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2025-08-31-accounts

Port Regis School Limited (A Company Limited By Guarantee)

Report of the Council, Directors Report and Financial Statements

For the year ended 31 August 2025

Company number: 440436 Charity number: 306218

Port Regis School Limited Contents

For the year ended 31 August 2025

Page
Members of the Council, Officers and Advisors 1
Report of the Council 2 to 11
Report of the Independent Auditors 12 to 14
Statement of Financial Activities 15
Balance Sheet 16
Statement of Cash Flow 17
Notes to the Financial Statements 18 to 28

Port Regis School Limited Report of the Council For the year ended 31 August 2025

CHAIR Mr J Hussey MA (Oxon) e+xm MEMBERS OF THE COUNCIL Mr H Arouzi p m (appointed 12.10.23, resigned 12.11.24) Mrs C Band e Miss E Boswell MA (Oxon) e Mr A Cotton * Mrs E Hattersley e Mr A Henshilwood e Major General Rupert Jones CBE + Mrs F Loveridge MA (Oxon) e+xm Mr G Morant MEng +p Mrs Sophie O’Keefe x Mrs H Snow ex Mr G Thomas p Mr T Walker-Jones +p Mr G White + (resigned 27.06.25) * Member of the Finance Committee e Member of the Education Committee + Member of the Governance Committee x Member of the Wellbeing Committee m Member of the Communications Committee p Governor who is also a parent *HEAD Mr T Mills BA (Hons) BURSAR Mrs S Ehlen SECRETARIES Mrs J Jarrett Mrs C Beaty-Pownall ADDRESS AND REGISTERED OFFICE Motcombe House Motcombe Park Shaftesbury Dorset, SP7 9QA REGISTERED NUMBER 440436 CHARITY NUMBER 306218 BANKERS National Westminster Bank Plc 25 Market Place Blandford Forum Dorset, DT11 7AQ AUDITORS Fawcetts LLP Windover House St Ann Street Salisbury, SP1 2DR

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

The Council present their report, together with the audited financial statements for the year ended 31 August 2025. The financial statements comply with current statutory requirements and the Statement of Recommended Practice “Accounting and Reporting by Charities” (SORP 2019).

REFERENCE AND ADMINISTRATIVE INFORMATION

Port Regis School Limited is a charitable company limited by guarantee with Charity Commission registration number 306218 and Company registration number 440436. It is governed by a memorandum and articles of association which were filed with the Charities Commission on 23[rd] March 2020, having been adopted by the members on 6[th] March 2020. Other Legal and administrative information is set out on page 1 and forms part of this report.

STRUCTURE, GOVERNANCE AND MANAGEMENT

The Council

The Members of the Council who are the governors and directors of the company for the purposes of the Companies Act are set out on page 1.

The number of the members of Council shall not be less than three nor more than twenty. The Council may at any time co-opt any person duly qualified to be appointed as a member of the Council to fill a vacancy in their number or as an additional member of the Council, to hold office only until the next General Meeting, when he/she is eligible for re-election. The Chair of the Council is elected by the members.

Governors are elected for a period of three years and may be re-elected twice serving in effect for a period of nine years. In exceptional circumstances, to reflect knowledge or experience this period of tenure may be extended. For the Chair of the Council itself, and each governor committee the maximum tenure is two three-year terms subject to re-election after the first term.

Recruitment, induction and training of Members of the Council

The members of the Council are recruited by the Chair with the assistance of other governors and the Head. A balance of governors is maintained between those with academic, financial and pastoral backgrounds, ideally supported by governors with legal, property and business experience. The Council includes current and former parents. New members of the Council are appointed at a meeting of the Council on the basis of recommendations made by the Governance Committee. Appointments may be made outside the Council meeting but only with appropriate written agreement.

All new members of the Council are given a full induction to the School, to their responsibilities as Governors, as company directors, and as trustees of the Charity. Training is made available for all members of the Council and funded by the School. All Governors are subject to rigorous checks including by the Disclosure and Barring Service in order to comply with Safeguarding and other legal and statutory regulations.

Organisation

The Council determines the Aims and Values of the school, sets the strategy and general policies for the School and is legally responsible for the overall management and control of the School. The dayto-day management of the School is delegated to the Head and the Bursar, supported by the Senior Leadership Team.

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

There are five main Governor Committees responsible for scrutiny and oversight of the School’s work. Each committee reports to the full Council:

The full Council of Management meets once a term, always following the meetings of the governor committees. At each meeting the full Council reviews the outcomes of the preceding governor committees, with the chair of each committee giving a verbal update and responding to questions.

Often a senior member of the School Staff makes a presentation to the Council to provide members with detailed information on a particular aspect of School life. Meetings finish with a review of how the decisions agreed will impact the pupils.

The pay of the charity’s key management personnel, being the Head and the Bursar, is reviewed annually by an informal committee of Governors including the Chair and normally increased in accordance with average earnings. The remuneration is bench-marked with schools of a similar size and activity to ensure that the remuneration set is fair and not out of line with that generally paid for similar roles.

Principal Risks and Uncertainties

The Council is responsible for ensuring that the risks faced by the School are appropriately managed. Each governor committee is responsible for reviewing appropriate risks from the Risk Register in support of the Governance Committee which has overall responsibility for Risk. Each committee considers two risks at each meeting to ensure appropriate focus across the register. The Executive team routinely identify, assess and control risks.

The Council is satisfied that all major risks are identified and that there are systems in place to adequately mitigate exposure to and impact from such risks, as far as is practicable.

Key risks are documented and controls include:

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

STRATEGIC AIMS AND OBJECTIVES

The School was founded in 1881 by Dr Praetorius in Weymouth Street, London and moved to Folkestone a few years later. In 1921, it moved again to Kingsgate, Broadstairs, in the grounds of which stood an ancient arch, erected by Earl Holland to commemorate a chance landing by Charles II in 1683. This provided the idea for the new name of the School, Port Regis, "Gate of the King". In 1940 Port Regis evacuated to Bryanston School, Blandford. After a brief stay at the Earl of Verulam's home at Gorhambury the School moved in 1947 to Motcombe Park, one mile from Shaftesbury in Dorset.

Principal activity

Port Regis School’s objective as stated in the Articles of Association is to promote and provide for the advancement of education. Its principal activity is that of a co-educational boarding and day preparatory school providing children between the ages of two and thirteen with an all-round education of the highest quality. It prepares children for entrance to a wide range of leading independent senior schools via the testing at ISEB / Pre-Testing 10+, Common Entrance and scholarships as well as ensuring that each child has a rich co-curricular programme.

All new entrants are invited to attend an assessment day in order to ensure that they will benefit from being at the School and are able to access the curriculum. The School aims to maintain and develop strong links with the local community.

Vision

The Vision is for a vibrant school, providing a broad, world-class education that enables each and every child to flourish - intellectually, emotionally, physically and personally, preparing them for their future. Our vision is clear;

  1. The championing of an unhurried and joyful childhood.

  2. Extraordinary teaching that stretches and supports every child, enabling them to discover the discipline of study and the delight of learning.

  3. Exceptional pastoral care that nurtures pupils and staff, placing their wellbeing at the heart of all we do.

  4. A passion for developing the unique academic, sporting and creative talents of every childgiving equal measure to the head, hand and heart.

  5. Strong moral, social and spiritual values, for those of all faiths or none.

  6. A cohesive and distinctly happy school community that fosters a deep sense of belonging in the children, staff and parents.

  7. A vibrant boarding experience, equipping children with vital skills for senior school and life beyond.

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

  1. A culture that embeds in every child a sense of wonder for the natural world and a responsibility to preserve it.

  2. A global perspective that celebrates the diversity of our children and friendships between those of different cultures and backgrounds.

  3. Kindness and tolerance, so children leave as capable and compassionate young people, inspired to play their part in making the world a better place.

Ethos

The school ethos values and promotes the qualities of generosity, endeavour, joy, courage and creativity and reflects the School’s motto Altiora Petimus ('We Seek Higher Things').

Values

Port Regis is one of the country’s leading co-educational day and boarding schools for children aged two to thirteen. A school in which tradition and innovation have gone hand in hand for more than a century, it provides a thoughtful, rounded education that enables children to thrive. This education goes well beyond the beautiful buildings and outstanding facilities – it is rooted in the School’s culture and values.

Five words are central to school life and underpin so much of what we champion at Port Regis: Generosity, Endeavour, Joy, Courage and Creativity.

The children have also come up with a mnemonic to help everyone remember these important values. The mnemonic is ‘ C hocolate C akes G ives E veryone J oy!’

Strategy

The School’s strategic priorities are to:

Objectives for the year

The principal objectives for the year have been the continuing achievement of both academic performance, moral and physical education and the involvement of the pupils in co-curricular activities. The specific objectives for 2024-25 have been to:

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

Public benefit and Community

As an important part of its functions, the School audits on an ongoing basis the public benefit it provides.

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

The Members of the Council confirm that they have complied with the duty in section 17 of the Charities Act 2011 to have due regard to the public benefit guidance published by the Charity Commission in determining the activities undertaken by the charity.

Grant making policy

The Council is committed to broadening access to the School by offering eligible parents means tested financial support with the payment of school fees. Assistance is also provided to the children of School staff and military families. Means-tested bursaries are awarded by the Council in exceptional cases of need on the recommendation of the remissions committee to existing pupils of the School. The opportunity to benefit from the School’s grants is neither subject to geographical nor other restrictions nor by the ability to pay any fees charged. As such, those in poverty are not excluded from the opportunity to benefit. In 2024-25 the financial value of all discounts was £1,246,376, representing 14.5% of gross fees.

ACHIEVEMENTS AND PERFORMANCE

Operational Performance

The Council oversees the School to ensure its objectives are met and continues to focus on ensuring sufficient funds to run and develop the School. The School had a strong year with 5.6% growth in pupil numbers to the highest level in over a decade. Boarding numbers continued to increase, bucking the national trend, with robust numbers in all boarding houses. The 300kW ground solar array, combined with two roof mounted arrays, enabled a year on year 13% reduction in grid electricity consumption.

Staff

The School continues to invest in the recruitment and professional development of high-quality staff to help meet the School’s objective of enhancing its reputation for academic and co-curricular excellence. The School was pleased to appoint a new science teacher, Steam technician / sports coach and Year 2 teacher, alongside additional boarding staff to support its growing community. Furthermore, a new Director of People was appointed, as well as a professionally qualified Financial Controller who facilitated the smooth implementation of VAT.

Facilities

Port Regis has long been regarded as having outstanding facilities for a preparatory school. These facilities provide pupils with exceptional opportunities to allow them to reach their potential on the academic front as well as in music, drama, sport, art and design and technology. The School continues to invest to maintain and upgrade its first-rate facilities across the 150-acre site. During the year, the School invested in energy efficient gas boilers to power the main Mansion building, bathroom refurbishments within the junior boarding house, an upgrade to the fire alarm systems and a fire escape upgrade, alongside investment in a safety system to enable rooftop maintenance. The School has also improved access routes and signage around the Sports Centre, in order to further improve safeguarding measures.

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

Academic

The School prepared 58 children for entry to their senior schools. The pass rate at Common Entrance was once again 100%, and 44 scholarships/exhibitions were awarded: 12 academic, 14 sporting, 4 art, 5 design technology, 2 music, 2 all rounder and 5 drama. Scholarships/exhibitions were awarded to Port Regians by Blundell’s, Bryanston, Canford, Clayesmore, Dean Close, King’s Bruton, Marlborough, Millfield, Monkton, St Edward’s, Winchester. 64% of Year 8 leavers heading to UK senior schools won at least one scholarship. Leavers went on to 20 different UK senior schools, continuing Port Regis’ long tradition of preparing children for a wide range of the country’s leading destinations at 13+. As a boarding school, Port Regis is proud of its tradition of educating children from all over the world and of the levels of attainment reached by its EAL pupils, (those for whom English is not the first language).

Sports

We have continued to develop our sport provision and, in keeping with our ‘sport for all’ philosophy, every child has had the opportunity to represent the School as well as his or her House. At the same time, we have continued to stretch and develop our top teams, with regular training sessions with senior school staff and professional coaches. We celebrated a record-breaking number of scholarships with 43 awarded – and 14 of these were sport scholarships to senior schools including Blundell’s, Bryanston, Clayesmore, King’s Bruton, Millfield, Sherborne, and Sherborne Girls.

The School has extended its specialist Prep School PE staff into Pre-Prep and this has had a really positive effect on our youngest pupils, with children going into F Form with solid fundamental movement skills and ball skills. Sports Day successfully ran as a one-day event for the first time (rather than running with track and field events on separate days), with positive feedback from parents, pupils and staff.

The School hosted the IAPS Netball Regional Qualifiers in February, although unfortunately our annual Rugby 7s Tournament was cancelled due to waterlogged pitches. In May 2025, the School hosted the Port Regis Track Meet with seven visiting schools, coming 1st place overall. In July 2025, 25 of our athletes travelled to the Alexander Stadium in Birmingham for the IAPS National Athletics Finals. This is the highest number of qualifiers in memory. Swimming continues to be a successful sport for us with excellent attendance at our morning swim squads, and 12 pupils qualifying for the National Swim Finals at the London Aquatics Centre in July.

Arts

Music at Port Regis continues to grow from strength to strength with regular classroom teaching at the core. Across every year group in the school from Pre-School to A Form, weekly lessons take place. In addition to this provision, our programme of concerts and performances throughout the year enable every musician, from the very youngest in Pre-Prep to our most capable performers in A Form, to enjoy and reap the benefits from performing to a live audience. In addition to our in-house performances, we have established links with a local care home where we go carol singing in the lead up to Christmas. We have re-instated the Whole School House singing competition which was a morning of utter joy, where children and staff came together to sing for their houses. Our team of Visiting Music Teachers has grown to 15, with pupil numbers growing throughout the school. The introduction of shared and shorter lessons being taken up by our younger musicians in Pre-Prep has proved to be a good incentive to get children started on their musical journeys prior to joining the Prep School, and as a result the numbers in the weekly ensembles has also increased. 54 ABRSM and 6 Trinity Rock & Pop exams took place throughout the year with a 100% pass rate and more than 80% gaining a merit or distinction. One Music Scholarship to Winchester and one Music Exhibition to King’s Bruton were also awarded.

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

Drama in the school continues to thrive with lessons being taught to all children from Reception to A Form, with topics ranging from puppetry and masks to film production. There has been a real focus on theatre skills with every year group having at least one opportunity to take part in a performance over the course of the year. Highlights were the Middle School’s Myths and Legends plays and the Lower School’s production of ‘Bed Knobs and Broomsticks’. A Form also challenged themselves with a variety of scenes from Monty Python. Additionally, there were several after-school hobby activities devoted to Drama. Pupils learnt about stage make-up and prop making, whilst others were involved in technical and backstage roles. Drama scholarships were highly successful, with an 80% success rate. Individual performing arts training continued to be extremely popular with the school achieving excellent results in LAMDA exams with 52 different children participated last year for at least one term each.

The Art, Design and Technology, Drama, Music and Sports departments offered enhanced scholarship provision to selected pupils on top of their standard curricular provision.

FINANCIAL REVIEW

Operating Results

Port Regis generated a surplus of £726,424, continuing to build on the success of the previous year. Cash flow from operations of £915,531 was more than sufficient to cover annual capital expenditure of £204,404, leading to an increase in cash reserves.

Net assets at year-end rose to £8.43m (2024: £7.71m). The improvement in financial performance was principally due to pupil growth and tight cost control. Cash and cash equivalents ended the year at £3.61m (2024: £3.15m), and ensures that the School has been in a strong position to offset the impact of the Government’s various taxation policies. The outstanding CBILS (Government Covid19) loan (2024: £262,500) was settled in full.

Reserves

The Governors have a long-standing policy of using cash surpluses to reinvest in the quality of the School’s educational provision and its facilities and to fund bursaries to widen access to the School. Reserves are replenished out of surpluses that are not used for reinvestment.

The Council considers the financial position of the School to be robust and the overall level of the reserves to be sufficient to meet the School’s obligations.

The reserves policy of the School is reviewed annually by the Council.

Investment policy and objectives

Surplus funds are held in treasury reserves and current bank accounts.

FUTURE PLANS

We will continue to embed our principal objectives, continuing with our achievement of both academic performance, moral, spiritual and physical education and the involvement of the pupils in extra-curricular activities. The specific objectives for 2025-2026 are to:

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

GOVERNORS’ INDEMNITY INSURANCE

The School has purchased governors’ indemnity insurance cover.

STATEMENT OF COUNCIL’S RESPONSIBILITIES

The Members of the Council (who are also directors for the purposes of company law) are responsible for preparing the Governors' 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 Members of the Council to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and the group and of the incoming resources and application of resources, including the income and expenditure, of the charity and the group for that period. In preparing these financial statements, the trustees are required to:

The Members of the Council 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.

So far as each of the Council Members are aware at the time the report is approved:

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Port Regis School Limited Report of the Council For the year ended 31 August 2025

The report of the Council, which includes the strategic report, was approved on 20[th] March 2026 and signed on their behalf by:

26/03/2026 95730000-0B14-B27A-192D-08DE8B377647

Mr J Hussey Chair of the Council of Management Motcombe House Motcombe Park Shaftesbury Dorset SP7 9QA

11

Report of the Independent Auditors To the Members of

Port Regis School Limited

Opinion

We have audited the financial statements of Port Regis School Limited (the ‘charitable company’) for the year ended 31 August 2025 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows and related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company 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 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

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

Other information

The other information comprises the information included in the Report of the Council (including Strategic Report), other than the financial statements and our Report of the Auditors thereon. The Members of the Council are responsible for the other information. 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. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

12

Report of the Independent Auditors To the Members of

Port Regis School Limited

Matters on which we are required to report by exception

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors included within the Report of the Council.

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

Responsibilities of Members of the Council

As explained more fully in the Statement of Council's Responsibilities, the Members of the Council (who are also directors of the charitable company for the purposes of company law and trustees of the charity for the purposes of charity 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 Council 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 Council are responsible for assessing the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Council either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Identifying and assessing potential risks related to irregularities

Irregularities, including fraud, are non-compliance with laws and regulations. We design procedures, in line with our responsibilities, as set out in the auditor's responsibilities for the audit of the financial statements section, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, are detailed below.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations we consider the following:

• the nature of the charity sector, control environment and financial performance;

• results of our enquiries of management about their own identification and assessment of the risks of irregularities;

• any matters we identified having obtained and reviewed the charity's documentation of their policies and procedures relating to:

• the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following area: revenue and resource recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

13

Report of the Independent Auditors (continued) To the Members of

Port Regis School Limited

We have also obtained an understanding of the legal and regulatory frameworks that the charity operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Charities Act and related legislation.

Audit response to risks identified

As a result of performing the above, we identified revenue and resource recognition as a key audit matter related to the potential risk of fraud. Our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• understanding the charitable company's revenue recognition policies and how they are applied, including the relevant controls and performing a walkthrough to validate our understanding.

• enquiring of management concerning actual and potential litigation and claims;

• performing analytical procedures to compare revenue recognised against expectations and based on past experiences and management forecasts and investigated material divergencies by obtaining corroborative evidence.

• reading minutes of meetings of those charged with governance;

• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; applying parameters designed to identify entries that were not within our expectations. This included analysing and selecting journals for testing which appeared unusual in nature, either due to size, preparer or date of posting. To test their validity, we verified the journals to originating documentation.

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

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of nondetection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect noncompliance with all laws and regulations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and the charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.

26/03/2026

95730000-0B14-B27A-1949-08DE8B377647 Simon Ellingham BA FCA DChA (Senior Statutory Auditor) for and on behalf of Fawcetts LLP Chartered Accountants & Statutory Auditors Windover House, St Ann Street Salisbury SP1 2DR

Date:……………………………………………..

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Port Regis School Limited Statement of Financial Activities

For the year ended 31 August 2025

INCOME AND EXPENDITURE
Unrestricted
Note
£
INCOME AND ENDOWMENTS FROM:
3
7,361,332
4
471,697
5
100,000
6
505,651
7
124,139
8,562,819
8
127,450
8
7,716,578
7,844,028
718,791
14
-
718,791
7,706,101
8,424,892
NET INCOME
Total funds brought forward
Total expenditure
Total income
RECONCILIATION OF FUNDS:
Investment income
Other trading activities
Charitable activities:
EXPENDITURE ON:
Raising funds
TOTAL FUNDS CARRIED FORWARD
Charitable activities
Net gains/(losses) on investments
Donations and legacies
School fees receivable
Other income		 Restricted
£
-
3,633
5,000
-
-
8,633
-
1,000
1,000
7,633
-
7,633
-
7,633		 2025
Total
£
7,361,332
475,330
105,000
505,651
124,139
8,571,452
127,450
7,717,578
7,845,028
726,424
-
726,424
7,706,101
8,432,525		 2024
Total
£
6,863,270
507,636
179,715
474,669
100,035
8,125,325
170,572
7,598,488
7,769,060
356,265
-
356,265
7,349,836
7,706,101

The above results are derived from continuing activities. There were no other recognised gains or losses other than those stated above.

Comparative figures for the unrestricted and restricted funds are shown in note 2.

The notes form part of these financial statements

15

Port Regis School Limited (Company number: 440436) Balance Sheet

For the year ended 31 August 2025

2025
Note
£
Fixed assets
Tangible fixed assets
13
7,662,373
Investment
14
3,282
7,665,655
Current assets
Debtors
15
2,247,500
Cash at bank and in hand
3,606,258
Total current assets
5,853,758
Liabilities
Creditors: Amounts due within one year
16
(4,347,429)
Net current assets
1,506,329
Total assets less current liabilities
9,171,984
Creditors: Amounts due after more than one year
17
(739,459)
NET ASSETS
8,432,525
Funds
Unrestricted funds:
Undesignated
21
8,424,892
Total unrestricted general funds
8,424,892
Restricted funds
21
7,633
TOTAL FUNDS
8,432,525		 2024
£
8,094,985
5,749
8,100,734
520,509
3,154,696
3,675,205
(2,947,567)
727,638
8,828,372
(1,122,271)
7,706,101
7,706,101
7,706,101
-
7,706,101

The financial statements were approved and authorised for issue by the Members of the Council on …..................................... and were signed on its behalf by:

26/03/2026 95730000-0B14-B27A-193F-08DE8B377647

J A Hussey (Chair of Council)

The notes form part of these financial statements

16

Port Regis School Limited

Statement of Cash Flow For the year ended 31 August 2025

2025
Notes
£
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by/(used in) operating activities
a
915,531
Cash flows from investing activities:
Purchase of tangible fixed assets
(204,404)
Proceeds on disposals of investments
2,935
Net cash provided by/(used in) investing activities
(201,469)
Cash flows from financing activities:
Repayments of borrowing
(262,500)
Cash inflows from new borrowing
-
Net cash provided by/(used in) financing activities
(262,500)
CHANGE IN CASH AND CASH EQUIVALENTS FOR THE YEAR
451,562
Cash and cash equivalents brought forward
b
3,154,696
CASH AND CASH EQUIVALENTS CARRIED FORWARD
AT 31 AUGUST
b
3,606,258
a)
Reconciliation of net income/(expenditure) to net cash flow from operating activities
2025
£
Net income/(expenditure) for the year as per the
Statement of Financial Activities
726,424
Adjusted for:
Depreciation
616,419
(Profit)/loss on disposal of tangible fixed assets
20,597
Net gains/(losses) on investments
(468)
(Increase)/decrease in debtors
(1,726,991)
Increase/(decrease) in creditors
1,279,550
Net cash (used in)/provided by operating activities
915,531
b)
Analysis of cash and cash equivalents
2025
£
Cash at bank and in hand
3,606,258		 2024
£
1,326,579
(651,909)
-
(651,909)
(150,000)
-
(150,000)
524,670
2,630,026
3,154,696
2024
£
356,265
502,865
-
-
(227,505)
694,954
1,326,579
2024
£
3,154,696

17

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

1. Accounting policies

A summary of the principal accounting policies adopted, which have been applied consistently, are set out below:

1.1 Accounting convention

The accounts of the School are 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) (effective 1 January 2019) – Charities SORP (FRS 102) and the Companies Act 2006.

Port Regis School Limited meets the definition of a public benefit entity under FRS 102.

Having reviewed the funding facilities available to the School together with the expected on-going demand for places and the School's future projected cash flow, the Members of the Council have a reasonable expectation that the School has adequate resources to continue its activities for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

1.2 Income

Fees receivable and charges for services and use of premises are accounted for in the period in which the service is provided. Fees receivable are stated after deducting allowances, scholarships, bursaries and other remissions allowed by the School.

Voluntary incoming resources from donations, legacies and grants are accounted for as and when entitlement arises, the amount can be reliably quantified and the economic benefit to the School is considered probable.

Trading income represents net invoiced sales of goods and services, excluding value added tax.

Investment income is accounted for on an accruals basis.

1.3 Expenditure

All expenditure is included on an accruals basis and is recognised when there is a legal or constructive obligation to pay for expenditure. The irrecoverable element of VAT is included with the item of expense to which it relates.

Expenditure directly attributable to specific activities have been included in those cost categories. Other costs are apportioned to cost categories on the basis of estimated time amount attributable to each activity.

1.4 Fund accounting

Unrestricted funds are general funds that are available for use at the Governors’ discretion in the furtherance of the objectives of the School.

Designated funds are unrestricted funds which have been allocated or designated for specific purposes by the Governors. The use of designated funds remains at the discretion of Governors.

Restricted funds are those donated, or raised, for use in a particular area or for a specific purpose.

18

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

1. Accounting policies (continued)

1.5 Tangible fixed assets and depreciation

Tangible fixed assets are stated at cost and depreciated over their useful economic lives, less any estimated residual value, at the following rates:

Freehold property 2% straight line (on cost above £100,000 estimated to be the original cost of land) Building improvements 20% reducing balance / 10% straight line Furniture, fittings & equipment 20% reducing balance Computer equipment 20% straight line Motor vehicles 25% straight line/ 25% reducing balance

An impairment review is carried out on an annual basis.

1.6 Investments

Investments are included in the financial statements at market value. All gains and losses are taken to the Statement of Financial Activities in line with the Charity SORP.

1.7 Debtors

Debtors are measured at their recoverable amount.

1.8 Creditors and provisions

Creditors and provisions are recognised where the company 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.

1.9 Financial instruments

The School 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.

1.10 Advance fees scheme

The School has accepted composition sums in respect of certain pupils and in return has undertaken to discharge defined amounts of the fees chargeable in respect of those pupils. In the event of a pupil's withdrawal from the School before all the agreed amounts have been credited, the School has agreed to return a proportionate part of the composition sum, or to transfer the defined fixed amounts to any other school.

The School's liability in respect of advance fees which it has accepted has been brought into these accounts as a liability which would arise if all pupils covered by such arrangements were withdrawn from the scheme at the balance sheet date.

1.11 Operating leases

Rentals paid under operating leases are charged on a time basis over the lease term.

1.12 Pension costs

The School contributes to the Teachers' Superannuation Scheme at rates set by the Scheme Actuary and advised to the School by the Scheme Administrator. The School also operates a group personal pension scheme for nonteaching staff.

19

Port Regis School Limited Statement of Financial Activities

For the year ended 31 August 2025

2. Statement of financial activities - comparative balances

2.
Statement of financial activities - comparative balances
INCOME AND EXPENDITURE
INCOME AND ENDOWMENTS FROM:
Net gains/(losses) on investments
NET INCOME
RECONCILIATION OF FUNDS:
Total funds brought forward
TOTAL FUNDS CARRIED FORWARD
EXPENDITURE ON:
Raising funds
Charitable activities
Total expenditure
Other income
Donations and legacies
Other trading activities
Investment income
Total income
Charitable activities:
School fees receivable		 Unrestricted
£
6,863,270
507,636
179,715
474,669
100,035
8,125,325
170,572
7,598,488
7,769,060
356,265
-
356,265
7,349,836
7,706,101		 Restricted
£
-
-
-
-
-
-
-
-
-
-
-
-
-		 2024
Total
£
6,863,270
507,636
179,715
474,669
100,035
8,125,325
170,572
7,598,488
7,769,060
356,265
-
356,265
7,349,836
7,706,101

The above results are derived from continuing activities. There were no other recognised gains or losses other than those stated above.

The notes form part of these financial statements

20

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

3.
Charitable activities: School fees receivable
Gross fees excluding registrations
Less: Bursaries, scholarships and allowances
4.
Charitable activities: Other income
Extras, special tuition and outlays recoverable
Registration fees
5.
Donations and legacies
Donations
6.
Other trading activities
Sports centre income
Lettings and rents
Other income
Course income
7.
Investment income
Bank and other interest
Investment income		 2025
£
8,607,708
(1,246,376)
7,361,332
7,361,332
2025
£
456,813
18,517
475,330
2025
£
105,000
2025
£
291,223
11,867
70,475
132,086
505,651
2025
£
123,986
153
124,139		 2024
£
7,956,845
(1,093,575)
6,863,270
6,863,270
2024
£
485,614
22,022
507,636
2024
£
179,715
2024
£
254,381
10,521
10,330
199,437
474,669
2024
£
99,853
182
100,035

21

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

8.
Expenditure
Staff
costs
£
Raising funds
Commissions and other costs
-
Bank loan interest and charges
-
-
Charitable activities
Education:
Teaching
3,236,410
Welfare
637,681
Premises
644,628
ICT & AV development
-
Support costs of schooling
618,380
Bad debts
-
Loss on disposal of assets
Other expenditure
-
Lettings, courses and other activities
-
5,137,099
5,137,099
(note 11)
TOTAL 2024
5,027,688
9.
Net income
This is stated after charging:
Depreciation
(Loss)/Profit on disposal of fixed assets
Auditors' remuneration:
- audit
Operating lease rentals:
- equipment rental		 Other
costs
£
115,340
12,110
127,450
155,484
302,448
1,044,957
277,589
96,251
36,146
20,129
24,382
6,674
1,964,060
2,091,510
2,238,507		 Depreciation
£
-
-
-
1,379
-
615,040
-
-
-
-
-
616,419
616,419
502,865		 Total
2025
£
115,340
12,110
127,450
3,393,273
940,129
2,304,625
277,589
714,631
36,146
20,129
24,382
6,674
7,717,578
7,845,028
7,769,060
2025
£
616,419
(20,129)
15,033
48,124		 Total
2024
£
156,658
13,914
170,572
3,333,406
939,686
2,098,853
287,267
854,008
870
-
-
84,398
7,598,488
7,769,060
2024
£
502,865
-
14,400
25,504

10. Taxation

No taxation is payable by the School because it is a registered charity and its activities are classified as exempt.

22

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

11. Staff costs and numbers

Staff costs and numbers
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,381,338
2,360,399
1,917,830
1,840,806
Social security
260,487
235,582
174,690
139,764
Pension costs
332,105
339,450
70,649
111,687
2,973,930
2,935,431
2,163,169
2,092,257
The average number of employees during the year were as follows:
Teaching staff
Other employees
£50,001 to £60,000
£60,001 to £70,000
£70,001 to £80,000
£80,001 to £90,000
£90,001 to £100,000
£100,001 to £150,000
Over £150,000
The number of employees whose emoluments for the year fell within the following
bands were:
Non-teaching
Teaching		 Total
2025
£
4,299,168
435,177
402,754
5,137,099
2025
No.
49
101
150
2025
No.
-
2
-
-
1
1
-		 2024
£
4,201,205
375,346
451,137
5,027,688
2024
No.
52
93
145
2024
No.
1
-
1
1
-
-
1

During the year there were redundancy and termination payments made which amounted to £39,042 (2024: £112,380). There was £nil outstanding at the year end (2024: £nil).

The total amount of employee benefits (including employer pension contributions) received by the 4 key management personnel, as listed in the Report of the Council, for their services was £417,085 (2024: £423,596 to 4 personnel).

12. Council Members' expenses and remuneration

Members of the Council are not remunerated. No expenses were reimbursed to the Council Members in the year (2024: £Nil).

23

Port Regis School Limited

Notes to the Financial Statements

For the year ended 31 August 2025

13. Tangible Fixed Assets

Cost
At 1 September
Additions
Disposals
At 31 August
Depreciation
At 1 September
Charge for the year
Disposals
At 31 August
Net book value
At 31 August 2025
At 31 August 2024
14. Fixed Asset Investments
Market value at 1 September
Unrealised gains/(losses)
Disposals
Market value at 31 August
Historical cost
15. Debtors
Fees and extras
Prepayments and stock provision
Other debtors
Accrued income		 Freehold
property
£
11,684,892
-
-
11,684,892
5,375,593
231,698
-
5,607,291
6,077,601
6,309,299		 Building
£
3,409,081
6,140
-
3,415,221
2,646,258
80,305
-
2,726,563
688,658
762,823
improvements		 £
3,905,416
192,969
(138,236)
3,960,149
2,888,066
302,596
(117,639)
3,073,023
887,126
1,017,350
Investment
Trusts
£
4,429
-
(2,467)
1,962
709
Furniture,
fittings &
equipment		 Motor
vehicles
£
49,560
5,295
-
54,855
44,047
1,820
-
45,867
8,988
5,513
Unquoted
UK equities
£
1,320
-
-
1,320
90
2025
£
1,808,355
315,492
57,833
65,820
2,247,500		 Total
£
19,048,949
204,404
(138,236)
19,115,117
10,953,964
616,419
(117,639)
11,452,744
7,662,373
8,094,985
Total
£
5,749
-
(2,467)
3,282
799
2024
£
220,378
236,822
63,309
-
520,509

There was no provision for doubtful debts included in fees and extras stated above (2024: £870).

24

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

16. Creditors: amounts due within one year

Cash received in advance for next term's fees
Advance fees scheme (note 18)
Deposits
Trade creditors
Bank loans (note 17)
Other taxation and social security
Other creditors
Accruals and deferred income
VAT Liability
17.
Creditors: amounts due after more than one year
Advance fee scheme (note 18)
Bank loans
Bank loans repayable by instalments:
Less than 1 year
Between 2 and 5 years
In 5 years or more		 2025
£
94,407
385,776
726,966
451,544
-
96,894
52,941
2,207,758
331,143
4,347,429
2025
£
739,459
-
739,459
2025
£
-
-
-
-		 2024
£
1,018,874
424,421
808,104
193,777
150,000
93,830
46,649
211,912
-
2,947,567
2024
£
1,009,771
112,500
1,122,271
2024
£
150,000
112,500
-
262,500

Loan terms and security: The school obtained a bank loan under the Government’s Coronavirus Business Interruption Loan Scheme (“CBILS”) bearing interest at a fixed rate of 3.18% per annum for the first five years, and thereafter at 2.62% above the Bank of England base rate. The loan was originally due to mature in May 2026.

The loan was repaid in full in April 2025, twelve months ahead of the original maturity date. As a result, interest was incurred only at the fixed rate of 3.18% for the period during which the loan was outstanding. No early repayment charges were applied.

25

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

18. Advance fee scheme

Parents may enter into a contract to pay the School in advance for fixed contributions towards tuition fees. The money may be returned subject to specific conditions on the receipt of notice. Assuming pupils will remain in the School, fees in advance will be applied as follows:

Less than 1 year
Between 2 and 7 years
Summary of movements in liability:
Balance at 1 September
Additional amounts received
Allocation to fees
Balance at 31 August		 2025
£
385,776
739,459
1,125,235
2025
£
1,434,192
117,280
(426,237)
1,125,235		 2024
£
424,421
1,009,771
1,434,192
2024
£
1,372,573
518,123
(456,504)
1,434,192

19. Operating lease commitments

As at 31 August the School had total future minimum lease payments under non-cancellable operating leases for equipment as follows:

Less than 1 year
Between 2 and 5 years
Over 5 years		 2025
£
40,792
37,344
24,990
103,126		 2024
£
30,766
19,245
-
50,011

20. Analysis of net assets between funds

Unrestricted funds:
Restricted funds
Net assets at the end of the year
General undesignated funds		 Fixed assets &
investments
£
7,665,655
-
7,665,655		 Net current
assets
£
1,498,696
7,633
1,506,329		 Creditors > 1
year
£
(739,459)
-
(739,459)		 Total
£
8,424,892
7,633
8,432,525

26

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

20. Analysis of net assets between funds (continued)

Comparative analysis of net assets between funds for the year ended 31 August 2024:

Unrestricted funds:
Restricted funds
Net assets at the end of the year
21.
Statement of funds
Balance at
1.09.24
£
7,706,101
7,706,101
-
-
7,706,101
General undesignated funds
Restricted funds
Unrestricted funds:
Parent donation
Friends of Port Regis
General undesignated funds		 Unrestricted funds:
Restricted funds
Net assets at the end of the year
21.
Statement of funds
Balance at
1.09.24
£
7,706,101
7,706,101
-
-
7,706,101
General undesignated funds
Restricted funds
Unrestricted funds:
Parent donation
Friends of Port Regis
General undesignated funds		 Fixed assets
&
investments
£
8,100,734
-
8,100,734
Incoming
resources
£
8,562,819
8,562,819
5,000
3,633
8,571,452		 Net current
assets
£
727,638
-
727,638
Outgoing
resources
£
(7,844,028)
(7,844,028)
(1,000)
-
(7,845,028)		 Creditors > 1
year
£
(1,122,271)
-
(1,122,271)
Gains/losses
& transfers
£
-
-
-
-		 Total
£
7,706,101
-
7,706,101
Balance at
31.08.25
£
8,424,892
7,706,101 8,424,892
-
-		 4,000
3,633
7,706,101 8,432,525

Comparative statement of funds for the year ended 31 August 2024:

Restricted funds
Unrestricted funds:
General undesignated funds		 Balance at
1.09.23
£
7,349,836		 Incoming
resources
£
8,125,325
8,125,325
5,000
8,130,325		 Outgoing
resources
£
(7,769,060)
(7,769,060)
(5,000)
(7,774,060)		 Gains/losses
& transfers
£
-
-
-		 Balance at
31.08.24
£
7,706,101
7,349,836 7,706,101
- -
7,349,836 7,706,101

Purposes of Restricted Funds

Parent donation: A £5,000 donation was made by a parent with the request that this is donated to 5 charities over the next 5 years. Each year the A Form leavers are to select the charity. For 24/25 the charity was Refuge.

Friends of Port Regis: A group of parents that has been a long-established and integral part of the school, organising an array of social events and raising funds for various good causes.

Unrestricted funds represent accumulated income from the School's activities and other sources that are available for the general purpose of the School.

27

Port Regis School Limited Notes to the Financial Statements

For the year ended 31 August 2025

23. Related party transactions

There are no other related party transactions (2024: none).

24. Status

The charity is limited by guarantee and has no share capital.

25. Pension

The total pension cost for the school was £402,754 (2024: £451,137) of which £246,617 (2024: £266,997) relates to Money Purchase Schemes.

There were outstanding contributions at the balance sheet date of £29,702 (2024: £23,555) in respect of contributions due for the month of August paid over to the pension scheme administrators in September.

Members of the teaching staff have the option to be members of a defined benefit pension scheme operated by the Teachers' Pension Agency. For other employees, the company operates a group personal pension plan.

Teachers’ Pension Scheme

The School participates in the Teachers’ Pension Scheme (“the TPS”) for its teaching staff. The pension charge for the year includes contributions payable to the TPS of £156,137 (2024: £184,140) and at the year end £16,836 (2024: £20,339 ) was accrued in respect of contributions to this scheme.

The TPS is an unfunded multi-employer defined benefits pension scheme governed by The Teachers’ Pensions Regulations 2010 (as amended) and The Teachers’ Pension Scheme Regulations 2014 (as amended). Members contribute on a “pay as you go” basis with contributions from members and the employer being credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliament.

The employer contribution rate is set by the Secretary of State following scheme valuations undertaken by the Government Actuary’s Department. The most recent actuarial valuation of the TPS was prepared as at 31 March 2020 and the Valuation Report was published in October 2023. The Valuation Report shows notional assets of £222.2bn and liabilities of £262bn, resulting in a scheme deficit of £39.8bn.

The employer contribution rate for the TPS is 28.6%, and employers are also required to pay a scheme administration levy of 0.08% giving a total employer contribution rate of 28.68%.

A copy of the valuation report and supporting documentation is on the Teachers’ Pensions website. Under the definitions set out in FRS 102, the TPS is a multi-employer pension scheme. The School has accounted for its contributions to the scheme as if it were a defined contribution scheme. The School has set out above the information available on the scheme.

28