations of £4.6m was partially offset by a £4.3m gain on the sale of assets. Following completion of the second phase of Centenary Village, funds totalling £1.7m have been transferred from Restricted Funds to Unrestricted Funds.

The long-term financial strength of the Charity is underpinned by the RBLI Village, a 75 acre site, the Market Value of which is not wholly reflected in the net asset position of the organisation.

Throughout 2023-24, RBLI has been focussed on rebuilding its liquid reserves and funding a turnaround in the financial performance of its operations, through asset and investment sales. This process is continuing into 2024-25.

Historically, RBLI’s reserve policy has been to hold a sum of money as designated funds to provide an operating reserve of £5m (approximating to three months operating costs) and a £5m reserve to cover RBLI’s contribution to planned future projects and developments. Following the completion of Bradbury House, Trustees decided to release the designation on the reserve for future projects and developments. RBLI will continue to look for opportunities to develop RBLI’s Village but will do so through fundraising and utilising RBLI’s funds as and when cash reserves permit. RBLI holds £3.1m as free reserves in unrestricted funds. RBLI will continue to build these free reserves to the value of the operating reserve in the designated funds as part of its three-year plan.

The organisation has recently completed a strategic review of all its activities and the preparation of a three-year financial plan. This plan encompassed fundraising plans, a detailed review of trading performance, capital expenditure plans and planned asset sales. This strategic review has led to a number of key decisions including the sale of Bradbury House and Appleton Lodge, and the divestment of the Timber products division from BBMC.

STATEMENT OF TRUSTEES’ RESPONSIBILITIES

Financial statements are published on the

The Trustees are responsible for preparing the Strategic Report, the Trustees’ Report and the Financial Statements in accordance with applicable law and regulations. Company law requires the Trustees to prepare financial statements for each financial year in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Trustees must not approve the financial statements unless they are satisfied that they 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.

Charity’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Charity’s website is the responsibility of the Trustees. The Trustees’ responsibility also extends to the ongoing integrity of the financial statements contained therein.

This Trustees’ Report, including the Strategic Report, has been approved by the Board of Trustees, is authorised for issue and is signed on their behalf.

In preparing these financial statements, the Trustees are required to:

• select suitable accounting policies and then apply them consistently;

STEVEN ROWBOTHAM

• make judgements and accounting estimates that are reasonable and prudent;

RBLI Chairman

19 November 2024

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Charity will continue in business.

The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the Charity’s transactions and 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 Companies Act 2006, the Charities and Trustee Investment (Scotland) Act 2005 and regulation 8 of the Charities Act (Scotland) Regulations 2006. 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.

33 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 34

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES

OF RBLI

Opinion on the financial statements

In our opinion, the financial statements:

• give a true and fair view of the state of the Charitable Company’s affairs as at 31 March 2024 and of its incoming resources and application of resources for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006, the Charities and Trustee Investment (Scotland) Act 2005 and regulation 8 of the Charities Accounts (Scotland) Regulations 2006, as amended.

We have audited the financial statements of Royal British Legion Industries Limited (“the Charitable Company”) 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 a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remain independent of the Charitable Company in accordance with the ethical requirements 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.

Conclusions related to going concern

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

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

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

Other information

The Trustees are responsible for the other information. The other information comprises the information included in the Trustees’ Report and Financial Statements, other than the financial statements and our auditor’s report thereon. 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Other Companies Act 2006 reporting

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

• the information given in the Trustees’ Report, which includes the Directors’ Report and the Strategic report prepared for the purposes of Company Law, for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the Strategic report and the Directors’ Report, which are included in the Trustees’ Report, have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Charitable Company and its environment obtained in the course of the audit, we have not identified material misstatement in the Strategic report or the Trustees’ report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 and the Charities Accounts (Scotland) Regulations 2006 requires us to report to you if, in our opinion:

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

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

• certain disclosures of Directors’ remuneration specified by law are not made; or

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

Responsibilities of Trustees

As explained more fully in the Statement of Trustees’ Responsibilities, the Trustees (who are also the Directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparation

of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Trustees are responsible for assessing the Charitable Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Trustees either intend to liquidate the Charitable Company 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 44(1)(c) of the Charities and Trustee Investment (Scotland) Act 2005 and under the Companies Act 2006 and report in accordance with the Acts and relevant regulations made 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 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.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

35 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 36

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES OF RBLI (CONTINUED)

Non-compliance with laws and regulations

Based on:

• our understanding of the Charitable Company and the sector in which it operates;

• discussion with management and those charged with governance; and

• obtaining an understanding of the Charitable Company’s policies and procedures regarding compliance with laws and regulations

we considered the significant laws and regulations that have a direct impact on the financial statements to be the Companies Act 2006, the Charities Act 2011 and the Charities Accounts (Scotland) Regulations 2006.

The Charitable Company is also subject to laws and regulations where the consequence of noncompliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be taxation legislation, health and safety legislation, employment law and data protection. Our procedures in respect of the above included:

• review of minutes of meeting of those charged with governance for any instances of noncompliance with laws and regulations;

• review of correspondence with regulatory and tax authorities for any instances of noncompliance with laws and regulations;

• review of financial statement disclosures and agreeing to supporting documentation; and

• review of legal expenditure accounts to understand the nature of expenditure incurred.

Fraud

We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included:

• enquiry with management and those charged with governance regarding any known or suspected instances of fraud;

• obtaining an understanding of the Charitable

Company’s policies and procedures relating to: - detecting and responding to the risks of fraud; and

• internal controls established to mitigate risks related to fraud.

• review of minutes of meeting of those charged with governance for any known or suspected instances of fraud;

• discussion amongst the engagement team as to how and where fraud might occur in the financial statements; and

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.

Based on our risk assessment, we considered the areas most susceptible to fraud to be the posting of fraudulent journals, and bias in key accounting estimates.

Our procedures in respect of the above included:

• testing a sample of journal entries throughout the year, which met a defined risk criteria, by agreeing to supporting documentation; and

• assessing significant estimates made by management for bias, including:

• the valuation of liabilities that underpin the defined benefit pension scheme position (by involving our own actuarial experts); and - the provision for irrecoverable debtors (by reviewing the recovery of a sample of debtors, and recalculating the provision based on the Charity’s policy).

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate

concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities for the audit of the financial statements is located at the Financial Reporting Council’s (“FRC’s”) website at: https://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 Charitable Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006, and to the Charitable Company’s Trustees, as a body, in accordance with the Charities and Trustee Investment (Scotland) Act 2005. Our audit work has been undertaken so that we might state to the Charitable Company’s members and 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 Charitable Company, the Charitable Company’s members as a body and the Charitable Company’s Trustees as a body, for our audit work, for this report, or for the opinions we have formed.

JILL HALFORD (Senior Statutory Auditor)

For and on behalf of BDO LLP, Statutory Auditor London, UK

Date: 21 November 2024

BDO LLP is a limited liability partnership registered in England and Wales

(with registered number OC305127).

37 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 38

FINANCIAL STATEMENTS

STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING AN INCOME AND EXPENDITURE ACCOUNT) FOR YEAR ENDED 31 MARCH 2024

----- Start of picture text -----
23-24 22-23
Unrestricted Restricted Total Unrestricted Restricted Total
Note Funds Funds Funds Funds Funds Funds
£000’s £000’s £000’s £000’s £000’s £000’s
Income and Endowments
from
Donations and Legacies 2 1,726 2,936 4,662 1,368 2,674 4,042
Charitable activities –
continuing
Employment Solutions 201 332 533 192 290 482
Scotland’s Bravest
1,293 297 1,590 1,396 308 1,704
Manufacturing
Britain’s Bravest Manufacturing 6,460 194 6,654 5,966 172 6,138
RBLI Living 7,613 232 7,845 6,108 167 6,275
Shop 429 - 429 731 _ 731
Total charitable activities –
4 15,996 1,055 17,051 14,393 937 15,330
continuing
Investment Income and interest
receivable 3 221 - 221 94 _ 94
Gains/(Losses) on sale of assets 4,326 - 4,326 4,269 _ 4,269
Total income - continuing 22,269 3,991 26,260 20,124 3,611 23,735
Charitable Activities -
discontinued
Employment Solutions 357 62 419 2,209 _ 2,209
Total Income 22,626 4,053 26,679 22,333 3,611 25,944
Expenditure on:
Raising Funds 2,479 - 2,479 1,569 19 1,588
Charitable Activities -
continuing
Employment Solutions 5 211 416 627 688 211 899
Scotland’s Bravest
5 1,794 345 2,139 1,855 303 2,158
Manufacturing
Britain's Bravest Manufacturing 5 8,503 164 8,667 7,640 172 7,812
RBLI Living 5 9,619 113 9,732 8,151 189 8,340
Shop 232 - 232 413 _ 413
Total Expenditure - continuing 22,838 1,038 23,876 20,316 894 21,210
----- End of picture text -----

----- Start of picture text -----
23-24 22-23
Unrestricted Restricted Total Unrestricted Restricted Total
Note Funds Funds Funds Funds Funds Funds
£000’s £000’s £000’s £000’s £000’s £000’s
Charitable activities -
discontinued
Employment Solutions 385 23 408 2,003 _ 2,003
Total Expenditure 23,223 1,061 24,284 22,319 894 23,213
Net Income (Expenditure)
before investment gains or (597) 2,992 2,395 14 2,717 2,731
losses
Gains/(Losses) on investment - 17 17 (47) (3) (50)
assets
Net Income/ (expenditure) (597) 3,009 2,412 (33) 2,714 2,681
Transfers between funds 15 1,746 (1,746) - 15,329 (15,329)
Actuarial gain on defined benefit pension 16 - - - _ _
Net movement in funds 1,149 1,263 2,412 15,296 (12,615) 2,681
Fund balances brought forward 28,149 4,146 32,295 12,853 16,761 29,614
Fund balances carried forward 15 29,298 5,409 34,707 28,149 4,146 32,295
----- End of picture text -----

39 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 40

BALANCE SHEET AS AT 31 MARCH 2024 (CONTINUED)

BALANCE SHEET AS AT 31 MARCH 2024

----- Start of picture text -----
23-24 22-23
Unrestricted Restricted Total Unrestricted Restricted Total
Note Funds Funds Funds Funds Funds Funds
£000’s £000’s £000’s £000’s £000’s £000’s
FIXED ASSETS
Tangible assets 7 30,594 1,668 32,262 28,220 2,461 30,681
Investments 8 - 112 112 - 95 95
30,594 1,780 32,374 28,220 2,556 30,776
CURRENT ASSETS
Stock 10 724 - 724 974 - 974
Debtors 11 2,375 41 2,416 2,526 - 2,526
Cash 3,227 3,842 7,069 3,043 3,639 6,682
6,326 3,883 10,209 6,543 3,639 10,182
CURRENT LIABILITIES
Creditors 12 6,117 254 6,371 3,189 324 3,513
6,117 254 6,371 3,189 324 3,513
NET CURRENT ASSETS 209 3,629 3,838 3,354 3,315 6,669
TOTAL ASSETS LESS CURRENT
30,803 5,409 36,212 31,574 5,871 37,445
LIABILITIES
LONG TERM LIABILITIES
Loan Financing 13 1,505 - 1,505 3,425 1,725 5,150
NET ASSETS
29,298 5,409 34,707 28,149 4,146 32,295
(excluding pension scheme)
DEFINED BENEFIT PENSION
SCHEME - - - - - -
NET ASSETS
29,298 5,409 34,707 28,149 4,146 32,295
(including pension scheme)
THE FUNDS OF THE CHARITY
Unrestricted - General 15 29,298 - 29,298 28,149 - 28,149
Pension Reserve 17 - - - - - -
Total Unrestricted Funds 29,298 - 29,298 28,149 - 28,149
Restricted Income Funds 15 - 5,409 5,409 - 4,146 4,146
Total Charitable Funds 29,298 5,409 34,707 28,149 4,146 32,295
----- End of picture text -----

The notes from page 39-57 form part of these financial statements.

The Financial Statements which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows and the related notes were approved by the Board of Trustees on 19 November 2024 and were signed on its behalf by:

REBECCA WOOD

NIK MARINOV RBLI Director of Finance & Performance

RBLI Director of Finance & Performance RBLI Vice Chair 19 November 2024 19 November 2024

Company Number: 00158479 (Incorporated in England and Wales)

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2024

----- Start of picture text -----
Note 23/24 22/23
£000's £000's £000's £000's
Net cash (outflow) / inflow from operating activities
23 (1,201) 649
Cashflows from investing activities
Investment income 4 94
Interest receivable 217 -
Disposal of fixed asset investment - 4,644
Net cash inflow from investments 221 4,738
Payments to acquire tangible fixed assets (2,675) (8,279)
Receipts from the sale of fixed assets 4,330 290
Net cash inflow from fixed assets 1,655 286
Net cash inflow from investing activities 1,876 5,024
Cashflows from Financing Activities
- new bank loans - 3,500
- repayment of loans (288) (2,305)
Net cash (outflow) / inflow from financing (288) 1,195
Increase in net cash 387 6,868
Balance Brought Forward 6,682 (186)
Balance Carried Forward at 31 March 24 7,069 6,682
----- End of picture text -----

41 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 42

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024

1. PRINCIPAL ACCOUNTING POLICIES

BASIS OF PREPARATION

Royal British Legion Industries (RBLI) is a registered charity (210063 and SCO48795) and a private company limited by guarantee incorporated in England and Wales (00158479). The registered office is Hall Road, Aylesford, Kent, ME20 7NL.

These Financial Statements have been prepared in accordance with the Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with Financial Reporting Standard 102 (FRS102) applicable in the UK and Republic of Ireland and in accordance with UK charity and company law.

The principal accounting policies are applied consistently in the preparation of the Financial Statements unless stated otherwise.

The financial statements are prepared on a going concern basis under the historical cost convention, as modified by the recognition of certain financial assets and liabilities measured at fair value.

CONSOLIDATION

The company has two wholly owned subsidiaries, RBLI Contracts Limited and RBLI Ltd. Both subsidiaries are dormant and therefore have not been consolidated into the financial statements. Information on the subsidiaries is set out in note 9.

STRUCTURE OF FUNDS

The Charity maintains the following funds:

• Restricted the purpose for the use of these funds is restricted and defined by the donors.

• Unrestricted where the use of the fund is not restricted.

• Designated where the funds are unrestricted but the Trustees have designated the use for a specific purpose.

INCOME RECOGNITION

Charitable activity income is measured as consideration received or receivable and represents the amount receivable for goods supplied or services rendered, net of returns, discounts, rebates and value added taxes.

DONATIONS AND LEGACIES

Donations and Legacies are recognised as income when received or when entitlement to receive has been established, receipt is probable and the amount can be quantified with reasonable accuracy. Gift Aid receivable is included when claimable. Legacies are recognised when probate is granted and there is sufficient information to measure the value of the legacy.

GRANTS RECEIVED

Grants are recognised in the Statement of Financial Activities when the conditions for entitlement have been met. Grants received before the conditions for entitlement have been met are deferred and included in creditors.

SUBSIDIES RECEIVABLE

A subsidy is made to host companies who employ a disabled person under the terms of the Work Choice Programme. The subsidy arises on the employment of the disabled person and remains for the term of the employment contract. The subsidy is accounted for on an accruals basis.

PENSIONS

The Charity operates two pension schemes, the Defined Benefit Scheme, which was closed to new entrants in 2002 and is closed to future accrual and the Group Personal Pension Scheme.

The Defined Benefit scheme, the assets of which are held and managed separately, is a multi-employer scheme. The actuaries have attributed scheme assets and liabilities to RBLI for the requirements of FRS102.

For the defined benefit section, the amounts charged in expenditure are the current service costs and gains and losses on settlements and curtailments. They are included as part of staff costs. Past service costs are recognised immediately in the Statement of Financial Activities if the benefits have vested. If the benefits have not vested immediately, the costs are recognised over the period until vesting occurs. The interest cost and the expected return on assets are shown as a net amount of other finance costs or credits adjacent to interest. Actuarial gains and losses are recognised immediately in ‘Other recognised gains and losses’.

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

In addition, the amount charged to the Statement of Financial activities includes contributions payable to the Group Personal Pension Scheme in the year.

SHORT TERM BENEFITS

Short-term benefits, including holiday pay, termination payments and other similar non-monetary benefits, are recognised as an expense in the period in which the service is incurred, or in the case of redundancy and termination payments when there is a commitment to an individual or group of people.

TAXATION

The company is a registered charity, as such is entitled to certain tax exemptions on income, profits from investments and surpluses on any trading activities carried on in furtherance of the Charity’s primary objectives.

CASH AND CASH EQUIVALENTS

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

INVESTMENTS

Investments are stated at bid-price and the value of both realised and unrealised gains are included in the Statement of Financial Activities within the relevant Funds. Investments are subject to review for impairment when there is an indication of a reduction in their carrying value. Any impairment is recognised in the year in which it occurs.

CHARITABLE EXPENDITURE

Costs are recognised on an accruals basis in the period in which they are incurred. Expenditure on raising funds includes the costs incurred in raising donation income and grant income, including apportioned support costs. Expenditure on charitable activities comprises the costs incurred on charitable activities including apportioned support costs. Where support costs cover more than one area of activity the costs are allocated to each activity based on weighting of the Charitable Activity revenue. Redundancy/ termination payments are recognised when there is a demonstrable commitment on an individual or group basis that cannot be realistically withdrawn.

Costs of expenditure on raising funds includes the fees incurred in managing the Charity’s investments and where applicable irrecoverable VAT.

OPERATING LEASES

Annual rentals under operating leases are charged against income on a straight-line basis over the lease term.

STOCK AND WORK-IN-PROGRESS

Raw materials, work-in-progress and finished goods are valued at the lower of cost or estimated selling price less cost to complete and sell. Cost comprises the direct cost of production and the net attributable proportion of overheads appropriate to each department.

Cost is determined on an average cost method. Cost includes the purchase price including transport and handling directly attributable to bringing the stock to its present location and condition.

Regular reviews of stock take place to ensure all stock is in good condition and in addition a stock provision is included in the stock valuation to allow for the potential of stock not being consumed/sold.

TANGIBLE FIXED ASSETS

Tangible assets are stated at cost (or deemed cost) less accumulated depreciation. Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs.

Land is not depreciated. Depreciation on other assets is calculated, using the straight-line method, to allocate the depreciable amount to their residual values over their estimated useful lives, as follows:

• Freehold buildings - 2% straight-line

• Building’s plant - 7% straight-line

• Plant, Machinery, Fixtures and Fittings - 15% straight-line

• ■ Motor vehicles - 25% straight-line

• Office equipment - 33% straight-line

ASSETS UNDER CONSTRUCTION

Assets under construction represent expenditure incurred in creating assets. Depreciation takes place once the asset is brought into use.

LIMITATION OF CAPITALISATION

Expenditure below £1,000 per item does not qualify for capitalisation as a Fixed Asset as it is not considered to be material.

FINANCIAL RISK MANAGEMENT

The Charity’s operations expose it to some financial risks that include the effects of changes in market interest rates and its liquidity position. The Charity has in place a risk management programme that seeks to manage adverse effects on the financial performance of the Charity.

43 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 44

NOTES TO THE FINANCIAL STATEMENTS

GOING CONCERN

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

1. PRINCIPAL ACCOUNTING POLICIES (CONTINUED)

the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

The Charity makes estimates and assumptions concerning the future. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:

Investments are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in fair value reserve.

IMPAIRMENT OF ASSETS

The Charity has material property developments currently held at net book value based on depreciated historic costs. The Charity periodically undertakes valuations of its buildings to inform its insurers and ensure that assets no impairment is required to the asset value. Other assets are periodically reviewed for any impairment in economic value and impaired as required.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party.

(ii) Financial liabilities

IMPAIRMENT OF DEBTORS

Basic financial liabilities include trade and other payables and loans. They are initially recognised at transaction price.

The Charity makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially and subsequently measured at transaction price as all of them are current.

DEFINED BENEFIT PENSION SCHEME

The Charity has an obligation to pay pension benefits to certain employees. The cost of these benefits and the present value of the obligation depend on a number of factors, including: life expectancy, salary increases, asset valuations and the discount rate on corporate bonds. Management estimates these factors in determining the net pension obligation in the balance sheet. The assumptions reflect historical experience and current.

All loans facilities are treated as a single financial instrument and are initially recognised at transaction price. Debt instruments are subsequently measured at amortised cost using the effective interest rate method. Fees paid on the establishment of loan facilities are recognised at transaction cost of the loan to the extent that it is probable that some or all of the facility will be drawn down.

FINANCIAL INSTRUMENTS

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

The company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

(i) Financial assets

(iii) Offsetting

Basic financial assets, including trade and other receivables, cash and bank balances are initially recognised at transaction price. At the end of each reporting period financial assets are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the estimated cash flows. The impairment loss is recognised in profit or loss.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

RBLI continues to prepare its financial statements on the basis that it is a going concern. In doing so it has considered the potential risks that it faces and has put in place a number of actions to manage these.

Throughout 2023/24 RBLI has been focussed on rebuilding its liquid reserves and funding a turnaround in the financial performance of its operations, through asset and investment sales. This process is continuing in 2024/25. The long-term financial strength of the Charity is underpinned by the RBLI Village, a 75 acre site the market value of which is not wholly reflected in net asset position of the organisation.

The organisation has recently completed a strategic review of all its activities and the preparation of a three year plan. The plan encompassed fundraising plans, a detailed review of trading performance, capital expenditure plans and planned asset sales. On the basis of this exercise Trustees have reasonable expectation that RBLI will have adequate resources to continue in operation for the foreseeable future and meet its liabilities as they fall due. They therefore consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

2. INCOME FROM DONATIONS & LEGACIES

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23/24 22/23
£000’s £000’s
Donations 3,214 2,893
Legacies - -
Fundraising events 1,448 1,149
4,662 4,042
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3. INVESTMENT INCOME

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23/24 22/23
£000’s £000’s
Investment income 4 94
Interest receivable 217 -
221 94
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4. GRANT INCOME

The company receives grant income from various sources relating to its charitable activities, including government grants.

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23/24 22/23
£000’s £000’s
Income from government grants supporting employment 187 186
Government support relating to COVID-19 infection control costs - 37
Grants and income from non-governmental sources 868 714
1,055 937
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If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised,

45 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 46

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

5. NET INCOME

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Net income / (expenditure) is stated after charging 23/24 22/23
£000’s £000’s
Rentals payable under Operating Leases 211 142
Support Costs (see analysis) 3,829 3,081
Depreciation (Note 7) 1,236 1,121
Impairment of trade receivables 144 52
Auditors remuneration:
– Audit services 82 80
– Tax compliance services 3 3
Total amount payable to the auditor 85 83
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----- Start of picture text -----
Scotland's Britain's
Employment
SUPPORT COSTS 23/24 Bravest Bravest RBLI Living Fundraising Shop Total
Solutions
Manufacturing Manufacturing
£000’s £000’s £000’s £000’s £000’s £000’s £000’s
Executive 16 27 109 127 92 7 378
Governance 13 22 91 106 77 6 315
Finance 61 100 404 471 341 26 1,403
Business Systems 23 36 145 169 122 9 504
Human Resources 19 33 132 153 111 9 457
Marketing 19 28 114 133 96 7 397
151 246 995 1,159 839 64 3,454
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All costs, including support costs are allocated, where practicable, to the charitable activities on a directly attributable basis. The remainder is apportioned to each activity based on revenue.

Interest and finance costs were also attributed to charitable activities on the basis of revenue as shown..

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Scotland's Britain's
INTEREST AND FINANCE Employment
Bravest Bravest RBLI Living Fundraising Shop Total
COSTS 23/24 Solutions
Manufacturing Manufacturing
£000’s £000’s £000’s £000’s £000’s £000’s £000’s
Interest and Finance Costs 47 30 107 109 69 13 375
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----- Start of picture text -----
Scotland's Britain's
Employment
SUPPORT COSTS 22/23 Bravest Bravest RBLI Living Fundraising Shop Total
Solutions
Manufacturing Manufacturing
£000’s £000’s £000’s £000’s £000’s £000’s £000’s
Executive 66 41 147 149 95 18 516
Governance 15 9 33 34 21 4 116
Finance 111 69 249 253 161 30 873
Business Systems 61 38 137 139 89 16 480
Human Resources 52 31 113 115 73 13 397
Marketing 50 32 114 116 74 14 400
355 220 793 806 513 95 2,782
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----- Start of picture text -----
Scotland's Britain's
INTEREST AND FINANCE Employment
Bravest Bravest RBLI Living Fundraising Shop Total
COSTS 22/23 Solutions
Manufacturing Manufacturing
£000’s £000’s £000’s £000’s £000’s £000’s £000’s
Interest and Finance Costs 38 24 85 87 55 10 299
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6. DIRECTORS, EMPLOYEES AND VOLUNTEERS

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23/24 22/23
The average monthly number of persons employed by the Company during the Number FTE Number FTE
year was:
Employment Solutions 14 7 49 45
RBLI Living 145 121 131 108
Scotland's Bravest Manufacturing 22 21 21 20
Britain's Bravest Manufacturing 82 71 81 67
Fundraising and Marketing 26 25 21 19
Executive & Corporate Services 30 28 29 28
319 273 332 287
23/24 22/23
£000’s £000’s
Staff costs
Wages and salaries 9,242 8,285
Social Security costs 837 841
Employer pension costs for Defined Contribution Scheme 638 627
Employer pension costs for the Defined Benefit Scheme 177 212
Other costs 62 57
Redundancy / Termination Payments 65 84
11,021 10,106
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The total number of employees whose emoluments, excluding pension contributions, were in excess of £60,000 fell within the following bands:

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23/24 22/23
£ Number Number
60,001 - 70,000 6 2
70,001 - 80,000 3 3
80,001 - 90,000 5 -
90,001 - 100,000 2 -
100,001 - 110,000 - 1
110,001 -120,000 1 1
120,001 -130,000 - -
130,001 -140,000 - -
140,001 -150,000 - 1
150,001-160,000 1 -
18 8
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Of the 18 employees (22/23: 8) earning over £60,000 p.a. 17 (22/23: all) participated in the company pension scheme, and pension contributions of £91,164 were made by RBLI in the year to 31 March 2024 (22/23 : £49,582).

The total remuneration (excluding employer pension contributions) of the key management personnel of RBLI was £840,211 (22/23: £730,512 including one end of contract payment of £30,000 made to a previous Director of Living and Welfare). On top of these payments, the Charity made employer pension and national insurance contributions in respect of the members of the key management personnel totalling £150,162 (22/23 £132,137).

47 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 48

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

9. INVESTMENT IN SUBSIDIARY

The company owns 100% of the issued share capital (being 2 shares of £1 each) of RBLI Contracts Ltd, a dormant company and 100% of the issued share capital (being 1 share of £1) of RBLI Ltd, a dormant company.

7. TANGIBLE ASSETS

There has been no income or expenditure in either subsidiary in the year (22/23: none) and there is no capital and reserves in either company at the year-end (22/23: none).

----- Start of picture text -----
at the year-end (22/23: none).
Freehold Fixtures
Land and Buildings and Motor Office Plant and Assets Under
Buildings Plant Fittings Vehicles Equipment Machinery Construction Total 10. STOCKS AND WORK IN PROGRESS
£000’s £000’s £000’s £000’s £000’s £000’s £000’s £000’s
COST
23/24 22/23
At 01 April 2023 34,280 2,379 2,832 66 323 1,810 423 42,113
£000’s £000’s
Additions 40 83 224 - 37 54 2,384 2,882
Raw materials 652 923
- - - -
Disposals (11) (7) (18)
Finished goods 72 51
Transfers - 5 23 - - - (28) -
724 974
At 31st March 2024 34,320 2,467 3,068 59 360 1,864 2,779 44,917
The replacement cost of raw materials does not differ materially from the value stated in the balance sheet.
ACCUMULATED DEPRECIATION The cost of raw materials recognised as an expense in the year was £4,648,542 (FY 22/23: £4,436,877.)
At 01 April 2023 6,628 1,585 1,650 60 278 1,231 - 11,432
Charge for year 678 68 295 5 35 155 - 1,236 11. DEBTORS
- - - - -
Disposals (6) (7) (13)
Impairment charges - - - - - - - 23/24 22/23
At 31st March 2024 7,306 1,653 1,939 58 313 1,386 - 12,655 £000’s £000’s
Trade debtors 1,689 1,547
NET BOOK VALUE at 31 March 27,014 814 1,129 1 47 478 2,779 32,262 Other debtors 106 53
2024
Prepayments and accrued income 621 926
2,416 2,526
NET BOOK VALUE at 31 March 27,652 794 1,182 6 45 579 423 30,681
2023
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The Trustees believe that the market value of land is significantly higher than the book value, which is negligible as it was transferred to the Charity in 1919. Valuations of some properties were performed in the year showing that the market value is significantly higher than the book value. Assets Under Construction represent capital expenditure on Projects which are not finalised. The largest project under this section is the continuing development of Centenary Village. When assets are completed and ready of use or occupation the costs are moved to the relevant category. The largest asset currently under construction is Centenary Village Phase B which is due for completion in summer 2024

12. CREDITORS - AMOUNTS FALLING DUE WITHIN ONE YEAR

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23/24 22/23
£000’s £000’s
Amounts falling due within one year:
Trade creditors 1,546 1,231
Other taxation and social security 260 352
Other creditors 274 599
Accruals 632 921
Deferred Income 7 115
Loans 3,652 295
6,371 3,513
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8. INVESTMENTS

----- Start of picture text -----
23/24 22/23
£000’s £000’s
At Fair Value
Listed on UK Stock Exchange 112 95
23/24 22/23
Analysis of Movements of Investments £000’s £000’s
Valuation at 01 April 95 4,799
-
Realised (Losses) (10)
Unrealised gains in the year 17 _
Withdrawals - (4,644)
-
Management costs (50)
Valuation at 31 March 112 95
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All income deferred from the prior year was recognised in the subsequent financial year. No income was deferred for more than 12 months.

49 I RBLI I ANNUAL ACCOUNTS I 2023/2024

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NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

15. ANALYSIS OF FUND MOVEMENTS

13. LONG TERM LIABILITIES - DEBT ANALYSIS

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23/24 22/23
£000’s £000’s £000’s £000’s
Facility Balance Facility Balance
Royal British Legion Loan 2,000 1,725 2,000 1,945
Barclays Secured Loan 5,000 3,432 5,000 3,500
Barclays Overdraft 1,000 - 1,000 -
Total 8,000 5,157 8,000 5,445
Debt Maturity 23/24 22/23
£000’s £000’s
In one year or less, or on demand 3,652 295
In more than one year but not more than two years 220 319
In more than two year but not more than five years 661 3,987
In more than five years 625 844
5,157 5,445
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The Royal British Legion Loan is for a 10-year term with an interest of BoE Base Rate plus 0.5%.

The loan is secured with a charge over Appleton Lodge to a value of £2.1m. The charge was moved to Greenwich House in 2024.

The Loan facility with Barclays is a 5-year term repayable in instalments with a final payment due in April 2027. The loan has an interest rate of 2.65% above BoE Base Rate. Following a technical loan covenant breach the Barclays loan became repayable on demand as at 31 March 2024. Barclays have since waived all rights arising from the breach and the loan covenants have been revised and the facility remains otherwise unchanged.

The overdraft facility with Barclays Bank has an interest rate equal to the BoE Base Rate plus 2.25% when used.. The overdraft is secured with a charge on Queen Elizabeth Court to the value of £5.5m.

The overdraft facility was reduced on the drawdown of the loan in FY22 and the charge over Queen Elizabeth Court security included within the loan agreement. The loan agreement also included security charged over Invictus Games House and Victory House.

14. CONTINGENT LIABILITY

There are no contingent liabilities.

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Gains and
Balance Income Expenditure Transfers Losses Balance
As at 01 Capital Transfer As at 31
April 2023 expenditure between funds March 2024
Fund £000’s £000’s £000’s £000’s £000’s £000’s
Unrestricted
General Fund 3,341 22,626 (23,223) (263) (2,065) - 209
Pension Reserve - -
-
Unrestricted - Designated
Fixed Asset Reserve 25,015 - - 263 3,811 - 29,089
Total Unrestricted Funds 28,149 22,626 (23,223) - 1,746 - 29,298
Restricted
Capital and Revenue Grants
Centenary Village 1,137 1,436 - (2,685) 1,945 - 1,833
Factory Fund - 1,500 - - - - 1,500
Scotland's Bravest Manufacturing 98 297 (345) (5) - - 45
Lifeworks 220 332 (416) - - - 136
Welfare 65 127 (91) - - - 101
Britain's Bravest Manufacturing - 164 (164) - - - -
Other Living and Employment 70 167 (45) (178) - - 14
Solutions
Investments 95 - - - - 17 112
Capital Assets
Centenary Village (including - - - 2,685 (2,685) - -
Hermitage Lane Apartments)
Vanguard Properties 1,136 - - - - - 1,136
Scotland Factory 133 - - - - - 133
Bradbury House 350 - - - (350) - -
Other 842 30 - 183 (656) - 399
Total Restricted Funds 4,146 4,053 (1,061) - (1,746) 17 5,409
Total Charitable Funds 32,295 26,679 (24,284) - - 17 34,707
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The Trustees have reviewed the restrictions on funds donated for capital projects and consider the restrictions of the original donations have been satisfied. They have therefore moved these Capital Assets to unrestricted funds.

51 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 52

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

15. ANALYSIS OF FUND MOVEMENTS (CONTINUED)

16. PENSION SCHEME

Royal British Legion Industries participates in two staff pension funds. The Defined Benefit Scheme (the Fund), and the Group Personal Pension Plan (the GPPP), both operated in conjunction with The Royal British Legion.

Contributions to the Group Personal Pension Plan in the year were £627k (22/23 : £627k). Employer contributions are limited to twice the level of the employees' contribution, excluding additional employee contributions. There were 301 employees participating in the scheme at 31 March 2024 (22/23:317)

The Defined Benefit Scheme was closed to new entrants in 2002. During the year RBLI made a contribution of £134K to help fund the scheme deficit and £43 to fund administrative expenses of the scheme (22/23: £161K and £51K respectively)

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Gains and
Balance Income Expenditure Transfers Losses Balance
As at 01 Capital Transfer As at 31
April 2022 expenditure between funds March 2023
Fund £000’s £000’s £000’s £000’s £000’s £000’s
Unrestricted
General Fund 2,853 22,333 (22,319) - 314 (47) 3,134
Pension Reserve - - - - - - -
Unrestricted - Designated
Fixed Asset Reserve - - - - 25,015 - 25,015
Operating Cost Reserve 5,000 - - - (5,000) - -
Future Projects and Developments 5,000 - - (5,000) - -
Total Unrestricted Funds 12,853 22,333 (22,319) - 15,329 (47) 28,149
Restricted
Capital and Revenue Grants
Centenary Village 727 2,564 - (2,209) 55 - 1,137
Scotland's Bravest Manufacturing 93 308 (303) - - - 98
Lifeworks 141 290 (211) - - - 220
Welfare 250 96 (281) - - - 65
Other 183 353 (99) (367) - - 70
Investments 98 - - - - (3) 95
Capital Assets
Centenary Village (including 10,182 - - 2,209 (12,391) - -
Hermitage Lane Apartments)
Appleton Lodge 2,384 - - - (2,384) - -
Vanguard Properties 1,136 - - - - - 1,136
Scotland Factory 133 - - - - - 133
Bradbury House 601 - - 63 (314) - 350
Other 833 - - 304 (295) - 842
Total Restricted Funds 16,761 3,611 (894) - (15,329) (3) 4,146
Total Charitable Funds 29,614 25,944 (23,213) - - (50) 32,295
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A charge over land, the Churchill Centre and the factory buildings at Aylesford has been granted to The Royal British Legion Pension Fund Trustees as security for the pension deficit liability and to support the Employers Covenant.

The most recent formal full scheme published actuarial valuation was carried out by First Actuarial LLP as at 1 April 2023.

The major financial assumptions used by the actuary for FRS102 purposes were:

----- Start of picture text -----
Actuarial Assumptions 23/24 22/23
Discount rate (%p.a.) 4.85% 4.70%
Retail Price Inflation (%p.a.) 3.50% 3.25%
Consumer Price Inflation (%p.a.) 3.00% 2.75%
Salary increase rate (%p.a.) 4.00% 3.75%
Rate of increases of pensions in
payment
Post 98 pension 3.30% 3.20%
Post 88 GMP 2.40% 2.35%
Revaluation of deferred pensions 3.00% 2.75%
(non-GMP)
Life expectancy at age 65:
Current Men 85.8 86.4
pensioners
Women 88.3 88.8
Future Men 87.1 87.7
pensioners now
45
Women 89.8 90.3
23/24 22/23
£000’s £000’s
Fair value of fund assets
Equities 1,068 4,001
Bonds 4,611 711
Gilts - -
Other Growth Seeking assets 2,585 3,506
Liability Driven Investments 3,794 3,178
Cash 304 1,365
Total 12,362 12,761
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In addition, the Trustees hold insured annuity policies. The value of these annuities has been excluded from both the assets and the liabilities since the liability is matched directly by an asset value of equal value. This is consistent with previous disclosures. The Fund does not invest in the sponsor's own financial instruments, including property or other assets owned by the sponsor.

53 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 54

NOTES TO THE FINANCIAL STATEMENTS

20. RELATED PARTY TRANSACTIONS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

There were no related party transactions in the year.

16. PENSION SCHEME (CONTINUED)

21. GRANTS AND DONATIONS

----- Start of picture text -----
Reconciliation of scheme assets and liabilities Assets Defined Total
Benefit
Obligation
£000’s £000’s £000’s
At 31 March 2023 12,765 (11,913) 852
Benefits paid - Pensions (435) 435 -
Benefits paid - Other (180) 180 -
Employer contributions 177 - 177
-
Administration expenses (120) (120)
Interest income/(cost) 587 (545) 42
Remeasurement gains/(losses)
- Actuarial gains (change of basis) - 323 323
- Actuarial gains (experience) - 355 355
-
- Return on plan assets interest income (432) (432)
At 31 March 2024 12,362 (11,165) 1,197
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The Charity does not recognise the scheme asset in its balance sheet (see accoutnign policy – pensions) and consequently, as the scheme has an overall surplus, the actuarial gain is not recognised in the Statement of Financial Activities.

17. TAXATION

The company is exempt from liability to corporation tax on its charitable activities due to its status as a registered charity.

18. CAPITAL COMMITMENTS

----- Start of picture text -----
23/24 22/23
£000's £000's
Capital Commitments contracted for at year end but not provided for. 1,642 -
Capital Commitments approved but not contracted - 3,600
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The Board have approved the ongoing work for the Centenary Village.

19. OPERATING LEASE COMMITMENTS

The Company had the following future minimum lease payments under non-cancellable operating leases for each of the following periods:

----- Start of picture text -----
23/24 22/23
£000's £000's
Payments due
Not later than one year 85 33
Later than one year and not later than five years 87 21
Later than five years 0 0
Total operating leases 172 54
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Donations and Grants of £10,000 or more, received in either current or prior year, are shown below. These are reported in the Statement of Financial Activities either under Charitable activities or under income from donations.

----- Start of picture text -----
23/24 22/23
£000’s £000’s
The Michael Uren Foundation 1,500,000 1,000,001
The Edward Gostling Foundation 500,000 -
S Elton 187,500 15,000
Workchoice employee support grant 186,903 185,796
ABF, The Soldiers' Charity 161,795 108,000
Armed Forces Covenant Fund Trust 152,304 122,110
Barclays 100,000 100,000
The Bradbury Foundation 100,000 -
Peter Cruddas Foundation 100,000 50,000
Royal Engineers' Association 100,000 60,000
Barratt Developments 90,000 21,000
The Veterans' Foundation 80,000 50,000
The Gosling Foundation 75,000 100,000
3i Plc 70,000 65,889
BBO Grant 61,981 473,336
Annington 60,000 75,000
Forces In Mind Trust 59,779 87,048
The Conway Charitable Foundation 50,000 50,000
Help to Create Hope Trust 50,000 -
HRH The Crown Prince of Bahrain 50,000 -
The MacRobert Trust 50,000 -
Scottish Veterans' Fund 50,000 -
The National Lottery Community Fund 42,000 110,565
Queen Mary's Roehampton Trust 35,000 35,000
HW Martin 31,470 -
RAF Benevolent Fund 24,200 -
Calleva Foundation 22,680 -
John Scott Charitable Trust 20,000 -
Royal Navy & Royal Marines Charity 20,000 -
Milestone Infrastructure 18,000 -
Renfrewshire Council 16,061 -
Centor Insurance & Risk Management Ltd 15,360 15,000
The Golden Bottle Trust 12,000 -
The Hobson Charity 12,000 -
Armajaro Holdings 10,000
Sir G Odgers 10,000
Colyer-Fergusson Charitable Trust - 375,000
Oak Foundation - 300,000
The Lawson Trust - 250,000
Frank Brake Charitable Trust - 100,000
The Morrisons Foundation - 60,000
Moondance Foundation - 20,000
D Thomas - 10,250
Charles Burnett Memorial Fund - 10,000
----- End of picture text -----

55 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 56

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024 (CONTINUED)

22. NET CASH INFLOW / (OUTFLOW) FROM OPERATING ACTIVITIES

----- Start of picture text -----
FY 23/24 FY 22/23
£000's £000's
Net income 2,412 2,681
(Gains)/losses on investment assets (17) 50
Investment management fees deducted from fund - 50
Investment income and interest receivable (221) (94)
Increase in accrued Loan Interest - 11
Depreciation on tangible fixed assets 1,236 1,121
(Profit) on disposal of fixed assets sold (4,326) (4,269)
Decrease in stocks 250 340
Decrease in debtors 111 1,370
(Decrease) in creditors (646) (611)
Net cash (outflow)/inflow from operating activities (1,201) 649
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23. ANALYSIS OF CHANGES IN NET CASH / (DEBT)

	As at 01 April 2023	Cashflows	Other non-cash exchanges	As at 31 March 2024
	£000's	£000's	£000's	£000's
Cash and cash equivalents
Cash	6,682	387		7,069
Overdraft	-	-	-	-
	6,682	387	-	7,069
Borrowings
Debt due within oneyear	(295)	288	(3,645)	(3,652)
Debt due after oneyear	(5,150)		3,645	(1,505)
	(5,445)	288	-	(5,157)
Total	1,237	675	-	1,912
24. POST BALANCE SHEET EVENTS During 2024 the Trustees have agreed their strategic plan for the future of RBLI including decisions to focus on the core activities. As part of the plan RBLI completed the sale of the Care Home business of Bradbury House and Appleton Lodge in November 2024 for £8m including the land and buildings; the net book value of the land, buildings and equipment included in fixed assets on 31 March 2024 was £7.5m.

----- Start of picture text -----
RBLI I ANNUAL ACCOUNTS I 2023/2024 I 58
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57 I RBLI I ANNUAL ACCOUNTS I 2023/2024

LEGAL & ADMINISTRATIVE INFORMATION

TRUSTEES:

SENIOR LEADERSHIP TEAM:

Mr S Rowbotham - Chair Ms R Wood – Vice Chair Mrs N Ahmed CBE DL Mr P Alesbury (appointed 20/06/2024) Mr M Bailey (appointed 25/09/2024) Mr C Blundell Mr D Dent (appointed 20/06/2024) Dr P Edmonson-Jones MBE (resigned 04/09/23) Mr A B Gulland (resigned 05/02/24) Brigadier D Innes Ms P Kaul-Green (appointed 20/06/24) Mr M Kelleher (appointed 20/06/24) Mr A Kotecha (appointed 25/09/24) Ms R Lewis (appointed 20/06/24) Mr F Martin DL (resigned 19/06/24) Ms S Mason (resigned 25/09/24) Mr C Spalding (appointed 25/09/24) Ms A Start (appointed 20/06/24) Mr A Watson

Chief Executive

Lisa Farmer Chief Executive Helen Bidgway Director Of People & Culture Louise Gibson Director of Fundraising & Marketing Susan Stoker Director Of Governance, Compliance and Business Systems Colin Harsant Managing Director of Social Enterprise (appointed 29/07/24) Nik Marinov Director of Finance and Performance (appointed 04/09/24)

COMPANY NUMBER: 00158479 Incorporated in England and Wales REGISTERED CHARITY 210063 The Charity is a public benefit entity NUMBER: England & Wales REGISTERED CHARITY SC048795 NUMBER: Scotland HEAD OFFICE AND Royal British Legion Industries Limited REGISTERED OFFICE Hall Road Aylesford Kent ME20 7NL Tel: [phone] INDEPENDENT AUDITORS: BDO LLP 55 Baker Street London W1U 7EU BANKERS: Barclays Bank Plc Corporate Banking Kent Team 2[nd] Floor, 30 Tower View Kings Hill, West Malling Kent ME19 4UY SOLICITORS: Thomas Snell & Brachers LLP Passmore LLP 59 London Road 3 Lonsdale Gardens Maidstone Tunbridge Wells Kent Kent ME16 8JH TN1 1NX

59 I RBLI I ANNUAL ACCOUNTS I 2023/2024

RBLI I ANNUAL ACCOUNTS I 2023/2024 I 60

Board of Trustees

LORD KING OF LOTHBURY KG GBE DL PRESIDENT

STEVE ROWBOTHAM CHAIRMAN

Steve has a comprehensive background in the defence industry having worked in this sector throughout a career spanning over four decades, his final appointment being Chief Operating Officer of General Dynamics UK Limited. Steve has a passion for Social Value and is a Non-Executive Director of E50k, a company that specialises in the design and delivery of SV programmes.

BECKY WOOD VICE CHAIR

Becky is a Fellow of the Institute of Chartered Accountants and a fellow of the Institute of Civil Engineers, and has significant transactions experience in both private and public sectors having spent the last 20 years working in and leading complex transport infrastructure programmes. She has held Non-Executive roles with a number of infrastructure bodies and projects in the UK and internationally.

NADRA AHMED CBE, DL

High Sheriff of Kent (2023/24), Nadra is the Executive Chairman of the National Care Association and was awarded an OBE in 2006 and a CBE in 2023 for her work in social care over 40 years.

PETER ALESBURY (appointed 20 June 2024)

Peter is a professional strategic Estates Director with significant experience in the management and operational delivery of the full estate’s life cycle. His previous roles have included senior leadership positions within the NHS, private healthcare, facilities management organisations, heritage, and medical device companies.

CHRIS BLUNDELL

Chris is recently retired following a 45-year career in housing and is a Fellow of both the RICS and the Chartered Institute of Housing. He has had four Director level positions in mid-sized and large housing associations in London and the South East.

DAVID DENT MBE (appointed 20 June 2024) David is currently Vice President (Global leader) Integrated Strategy at Parexel International. He has over 35 years of experience from working in International Business, the NHS, and the British Army where he was a trauma and critical care specialist and is a war disabled veteran. He is an Honorary Professor at Stirling and Nottingham Universities business schools Companion of the CMI and Fellow of the IoD.

BRIGADIER DAVID INNES

David spent 34 years serving in the British Army as a Royal Engineer followed by 15 years as a Chief Executive in the charity sector. In addition, he held a number of nonexecutive and Trustee positions, and is still involved with several charities.

PARUL KAUL-GREEN (appointed 20 June 2024)

Parul is a distinguished global executive and economist. With over two decades of financial service experience, she has held senior leadership positions in global companies most recently as Chief Digital Strategy Officer at Liberty Mutual Global Risk Solutions and Chief of Staff and Executive committee member at AXA XL.

MATT KELLEHER (appointed 20 June 2024)

Matt is currently Chief Digital Officer sitting on the Executive Board of the Asda Group, and has spent nearly 30 years in Retail in various Director level positions with responsibility for strategy and transformation, eCommerce, supply chain and technology.

REBECCA LEWIS (appointed 20 June 2024)

ALISON START (appointed 20 June 2024)

Rebecca is the Finance Director and Company Secretary at General Dynamics UK. Rebecca has over 20 years of experience in managing the finances on complex defence programmes across the UK and Internationally. Rebecca has led multiple large-scale events for charity and is a Fellow of the Association of Chartered Certified Accountants.

Alison runs a consulting company specialising in commercial strategy and operational challenges within the Defence and telecommunications environment, working in both the private and the public sector. Alison is a Non Executive Director for a training company providing training to the Royal Engineers and is also a Trustee for the National Museum of the Royal Navy.

ALISTAIR WATSON

Alistair served in the Royal Navy, during which time he was appointed Equerry to HRH the Prince of Wales and then worked in the City for a leading international law firm.

Senior Leadership Team

Director OF GOVERNANCE, COMPLIANCE AND BUSINESS SYSTEMS

LISA FARMER

CHIEF EXECUTIVE

Working at RBLI since 2019, Susan is an expert in assurance processes, specialising in corporate governance, risk management, and internal control with over 25 years’ experience across both the private and public sector.

Lisa was appointed Chief Executive at RBLI in 2022 having joined the organisation as Director of Strategic Development in 2015 with over 20 years of experience in fundraising, marketing and business development.

COLIN HARSANT

MANAGING Director OF SOCIAL ENTERPRISE

HELEN BIDGWAY

Director OF PEOPLE & CULTURE

Colin joined RBLI following 20 years managing and leading companies in the Aerospace, Defence and Automotive Industries and is a specialist in SME Manufacturing.

A Fellow of the Chartered Institute of Personnel and Development, Helen joined RBLI in 2022 with over 30 years of experience in Human Resources at a senior level in the charity and education sectors.

NIK MARINOV

Director OF FINANCE AND PERFORMANCE

LOUISE GIBSON

Director OF FUNDRAISING AND MARKETING

Having previously held senior Finance roles in multiple industries across the commercial and third sector, Nik brings a wealth of experience to RBLI’s management team.

Louise joined RBLI in March 2023 with over 25 years’ experience in fundraising in charities, most recently with the RAF Benevolent Fund. She has a Masters in Charity Marketing and Fundraising.

SUSAN STOKER

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