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2023-03-31-accounts

THE FOUNDATIO ANNUAL REPORT & FINANCIAL STATEMENTS Year Ended 31st March 2023

CONTENTS LEGAL AND ADMINISTRATIVE INFORMATION WHO WE ARE AND WHAT WE DO ACTIVITIES REPORT TRUSTEES, REPORT 8-11 INDEPENDENT AUDITOR'S REPORT 12-14 STATEMENT OF FINANCIAL ACTIVITES 15 BALANCE SHEET 16 CASH FLOW STATEMENT 17 NOTES TO THE FINANCIAL STATEMENTS 18-26

LEGAL AND ADMINISTRATIVE INFORMATION

Charity Name: The Harley Foundation Charity Registration number: 276611 ����������������������������������������� ��������������������� Worksop Nottinghamshire S80 3LT Trustees: Mr W H M Parente Ms D M A Parente Mr R J Brown Mrs Z Caldecott Mr M Fullerlove (resigned 23 August 2022) Ms P J Glanville (appointed 23 August 2022) Senior Management: Ms Lisa Gee (Director) Curatorial Advisory Group: Mr M Hall Mrs K Hearn (Chair) Ms H Obee Mr H Wyndham Auditors: Dixon Wilson Audit Services LLP 22 Chancery Lane, London WC2A 1LS Bankers: NatWest Bank Plc 69 Bridge Street Worksop, S80 1DJ Solicitors: Wiggin Osborne Fullerlove 52 Jermyn Street London, SW1Y 6LX Investment Managers: CCLA Investment Management Limited Senator House, 85 Queen Victoria Street London, EC4V 4ET Thesis Asset Management Limited Exchange Building, St John’s Street Chichester, PO19 1UP

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WHO WE ARE AND WHAT WE DO The Harley Foundation was set up in 1978 by the late Duchess of Portland to encourage creativity and to help maintain traditional craft skills. Today we aim to help more people access and enjoy the visual arts and to help artists and makers to continue to create. Vision To encourage people to enjoy the visual arts and crafts. To create spaces where the imagination can flourish. and be enjoyed. To spark creativity by bringing the old and the new face to face through public exhibitions in the Harley Gallery and the Portland Collection gallery. To celebrate the handmade through exhibitions, events, and studio spaces. To offer artists and makers spaces to create and sell their work. Mission Activities Admission to both galleries is free. At the Harley Studios we provide subsidised workspaces and special schemes of support for individ- ual artists and makers. The Harley Gallery has three exhibition spaces. The exhibition spaces show the work of contempo- rary artists and makers through a varied programme which changes five times annually. The Gallery has an annual programme of events for 8dult visitors. families, schools and children. The Gallery Shop sells work from around 250 makers and craftspeople from across the UK. The Poriland Collection Gallery shows fine and decorative arts from the Portland Collection. The Harley Foundation receives an annual income from the investment of the gifts made by the late Duchess of Portland in 1978 and from the late Lady Anne Bentinck in 2010. In addition the Founda- tion raises income from studio licence fees, grant funding for wrticular projects and via It's trading subsidiary from the Harley Gallery shop, events and café.

ACTIVITIES REPORT Our mission to create spaces where creativity can flourish remained in place, as did our commitment lo engaging with as broad a range of visitors as possible. Both of our gallery spaces remain free admission and we welcomed 83,000 visitors in the year. The ERDF funded Art Trail, linking us lo neighbours Creswell Crags. opened10 March 2022. 27.000 visitors used the Irail over the year. The tiail consists of sculptures by Michelle Reader and Martin Smith. We commissioned a new website for the Harley Foundation which weni live on15th March 2023. The Portland Collection gallery closed for a re-hang in January 2023. It re-opened 25th March with the new exhibition 'Unseen Treasures.. 'Unseen Treasures, consists of displays of pre-eminent works of art, dating from1538- 1870. Items on display include furniture. oil portraits, miniature paintings, silver plate, Royal jewellery, early Netherlandish paintings. Works from the Portland Collection are now listed on the website ART UK which attracts 4M visits annually and promotes 3.400 public art collections. Harley Gallery March- June Harvest Fruit.. Neil Wilkin and Rachel Woodman. handblown glass Interrupted Views.. Jennie Moncur. woven tapestry. The displays coincided with the launch of 'Unseen Treasures. and generated over £35K sales foi the three exhibiting artists. Jan- March Well-travelled.. Anne Kelly. eMbr0￿dered textiles To complement the exhibition we developed a making studio for visitors. This attracted a committed cohort of visitors, many travelling 60 miles plus to visit. Jason and the Argonauts.. Jason Wilsher Mills. digiial installation / sculpture The Harley Open Exhibition. Oct - Dec July- September Over 700 entries from regional artists in a 100m mile radius of the gallery. The Harley Foundation Prize was shared between Mollie Weburn Cowell and Verity Pulman. The Peoples Prize went to'oU￿nS Jubes.. a collage created by children at Child First Nursery and their artist-in-residence. The Welbeck Abbey Brewery prize was won by Jane Hindmarsh for 'Redhill'. April - June Kyra Cane X Vila Nova.. Ceramics and design Potter Kyra Cane has a studio at the Harley Foundation. This exhibition showcased her collaboration with internaiional interior design company Vila Nova. During the year the gallery shops generated £214k of sales of one-off pieces by artists and designers.

r?nte We received the following grants duiing the year.. £24.573 from Inspire, N.C.C. to subsidise a programme of adult and family learning in the Harley Pollery Studio and EdU￿tIOn Studio. £11,500 from the John Hemingway Trust to develop a community education programme. Public Benefit Both the Harley Gallery and the Portland Collection museum are open 6 days a week and are free admission. The Harley Pottery Studio ran classes for students of all ages and abilities. We have continued to work In partne.rship with Nottinghamshire MIND lo offer short courses to their service users. Arlisi biua105 The Harley Foundation offers 22 artist studios at subsidised costs to practicing artists. The studios were full throughout the year. Current occupants this year.. Restoration The Glass Repository Goet2e Gwynn - Organ Restoration Ross Alcock - Clock Restorer Mark and Diana Roberts - PairTrting Cornservation Fiona Hutchinson - Ceramic Restoration Geoff Tinniswood - Keyboard Restoration Visual Arts Michelle Reader - Sculptor Phil Neal Sculptor Steve Handley - Sculptor Hilary Bower - Textile Artist Louise Asher Textile Artist Louise Presley - Textile Artist Lauren Geoghegen - £thical fashion designer Craft and Design Laura Baxter - Jeweller Natalie Harris - Jeweller Janie Withers - Textile Design Ruth Waller and Lee Hewitt Textile Designers Richard Hartley Guitar maker Lynne Stanniland - Potter Rachel Wood - Potter Kyra Cane - Potter Simon Mount - Furniture Maker

Education A full programme of school workshops was offered throughout the year. The grant from N.C.C. heltEd fund the Harley Pottery Studio which ran c£)urses for a range of users of different abilities. The Portland Collectior) commissioned three different gallery trails which are offered to visitors free of charge. Monthly gallery talks were programmed and were fully sdd out. These are offered on a 'pay what you can afford, basis. Lift Offl Is a framework for teaching art to children and is offered as a free download from our website.

TRUSTEES, REPORT The Trustees present their report and audited financial statements for the year ended 31 March 2023. The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the accounts and comply with the charity's Trust Deed, the Charities Act 2011 and the Charities SORP IFRS 1021 Goi'i If Ildl Ice and ManagL'I i i I Il The full name of the unincorporated charity is 'The Harley Foundation, ( Foundation l. The Foundation is goveined by a Trust Deed dated 11 September1978 and various supplemental deeds. The Foundation's registered office address and current Trustees are listed on page 3. The Foundation has a wholly-owned subsidiary, Harley Gallery Trading Limited, a private company lim- ited by share capital. cornpany number 08083700. The subsidiary carries on trading activities under the direction of the Trustees and senior management. Recruitment and Appoinimenl of Trustees Trustees are appointed by unanimous formal resolution of the 808rd of Trustees. The Trustees have the Fower lo add, amend. replace or revoke all or any ol the powers conferred on them by the Trust Deeds provided that no exercise of that power shall affect the objects of the Foundation. 'Iion an(1 Potential Trustees m&1 with the Director and Chair of Trustees for a discussion about the work of the Harley Foundation and the interaction between staff and Trustees. They are invited lo join us for a full Trustee Meeting and to meet with other Trustees. Once Trustees have joined, they are given a full infor- mation pack with Information about current work projects, the mission statement and fuiure plans. They then spend time with gallery staff, key stakeholders and partners. All new Trustees are given appropriate Charity Commission documents relating to good practice for Charity Trustees. The Trustees have examined the major risks to which the Foundation is exposed. Financial sustainability is the major financial risk for both the Foundation and its subsidiary. A key element In the management of financial risk is a regular review of available liquid funds to settle debts as they fall due. In particular. the Foundation's investments are monitored to ensure sufficient funds are generated to provide working capital for the Foundation and its subsidiary company. There are also non-financial risks arising from healih and safety of staff. clients and visitors lo the gallery. Procedures are in place to manage these risks, and these procedures are periodically reviewed lo ensure that they continue to meet the require- ments of the Foundation. Curaiorial Advisory Group The Curatorial Advisory Group considers the display of works from the Portland Collection in the Foun- dation's galleries. The terms of reference of the group are to offer advice and oversight of proposed ex- hibitions of the Portland Collection. to propose likely academic links and partnerships and to advise on best practice with regard to interpretation and display matters. Members to the Group are appointed for a 3-year term which may be extended. The Curatorial Advisory Group is made up of leading art histori- ans and curators and the members of the group are listed on page 3.

The Foundation's objects as set out in the Trust Deeds are.. The advancement of public education particularly in arts and crafts and the improvement of pub- lic taste therein.. The promotion and assistance in the promotion of training, apprenticeship, instruction and edu- cation of persons in the United Kingdom in the practice and performance of arts and crafts,. Such other charitable objects for the advancement of education as the Trustees not being less than three in number shall from time to time by deed or deeds executed with their unanimous consent declare. The Foundaiion's principal activities in pursuance of its objectives are.. The maintenance of the Harley Gallery as a premier location in Nottinghamshire for the promo- tion of exhibitions of art and craft, and as a venue for the holding of courses for schcx)I children and adult learners," The maintenance of the Portland Collection gallery for the display of historic fine and decorative arts from the Portland Collection. The displays are semi-permanent and change every 33 months." The provision of subsidised workshops for craftspeople to encourage training and preservation of art and craft skills. The Foundaiion gives encouragement to artists lo display and sell their work at the Gallery and elsewhere, The grant of sponsorship and bursaries in support of the educational role of the Foundation, and,. The Foundation aims to attract at least 90,000 visitors per annum to the Harley Gallery and max- imise the occupancy of its craft workshop, as well as maximising the opportunities it can offer to support and promote arts and crafts. Information on the Foundation's activities during the year is given on pages 5 to 7. Public Benefit Statement The Trustees, having regard to the Public Benefit guidance published by the Charity Commission in ac- ordance with section17 of the Charities Act 2011, consider that the purpose and activities of the chari- ty satisfy the requirements of the public benefit test set out in section 4 of the same Act. The Trustees, having reviewed the future commitments of the Foundation. afe of the opinion that the funds and investments held at the year end are rTrecessary to produce income and gains to supplement that generated from its charitable activities in order to maintain the normal operations of the Founda- tion, to cover ongoing costs of maintaining and operating the gallery and workshops, and to continue the educational activities of the Foundation. The Trustees are confident that the Foundation has the financial resources to continue to further its charitable objectives outlined above.

Finaiicial Rei,. A summary of the Foundation's results for the ye8r are as set out In the Statement of Financial Activities on page 15. IOOYo12022.. 1001.1 of the Foundation's expenditure related to its key charitable objectives. The Foundaiion's total outgoing resources this year were £1.211,92512022.. £1,023,799) which has been funded through income generated from the Foundation's charitable activities of £121,897 12022.. £89,641), investment income of £394.77912022. £353.9511. donations from Harley Gallery Trading Lim- ited of £42,34912022.. £nill and other income of £nil (2022.. £89,2771 leaving a deficit for the year of £596,04812022. £490.930 deficit) There were also net gains arising on the Foundation's fixed and cur- rent asset investments in the year amounting to £28.42612022 net gains £984,1491, resulting in total unrestricted funds carried forward of £24.405.32912022. £25.029.8031. PrinciDal Fundinq Sources The principal sources of funding for the Foundation are income and gains generated by its investments. supplemented by Income generated by Harley Gallery Trading Limited, grants from third parties and license fees paid by the occupants of the craft workshops. The Trustees have adopted a balanced Investment approach with the view of achieving a long term total return through a mixture of property and equity investments Details of the Foundation's current vestments in agricultural land and equities are set out in note 8 of the financial statements. The Foundation has holdings in two invesimeni funds.. the COIF Charities Investment Fund, managed by CCLA Investment Management Limited, and The Ord Fund ICVC. managed by Thesis Asset Manage- ment Limited. Both funds have similar approaches.. The investment objective is to maximise its total re- turn from a diversified portfolio. mainly of equities, spre8d across glob81 markets principally through se- curities and shares in collective schemes but also through money market instruments. deposits and cash or near cash investments. No emphasis is placed on any particular economic. industrial or geo- graphical sector. The funds have a foGUS on total return rather than high yield and the Trustees plan to sell units lo provide funds to subsidise the Foundation's charitable activities. The Foundation's tradeable Investments showed a revaluation loss of £471,01612022. gain of £709,074). The value of the Foundation's agricultural land increased In the year by £420,00012022. £255,000 in- crease). Overall, the value of the Foundation's investments increased by 7%12022.. 34Yo increase). io

I I,)r mAricl(Jriineni Matters ol slfalegy are agreed by the Trustees whilst day to day management Including decisions involving the execution of strategy are delegated to the senior management. The pay of key management personnel is reviewed annually. The review considers pay in the sector. the general economic environment and personal performance. Responsibilities of the Trustees The Trustees are responsible for preparing the Report of the Management Committee and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United King- dom Generally Accepted Accounting Practice). The law applicable to charities in England & Wales 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 charity and of the in- coming resources and application of resources of Ihe charity for that period. In preparing these finan- ci31 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 judgements and estimates that are reasonable and prudent.. state whether applicable accounting standards have been followed. subject to any material depar- tures disclosed and explained in the financial statements,. prepare the financial statements on the going concern bas1s unless it is inappropriate to presume that the charity will continue in business. The Trust&s are responsible for keeping accounting records which disclose with reasonable accuracy the financial position of the Foundation and enable them to ensure that the financial statements comply with the Charities Act 2011, the Charity (Accounts and Reports) Regulations 2008 and the provisions of the Trust Deeds. They are also responsible for safeguarding the assets of the Foundation and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Trustees are responsible for the Maintenan￿ and integrity of the financial information included on the Foundation's website. Legislation in the United Kingdom governing the preparation and dissemina- tion ol financial statements may differ from legislation in other jurisdictions. So far as each Trustee is aware. there is no relevant Information that has not been disclosed to the Foundation's auditors and each Trustee believes that all steps neTrssary have been taken that ought to have been taken to make them aware of any relevant audit information and to establish that the Foun- dation's auditors have been made aware of that information. This report has been prepared in accordance with the Charities SORP IFRS102). Approved by t rd of Trustees on 7 KXXI£M￿ ￿3and signed on its behalf by.. WHMPa ente Trustee li

INDEPENDENT AUDITOR'S REPORT nnininn We have audited the financial slalements of The Harley Foundation (the 'charity'l for the year ended 31 March 2023 which comprise the statement of financial activities, balance sheet, statement of cash flows and notes to the financial statements, including a summary of significant accounting policies. The finan- cial reporting Iramework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard ap- plicable in Ihe UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements- give a true and fair view of the state of the charity's affairs as at 31 March 2023 and of its incoming resources and application of resources, for the year the ended,. have been properly prepared in accordance with United Kingdom Generally AC￿pted Accounting Practice,. have been prepared in accordance with the requirements of the Charities Act 2011. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) IISAS IUKII and ap- plicable law. Our responsibilities under those standards are further described in the Auditor's responsibil- ities for the audit of the financial statements section of our report. We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in ac- cordance with these requirements. We believe that the audit eviden￿ we have obtained is sufficient and appropriate to provide a basis for our opinion. '.)Iib i. :Ici Ing t￿, going concern In auditing the financial statements, we have concluded that the trustee's use of the going concern basis of accounting in the preparation of the financial statements ￿S appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significani doubt on the charity's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. 12

Other information The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The trustees are reswnsible for the other information. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial slalements. our responsibility is to read the other infor- mation and, in doing so. consider whether the other information is materially Inconsislent with the finan- cial statements or our knowledge obtained in the audit 01 otherwise appears to be materially misstated. If we identify such material Inconsistencies or apparent material misstatements. we are required to de- termine whether Ihere is a material misstatement in Ihe financial statements or a material misstatement of the other information.11. based on the work we have performed, we conclude that there is a material misstatement of this other information. we are required to rewrt that fact. We have nothing to rewrt in this regard. Mailers on which we are required to report by exception We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Reporlsl Regulations 2008 requires us to rewrl lo you if, in our opinion.. the information given in the financial statements is inconsistent in any material respect with the trustees, annual report.. or sufficient accounting records have not been kept,. or the financial statements are not in agreement with the accounting records.. or we have not received all the information and explanations we require for our audit. Responsibilities ol trustees As explained more fully in the trustees. responsibilities statement set out on tkge 11, the trustees are re- sponsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control 8S the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing the charity's ability to continue as a going concern, disclosing, as applicable. matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charity or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audil ol the financial statements We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accord- ance with the Act and relevant regulations made or having effect thereunder. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstaiement. whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAS IUKI will always detect a material misstatement when il exists. Misstatements can arise from fraud or error and are considered material if, individually or in the or in ag- gregate. they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. 13

Irregularities. including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with OLJr responsibilities. outlined above, to detect material misstatements in respect of irregularities. including fraud. The extent to which our procedures are cap8ble of detecting irregulari- ties. Including fraud is detailed below.. We gained an understanding of the legal and regulaLory framework applicable to the charity by consid- ering, among other things, the sector in which it operates and considered the risk of acts by the charity that were contrary to applicable laws and regu181ions. including fraud. We designed audit procedures to respond to the assessed level of risk, bui recojnised that the risk of not detecting a material misslaie- meni due 10 fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by. for example, intentional misrepresentations. or through collusion. We focused on laws and regulations which could give rise to a materi81 misstatement in the financial statements. including. but not limited lo UK Charity Law, Our tesls included 8greeing the fin8nci81 state- ment disclosures to underlying supporting documentation, enquiries with management and reviewing correspondence with the Charity Commission. As in all our aLJdiis, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by management that represented a risk of material misstatemeni due lo fraud. There are inherent limitations in the audit procedures described above and, the further removed non- compliance with laws and regulations 15 from the events and transactions reflected in Ihe financial slate- ments, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. A further description of our responsibilities for the audit of the financial statements is located on the Fi- nancial Reporiing Council's website at". www.frc.org.uklauditorsresponsibililies. This description foims part of our auditor's report, Use of our report This report is mede solely to the charity's trustees, as a body, in accordance with regulations made un- der section154 of the Charities Act 2011. Our audit work has been undertaken so that we might state to the charity's Irustees those matters we are required lo slate to them in an auditor's report and for no other purpose. To the fullest extent permitted by law. we do not accept or assume responsibility to any" one other than the charity and the charity's Iruslees as 8 body. for our audit work. for this report, ar foi the oplnions we have formed. Dixon Wilson Audit Services LLP. Statutory Auditor 22 Chancery Lane London WC2A 1LS Date.. Dixon Wilson Audit Service5 LLP is eligible to act as an auditor in terms of section1212 of the Compar)ies Act 2006. 14

STATEMENT OF FINANCIAL ACTIVITIES Unrestricted funds Unrestricted funds Notes 2023 2022 Income Donarions and1￿aCIeS 42.349 Investment income 394.779 353,951 Charitable activities Galleries 60.494 29,266 60.375 - Craft workshops 61.403 Other income 89.277 Total income 559,025 532.869 Expenditure Raising funds Investment management fees 2.449 2.25d Chariiable activities Galleries 1.151.796 1.007.874 - Crali workshops Total expenditure 57.680 13.671 11.211.925) 11,023.7991 Nel Ilossesl]gain8 on investments 28.426 984,149 Net income and net movement in funds 1624.4741 493.219 Reconciliation of funds Total funds brought forward 25.029.803 24.536,584 Total funds carried forward 24.405.329 25,029.803 15

BALANCE SHEET Notes 2023 2022 Fixed Assets Tangible fixed asseis 6.148.953 6.363.4119 Investments 17.861.230 16.557.407 Toial fixed assets 24.010,183 22,920,826 Current assets Debtors 236.810 231.615 Current asset Investments 10 70.650 70.650 C88h at b8nk and in hand 239.395 2.045.256 Total current assets 546.855 2,347.521 Creditors= Amounts falling due within one year 1151.7091 1238.5441 Net current assets 395.146 2.108.977 Total assets less current liabilities 24,405.329 25.029,803 Funds of the charity Unrestricted funds 24,405.329 25.029.803 Approved b e Boar of Trustees onlend signed on its behalf by.. HMPare Trust The notes on pages 17 to 26 form part of these fin8ncial statements. 16

CASH FLOW STATEMENT Notes 2023 2022 Cash flows from operations Net movement in funds 1624,4741 493.219 Less: Investment income 1394.7791 1353.9511 Less.. Net gains on investments 128,4261 1963.5651 Ilricreaselldecrease in debtors (Decreaselllncrease in creditors 10.932 2.861 186.8351 137.207 Depreciation Other 214,874 215.427 12001 Net cash used in operatior)s 1908.7081 1469.0021 Cash flows from investment nvestment income 378.654 353.951 Proceeds from sale of investments 4,634,000 Pur¢h8se of Investments Purchase ol Fixed assets 11.275.000) 18071 13.225.000) 160,0501 Net cash generated from invest- ment 1897.1531 1.702,901 Net movement in cash 11.805.861) 1.233.899 Cash at the beginning of the year Cash al the end of the year 2,045.256 811.357 239.395 2.045.256 17

NOTES TO THE FINANCIAL STATEMENTS Accounting t)olicies Ra.qiq nf ar.p.ni Inrinn The financial statements have been prepared under the historical cost convention. as modified by the revaluation ol ceri8in assets. and in accordance with applicable accounting standards and AccoLJntirig and Reporring by Charities.. Statement of Recommended Practice applicable to charities pieparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (Charities SORP IFRS 10211 (effective l January 20191. The financial srarements have been rounded to rhe nearest £. The Foundaiion is not required lo produce consolidated accounts because it is within the relevant threshold. 1.2 Fund structure The Foundation was created by the Mosi Noble Ivy Duche￿ of Portland by Trust Deed dated 26 January 1978 as a single charitable fund with the Trustees having the power to hold the capital 8nd income of the trust fund in trust 10 apply the same as they shall at their absolute discretior) think fit. By Deeds ol Variation of the Will of Lady Anne Bentinck dated 27 November 2010 and 26 December 2010, various paintings and works of art were bequeathed to the Foundation to hold as part of the single charitable fund on the terms set out atNJve. Income and expend1ture is recognised on an acciuals basis. The following specific policies are applied to particular categories of. Income Dividend income is recognised when the security is quoted ex-dividend. Incoming resour￿$ from charitable trading activities are accounted for when earned, rernt81 income Is accounted for in the period lo which it relates. Grants and donations are recognised once the charity Is entitled to recèive them and there is suff i- cient evidence that any attached conditions will be met. Expenditure All Costs are allocated between the expenditure c8tegories of the Statement of Financial Activities on a basis designed to reflect the use ol the resource. 18

1.4 1,. ,Igible fixed a53f l- Equipment purchased for use In the crafi workshops and gallery office equipment is capit81ised and depreciated by equal instalments over a five year term. The Portland Collection building is depreciated by equal insr8lmenis over a 50 year period. while the fixfuies and fittings are depreciated In equ81 Inst81ments over a 20 year period. The Harley Gallery and the craft workshops have been fully depreciated. Capital expenditure incurred on improving leasehold property is capitalised and included as fixed assets. It is then depFeciated by èqual Instalments over the length of the lease. Exhibits purchasecl for the Harley Gallery are charged In the year they are purchased ag 8 direct cost in accordance with the accounting praciice adopted by Museums ..Iiid Inve:- I'li.Iil Inc.omi: The Foundation's f[￿hold Interests in farm land and buildings are included as invesrment properties. These pioperties are revalued annually and are included in the Balance Sheet 8t their open market valuè (fair valuel In accordance with FRS 102. Investments listed on a recognised Stock Exchange and other ready fealisable investmenrs are valued at their mid-rnarkèt price prevailing at the Balance Sheer date. Profits or losses on sales of investments and net gains on revaluation of investments are credited to the Statement of Financial Activities. Investmenrs in subsidiaries are Included at cost less provision for impairment. 1.6 Current asset investments Current asset Investments are held at the Trustees. best estimate of market value. Realised and unrealised gains andlosses are included in the Siatement of Financial Activities. 1.7 Taxation As a charity. The Harley Foundation is exempt from tax on Income and gains falling within part 10 ol the Income Tax Act 2007 or section 256 of the Taxation ol Chargeable Gains Act 1992 to the extent that these are applied to its charitable objects. No tax charges have arisen In rhe Foundation. 1.8 Key sources of estimation uncertainty The valuation ol investment property is a source of estimation uncertainty, as It is subiective and liable to change due to demand and market conditions. The carrying amouni is detailed in noie 8. 1.9 Government grants Government grants are recognised in other operating income in the period In which the company is entitled to receive payment. 19

Investment income 2023 2022 Income from tradeab￿ investments Rent receivable 303.698 91.081 266,829 87,122 394,779 353,951 Investment management fees totslling £2.449 (2022: £2254} re￿te to the Foundation's investment property. 20

Analysis of Charitable income and expenditure Craft workshops Galleries Grants Total Year ended 31 March 2023 Income Sales arid charges Grants and donations 29,708 30.786 61,403 91.111 30.786 60.494 61.403 121.897 Expenditure Direct Costs 1146.5631 1294.2071 1323.3751 1214.8741 1172.7771 1146.5631 1343.6561 1331.6061 1214.8741 1172.7771 Staff costs 149.4491 18.2311 Premises costs Depreciation Oiher cosrs 11.151.796) 157.6801 11.209.476) Net {deficit}1surplus for the year 11,091.3021 3,723 11,087,579) Year ended 31 March 2022 Income Sales 8nd charges Grants and donations 15.385 60.375 75.760 13.881 13,881 29.266 60.375 89.641 Expenditure Direct costs 194,3411 1292.6201 1259.6731 1215.4271 1145,8131 194.3411 {297.1251 1267.9041 1215.4271 1146.7481 Staff costs {4.5051 18.2311 Premises costs Depreciation Other costs 19351 11,007.8741 113,6711 11.021,5451 Net Ideficitllsurplus for the year 1978.6081 46.704 1931.9041 21

Support and governance costs Auditor's remuneration 2023 2022 Fee payable lo the auditor for the audit ol the financial statements Fees payable to the auditor for other services 6.750 6.300 The above costs are the only support and governance costs incurred during the year. The costs have been allocated to the Galleries. activiiy as the amount allocated to any other 8clivities would be Immateri81. Staff costs 2023 Number 2022 Number Full time Part time 16 15 19 17 2023 2022 Staff costs (for the above persons).. Wages and salaries Social security costs 297.878 259.089 25.690 21.043 Pension costs 13.921 12,520 Staff allowances 6.167 4.473 343.656 297.125 Duriro the year. one employee12022.. one) received emoluments of between É80.000 and £90.000 and the Foundation made pension contributions of £8.020 12022.. £7.6001 In respect of this employee. The Foundation paid rnanagernenl lees to The Welbeck Estates Company Limited as detailed in note 13. Key management personnel includes the director. The total emoluments of key management personnel of the Foundation was £80.180 12022.. E76,0001. Other income 2023 2022 Government grants 89.277 89,277 22

Tangible fixed assets Leas&￿Id Property WoTkshops & galleries Plant and machinery Equipment Total Cost At1 April 2022 Additions Disposals 68.601 10.603,199 171,575 807 18851 75,756 10,919.131 807 18851 At 31 March 2023 68.601 10.603.199 171.497 75.756 10.919.053 Depreciation At 1 April 2022 Charge for the year Disposals 8.443 1.055 4.361.509 192.755 148.721 7.177 1486) 37.039 13.887 4,555,712 214.874 14861 At 31 March 2023 9.498 4.554.264 155.412 50.926 4.770,100 Net book value At 31 March 2023 59.103 6.048,935 16,085 24.830 6,148.953 At 31 March 2022 60.158 6241.6 38.n7 6,363.419 23

Fixed asset investments 2022 Freehold investment properties 4.TA5.000 4,355.000 Tr8deable investments 12886.130 12,072,407 Investment in subsidiary 200.100 130,000 17,861230 16,557.407 Freehold investment properties Market value at 1 April 2022 4.355.OQX) 4.1CK),000 Revaluation gain in the year 420,OCQ 255,000 Market value at 31 March 2023 4.775.000 4,355,000 Historical cost at 31 March 2023 and 1 April 2022 784,131 784.131 The investment properties were valu￿1 by the trustees in o)nsultation wfch an external real estate servi provider. 2023 2022 Tradeable investments Market value at l April 2022 12.072.407 8,138,313 Additions 1284,739 3.225.000 Revaluation Iloss)Igain in the year 1471.0161 709,074 Market value at 31 March 2023 11886,130 12,072,407 Historical cost at 31 March 2023 12.729.984 11,454,984 The Foundation's tradeable investments (x)mptises a hdding of 510.97112022.. 510.4521 units in COIF CFkgritES Investment Fund Inwme Unf(s and 912.976 (2022: 555.3841 sFk3res in The Ord FurKI ICVC. 24

2023 2022 Investment in subsidiary Carrying value at l April 2022 130.000 130,000 Reversal of Impairment 70,100 Carrying value at 31 March 2023 200,100 130,000 The Investment in subsidiary represents a 100% holding in Harley Gallery Trading Limited. a company which carries out tr8ding 8Ctivilies pieviously carried out by the Foundation (see also note121. Debtors 2023 2022 Trade debtors Other debtors Prepayments and accrued income 18.593 68.830 149,387 9.356 72.869 149.390 236.810 231.615 io Current assei investments 2023 2022 Works of art Market value at l April 2022 Disposals - revalued amount 70.650 4.704.650 14.634.000) Market value al 31 March 2023 70.650 70.650 Creditors 2023 2022 Trade creditors Other creditors 47.578 75.764 29.997 38.083 170.464 The Welbeck Estates Comp8ny Limired 28.367 151,709 238.544 25

12 Tru%toe remuner81ion and related partv transactions No Trustee received any remuneration or reimbursement for expenses in the period12022.. £nill. Two of the Trusteès ale directors ol The Welbeck Estates Company Limired I'the companv"). During the period. the Foundation was charged £19.80512022.. £19.7341 in lent and £85.65212022.. £72.0601 in man- agement charges and insurance cosis. These transactions were carried out on an aims-length basis. The company also paid expènditure on behalf of thè Foundation. The balance outstanding al Ihe period end is shown in note 11. The Harley Foundation owns 100% of the share capiial of Harley Gallery Trading Limited 1.the company"). During the period. the company paid rent of £15.32212022.. £13.7561 to rhe Foundation The Foundation advanced loans lo and paid expenses on behalf of the company of £226.04012022. £135.1451 The Foun- dation received funds on behalf of and repaynienls from the company of £231.90012022.. £167.9751. The company also made a dor)8tion to the Foundation of £42,34912022.. £nill. At rhe balance sheet date the amount due from the company was £68,83112022.. £74.6911 13 Financial instruments 2023 2022 Financial assets that are tradeable Investments measured at fail value through profit or loss Financial assets that are debt instruments at amortised cost 12.886.130 12.072,407 326.820 2.127.481 Financial assets that 8re equity instruments measured at cost less impairment Financial liabilities that are debt Instruments measured at amortised cost 200.100 130.000 1145.4781 1233.1561 13.267.572 14,096,732 26