2021-07-31-accounts - Roffey Park Institute Limited

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Company Registration No 923975 Charity Registration No 254591

Roffey Park Institute Limited Consolidated Reports and Accounts For the Year Ended 31 July 2021

Roffey Park Institute Limited Consolidated Reports and Accounts

For the Year Ended

31 July 2021

Contents	Page Number
Report of the trustees and directors including strategic report	3 to 16
Strategic report	10
Statement of trustees' responsibilities	17
Independent auditor's report	18 to 21
Consolidated statement of financial activities	22
Consolidated and charity balance sheets	23
Consolidated statement of cash flows	24
Notes to the accounts	25 to 39

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Board of trustees and directors

The trustees of Roffey Park Institute Limited, who were also the directors, and who, unless otherwise stated, served throughout the year were:

Ø+& Mr R Leek (Chair) & Mr C S Horton (Resigned 16/12/2021) Mr S Ling Ø +& Ms A J Ritchie (Resigned 19/3/2022) & Mr M Haworth Ø Mr J Ramji + Ø Mr N Perks + Mr A Bailey +& Ms J Morris * Mr D Guerin

Member of the Audit and Risk Committee
Ø Member of the People and Reward Committee + Member of the Business Development Committee
& Member of the Charitable Purpose Committee

Key Management Personnel

Chief Executive Academic Operations Director Head of Governance and Company Secretary Head of Governance and Company Secretary Head of Finance

Mr R Coles Mr A Cameron (to 21/3/2022) Mrs A K Humphrey (to 13/4/2022) Mrs S Jaywant (from 25/4/2022) Mr S W de Winter

The registered office and principal operating address is :

Forest Road Horsham West Sussex RH12 4TB

Website: www.roffeypark.ac.uk

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Professional Advisers:

Auditor: RSM UK Audit LLP Portland, 25 High Street Crawley, West Sussex RH10 1BG Banker: Unity Trust Bank Plc Nine Brindleyplace Birmingham B1 2JB Insurance broker: Sutton Winson Greenacre Court Station Road Burgess Hill RH15 9DS Solicitor: Irwin Mitchell LLP Belmont House Station Way Crawley West Sussex RH10 1JA

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

The trustees and directors present their report and audited accounts for the year ended 31 July 2021 and confirm that they comply with the Companies Act (2006) and Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (second edition effective 1 January 2019).

REFERENCE AND ADMINISTRATIVE INFORMATION

Constitution and structure

is a registered Charity No 254591 and a Company limited by guarantee and not having a share capital. Roffey Park Institute was incorporated under the Companies Act on 30 November 1967, registration no. 923975. Membership is by invitation from the Board of Trustees and Directors and the total number of members is limited to 50. Upon dissolution of the Institute, members guarantee to pay the sum of £1 each.

The trustees and directors, officers and the principal address of the charity are listed on page 3 and particulars of the

GOVERNANCE AND MANAGEMENT

Governing document and body

body of the charity is the Board of Trustees who are also the directors of the company.

Recruitment and training of trustees

members or member companies are considered having regard to the overall skills required by the Board. The induction process includes interviews with existing Board members and the Chief Executive professional responsibilities regularly. They are also enabled to attend a training event at Roffey Park or elsewhere when needed to help further their understanding.

A new trustee may be appointed to the Board at any time during the year. The appointment is confirmed at the following Annual General Meeting. The number of the Board of Trustees is limited at any one time to 18.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Organisational management

The Board is legally responsible for the overall management and control of the charity and meets quarterly. It currently comprises 11 independent trustees drawn from the current 41 members of Roffey Park. Trustees belonging to corporate members submit themselves for re-election every three years; other trustees submit themselves for re-election annually. A Chief Executive is appointed by the trustees to manage the day-to-day operations of the charity. To facilitate effective operations, the Chief Executive has delegated authority, within terms of delegation approved by the trustees, for operational matters including finance and employment.

In addition, the following standing committees meet at least once a year to discuss key areas in more detail and to report back to the main Board. The primary purpose of each standing committee is as follows: the Audit and Risk Committee meets to consider financial matters, the future budget, the and our public benefit initiatives; the People and Reward Committee meets to consider employment related matters including those affecting the future budget; and the Nominations Committee considers the potential recruitment of new trustees. Other committees may be formed from time to time to address particular issues.

Pay policy for senior staff

The Board of trustees and directors consider the senior management team, who comprise the key management personnel of the charity, in charge of directing and controlling, running and operating the charity on a day-today basis. All the trustees give of their time freely and received no remuneration in the year other than reimbursement of expenses on Roffey Park business. The pay of the senior staff is reviewed annually, as part of the People and Reward Committee meeting, to ensure their pay and any pay rises awarded reflect individual performance, market rates and pay settlements generally, whilst also being mindful of responsibility to consider its own financial position.

Group structure and related parties

Roffey Park Institute Limited has two wholly owned subsidiaries and is a member of an Irish entity:

facilities for third party u year was £308k (2020 £660k). As a result it was able to make a gift aid donation to the charity of £26k (2020 £206k).

Roffey Park Asia Pacific Pte Ltd undertakes training and research activities in Asia Pacific. Its turnover for the year was £491k (2020 £312k).

Roffey Park Institute Ireland undertakes training and research activities in Ireland. Its turnover for the year was £424k (2020 £38k).

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Risk management

The Board of Trustees is responsible for the management of the risks faced by Roffey Park. Detailed considerations of risk are delegated to the Audit and Risk Management Committee who are assisted by the Management Team. Risks are identified, assessed, and controls established throughout the

The key controls used by the charity include:

formal agendas and minutes for all committee and Board activity;
detailed terms of reference for all committees;
comprehensive strategic planning, budgeting and management accounting; organisational structure and lines of reporting.

The trustees have conducted their annual review of the major risks to which Roffey Park is exposed and are satisfied that systems have been established to mitigate those risks. The main risks identified in the year were:

The economic and political outlook, in part due to Covid-19, and the continuing Brexit related market changes
the financial health of the Institute and the impact of recent economic upheavals on its financial sustainability
the leadership and management organisation structure of the Institute and its ability to redirect the focus of the Institute in the face of the economic events of the last 12 months.

The mitigating actions being taken include proactive market intelligence and client insight gathering; reviewing income streams and redesigning portfolio to reflect changes in the market environment; investment in technology for business development and digital delivery of our programmes; tight cost and cash controls; and appropriate reward, recognition and succession planning for critical talent.

OBJECTS AND AIMS

Charity objects

To conduct, promote and support, for the benefit of the public, research into questions affecting the health and welfare of all those engaged in industry, commerce and the public services, particularly concerning the relationship between management and employees.
To advance education by providing training and discussion programmes in all or any aspects of the science of personnel management for managers, administrators, supervisors and others having similar responsibilities.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Aims and intended impact

Our aim in life is to develop organisations and their people in ways that promote inclusiveness and sustainability. In addition, we undertake specific projects from time to time which benefit our community in related ways.

How we achieve this

Whilst Roffey Park Institute Limited was established as a company limited by guarantee in 1967, our work and organisation first started in 1946 at the end of the Second World War. A group of pioneers, led by Lord Horder and Thomas Ling, researched and developed innovative ways to assist individuals, with occupational or psychological disorders, back into the workplace. They ran programmes in which these programmes has moved on, the same dialogic and group-oriented methods continue to underpin our work today. At the individual level, we are committed to our participants developing themselves and taking responsibility for their own learning. At the organisational level, our clear approaches to critical thinking and inclusive learning allow organisations to develop creative strategies to tackle current and emerging issues.

Our people

We have an excellent and committed team of people across all our locations. Our learning and development professionals consist of full and part time staff, supported by our Associate faculty. Together with our researchers, facilities and administrative staff, we all put into practice our philosophy. This is instrumental to the overall quality of the learning experience that our participants enjoy.

Our facilities

After doubling our footprint in 2003, our facilities are modern and purpose built to meet our research and development training needs. They continue to provide a tranquil setting and nurturing space in which to undertake the full range of Institute activities. This has enhanced Roffey Park's reputation as an excellent venue for off-site conferences, workshops and learning events.

PUBLIC BENEFIT

In September 2013 the Charity Commission published their revised General Guidance on Public Benefit. Our Public Benefit activities at Roffey Park are centred on the core work of the Institute, namely research and development programmes for the benefit of people in the workplace as well as undertaking specific projects.

Our beneficiaries

benefit or benefits and that this is backed by evidence where necessary.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

The outputs from our research projects are available without charge, for the benefit of the public, as publications or via our website. Our development programmes are primarily available to people within organisations, in positions of responsibility. The beneficiaries of our programmes are the participants and their groups or teams, the organisations that they work for and other organisations that they come into contact with. They benefit in three specific ways; first, we take a group dynamics approach to learning that encourages interaction and cross-group development. This enhances the learning effect for all and promotes self-development as well as skills development. Secondly, we promote reflection and feedback as part of our development programmes, giving learners the opportunity to hear others and adapt their behaviour. Thirdly, we promote a continuous learning approach to self-development, reflecting our impact objectives of inclusivity and sustainability.

The opportunity to benefit

public or a sufficient section of the public. In particular, people who cannot afford to pay our fees should have the opportunity to benefit in some material way that is related to our aims. Similarly,

We recognise that the cost of providing top quality development training and working with small groups is high. Whilst our fees are affordable to the majority of people working in positions of responsibility in medium and larger organisations, there will be some, typically those in smaller and not for profit organisations, for whom this may not be the case. Therefore, we specifically address both the availability and accessibility of our work to people in these organisations. We offer discounts to charities and NGOs, for in-house programmes as well as personal discounts to delegates signing onto our open programmes.

More recently, adopting digital technologies has allowed us to benefit learners from other countries, as well as learners who may not be able to physically attend programmes due to illness, disability or learning difficulties. This has widened our reach to encompass individual registrants on our programmes from Asia, Africa, Australia and North America. This process is continuing, with the redesign of our post-graduate qualifications to make them digital, global and more accessible to a far wider potential student base.

We also offer in-kind activities when working with local and national charitable organisations. When not being used for our own training activities, our training facilities are available to and are used by local organisations including charities and local schools.

Details of all our research reports and newsletters are available on our website www.roffeypark.ac.uk. The majority of these, together with guides written by our faculty on leadership and management development, personal effectiveness and organisational development (OD), are available free of charge.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

STRATEGIC REPORT

Achievements and Performance: Review of the year

The period to 31[st] July 2021 has seen the Institute faced with massive disruption. Our classroom education activities ceased completely and our campus in Horsham was shut for the majority of the year. This has had a huge impact on our ability to trade. This trend, which began toward the end of the previous financial year, has seen the Institute accumulate considerable debt, and has seen revenues heavily impacted once again.

As a measure of our overall charitable impact there were 16,878 (2020:11,927) development training days. Our faculty provided 1,872 days (2020: 1,534 days) of programmes with 8% (2020 43%) taking place on site. Whilst this was an improvement on last year, compared with prior years this was still relatively low activity because of the continuing impact of the Covid-19 restrictions.

This has been another extremely difficult year. In the first half, the Institute was performing well against its budgets and targets, in line with the change processes set in train in the previous year by Dr Robert Coles, our CEO.

Our research activity continued to shift in response to Covid-19. Much of our work with partners in Singapore, Ireland and the UK focused on resilience, both personal and organisational, wellbeing and problem solving and related issues of critical thinking and agility. We also continued with an action research approach to enabling knowledge exchange between the civil administrations of countries around the world on how they had organised and enacted responses to the Covid-19 outbreak and what lessons could be learned for the future.

Two casualties of the pandemic closedown have been our annual research competition and our Working in Asia reports. These will be reinstated in future years. However, we felt that our research and outreach time was better spent in encouraging sharing, of ideas and stresses arising from the personal impact of the pandemic. To this end, we created the HR Matters series of webinars and masterclasses, enabling sharing of best practice and experiences. These have proved immensely popular and valued. The Navigator offering, created in the early stages of the pandemic continues to prove valuable in engaging people around the world so that experiences and ideas can be shared.

Our partnership with the University of Sussex continues to develop. Our three joint PhD candidates are completing their fieldwork phase and will be beginning to think about writing up. We are redeveloping our Masters in People and OD as a global virtual programme to improve accessibility and strengthen the depth of teaching and quality of the Masters research outcomes.

A major and successful change for the institute has been the move into the digital sphere. We now do most of our teaching and learning, and research, via virtual, global groups and forums. We have managed to build back strongly as a result, and we are confident that this digital aspect will both strengthen and expand in future years.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

We continue to redevelop all of our portfolio so that it is multi-channel, resilient to future shocks and more widely available to a larger potential learner base than ever in our history. Once again, we have made the best out of a difficult year, putting ourselves in the best possible position for the future.

Last, and by no means least, we have come through the year with all of our staff and community unscathed by Covid-19, something for which we are deeply grateful.

We remain committed to our Asia Pacific and Irish subsidiaries and have recruited facilitators in both locations to develop and deliver programmes locally.

We continue to expand both our domestic and international reach by redeveloping our classroom portfolio into digital, 90 minute modules, that can be bought independently of each other, or combined into a myriad of cross-disciplinary programmes. This has increased both the reach and variety of our offering.

We continue to develop partnerships to co-create international programmes, and further widen our reach, mitigating the risks associated with Brexit and Covid-19.

Progress against our charitable objectives for the year

To enhance our capability for reach and impact domestically and internationally across different sectors of society:
The full year impact of the Covid-19 disruption resulted in fewer visitors to our website, being 153,466 (215,529 last year) whereas we increased our social media followers to be 6,600 (6,338 last year).
International training and research revenues as a percentage of total revenues were 28% (13% last year).
We provided fee concessions in each of our business streams and as a percentage of total revenues they were 1.8% (6.7% last year).
To strengthen our brand and reputation as a thought leader domestically and internationally:
We run complimentary events each quarter (the HR Matters series) to share our expertise, research and practice on a range of topical issues. To date, these have been attended by over 600 people across the world.
We continue to build our online presence by regularly publishing optimised content and thought leadership video, podcast and blogs.
We continue to present virtually at domestic and international events on a wide variety of leadership, human resources and organisational development related subjects.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

To lay down the foundations for further systems improvements for this:
Our Salesforce CRM system is operational, as part of a wider update of our IT systems, including Zoom Rooms, Guestline for the venue, and Breathe HR for staff engagement and management. Guestline in particular, will provide us with valuable data as the campus reopens.
This two digitally optimised classrooms complete with telepresence robotics for blended class/digital learning are well utilised by our faculty and provide us with a highly professional virtual presence. Our telepresence robots are used extensively by a partner institution to deliver virtual programmes to public sector clients. We are the first Executive Education charity to implement this innovative approach.
To continue our focus on ensuring financial stability.
We maintained strict cost control in order to retain as much cash in the organisation as possible during the shutdown in the UK
We implemented the UK Government furlough scheme to reduce salary costs and protect jobs
We made use of a CBIL loan to protect our ongoing liquidity throughout the shutdown periods

Financial Review

Review of the year

The ongoing pandemic impacted our income generation, especially at our site at Horsham. Whilst our virtual learning approach has proved successful with the charitable income for the year being £4.5m (£3.8m last year), the cost of maintaining the site (at £1.3m per annum) and being able to generate only £308k from the site meant that we made a deficit of £776k for the year (last year the deficit was £1,594k).

We drew down the CBIL loan of £1m from NatWest in August 2020. Nonetheless, the deficit made meant our cash balances dropped to be £486k at year end (£349k last year end, pre the CBIL drawdown).

Unity Bank granted us a temporary overdraft facility from October 2021 of up to £500k to April 2022, this provided us some headroom as we climbed out of this difficult 18 month period and the sale (and lease back) of the site to was finalised. The sale proceeds of £6,250k will be used to clear all the loan debts and provide us an opportunity to invest in the Charity to give it the best opportunity to grow and be successful in the coming years.

Roffey Park Institute Limited Report of the Trustees and Directors

31 July 2021

The results for the year ended 31 July 2021 are shown on page 20 of the accounts in the Consolidated Statement of Financial Activities. Our net assets at year end stood at £4.8m

Reserves policy

The group's reserves at 31 July 2021 were £4,846k (2020: £5,622k), there are no restricted funds held. Total designated funds including the revaluation reserves and Val Hammond fund were £221k (2020: £253k). Funds totalling £7,182k (2020: £7,349k) were tied up in fixed assets. There were no unrestricted free reserves (2020: nil). Looking ahead, the minimum level of free reserves is for Roffey Park to retain £750k of cash once the funds are received from the sale of the Site. It should be noted that none of the services offered by the Institute are considered essential to any beneficiaries.

Subsequent to the year end (5[th] January 2022), the bank has issued a reservation of Rights, confirming that as a consequence of the breach an event of default has occurred. They have stated that it is not the present intention of the bank to exercise its rights in connection with the default, but the bank retains all Rights in respect of the breach, and have not waived the default, which would, prior to the sale of the site, constitute a material uncertainty for the charity.

Going concern

The group has net current liabilities at the balance sheet date totaling £1,480k (2020: £1,727k). Following a technical breach of the financial covenant with Unity Bank (note 13), the long term loan has been restated as due in less than one year.

As outlined in the accounting policies in note 1 to the financial statements, in making their assessment of the going concern position of the group, and the preparation of the financial statements on this basis, the Trustees have considered the position, including the sale of the site, on that assumption.

Looking ahead, the forecasts prepared indicate that our cash balances will remain sufficient to continue trading and therefore it is valid to assume the going concern principle. The forecasts are based on reasonable assumptions including; there will be no more lockdowns and activity on the site at Horsham will return to pre Covid-19 levels, our online programmes will continue to sell well and our planned investment in marketing, design of programmes and business development will help grow the income base.

The sale of the site, for £6,250k in April 2022, has enabled us to immediately clear the loan balances with Unity and NatWest, and provide us with a significant cash cushion.

The Trustees are closely monitoring performance against forecasts and cash flow projections and are confident that the matters referred to above will continue to be managed effectively. The Trustees and Directors are of the opinion that these measures will be sufficient for the company to continue as a going concern. The financial statements have been prepared on a going concern basis which assumes that the charitable group will be able to continue in operational existence for at least twelve months from the date of approval the financial statements with forecasts prepared to July 2023.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Future Plans

We are in the midst of an extremely challenging and difficult trading period. Within the constraints of these challenges, we remain focused on delivering learning and support to delegates and students around the world to the greatest extent possible. Our focus on our charitable objects is undimmed, as is our sense of mission.

We examine all our costs carefully, not least those in the areas of business development, marketing and programme delivery. The digital environment presents a double challenge: the cost of delivery is higher than with physical classrooms whilst the fee we can charge per learner is under pressure. We have become very focused in programme level margins as well as costs of sale, impact of marketing and speed and efficiency of programme design and delivery.

We have set both a budget and target for performance this year that reflects a great deal of hard work on the part of all our staff during the lockdown and crisis period. A huge amount of effort continued to go into protecting and keeping our client business with us, engaging with them to offer help, advice and assistance where needed.

We also remained active online, in programme development and deployment. The Navigator process for organisational continued to be well received and act as an entry point into new work with new clients. Huge thanks should go to our staff once again. Their commitment and determination was outstanding, as was the personal, informal support that was freely offered across the community. We have come through a tough year in relatively good order as a result of this commitment.

Looking forward to the next year, we will:

Complete the rewrite and design all our core programmes to reflect the multi-channel world in which we now operate. We will research with our markets and clients and work to launch new relevant offerings around the world.

Further strengthen our business development and market offering, making sure we are super close to our clients and prospective clients, listening, understanding and responding to their needs.

Continue to develop and deploy the Roffey Park Digital Learning offering, enhancing our reach whilst staying true to our group dynamics and self-directed learning roots.

Continue to develop partnerships and alliances to better serve the learning needs of our marketplaces. We are working with institutions in Europe, Singapore and the UK to co-develop research and programmes. We will continue to work with wider initiatives, including diversity and inclusion, intersectionality in learning practice, and partnering with learning organisations in other parts of the world to increase access to learning for minorities.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Continue to engage with our local community colleges and groups, seeking to add value to schools and colleges with a particular focus on deprived and ethnic minority children and their ability to access education, be successful at University and be competitive in the workplace. We will stand for their aspirations, working with partner colleges and our key partner, the University of Sussex.

There will undoubtedly be stresses in the year ahead. We are mindful of this and will support all our staff as best we can to cope with the stress, dislocation, and ambiguities of the year ahead.

To maintain a rigorous approach to both cost management and margin management to protect and, if possible, rebuild cash reserves.
To exceed targets in all locations and all service lines.
To operate an integrated business development, marketing and portfolio development/ delivery plan for each quarter of the year.
To closely monitor utilisation management and a strict focus on billing for work and eliminating non-billable client time.
To roll-out a digital, international approach to our open programmes, enabling us to run them around the world, increasing access to learning.
To complete the redesign of all portfolio in all categories by January 2022
To continue to promote our Masters as a global, distance learning offering, with the second global cohort launched in January 2022 and the third in July 2022.
To continue the excellent work of the UK site team, growing our reputation as a great venue to work, study and learn.
To recognise and reward the staff of Roffey Park for their hard work and entrepreneurial spirit.
To increase our research activity in areas related to our core disciplines, as well as in our dialogic and group-based learning approaches, working in concert with partners to create joint research propositions and seek grant and research council funding.
To develop our charitable activities locally especially in the area of mental health/wellbeing as well as in the area of care support (through our annual Carers Weekend now in its eighth year) and other health and wellbeing-related events.
To participate in the Kickstart scheme for young unemployed, providing opportunities for meaningful jobs and gaining experience, and support our local community.

Statement as to disclosure of information to auditor

The Trustees, who were in office on the date of approval of these accounts, have confirmed that, as

unaware and have confirmed that they have taken all the steps that they ought to have taken as trustees in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor.

Third party indemnity provision for trustees (directors)

Qualifying third party indemnity provision is in place for the benefit of all trustees (directors) of the company.

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Auditor

RSM UK Audit LLP has agreed to offer themselves for re-election as auditor to the charity.

oard as trustees and the Strategic Report (included therein) is approved by the Board of Trustees in their capacity as the directors at a meeting on 3[rd] May 2022 and signed on its behalf by:

R. Leek

Chair

Forest Road Horsham West Sussex, RH12 4TB

Roffey Park Institute Limited Report of the Trustees and Directors 31 July 2021

Responsibilities

The trustees (who are also directors of Roffey Park Institute Limited for the purposes of company law) are responsible for preparing the Trustees' Report (including the Strategic 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 that give a true and fair view of the state of affairs of the charitable company and the group and of the incoming resources and application of resources, including the income and expenditure, of the charitable group for that period. In preparing these financial statements, the trustees are required to:

select suitable accounting policies and then apply them consistently;

observe the methods and principles in the Charities SORP;

make judgments and estimates that are reasonable and prudent;

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

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

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 the group 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.

Roffey Park Institute Limited Independent auditor's report

Independent auditor's report to the members of Roffey Park Institute Limited

Opinion

subsidiaries ( (including the Consolidated Income and Expenditure Account), the Consolidated and Company Balance Sheets, the Consolidated Cash Flow Statement and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

affairs as at 31 July 2021
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

Basis for opinion

We have been appointed auditors under the Companies Act 2006 and section 151 of the Charities Act 2011 and report in accordance with those Acts.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our statements section of our report. We are independent of the group and parent charitable company in accordance with the Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the 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 nue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the Report of the Trustees and Directors other than the within the Report of the Trustees and Directors. 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.

Roffey Park Institute Limited Independent auditor's report

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

year for which the financial statements are prepared is consistent with the financial statements; and
the
have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent charitable company and their environment obtained egic Report included with

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the parent charitable company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent charitable company financial statements are not in agreement with the accounting records and returns; or ation specified by law are not made; or
we have not received all the information and explanations we require for our audit.

Responsibilities of trustees

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.

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 group or parent charitable company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material 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.

Roffey Park Institute Limited Independent auditor's report

The extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of noncompliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the group audit engagement team;

obtained an understanding of the nature of the sector, including the legal and regulatory framework that the group and parent charitable company operates in and how the group and parent charitable company are complying with the legal and regulatory framework;
inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, Charities SORP (FRS 102), Companies Act 2006, Charities Act 2011 and the parent charitable -compliances which may have a material impact to new or unusual transactions which may not be in accordance with the governing documents and inspecting correspondence with external legal advisors and updated internal documentation and policies to reflect legal advice.

The most significant laws and regulations that have an indirect impact on the financial statements are those in relation to the GDPR, health and safety and employment laws, including IR35 regulations. We performed audit procedures to inquire of management whether the group is in compliance with these law and regulations, inspected professional fee and legal expenditure transactions to identify possible non-compliance and internal handbooks, manuals and other documents updated to reflect legal advice or changes in legislation.

The group audit engagement team identified the risk of management override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments, evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business and challenging judgments and estimates.

A further description of our responsibilities for the audit of the financial statements is provided on the Financial Reporting http://www.frc.org.uk/auditorsresponsibilities

Roffey Park Institute Limited Independent auditor's report

Use of our report

Part 16 of the ed by members as a body, for our audit work, for this report, or for the opinions we have formed.

Zoe Longstaff-Tyrrell (Senior Statutory Auditor) For and on behalf of RSM UK AUDIT LLP, Statutory Auditor Chartered Accountants Portland, 25 High Street Crawley West Sussex RH10 1BG

Date:

Roffey Park Institute Limited Consolidated Statement of Financial Activities ( Including Consolidated Income & Expenditure Account ) For the year ended 31 July 2021

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

Roffey Park Institute Limited Company Registration No. 923975 Consolidated and Charity Balance Sheets At 31 July 2021

Income and Expenditure account) has not been included in these financial result for the year was a deficit of £1,143,781 (2020: deficit of £1,205,002).

The Board of Trustees approved and authorised for issue the accounts on pages 22 to 39 on 3[rd] May 2022. The accounts are signed on behalf of the Board by:

R. Leek, Chair

D. Guerin, Director

Roffey Park Institute Limited Consolidated Cash Flow Statement For the year ended 31 July 2021

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

1. Principal accounting policies

Basis of accounting

The 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 (FRS 102) (second addition effective 1 January 2019) (Charities SORP (FRS 102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) and the Companies Act 2006.

No acquisitions took place during the year and all consolidated activities are continuing.

The statement of financial activities (SOFA) and balance sheet consolidate the accounts of the charity and its subsidiary undertakings. The results of the subsidiaries are consolidated on a line by line basis. The charity has availed itself of Paragraph 3 (3) of Schedule 4 of the Companies Act and adapted the Companies Act formats to reflect the special nature of the charity's activities. In accordance with s408 of the Companies Act, no separate SOFA has been presented for the charity alone.

Roffey Park Institute Limited meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy.

Reduced disclosures

In accordance with FRS 102, the Company has taken advantage of the exemptions from the following disclosure requirements;

Presentation of a Statement of Cash Flow and related notes and

disclosures

Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income.

Going concern

As at 31 July 2021 Roffey Park Institute Limited had net current liabilities of £1,480k (last year net current liabilities of £1,727k). Following a technical breach of the financial covenant with Unity Bank (note 13), the long term loan has been restated as due in less than one year.

The sale of the site, for £6,250k in April 2022 has enabled us to immediately clear the loan balances with Unity and NatWest, and provide us with a significant cash cushion.

The financial statements have been prepared on the going concern basis which assumes that the charitable group and the parent charity will be able to continue in operational existence for the period to May 2023. The sale of the site in April 2022 has provided a significant cash injection of over £3.3m net of all loan repayments and the prepayment of 2 years of site lease payments. Even if the future income generation is lower than forecast next year, this cash injection will ensure the charitable group will be able to continue in operational existence to July 2023.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

1. Principal accounting policies (continued)

Income

Income, including fees receivable and charges for services and use of premises, are accounted for in the period in which the service is provided and are stated net of VAT.

Income from trading activities include the trading activities of the subsidiary company, Roffey Park Services Limited and bank interest receivable.
Income received from government grants (the Job Support Scheme) of £348,848 (2020: £215,127). Recognition of the grant is based on the accruals model. There were no unfulfilled conditions in relation to this income and no other assistance received from the UK government in 2021 (2020: nil).
Charitable activities represent the educational and research activities. Fees receivable are stated after deducting concessions of £95,000 (2020: £263,000). These are available in each of the business streams.

Expenditure

Expenditure is accounted for on an accruals basis.

Costs of raising funds include the trading activities of the subsidiary company, Roffey Park Services Limited and the financing costs associated with interest on the long term bank loan.
Charitable activities represent the educational and research activities and include both the direct costs and the support costs relating to them. Expenditure on research is charged to the SOFA as incurred.
Support costs include central functions and have been allocated to activity cost categories on a basis consistent with the use of resources e.g. allocating property costs on their usage and staff costs by time spent.

Intangible assets

Intangible assets purchased are only recognised when future economic benefits are probable and the cost of the asset can be measured reliably. Intangible assets are initially recognised at cost and subsequently measured at cost less accumulated amortisation from the point at which the assets come into use. Intangible assets are amortised through the SOFA over the expected useful lives as follows:

Computer software

2 - 5 years

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

1 Principal accounting policies (continued)

Depreciation

Depreciation of fixed assets is charged by equal annual instalments commencing with the year of acquisition at rates estimated to write off their cost or valuation less any residual value over the expected useful lives that are as follows:

Freehold land Nil Freehold buildings 50 years Grounds store and workshop 20 years Furniture, fittings and equipment 4 - 10 years IT equipment 2 - 5 years

Small items of capital expenditure under £500 are expensed through the SOFA and not depreciated.

Operating Leases

Rentals paid under operating leases are charged to the SOFA as incurred.

Stocks

Stocks, including consumables, are valued at the lower of cost and net realisable value, after making due allowance for obsolete and damaged items.

Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense. The best estimate of the expenditure required to settle an obligation for termination benefits is recognised immediately as an expense when the Charity is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Pensions

The TPS is a statutory, contributory, defined benefit scheme, governed by the Teachers' Pensions Regulations 2010, schools and other educational establishments, including academies, in England and Wales that are maintained by local authorities. In addition, teachers in many independent and voluntary-aided schools and teachers and lecturers in some establishments of further and higher education may be eligible for membership. Membership is automatic for full-time teachers and lecturers and, from 1 January 2007, automatic too for teachers and lecturers in part-time employment following appointment or a change of contract. Teachers and lecturers are able to opt out of the TPS.

Under the definitions set out in FRS 102 section 28, the TPS is a multi-employer pension scheme. The Institute is unable to identify its share of the underlying assets and liabilities of the scheme.

Accordingly, the Institute has accounted for its contributions to the scheme as if it were a defined-contribution scheme. The Institute has set out above the information available on the scheme and the implications for the Institute in terms of the anticipated rates.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

1 Principal accounting policies (continued)

As from 1 July 2003 all staff are eligible for participation in a group personal pension plan managed by Standard Life. This is a defined contribution scheme and contributions to the scheme are charged to the SOFA as incurred.

Taxation

Roffey Park Institute Limited is a registered charity and as such its income and gains falling within Sections 466 to 493 of the Corporation Tax Act 2010 or section 256 of Taxation of Chargeable Gains Act 1992 are exempt from corporation tax to the extent that they are applied to its charitable objects. Roffey Park Institute Ireland is not a charity and is subject to corporation tax in Ireland.

Foreign currency

Transactions expressed in foreign currencies are translated into sterling at rates of exchange approximating to those ruling at the date of transaction. Monetary assets and liabilities are translated at rates ruling at the balance sheet date. All differences are taken to the Statement of Financial Activities (SOFA).

Interest receivable

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the Bank.

Debtors

Trade and other debtors are recognised at the settlement amount due after any trade discounts offered. Prepayments are valued at the amount prepaid net of any trade discounts due.

Creditors and provisions

Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

Financial Instruments

The charity only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amortised cost using the effective interest method.

Fund Accounting

Unrestricted funds are available to spend on activities that further any of the purposes of the charity. Designated funds are unrestricted funds of the charity which the trustees have decided at their discretion to set aside to use for a specific purpose.

Judgements and Key Sources of Estimation Uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Management consider there are no significant judgements or key sources of estimation uncertainty impacting amounts recognised in these financial statements.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

2 Education

11% (2020 16%) of the Institute's incoming resources from educational activities have been earned from services performed outside the UK and/or received from clients based outside the UK.

3 Subsidiary Undertakings: Roffey Park Asia Pacific Pte Ltd (RPAP) Roffey Park Services Ltd (RPS) and Roffey Park Institute Ireland CLG (RPE)

RPAP (registered address 600 North Bridge Road, 05-01 Parkview Square, Singapore 188778 and business address 3 Temasek Avenue, Level 21 Centennial Tower, Singapore 039190) undertakes training and research activities and RPS (registered and business address Forest Road, Horsham, West Sussex, RH12 4TB) undertakes lettings activities and provides bar facilities. The charity owns the whole of the share capital of each subsidiary. Their trading results for the year, as extracted from the audited accounts, are summarised below.

RPS Trading costs of £307,245 (2020 £562,025), as shown on page 22, comprise cost of sales and administration expenses. On 12[th] April 2019, a new undertaking of the Charity was incorporated in Ireland (Roffey Park Institute Dublin, Ireland and its business address is 4-5 Burton Hall Road, Sandford, Dublin, Ireland. RPE is a company limited by guarantee, on winding up the Charity is guaranteed to pay £1.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

4 Expenditure

5 Employees

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

5 Employees (continued)

The number of employees whose emoluments (total pay, vehicle and medical insurance) amounted to over £60,000 in the year was as follows:

over £60,000 in the year was as follows:
	2021	2020
	Number	Number
£60,001 - £70,000	3	2
£70,001 - £80,000	3	3
£80,001 - £90,000	1	3
£90,001 - £100,000	-	1
£100,001 - £110,000	2	2
£110,001 - £120,000	1	2
£140,001 - £150,000	1	1
No trustee received remuneration from the charity during the year.
Trustee indemnity insurance cover was provided.
	2021	2020
	£	£
Out of pocket, travel, subsistence and professional membership
expenses incurred by and reimbursed to one (2020 three)
trustee totalled:	143	2,062

The key management personnel of the group comprise the trustees, the Chief Executive, the Academic Operations Director, the Head of Governance & Legal and Company Secretary, the Head of Finance and the Head of Asia Pacific. The employee benefits of key management personnel for the group was £494,243 (2020: £398,713).

Pension costs

The Charity's employees are eligible for membership of either the Teachers' Pension Scheme (TPS) or the Standard Life Group Personal Pension Plan. However, the TPS was closed to new entrants with effect from 1 July 2003. The total pension cost for the period was £159,531 (2020: £167,219). The Charity did not contribute to the TPS (2020: Nil) and £34,421 (2020: £68,326) to Standard Life for 6 members of staff whose emoluments amounted to over £60,000 in the year.

Standard Life Group Personal Pension Plan

As from 1 July 2003 all staff are eligible for participation in a group personal pension plan. The charity contributes up to 8% of pensionable salary into this defined contribution scheme.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

6 Allocation of governance and support costs

Allocation of support costs within total expenditure:

Financing costs include £37,610 (2020: £44,968) of bank interest payable during the year on the property loans.

Governance costs are made up of follows:

Trustee expenses Staff costs	2021 £ 45,525 143 47,907 93,575	2020 £ 31,450 2,062 65,488 99,000

7 Intangible assets Group and Charity

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

8 Tangible fixed assets - Group

Capitalisation and replacement of Institute buildings and equipment

The original Institute land and buildings were professionally valued by N Hodgson ARICS on 19 January 1996 at £2,367,680 on an existing use basis of which £2,034,680 related to the buildings and £333,000 to the land. A later addition to acquire building development land was revalued by the trustees on 31 July 1999 at £260,000 of which £60,000 related to the buildings, now demolished, and £200,000 to the land.

8 Tangible fixed assets - Charity

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

Investments	Charity	Charity
	2021	2020
Cost	£	£
1 August 2019 and 31 July 2020	100	100

The charity owns the whole of the 100 issued £1 ordinary shares of Roffey Park Services Limited, a company registered in England registration number 5025908 and with the registered address Forest Road, Horsham, West Sussex, RH12 4TB. The subsidiary has a coterminous year-end and is used for non-primary purpose trading activities, namely letting of spare training room and bedroom space at the Institute and bar trading. All activities have been consolidated on a line by line basis in the SOFA and profits are distributed via gift aid to the charity.

The charity owns the whole of the 1 issued S$1 ordinary shares of Roffey Park Asia Pacific Private Limited, a company registered in Singapore on 23 July 2010. The subsidiary has a coterminous year-end and undertakes training and research activities. All activities have been consolidated on a line by line basis in the SOFA. The charity is a member of Roffey Park Institute Ireland CLG and has 100% effective control, so its results are also consolidated on a line by line basis in the SOFA.

During the year, for the group, fees of £2,490,033 (2020: £1,930,405) were receivable in advance and fees of £2,470,980 (2020: £1,852,644) were released and recognised within the SOFA.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

The long term loan and short term loan were refinanced in June 2017 into one long term loan. The new bank loan is secured on the freehold property of the Institute. The long term loan is repayable by 30 June 2037 at an interest rate of 2.75% per annum above the Bank of England base rate. Following a technical breach of the financial covenant this year with Unity Trust Bank, the long term loan has been restated as being due within 1 year. Subsequent to the year end (January 2022), the bank has issued a Reservation of Rights, confirming that as a consequence of the breach an event of default has occurred. They have stated that it is not the present intention of the bank to exercise its rights in connection with the default, but the bank retains all Rights in respect of the breach. In August 2020 the Charity secured a coronavirus business interruption loan (CBIL) from NatWest bank of £1m to support its future working capital requirements. It was drawn down on 10[th] August 2020. The loan is secured on the property as a second charge behind Unity Trust Bank and is repayable over 6 years at an interest rate of 3.74% above base rate. In the first 12 months following draw down year there is no requirement to make any repayments and no interest cost will be accrued.

14 Financial Instruments

at 31 July were:

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

15 Total unrestricted funds

Depreciation on the revalued assets is transferred to the general fund account. The designated Val Hammond fund is held as cash and was created to provide start up resources for research projects and will be used as and when suitable projects arise. It will be funded by transferring 10% of the surplus made in future years, from the unrestricted general funds. All other assets and liabilities relate to unrestricted general funds.

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

16 Members' liability

Roffey Park Institute Limited is limited by guarantee of its members, whose maximum number is 50. Each member's guarantee is limited to a sum not exceeding £1

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

17 Guarantees and other financial commitments
The company, under a group VAT registration, is jointly and severally liable for Value Added Tax due by Roffey Park Services Limited. At 31 July 2021 this amounted to £159,071 (2020: £46,343).

Total future minimum lease payments under non-cancellable operating leases are as follows:

18 Consolidated cash flows

19 Related party transactions

During the year, the charity entered into the following transactions with related parties:

Roffey Park Institute Limited Notes to the Accounts 31 July 2021

(Continued)

20 Post balance sheet events

The sale and lease back of the site at Horsham to was completed on 4th April 2022. The sale price was £6,250k and the lease agreement is a 5 year lease for £375k per annum. The sale of the site will result in a large book write-off of assets (of approximately £700k), the clearance of all debts with Unity and NatWest and a significant cash injection.