COMPANY REGISTIUTION NUMBER: 1697536 CHARITY REGISTRATION NUMBER: 286908 CHARITWORTH LIMITED AND SUBSIDIARY IINDFRTAKINC.8 FIIYANCIAL STATEMENTS for the year ended 31 MARCH 2024 COHEN ARNOLD Chartered Aceountanls & Stalutory Auditor New Burlington House 1075 Finchley Road London NWI I OPU CHARITWORTH LIMITED AND SUBSIDIARY UNDERTAKINGS INDEX TO THE FINANCIAL.STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 PAGES Trustees, annual report (incorporating ihe director's report) Itos Independent audiloT'S report to the members 6tolO Consolidated statement of financial activities (including the consolidated income and expeJ]diture account) li Consolidated balance sheet 12 Charity balance sheet 13 Consolidated slatement of cash flows 14 Notes to the financial statements 15to32 CHARITWORTH LIMITED COMPANY LIMITED BY CUARANTEE TRUSTEES, ANIYUAL Illl PORT INCORPORATINC THE DIRECTORS, RII PORT YEAR ENDED 31 MARCH 2024 The trustees, who are also directors for the pulyoses of company law, present their report and ih¢ financial statements of the charity and its subsidiary undertakings for Ilie year ended 31 March 2024. REFERENCE AND ADMINISTRATJVE DETAILS Registered charity name Charity registration number Cfjmpany registration number Principal office and registered offic Charitworth Limited 286908 1697536 New BurliTJgton House 1075 Finchley Road London NWI I OPU The trustees Mr D M Halpern Mrs l R Halpern Mr S J Halpern Mr S Halpern MTS I R Halpern Cohen Arnold Chartered Accovntanls & Statutory Auditor New Burlington House 1075 Finchley Road London NWI I OPU Company secretary Auditors STRucfuRE, GOVERNANCE AND MANAGEMENT The day to day affairs of the charity are adminlstered by ihe Council of Governors, the chairnian of which is Mr D M Halpern. None of the govemorsl(trustees) have any beneficial interest in the charity. It is not currently ihe intention of the trustees of the charity to appoint new trustees. Should the 5itualion change in the future, the trustees will apply suitable recruitmenl and ti-aining procedures. As the charity is a company limited by guarantee, its governing documents are its memorandum and articles of association. The article5 of &ssociation of ihe company do not require the trustees to retire by rotation. CHARITWOR"fFI LIMII"ED COMPANY LIMITID IIY GUARANTfi [ TRUSTEES, ANNUAL REPORT ItYCORPORATING THF. DIRECTOR'S REPORT YEAR ENDED 31 MARCH 2024 STRUCTURF., GOVERNANCE AND MANAGEMENT (Continued) Group structure and relationships The charity has the following wholly owned non-charitable subsidiaries'.- Dominon Associates Limited a Property trading company Alphachoice Limited a property investtnenl Lompany Astorheights Limited a propei'ly investment company Headbright Limited a PToperty investmcnt company Metrona Limited a property invcsirnent company Mosaic Property Developments Limited a properly inveslment company Tomenstai. Limited a property invLstment Loinpany Dominion Associates Limited has the following wholly owned operating subsidiary:_ Brandnow Limited a property invesiment company Alphachoice Limiled has ihe following wholly owned subsidiaries:. Concorda Limited a property iiiveslment company Opulent Properties Limited - a Property invesiment company The trustees of this company include direclors of the above companie.8. The trustees did not receive any remuneration for their services nor did they receive any reimbursement tor out of pockel expenses. OBJECTIVES AND ACTIVITIES The charity is eslablished to further those purposes both in the United Kingdom and abroad recogi)ised as charitable by English Law and in furtherance of the charity's objects, namely, Ihe advancement of religion in accordance with the orthodox Jewish faiih and the relief of poverty. The charity receives income from ils cash deposits and subsidiary undertaking5 which it utilises in the provision and distribution of grants and donations for chaTltable purposes and no change in this activity is envisaged in the immediate fuiure. The trustees confirm that they have referred to the guidance contained in the Charity Commission's general guidance on public benefit when reviewing the charity's aims and objectives and in planning fuiure activities and setting the grant making policy for the year. Grant making poli Grants are made to charitable institutions and orgarjisations in accordance with the objects of ihe charity. ACHIEVEMENTS AIND PERFORMANCE The chai'ity continued its philanthropic aclivities in support of religious, educational and other charitable iJ)5tilutions and aggregate donations were paid in the year to 31 Mar¢h 2024 of £1,640,800 (2023: £1,171.300}. No change in activities is envisaged in the immediate future. The financial results of the charity and its 5ub5idiary undertakings for the year ended 31 March 2024 are fully reflected in the altached financial statements together with the noies ihereon. CHARITWORTH LIMITED COMPANY LIMITED BY GUARANTF.E TRUSTEES, AN.NI_I.A_L Rfi.PORT IINCORPORATING THE DYRF.CTOR'S REPORT YEAR ENDED 31 MARCH 2024 FINANCIAL REVIEW FinanLial position The financial position of the charity and ils subsidiary undertakings is satisfacioiy. Tlie cliarity's consolidated statement of financial activities shows net income of £4,878,078 (2023: £1.074,453) and total reserves of £48,007,849 (2023: £43,129.771). Reserves policy It is the policy of the charity to maintain unrestricled funds, at a level which the trustees think appropriate afier considering the future commitments of the charity aiid the likely administrative cosl of the charily for the next year. The reserves of the charity are represented by the unresiricted funds arising from past net operating surpluses and include uDrealised gains arising from the increase in the value of the charily's investinenl in subsidiary undertaking5. By its very natui-e, the elemcnt of unreslricled reserves represeiiled by the revaluation surplus of the investment in subsidiary undertakings is iiol readily available for distribution. The trustees have adopied a policy Ihat tries to eiisure the continuing ability of ihe charity to meet its objectives. The level of reserves is under ¢onlinvous slrategic review. As at 31 March 2024, the charity has total funds of £48,111,983 (Group: £48.007,849). These funds include £28,924,170 (Group.. £10,014,438) which arises from the revaluation of the charity's investments and is not readily available for general purposes. Con5equeiitly. Ihe charity has reserves of £19,187,813 (Group.. £37,993.411), after rnaking allowance for reserves not i'eadily available. Investment policy Under the memorandum and articles ol association. the charity has ihe power to make investments which the Iruslees consider appropriate. Th¢ trustees affect investments which, over a medium period of years are anticipated to generate a dependable flow of incorne coupled with capital growth. The charity's inve5tmenls are represented by its wholly owned subsidiary uiidertakings and inveslment properly. The trustees consider the return on investments to be salisfactory. CHARITWORTH LIMITED COMI)ANY LIIVAITII D BY GUAIIANTEI [ TRUSTEES, ANNI_IAI, RF,PORT INCORPORATING THE DIRECTOR'S REPORT YEAR ENDED 31 MARC.H 2024 FINANCIAL REVIII W (Continued) Risk management The Irustees have assessed the major risks to which the charity is exposed, iii pailiciilar those to the operations and finances of the charily, and are satisfied ihe systems are in place to mitigale its exposure to those risks, The principal risks to which the charily is exposed are.. Liabilities arising from property investmenl activity Tenant defaults Damage to property from flood. fire or terrorist action The availability of liquid funds to make grants and donations Tl)e economic cycle generally The chai'Aty seeks to manage or mitigate such risks wherever possible ihroiigh such measures as insurance. lenant screening and monitoring, rigorous reviews of acquisition and investmenl opporlunilies, external expert advice, monitoring cash and regular monitoring of the economic ouilook. PLANS FOR FUTURE PERIODS The trustees plan to continue to make distributions in accordance with their grant making policy and ensure that the ability to generate SU￿]c1¢nI income is maintained lo achieve ihat end. TRUSTEES? RESPONSIBILITIES The tn)slees. who are also directors for the puryoses of company law, are responsible for preparing the trustees, report and the financial slalements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounling Pracli¢e). Company law requires the charity trustees to prepare financial statements for each year which give a true and fair view of the state of affairs of the group and charitable Cornpany and the incoming resource5 and application of resources, including the income and expenditure of the group, for that pei'iod. CHARITWORTH LIMITED COMI)ATr*'Y LIMITED BY GUARANTEI TRUSTEES, ANNUAI. RF.PORT INCORPORATING THE DIIIFCTOR'S REPORT YEAR ENDED 31 MARC.H 2024 TRUSTEES? RESPONSIBILITIES (Continued) In preparing these financial statements, the truslees are required to: select suitable aLcounting policies and then apply thern consistenily. observe the methods and principles in the Charities SORP. make judgements and accounting estimates that are reasonable and prudent. and prepare the financial stalements on ihe going concern basis unless il is inappropriate to presurn¢ that the charity will continue in operation. The trusiees are responsible for keeping adequate accounting records that are sufficient lo show and explain ihe charity's Iransactions and disclose with reasonable accuracy at any time ihe financial posilion of the eliai'ily and enable Éhem to ensure that the financial slalements comply with the Companies Act 2006. They are also responsible for safeguarding Ihe assets of the charity and the group and hence for takin8 reasonable steps for the prevention and detection of fraud and olher irregularities. AUDITORS Each of the persons who is a trustee at the dale of approval of this report confinns that.. so far a5 Ihey are aware, there is no relevant audit infonnalion of which the charity's auditors are unaware. aT)d they have taken all the steps that they ought to have laken as a trustee lo make Ihemselves aware of any relevant audit information and to establish that the charity's auditors are aware of that information. The auditor is deemed to have been reappointed in accordance with section 487 of ihe Companies Act 2006. SMALL COMPANY PROVISIONS This report has been prepared in accordance with the provisions applicable to companies entitled to Ihe small companies exemption. The trustees, annual report was approved on 23 December 2024 and signed on behalf of the board of trustees by.. Mis I R14alpern Charity Secretary CHARITWORTH LIMITED COMPANY LINIITf.D BY GUARANTEE INDEPENDENT AUDITORS, REPORT TO TFIE MF.MBERS OF CHARITWORTH LIMITED YEAR ENDED 31 MARCH 2024 OPINION We liave audited the financial statements of Cliaritworth Limited for Ihe year ended 31 Mai'ch 2024 which Comprise ihe consolidated statemenl of financial aclivilies (including income and expendiliire account), the consolidated and p¢￿ent charity balance sheets. the consolidated statemenl of cash flows and Ihe r¢lated notes. The financial reporting framework that has been applied in their prepaiation is applicable law and ihe United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). including FRS 102 "The financial Reporting Standai'd applicable ID Ihe UK and Repiiblic of li'eland In our opinion ihc financial slatements: give a li'ue and fair view of the state of the group and charily'.% affairs as at 31 MaTch 2024 an of the group's incoming resources and application of resoui'ces, including its income and expenditiire, foi. the year then ended. have been properly prepared in accordance with United Kingdom Generally Accepleij Accountii)g Practice. have been prepared in accordance with the requiremenls of the Companies Act 2006. BASIS FOR OPIIYION We conduLted our audil iii accordanLe with International Standards on Auditing (UK) (ISAS (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities foi. the audit of the financial slalemenls seclion of oui. report. We are independent of the charity in accordance with the ethical requirernents thal are relevant to our audit of the financial slalemenls in ihe UK, including ihe FRC'S Eihical Standard, and we have fulfilled oiir othei. ethical responsibilities in accordance with these requirements. We believe ihat the audit evidence we have obiaiiied is sufficieT)i and appropriate to provide a basis for our opinion. CONCLUSIONS RELATING TO GOING CONCERN In auditing the fjnancial slalements, we have concluded that the trustees, use of the goin8 concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have perfonned, we have not idenlified any malerial uncertaintie5 relating to events or condilions Ihat, individually or collectively. may cast significant doubt on Ihe charily's ability to continue as a going concern for a period of al least twelve months from when the financial 5taleTnents are autliorised for issue. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant seclions of this report. CHAIIITWORTFI LIMITED COMPANY LJIII'I'ED BY GUARANTEE IIYDEPEI NDENT AUI)ITORS' REPORT TO THE Mf.MYIF.RS OF CHARITWORTH LIMITFD Continued YEAR ENDED 31 MARCH 2024 OTHER INFORMATION The other information comprises the infom)ation included in the trustees, report, other tlian the financial statements and oui. auditoi s i'eport thereon. I"he trustees are i'esponsible for the other inforn]alion. Our opinion on the fiiiaT)cial slalemenls does not cover the oiher information and, except to the extent otherwise explicitly st2ted in our report, we do not express any foTm of assurance coiiclusion thereon. In connection with our audil of the financial statements, our responsibility is 10 read the othei- iiiformation and, in doing so. consider whgiher ihe other infonnalion 15 materially incoiisistent with Ihe financial statements or our knowledge obtained in the iiudil or otherwise appeal's to be materially misslaled. KE- we identify such material inconsistencies or appareiit material misslalements. we are required to determine wheiher there is a material misslalement in the financial statements or a material Imisstatement of Ihe other information. Ir, based on ihe work we have performed, we conclude that there is a Inalerial Tnisslalement of this other information, we are required to report that fact. We havc nothing to report in this regard. OPINIONS ON OTHEI R MATTERS PRESCIUBED BY THE COMPANIES ACT 2006 In our opinion, based on the work undertaken in the course of the audit.. the information given in the trustees, report for the financial year for which the finanLial slatements are prepared is consistent wilh the financial statemenls. and the trustees, report has been prepared in accordance with applicable legal requirements. MATTERS ON WHICH WE ARE REQUIRED TO REPORT IIY EXCEPTIOIY In the light of the knowledge and understanding of the charity and its environment obtained in the course of the audit, we have not identified material misstalemenls in the trustees, report. We have nothing to report in respect of ihe following matters in relation to which the Companies Act 2006 requires u5 10 report 20 you if. in our opinion.. adequate accounting records have not been kept, or returns 8dequate for our audit have not been received from branches not vistted by us. or the financial slaiernents are not in agreement with the accounting record5 and returns. or Certain di5c105ures of irustees, remuneration specified by law are not made. or we have not received all the inforn]atic)n and explanations we require for our audit- or the trustees were not entitled io prepare the financial statements in accordance with the small companies regime and take advantage of the small companies, exemptions in pirpai'ing the directors, report and from the requirement to prepare a strategic report. CHARITWORTH LIMITED COMPANY LIMITED IIY GUARANTII INDEPII NDII f4T AUDITORS, REPORT TO THE MF.MBF.RS OF CHARITWORTH LIiVIITED Continued YEAR ENDED 31 MARCH 2024 RESPONSIBILITIES OF TRUSTFES As explained more fully in tlie Iruslces, responsibililies statement, tlie Iriistees (who are also the director8 for the puiyoses of coinpany law) are responsible for the preparation of the financial statements and for beiiig satisfied that they give a true and fair view, and for such internal coiilrol as the trustees delertnine is necessary to enable the preparalion of fjnancial staternenis that are free froiT] material misstatement, wlieiher due to fraud or error. In preparing the financial statements, the trustees are responsible for assessing Ihe charity's ability to continue as a going concem. disclosing, as applicable, mallers related lo going Loncern and using the going concem basis of accoLinling unless the truste¢s either intend to liquidate Ilie charily or lo cease operations, or have no realistic alternative bul to do so. AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS Our objectives are to obrain reasonable assiirance about whether the financial statements as a whole ¢ire free from material mi5slalernent, whether due lo fraud or error, and to issue an auditor's report that inLlude.s oui. opinioii. Reasonable asSUr￿l¢e is a high level of assurance, but is noi a giiaranlee that an audit coiiducted in accordance with ISAS (UK) will always delecl a material misstalemenl when il exists. Misstatcni¢nts can arise from fraud or error and are considered material i l-, iiidividually oi. in the uggregate, Ihey could reasonably be expected to influence the ecoiioinic decisions of users taken on the basis of these financial slalements. Irregularities, including fraud, are inslances of non-compliance with laws and regulations. We design procedures in line w?th our responsibilities, outlined above, to detect material misslatemenls in respect of irregularities, including fraud. The extent lo which oiir procedures are capable of delecting irregiularilies, including fraud is detailed below.. We obtained an understanding of the legal and regulatory frameworks that are applicable to the group through discussion with the directors aiid identi fied which were most significdnt with respect lo the financial statements. We identified financial reporting legislation, landlord legislation and Charity legislation as being most significant lo these financial slatements. We commuiiicated these identified frameworks amongst our audit team aiid remained alert lo any indications of non-compliance throughout the audit. We ensured that the engagement team had sufficient competence and capability lo idei)tify or recognise non-cotnpliance wilh the laws and regulations. We discussed with the trustees and senior management the policies and procedures regardin8 compliance with these legal and regulaiory frameworks. CHARITWORTH LIMITED COMPANY LllWlI"fcD BY C:UARANTI INDr.prNDENT AUDITORS, Rf.PORT TO THE MEMBERS OF CHARITWOII'I'H LIMITED ContlDued YEAR ENDED 31 MARCH 2024 AUDITOR'S RF.SPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS (Continued) We assessed Ihe susceptibility of the group's financial statements to material misstatement due to non-compliance with legaI and regulatory frarneworks, including how fTaud mighi occur, by enquiiy with the directors during Ihc planning and finalisation st