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2023-03-31-accounts

Company Registration No. 00867120 (England & Wales) Charity Registration No. 246589

Borde Hill Garden Limited (a Charity limited by guarantee)

Annual report and unaudited financial statements for the period ended 31 March 2023

Borde Hill Garden Limited (a Charity limited by guarantee)

Company information

Directors Andrewjohn Patrick Stephenson Clarke
Dr Timothy Martin Upson
Graham Duncan Hollis
Eleni Charalambos Stephenson Clarke
Philip Robert Eastell (Appointed 19 February 2022)
Company number 00867120
Charity number 246589
Registered office Borde Hill
Borde Hill Lane
Haywards Heath
West Sussex
RN16 1XP
Independent examiner Timothy Adams
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
Bankers HSBC Bank plc
9 The Boulevard
Crawley
West Sussex
RH10 1UT
Solicitors Brachers LLP
Somerfield house
59 London Road
Maidstone
Kent
ME16 8JH
Investment manager Quilter Cheviot Ltd
Senator House
85 Queen Victoria Street
London
EC4V 4AB

Borde Hill Garden Limited (a company limited by guarantee)

Contents

Page
Annual report 1 - 8
Independent examiner’s report 9
Statement of financial activities 10
Statement of financial position 11 - 12
Notes to the financial statements 13 - 28

Borde Hill Garden Limited (a Charity limited by guarantee)

Annual report For the period ended 31 March 2023

The Trustees, who are also the directors of the company for the purposes of the Companies Act, submit their annual report and financial statements for the 15 month period ended 31 March 2023. The Trustees have complied with the Companies Act 2006 and the updated Statement of Recommended Practice – Accounting and Reporting by Charities (SORP), which incorporates the requirements of the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).

Reference and administrative details

The charity name, charity number, company number, principal addresses and details of professional advisors are included in the company information sheet at the front of these accounts and form part of this report.

Directors and Charity Trustees

The following directors who are also trustees have held office since 1 January 2022: Andrewjohn Patrick Stephenson Clarke Dr Timothy Martin Upson Graham Duncan Hollis Eleni Charalambos Stephenson Clarke Philip Robert Eastell (Appointed 19 February 2022)

Structure, governance and management

Constitution

The Charity is registered as a charitable company limited by guarantee and is governed by a Memorandum & Articles of Association adopted by special resolution 18 March 2013. The liability of each Member is limited to a sum not exceeding one pound.

Membership is limited to the directors of the Charity. The directors may recognise one or more classes of supporters who are not members (but who may nevertheless be termed ‘members’) upon the terms as the directors shall set out.

In the event that the number of Trustees has fallen, or is likely to fall, below 3 people then the Trustees seek the advice of the existing Trustees and the Council Members for suitable nominations. As the Council Members are from nationally important and relevant horticultural and botanical institutions, that may also be open to the public, this is likely to lead to the identification of well qualified and suitable candidates. The Articles of Association then give one vote to each member and the decision to appoint a new trustee must be unanimous.

Induction and training of new Trustees

Potential new Trustees are invited to a meeting with the existing Trustees before their election, and are given an introduction to the operation and activities of the company.

Page 1

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

Organisational structure and decision making

The Charity has a Council of Management which consists of two of the directors of the Charity (Ordinary Council Members), a maximum of six Organisational Nominees, a maximum of three Stephenson Clarke Representatives, a maximum of three Ex-Officio Members and a maximum of three Co-Opted Individuals. The chairman of the Borde Hill Garden Council (Council Chairman) shall be appointed by the Trustees. The Council Members shall be appointed on a yearly basis or such other term as the directors may decide.

Directors (Ordinary Council Members)

Andrewjohn Patrick Stephenson Clarke Phillip Robert Eastell (Appointed 19 February 2022)

Organisational Nominees

Royal Botanic Gardens Edinburgh – (David Knott) The Royal Horticultural Society – (Dr Tim Upson – Council Chairman) Cambridge University Botanic Garden – (Sally Petitt) Royal Botanic Garden Kew – Wakehurst Place – (Ed Ikin)

Stephenson Clarke Representatives

Eleni Charalambos Stephenson Clarke

Ex-Officio Members

David Hardman (formerly the nominee of Royal Botanic Gardens Kew – Wakehurst Place nominee) James Murray Gouvenot Gardiner (Appointed 1 January 2022)

Vacancies for organisational nominees

Plumpton College The Chelsea Physic Garden

Co-opted individuals

Lionel de Rothschild Stephen Lacey David Millais Peter Mills

Further vacancies exist for two Stephenson Clarke representatives and one ex-officio member.

The day to day affairs of the Charity are managed by Andrewjohn Stephenson Clarke, director of the company, assisted in the day to day operations by Managing Director Jay Goddard, Executive Manager, Karen Manton-Cook and Head of Horticulture, Harry Baldwin.

Page 2

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

Aims and objectives

The Charity’s principal aims, objectives, policies and activities are:

To promote the furtherance of the study and science of botany and the increase of knowledge in respect thereof and the improvements of the methods and practice of horticulture.

To hold a leasehold or freehold interest in, to manage, to improve all or part of, and to promote public access to the gardens at Borde Hill, Haywards Heath, West Sussex or other gardens in other parts of the British Isles for the purposes of experimentation and research by the growth and propagation of trees and plants of any kind and in any manner. The Charity started the year with leases for the garden and ancillary property at Borde Hill expiring on 31 October 2121. However, the obligations under these leases continued to cause annual losses and therefore the Charity negotiated with the landlord to assign the leases to Borde Hill Events Limited, a separate trading company, divesting itself of those obligations. Borde Hill Events Limited then granted a licence back to Borde Hill Garden Limited to operate within the same area at Borde Hill, thereby substantially improving the Charity’s financial stability.

To promote ongoing record keeping and documentation, together with the maintenance of existing archive material regarding the botanical collection at Borde Hill.

To make, from time to time, byelaws as to the days and the times and the conditions on which the public shall be admitted to the land leased or owned by the company.

To provide, in printed form or online, guidebooks or other information or pamphlets to promote its activities and the botanical collection within Borde Hill Garden and for wider educational purposes.

To help improve the botanical collection by replanting borders and improving garden rooms through weeding, pruning and opening up new areas available for planting, as well as through propagation of the rare and unusual plants and trees.

Strategies and activities for achieving objective and for the public benefit

The Trustees implemented the following activities to help achieve these objectives:

Page 3

Borde Hill Garden Limited (a company limited by guarantee) Annual report (continued) For the period ended 31 March 2023

Factors relevant to achieve objectives

The key performance indicators which the Trustees monitor to ensure that the Charity is achieving these objectives are:

The Trustees confirm that they have referred to the guidance contained in the Charity Commission’s revised general guidance on public benefit when reviewing the Charity’s aims and objectives and in planning future activities.

Achievements and performance

The Charity continues to make available free or discounted visits to Borde Hill to horticultural clubs, organisations schools and local charities.

The success of the charity in meeting its beneficiaries’ needs can be illustrated by the sustained level of visitor numbers, as well as its success in meeting the following Charitable objectives:

Protecting and enhancing the rare and diverse collection of plants, trees and shrubs at Borde Hill.

Promoting and improving the knowledge, practice and understanding of: the study and science of botany, horticulture, including propagation.

The preservation of the listed heritage garden and parkland and related flora and fauna, our natural environment, and practices to minimise the wider environmental impact.

Connecting communities with the restorative power of nature to improve their mental and physical well-being.

The Charity is working on the hugely exciting ‘Reinventing Borde Hill project’ which is kindly being supported by the National Lottery Heritage Fund (NLHF). The charity applied for and received development grant funding in 2022/2023 of £231,000, and hopes is progressing with an application for further grant funding in 2024, which will see the South Park transformed and opened up to new, diverse audiences, for the benefit of the community, the environment and the botanical collection, providing financial stability for the charity in the long term.

A key objective for the coming three years will be to raise partner funding for the NLHF project of c£800,000, which will be in addition to potential two thirds funding of c.£2.2m from the NLHF to realise this significant community heritage project. A considered fundraising strategy focuses on raising funds from grant-giving trusts and foundations, and also from the public and small corporate funders as the project nears its completion.

The charity continues to employ a part time archivist . The size of the Borde Hill archive is in the region of 75,000 items that cover over 50 years of daily activity at Borde Hill and correspondence with worldwide nurseries, plant collectors and other botanical organisations and private gardens thus making this a nationally important resource dating from the late 1800s.

Page 4

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

The summary below shows the Borde Hill visitor numbers and turnover over the last 4 years:

People
Day visits
Groups
Events (note)
% increase/(decrease)
Day visits
Groups
Events
Total
Turnover
Day visits
Groups
Events
Total		 Mar 2023
67,853
-
-
67,853
(18%)
(100%)
-
(18%)
Mar 2023
£
-
-
2,295
2,295		 Dec 2021
81,712
737
-
83,231
78%
238%
(100%)
77%
Dec 2021
£
393,043
10,588
-
403,631		 Dec 2020
46,699
218
23
46,940
1%
(94%)
(79%)
(7%)
Dec 2020
£
233,289
2,415
-
235,704		 Dec 2019
46,356
3,865
109
50,330
16%
14%
(79%)
14%
Dec 2019
£
232,179
27,333
1,922
261,434

Despite significant success in attracting visitors and running events, Borde Hill Garden Limited consistently made annual losses, principally due to the cost of maintaining the leasehold property in accordance with the terms of the lease. These losses were financed from the capital of Borde Hill Garden Limited, which was deemed to be unsustainable by the Directors and endangered the Charity from fulfilling its charitable objectives.

As a result of the agreement with Borde Hill Events Limited and the arrangement of the lease of Borde Hill Gardens and associated liabilities, all the income generated from day and group visitors were transferred with effect from 1 January 2022 in exchange for Borde Hill Events Limited taking on all the associated costs of opening and maintaining the gardens for public visits.

As a result of these changes, the main sources of revenue for the period ended 31 March 2023 relate to the National Lottery Heritage Grant (£231,000), rental income from Ivy Cottage, and horticultural talks and tours.

Page 5

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

Financial review

The statement of financial activities on page 10 shows the results for the year under review. The Charity’s financial performance over the last 4 years has been as follows:-

Period ended Year ended Year ended Year ended
31 March 31 December 31 December 31 December
2023 2021 2020 2019
£ £ £ £
Net income/(expenditure) on
charitable activities (47,018) (183,706) (54,100)
(64,630)
Donations and legacies 2,509 413 825 2,200
Income from investments and other
income 25,147 37,109 24,311 29,290
Covid-19 government support grants
-		 1,723 25,196 -
National Lottery Heritage grant 231,000 - - -
Cultural Recovery Fund grant - - 114,396 -
Other income and expenditure (133,724) (203,513) (18,183) (9,834)
Net income/(expenditure) 77,914 (345,257) 101,118 (42,974)
Net (loss)/gain on investments (4,835) 3,407 (19,850)
(33,500)
Net movement in funds 73,079 (344,567) 81,268 (76,474)

Of the total surplus incurred in the year of £73,079 (2021: loss of £344,567), grant income recognised of £231,000 exceeds costs incurred in the year by £105,325. In the prior year £40,246 related to the net loss before Covid grants on the company’s charitable trading activities and £302,598 related to a provision made to reflect the permanent impairment in the value of the company's tangible fixed assets and the financial burden of legacy repairs.

At the year end the company has net current assets of £201,982 compared to £161,850 last year. The charity held £33,487 (2021: £38,322) of liquid investments that can be sold to meet any liabilities as they fall due. Overall, the funds of the charity comprise the unrestricted fund which has a carrying value of £93,963 compared to £155,784 last year and the restricted fund which has a carrying value of £134,900 (2021: £nil).

Principal funding

The company’s principal source of funding is from the income it generates from its charitable activities, donations and the investment income derived from monies received from the legacy from Mrs Maria Clarke which is now invested through Quilter Cheviot Limited and rental income from let property.

Reserves policy

The unrestricted fund represents property and paintings donated to the company less subsequent sales less the accumulated deficits arising from operating results to date.

The Trustees have free reserves amounting to £31,000 (2021 – £73,000).

Page 6

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

Risk management

As part of each Annual General Meeting the Trustees assess the major risks to which the charity is exposed, in particular those related to the operations and finances of the charity, and are satisfied that systems and procedures are in place to mitigate their exposure to the major risks. Included in this assessment is a 5 year plan for the garden operations and a 3 year capital budget.

The charity’s principal risk is not generating sufficient income to meet the cost of its charitable activities. This is specifically considered when setting budgets and identifying contingency practices to relieve pressure on cashflow should the year’s performance fall behind budget.

Related party transactions

Borde Hill Events Limited operates all trading and non-charity related activities, and is responsible for all associated costs including staff and asset maintenance, therefore divesting the charity of operational risk. Borde Hill Events Limited is a company majority owned by Mrs Jay Goddard. Mr Andrewjohn Stephenson Clarke is also a shareholder as well a director of Borde Hill Events Ltd.

Borde Hill Events Limited received income from the trading and non-charitable activities at Borde Hill Gardens amounting to £585,387. The total costs expended in maintaining the gardens and running the visitor activities amounted to £721,035.

Future developments

From April 2023, to help fund the Charity, and its charitable activities, the charity anticipates receiving a donation from Borde Hill Events Limited that relates to visitors to Borde Hill. In this way, the charity will benefit from the income and profits of that business but reduce the risk of losses going forward.

As part of ‘Reinventing Borde Hill’ - the National Lottery Heritage Fund supported project - a new 90 year lease is being agreed with the Trustees of the RNS Clarke Will Trust (who own the freehold of the Borde Hill Estate) to enable long term public access to the South Park for the benefit of the community and the botanical collection.

Page 7

Borde Hill Garden Limited (a company limited by guarantee)

Annual report (continued) For the period ended 31 March 2023

Responsibility of the Trustees

The Trustees (who are also directors of Borde Hill Garden Limited for the purposes of company law) are responsible for preparing the Trustees’ Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing these financial statements, the trustees are required to:

The Trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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

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

By order of the Trustees

Andrewjohn Patrick Stephenson Clarke Director

20 December 2023

Page 8

Borde Hill Garden Limited (a company limited by guarantee)

Independent examiner’s report to the trustees For the period ended 31 March 2023

I report on the accounts of the company for the period ended 31 March 2023 which are set out on pages 10 to 28.

Respective responsibilities of trustees and examiner

The trustees (who are also the directors of the company for the purposes of company law) are responsible for the preparation of the accounts. The Trustees consider that an audit is not required for this year under section 144(2) of the Charities Act 2011 (the 2011 Act) and that an independent examination is needed. The charity’s gross income exceeded £250,000 and I am qualified to undertake the examination by being a qualified member of the Institute of Chartered Accountants in England and Wales.

Having satisfied myself that the charity is not subject to audit under company law and is eligible for independent examination, it is my responsibility to:

Basis of independent examiner’s report

My examination was carried out in accordance with the general Directions given by the Charity Commission. An examination includes a review of the accounting records kept by the charity and a comparison of the accounts presented with those records. It also includes consideration of any unusual items or disclosures in the accounts, and seeking explanations from you as Trustees concerning any such matters. The procedures undertaken do not provide all the evidence that would be required in an audit and consequently no opinion is given as to whether the accounts present a ‘true and fair view’ and the reports is limited to those matters set out in the statement below.

Independent examiner’s statement

In connection with my examination, no matter has come to my attention:

  1. which gives me reasonable cause to believe that in any material respect the requirements:

  2. to keep accounting records in accordance with section 386 of the Companies Act 2006; and

  3. to prepare accounts which accord with the accounting records, comply with the accounting requirements of section 396 of the Companies Act 2006 and with the methods and principles of the Statement of Recommended Practice: Accounting and Reporting by Charities have not been met; or

  4. to which, in my opinion, attention should be drawn in order to enable a proper understanding of the accounts to be reached.

Timothy Adams BSc ACA

For and on behalf of Saffery LLP Chartered Accountants

20 December 2023 71 Queen Victoria Street London EC4V 4BE

Page 9

Borde Hill Garden Limited (a company limited by guarantee)

Statement of financial activities For the period ended 31 March 2023

Period ended Year ended
31 March 31 Dec
2023 2023 2023 2021
Restricted Unrestricted Total Unrestricted
Notes £ £ £ £
Income
Donations and legacies 2 - 2,509 2,509 413
Charitable activities 3 - 2,295 2,295 403,631
Other income 5 - 25,147 25,147 37,109
Covid-19 Government support
grants - - - 1,723
National Lottery Heritage Grant 231,000 - 231,000 -
Total 231,000 29,951 260,951 442,876
Expenditure on
Raising funds 4 125,675 8,049 133,724 203,513
Charitable activities 3 - 49,313 49,313 587,337
Total 125,675 57,362 183,037 790,850
Net gain on investments 9 - (4,835) (4,835) 3,407
Transfer between funds 14 29,575 (29,575) - -
Net (expenditure)/income &
net movement in funds
for the year 134,900 (61,821) 73,079 (344,567)
Total funds brought forward - 155,784 155,784 500,351
Total funds carried forward 14 134,900 93,963 228,863 155,784

The statement of financial activities has been prepared on the basis that all operations are continuing operations.

The notes on pages 13 to 28 form part of these financial statements

Page 10

Borde Hill Garden Limited (a company limited by guarantee)

Statement of financial position As at 31 March 2023

Notes
Fixed assets
Tangible assets
8
Investments
9
Current assets
Debtors
10
Cash at bank and in hand
Creditors: amounts falling
due within one year
11
Net current assets
Total assets less current liabilities
Creditors: amounts falling
due after more than one year
12
Funds
Restricted funds
14
Unrestricted funds
14		 31 March
2023
2023
£
£
63,383
33,487
96,870
178,654
81,489
260,143
(58,161)
201,982
298,852
(69,989)
228,863
134,900
93,963
228,863		 31 December
2021
2021
£
£
82,632
38,322
120,954
171,971
59,022
230,993
(69,143)
161,850
282,804
(127,020)
155,784
-
155,784
155,784		 31 December
2021
2021
£
£
82,632
38,322
120,954
171,971
59,022
230,993
(69,143)
161,850
282,804
(127,020)
155,784
-
155,784
155,784
120,954
161,850
282,804
(127,020)
155,784
-
155,784
155,784

Page 11

Borde Hill Garden Limited (a company limited by guarantee)

Statement of financial position (continued) As at 31 March 2023

For the financial period ended 31 March 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors’ responsibilities

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies’ regime and the Financial Reporting Standard 102.

The notes on pages 13 to 28 form part of these financial statements.

Approved by the Board for issue on 20 December 2023.

Andrewjohn Patrick Stephenson Clarke Director

Company Registration No. 00867120

Page 12

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements For the period ended 31 March 2023

1. Accounting policies

1.1

Charity information

1.2

Accounting convention

These financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2017) – (Charities SORP (FRS102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.

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

Borde Hill Garden Ltd meets the definition of a public benefit entity under FRS102.

The financial statements have been prepared under the historical cost convention, with the exception of investments which are included at market value. The principle accounting policies adopted are set out below.

1.3 Going concern

At the time of approving the financial statements, the Trustees have a reasonable expectation that the charity has adequate resources to continue in operational existence for the foreseeable future. Thus the Trustees continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 13

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

1. Accounting policies

(continued)

1.4 Income

Income is recognised when the charity has entitlements to the funds, any performance conditions attached to the item(s) of income have been met, it is probable that the income will be received and the amount can be measured reliably. All income is included in the statement of financial activities when the charity is entitled to the income and the amount can be quantified with reasonable accuracy. The following specific policies are applied to particular categories of income:

Donations and legacies are included in full in the statement of financial activities when receivable. For legacies, entitlement is taken as the earlier of the date on which either: the charity is aware that probate has been granted, the estate has been finalised and notification has been made by the executor(s) to the charity that a distribution will be made, or when a distribution is received. Receipt of a legacy, in whole or in part, is only considered probable when the amount can be measured reliably and the charity has been notified of the executor’s intention to make a distribution. Where legacies have been notified to the charity or the charity is aware of the granting of probate, and the criteria for income recognition have not been met, then the legacy is treated as a contingent asset and disclosed if material.

Income from grants is recognised when there is evidence of entitlement, receipt is probable and its amount can be measured reliably. Evidence of entitlement usually exists when the formal offer of funding is communicated in writing to the charity unless there are terms and conditions which must be met before the charity has entitlement.

Income from investments is included when receivable.

Income from charitable activities is accounted for when earned.

Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation. Income tax recoverable in relation to investment income is recognised at the time the investment income is receivable.

Page 14

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

1. Accounting policies

(continued)

1.5 Expenditure

Expenditure is recognised on an accruals basis as a liability is incurred. This includes all charitable expenditure and costs of raising funds.

Expenditure for raising funds comprises those costs of trading for fundraising purposes, including events held during the year and shop expenditure.

Expenditure on charitable activities comprises those costs incurred by the company in the delivery of its objectives. In includes both costs that can be allocated directly to such activities and those costs of an indirect nature necessary to support them. Support costs are those functions that assist the work of the company but do not directly undertake charitable activities.

All costs are allocated between the expenditure categories of the statement of financial activities on a basis designed to reflect the use of the resource. Costs relating to a particular activity are allocated directly, others are apportioned on the basis of the proportion of direct expenditure.

1.6 Tangible fixed assets and depreciation

Tangible fixed assets are initially measure at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Depreciation is provided at rates calculated to write off the cost less estimate residual value of each asset over its expected useful life, as follows:

Plant and machinery 20% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the statement of financial activities.

1.7 Leasing

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight-line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.8 Investments

Fixed asset investments are stated at market value. The statement of financial activities includes the net gains and losses arising on revaluations and disposals throughout the period. Realised and unrealised gains and losses on investments are dealt with through the statement of financial activities. Income from investments is included together with the related tax credit in the year in which it is receivable.

1.9 Cash and cash equivalents

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

Page 15

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

1.10 Financial instruments

The charity has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments recognised in the charity’s statement of financial position when the charity becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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.

Basic financial assets

Basic financial assets, which include trade and other debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Other financial assets classified as fair value through the statement of financial activities are measured at fair value.

Other financial assets

Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as ‘loans and receivables’. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

Interest is recognised by applying the effective interest rate, except the short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period.

The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Page 16

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

1. Accounting policies

(continued)

Impairment of financial assets

Financial assets, other than those held at fair value through the statement of financial activities, are assessed for indicator of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. The impairment loss is recognised in the statement of financial activities.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

Classification of financial liabilities

Basic financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans, loans from related parties that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

Trade creditors 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 ‘Creditors: amounts falling due within one year’ if payment is due within one year or less. If not, they are presented as ‘Creditors: amounts falling due after more than one year’. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Other financial liabilities, including debt instruments that do not meet the definition of a basic financial instrument, are measured at fair value, net of transaction costs. They are subsequently measured at amortised cost using the effect interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimate future cash payments through the expected life of the financial liability to the net carrying amount on initial recognition.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the charity’s obligations are discharged, cancelled or they expire.

Page 17

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

1. Accounting policies

(continued)

1.11 Employee benefits

The costs of short-term employee benefits are recognised as liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the charity is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12 Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Unrestricted funds are incoming resources receivable for the object of the charity without further specified use and are available as general funds to spend on activities that further any of the purposes of the charity.

Designated funds comprise unrestricted funds which have been set aside at the discretion of the trustees for specific purposes. There are currently no such funds.

Restricted funds comprise income subject to specific conditions by donors as to how they may be used. Expenditure which meets these criteria is charged to the relevant fund. The aim and use of each restricted fund is set out in the notes to the financial statements. There are currently no such funds.

1.14 Taxation

The company is a registered charity and is not liable to United Kingdom income tax or corporation tax on charitable activities.

1.15 Company status

The charity is a company limited by guarantee. The members of the company are the directors named on page 1. In the event of the charity being wound up, the liability in respect of the guarantee is limited to £1 per member of the company.

Page 18

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

2. Income from donations and legacies

Donations
3.
Charitable activities
Income from charitable activities
Admissions and tours
Charitable expenditure:
Garden purchases
Garden event purchases
Plant archiving
Repairs and maintenance
Rent and rates
Water
Depreciation
Impairment loss
Lease payments
Wages and salaries
Direct costs
Support costs of charitable activities (note 7)
Net expenditure on charitable activities		 2023
£
2,509		 2021
£
413
2,509 413
2023
£
2,295
2,295
3,199
1,351
1,450
792
3,066
-
17,117
-
1,129
-
28,104
21,209
49,313
(47,018)		 2021
£
403,631
403,631
6,184
21,744
-
27,027
5,454
2
12,992
153,831
2,257
139,362
368,853
218,484
587,337
(183,706)

Page 19

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

4.
Expenditure on raising funds
Rental property costs
Depreciation
Impairment loss
Investment management costs
Professional fees
Wages and salaries
Support costs of generating funds (note 7)
Net expenditure from activities for raising funds
5.
Other income
Income from quoted investments
Rental income
Other income
6.
Net expenditure for the year
Net expenditure for the year is stated after charging:
Depreciation of tangible assets
Impairment loss
Amounts paid to the independent examiner for:
- independent examination
- other services		 2023
£
5,327
-
-
-
101,430
24,245
2,722
133,724
(133,724)
2023
£
1,285
14,102
9,760
25,147
2023
£
17,117
-
450
11,800		 2021
£
34,294
6,157
83,649
90
-
-
79,323
203,513
(203,513)
2021
£
1,036
35,273
800
37,109
2021
£
51,385
302,598
485
6,900

Page 20

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

7.
Support costs
Basis of
Allocation
Staff costs
Usage
Advertising
Usage
Insurance
Usage
Light and heat
Usage
IT, telephone, postage and
stationery
Usage
Subscriptions
Usage
Legal and professional fees
Usage
Accountancy
Usage
Independent examination
fees
Usage
Bank charges and interest
Usage
Credit card charges
Usage
Loan interest
Usage
HP interest
Usage
Cleaning
Usage
Sundry expenses
Usage
Marquee hire
Usage
Depreciation
% split
Impairment loss
% split
(Profit)/loss on disposal
% split		 Raising Charitable
funds
activities
£
£
(note 4)
(note 3)
-
24,634
1,548
-
-
1,937
-
468
-
206
-
3
-
1,024
-
11,800
-
450
-
220
-
32
1,174
1,174
-
1,261
-
-
-
-
-
-
-
-
-
-
-
(22,000)
2,722
21,209		 Total
Total
2023
2021
£
£
24,634
73,950
1,548
13,161
1,937
3,803
468
4,106
206
5,901
3
450
1,024
66,877
11,800
6,900
450
485
220
657
32
12,312
2,348
2,348
1,261
-
-
1,248
-
5,691
-
3,000
-
32,236
-
65,118
(22,000)
(436)
24,550
297,807

The £24,550 (2021 - £297,807) of support cost is represented by £2,722 (2021 - £79,323) of expenditure on raising funds (shown in note 4) and £21,209 (2021 - £218,484) on charitable activities (shown in note 3).

Page 21

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

8. Tangible fixed assets
Land and Plant and Total
buildings machinery
£ £ £
Cost
At 1 January 2022 417,357 295,123 712,480
Additions - 80,500 80,500
Disposals (417,357) (295,123) (712,480)
At 31 March 2023 - 80,500 80,500
Depreciation
At 1 January 2022 405,765 224,083 629,848
Charge for the year - 17,117 17,117
Impairment loss - - -
On disposals (405,765) (224,083) (629,848)
At 31 March 2023 - 17,117 17,117
Net book value
At 31 March 2023 - 63,383 63,383
At 31 December 2021 11,592 71,040 82,632

Page 22

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

9.
Investments
Market value
At 1 January 2022
Additions
Disposals
Realised loss
Unrealised gain
At 31 March 2023
The investments, which are listed on recognised stock
exchanges, and stated at market value, comprised:
UK fixed interest
Overseas fixed interest
UK equities
Overseas equities
Global equities
Alternative investments
Market value at 31 March 2023
Cost at 31 March 2023
The following investments exceeded 5% of the market value of
the portfolio at 31March 2023:
Quilters Global Income and Growth Fund
2023
£
-
-
-
-
33,487
-
33,487
29,931
2023
£
33,487		 Total
£
38,322
-
-
-
(4,835)
33,487
2021
£
-
-
-
-
38,322
-
38,322
29,931
2021
£
38,322

Page 23

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

10.
Debtors
Trade debtors
Prepayments
Due from National Lottery Heritage Grant
Other debtors
11.
Creditors: amounts falling due within one year
Net obligations under HP contracts
Trade creditors
Accruals and deferred income
Due to R N S Clarke Will Trust
Other creditors
12.
Creditors: amounts falling due after more than one year
Net obligations under HP contracts
Due to R N S Clarke Will Trust
Other creditors		 2023
£
10,931
37
147,033
20,653
178,654
2023
£
12,401
28,011
11,949
6,000
(200)
58,161
2023
£
23,302
46,687
-
69,989		 2021
£
165,830
4,058
-
2,083
171,971
2021
£
-
35,345
27,331
-
6,467
69,143
2021
£
-
58,687
68,333
127,020

Page 24

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

13. Employees

Number of employees
The average monthly number of employees during the year was:
Trustees
Support staff
Wages and salaries
Social security costs
Pension costs		 2023
Number
5
11
16

2023
£
48,879
-
-
48,879		 2021
Number
5
25
30
2021
£
179,575
7,118
2,274
188,967

Borde Hill Garden Limited no longer has any employees but has incurred staff costs recharged from Borde Hill Events Limited amounting to £48,879.

No individual employee earns more than £60,000 per annum. The total amount of employee benefits received by its key management personnel amounted to £nil (2021 - £25,240).

No trustees (or any person connected with them) received any remuneration during the year (2021 - £nil).

14. Funds

Restricted
Unrestricted
Total		 Balance
at 1
January
2022

£
-
155,784
155,784		 Income
£
231,000
29,951
260,951		 Expenditure
£
(125,675)
(57,362)
(183,037)		 Transfers
£
29,575
(29,575)
-		 Net gain on
investments
£
-
(4,835)
(4,835)		 Balance
at 31
March
2023
£
134,900
93,963
228,863

The restricted fund comprises the National Lottery Heritage Grant and can only be spent in accordance with the “Reinventing Borde Hill project” development grant conditions.

Page 25

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

15. Analysis of net assets by fund

Tangible
fixed assets
Investments
Debtors
Cash
Creditors
due within
one year
Creditors
due after
one year
Total		 Restricted
Unrestricted
2023
Total
£
£
£
-
63,383
63,383
-
33,487
33,487
147,033
31,621
178,654
-
81,489
81,489
(12,133)
(40,028)
(52,161)
-
(75,989)
(75,989)
134,900
93,963
228,863		 Restricted
Unrestricted
2021 Total
£
£
£
-
82,632
82,632
-
38,322
38,322
-
171,971
171,971
-
59,022
59,022
-
(69,143)
(69,143)
-
(127,020) (127,020)
-
155,784
155,784

The restricted fund comprises monies due from the National Lottery Heritage Grant.

16. Operating lease commitments

At the reporting end date the company had outstanding lease commitment for future minimum lease payments under non-cancellable operating leases as follows:

Within one year
Between two and five years
Over 5 years		 2023
£
-
-
-
-		 2021
£
2,257
-
-
2,257

Page 26

Borde Hill Garden Limited (a company limited by guarantee) Notes to the financial statements (continued) For the period ended 31 March 2023

17. Related party transactions

The Trustees of the R N S Clarke Will Trust own the freehold interest to Borde Hill House and the gardens. The gardens and ancillary property were leased to Borde Hill Garden Limited at a peppercorn rent. This lease expires on 31 October 2121. On 2 August 2022, with the freeholder’s approval, the company assigned this lease to Borde Hill Events Limited, a separate trading company and was released from any further obligations accruing under this lease.

The R N S Clarke Will Trust has made an unsecured long-term loan to the company amounting to £72,500. The loan is subject to interest at 4% per annum commencing on 1 January 2015 and is payable annually on 30 September each year. The R N S Clarke Will Trust may demand repayment of all or any part of the loan principal and unpaid interest on 30 September 2018 (and then annually thereafter) provided at least 12 months (but not more than 24 months) prior notice has been given. On 2 August 2022, an agreement was entered into to vary the terms of this loan. The term of the loan was extended to 10 years, with the company being required to repay the loan at the rate of £6,000 per year and the interest accruing on the loan on 30 September. During the year, interest of £2,348 (2021: £2,348) was charged and paid on the loan and £6,000 (2021: £nil) was repaid, leaving £52,687 (2021: £58,687) outstanding in other creditors.

During a previous year an interest free loan amounting to £100,000 was advanced to the company by Andrewjohn Stephenson Clarke, a director of the company. The obligation to repay this loan was transferred to Borde Hill Events Limited during the year as part of the consideration for the assignment of the garden lease and the amount outstanding at the yearend was £nil (2021: £75,000) in other creditors.

During the year the company incurred expenses of £nil (2021: £1,727) on behalf of Borde Hill Energy Limited, a company owned by Andrewjohn Stephenson Clarke. The balance outstanding at the year-end due from Borde Hill Energy Limited is £nil (2021: £1,727).

On 20 September 2022, the company completed contracts to assign the benefit of its lease of Borde Hill Gardens with effect from 1 January 2022 as detailed in note 18.

During the year the company received income of £7,648 (2021: £13,827) from Borde Hill Events Limited in relation to Ivy Cottage and £2,295 (2021: £379,162) of income collected by Borde Hill Events Limited on behalf of Borde Hill Garden Limited in respect of admissions and tours. The company incurred expenses of £nil (2021: £113,621) on behalf of Borde Hill Events Limited and owed staff costs and expenses of £48,879 (2021: £45,694) incurred by Borde Hill Events Limited on behalf of the company. The balance outstanding at the year-end due from Borde Hill Events Limited is £9,730 (2021: £162,164) and is included in trade debtors. The balance outstanding at the year-end due to Borde Hill Events Limited is £9,504 and is included in trade creditors (2021: £nil).

The charity has leased a new tractor and mulcher on HP agreements. These assets have been lent to Borde Hill Events Limited for the maintenance of the gardens in exchange for Borde Hill Garden Ltd paying the running costs and maintaining the assets.

Page 27

Borde Hill Garden Limited (a company limited by guarantee)

Notes to the financial statements (continued) For the period ended 31 March 2023

18. Disposal of lease of Borde Hill Gardens

On 4 October 2022, the company completed contracts to assign the benefit of its lease of Borde Hill Gardens with effect from 1 January 2022, and sell the goodwill, plant and machinery and leasehold improvements used to maintain the gardens and open it to the public to Borde Hill Events Ltd in exchange for Borde Hill Events Ltd taking on responsibility for the repayment of the loan from Andrewjohn Stephenson Clarke and all future obligations of the business.

Borde Hill Events Ltd has agreed that, notwithstanding the assignment of the lease to the gardens, to donate to the company all the rents arising from Ivy cottage for the period from 1 January 2022 through to 31 December 2023.

Goodwill and intangible assets
Plant and machinery
Leasehold improvements
Prepayments
Less: Liabilities assumed
Net proceeds		 5,009
67,861
14,771
4,058
(87,640)
4,059

Page 28