BENENPEN. IE BENENDEN SCHOOL (KENT) LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Registered Company No.. 196353 Charity No. 307854 INDEX Page Chairman of Governing Council's Introduction Head's Report.. Review of the Year Governing Council's Report 5-12 Independent Auditors, Report 13-15 Consolidated Statement of Financial Activities 16 Consolidated and Charity Balance Sheets 17 Consolidated Cash Flow Statement 18- 19 Notes to the Financial Statements 20-37 Governing Council and Officers 38-39 Advisers 40 Chairman of Governing Council's Introduction The presentation of Benenden School's annual report and accounts always offers ils leadership the opportunity lo reflect on a year of significant achievements by ils students and staff and this year is no exception. The Head's Report and Review of the Year summarises the highlights of a characteristically busy year In which we saw the School al its energetic best. Whether in the classroom, in one of oui several performing arts spacès, on the sports field or beyond the school gates in the wider community Benenden'5 Students have each given of their best in their chosen fields. They have been inspired, encouraged and supported by a staff body who continually demonslrale a commitment to their roles which goes beyond expectation. Congratulations lo all our students and staff on an extremely successful year which included a successful Compliance inspection by the Independent Schools Inspeclorale in October 2022. One of the major themes of 2023 has been the preparation for and then launch of the School's Centenary celebrations and as I write this we are midway through a programme of events lo mark this major milestone in the School's history. Anniversaries always offer an opportunity for reflection as well as celebration and we have enjoyed several occasions which have looked back al the Benenden School journey to dale and enabled us lo reflect with real pride and satisfaction on the way that the Founders, original educational vision continues lo define the School's Complete Education. As stewards for the time being of the School and its heritage, members of Governing Council are keenly aware of the responsibility they have lo ensure that ils heritage and ethos are respected while the School evolves lo meet the demands and needs of today and tomorrow. During this Centenary Year we are therefore enjoying celebiating with the full School community al the same lime as continuing to charl the School's path forwards into the middle parl of the twenty first Century. For the last couple of years that path forwards has been affected by the fi'nancial impacts of the inflationary and turbulent economic landscape within which we oper21e. We have managed the School's finances carefully during that period and have also focussed efforts on allernalive revenue streams lo maximise the use of the Schools broader asset base and reduce reliance on school fees. These initiatives are now assuming an even greater significance for us in the face of the political threats to the independent schools sector in the UK. With the apparent probability ol a change of government as a result of the upcoming general election, the sector is facing the very real prospect ofVAT being imposed on school fees for the first lime. As has been widely reported in the press the Labour party seems firmly commilled lo introducing this as one of their flagship policiès. While along with the rest of the sector we remain unconvinced about the merits of the policy, we are now heavily engaged in work to understand ils likely impact on the School's financial model and, therefore, on our fee paying parents. This is probably the most significant and imminent risk we face at the moment and we are doing all we can lo prepare for it. The Head's Report sets out the many academic and other educational achievements of the past year but I sel out below a few of the broader developments which are parti¢ularSy noleworlhy in our Centenary year". Our first international school, Benenden Bilingual School Guangzhou, opened ils doors lo its first students in September 2023. Owned and operated by our Hong Kong based education partner, CTF Education, the new school proudly reflects Benenden's educational ethos while operating on a slate of the arl newly built campus in the Panyu district of Guangzhou. We are delighted lo have taken the Benenden educational brand into the international school market for the first time and venture will deliver a revenue stream lo support the UK school and ils bursary programme in particular., Hemsted Park launched as our new Commercial performing arts brand and held its first open to the public Ihealrical and musical events in our Centenary Hall and in the theatre. Making full use of the School's excellent performing arts spaces, in particular the Centenary Hall, it enables external audiences from the local area lo be benefit from our facilities while generating welcome commercial revenue for the School. In September the School hosted a day conference on Inspiring Female Leaders. It allracted a wide audience and was notable for the fact that all the speakers were Benenden Seniors. We were greatly honoured that HRH The Princess Royal addressed the conference as parl of a wider visit to the School., 'Benenden 100" was published as parl of the Centenary celebrations. Building on the histories of the School which had been wrillen for the 501h and 75th anniversaries of ils founding. Benenden 100 features 100 members of the Benenden community past and present, each of whom is considered lo exemplify Ihe School's ethos and values. It makes inspiring reading, not least as a showcase of the diversity of the career and life paths which many Seniors have followed from the earliest days of the School's founding up to the present day", The Centenary Campaign was launched in Autumn 2023 with a focus on raising much needed funds lo help finance the resloralion and modefnisation of the main Hemsted House. our sports centre SPLASH and the lower and middle school boarding houses. This campaign builds on from the success of the Heart ol Benenden Campaign which was key to being able to deliver the Centenary Buildings. It reflects the fact that the preservation and modernisalion of the Eslale is an ongoing priority and il can only be achieved to the standard required for a school of Benenden's standing with generous philanthropic support. The Centenary Campaign will sil alongside the Be The Change initiative launched in early 2022 and which has already delivered £2.5 million towards our ambitious bursary funding programme. As 2023 gives way to 2024 change is in the air al Benenden as the School prepares 10 Say farewell to Mrs Samantha Price who, after 10 years as Headmistress, is sadly leaving the School al the end of the Academic Year. She will leave a strong legacy and leaves with our profound thanks and very best wishes. The leadership of Governing Council will also change the summer as I stand down as Chairman, to be succeeded by our supremely able and commilled Vice Chair, Mrs Anne McNab. For both Mrs Price and myself il has been an extraordinary privilege lo be parl of the School over the last decade and to complete our tenures with the Centenary. 11 is fitting that as the School moves into ils second century it will do so with a new Head and new Chairman. The School is well placed lo meet the challenges. both known and unknown, which lie ahead and I wish il every success. The Hon Mrs A Birkett MA, MBA Head's Report Review of the Year Activltles and Achievements The 2022-23 academic year represented a very successful year at Benenden, as we reflect on many achievements both School-wide and individual. Some 57 per cent per cent ofA Level grades were at A. or A this year, up from 55 per cent in 2019.. the pre- Covid slandaTd against which the Government was benchmarking schools. The A" B rale was also higher. by two percentage points, at 82 per cent- these results were achieved against a nationwide picture of fewer lop results being awarded. Benenden's Class of 2023 are now studying al leading universities around the world. UK destinations include Oxford, Cambridge, UCL, LSE, Durham and Edinburgh. International courses are a5ways popular al Benenden, with destinations this year including ColumbialBarnard, ColumbialTrinity, Boslon and Toronto. An incredible 82 per cent of all GCSE grades were at Levels 9-7 - the highest rale seen since 2016 excluding the Covid-affecled years. The resu51s represent Benenden's best GCSE results since the reformed GCSES were introduced. As part of its commitment to A Complete Education, we were delighted lo launch the brand-new Electives Programme for thè Lower School and Sixth Form. The Electives Programme steps outside the confines of syllabus and curriculum and embraces learning for the love of learning, revelling in the inherent value of knowledge. Students rotate through a wide range of esoteric courses 169 in totall, ranging from the practical, such as An Introduction lo Investments or British Sign Language, lo the more curious, such as Decrypting Crosswords, Meteorology, and Metacognition. Last year also saw Benenden's Art and Creative Technology Department reimagined and refreshed and Esports also emerged as a competitive phenomenon at Schoo1 last year. resembling Iradiliona1 sports with its human vs human competitive matches and captivating spectator experiences. Some of our expert speakers last year included Baroness Barran MBE, Parliamentary Under Secretary of Stale al the Department for Education. She discussed her current role in the House of Lords, and her varied responsibilities. Renowned chef Marcus Wareing also urged Benenden students lo pursue the things they love, outlining the array of career oppoilunilies available in the food industry and encoLJraging the audience lo pursue their passions. Actors, singers and dancers in our Upper School wowed audiences with their exceptional rendition of Chicago, demonstrating their talent and dedication through a witty tale of crime. infamy and celebrity. Not lo be outdone, the Upper Fourths also gave an exceptional performan￿ of Alan Ayckbourn's Ernie's Incredible Illucinalions. The Benenden community was also treated to a spectacular evening of Dance across a ranue of styles at the Benenden Dance Show. We were delighted lo host the National Schools, Lacrosse Championships foT U14s in March and fantastic team and individual performances were displayed by Benenden players throughout the lournamenl. The Summer term saw bmo significant milestones for Cricket al Benenden. The U1 S Cricketers travelled lo Bede's School for their fi'rst ever Sussex League match and the U13s travelled to Sutton Valence School for their first ever hardball match. An enterprising group of Benenden Upper Fifth sludenls-colleclively called the FABonoids-won the University of Cambridge Davidson Inventors Challenge 2023. As well as a cash prize, the students were invited to spend a couple of days in the university's labs. A Six One student also won first prize in an es58y competition organised by HMC Projects in Central and Eastern Europe, with an impressive and moving piece about her experience of education in a British boarding school. Detailing the student's adjuslmenl lo joining Benenden from Ukraine. the essay was described by HMC Projects as °oulstanding'. Trips are back in full swing and in March some 28 Six Two students travelled lo Krakow, Poland to experience three days fully immersed in Polish history and culture. During the Eastèr break. a group of keen Spanish students in the Fifth also sel off on a six-day adventure lo discover Valencia. In October 2022 the School was visited by the Independent Schools Inspectorate for a routine Regulatory Compliance Inspection. which found the School to be compliant in all areas the best possible outcome. We are proud of our achievements at Benenden and are grateful to everyone who has been involved in this success. Our 2022-23 successes have led us neatly into our Centenary year, which al the time of writing we are enjoying celebrating. Partnerships Benenden's Partnerships Programme continues lo go from strength lo strength, with more than 4,000 hours of outreach activities undertaken by students and staff al more than 30 different or9anisalions including primary and secondaiy schools, libraries, care homes and social hubs. Over the year 2022-23 the approximate alculalion was 2,030 staff hours devoted to partnerships activities, which was estimated to be in the region of £116,000 in terms of salary cost lo the School. During the year we enjoyed a range of events that were open lo our partnered institutions and the wider community. We were delighted to welcome Year 12 and 13 students from 20 visiting schools lo join our Sixth Formers for a conference organised in collaboration with the Girls, Schools Association and University College London, enlilled The Art of Disagreeing Well. The conference sought lo encourage openness, tolerance and empathy in debate. other events included the annual STEM Convention, a day dedicated to promoting STEM subjects through a vibrant programme including guest speakers, sludenl-led presentation carousels and a bustling Science fair. The John Wallis Church of England Academy Benenden continues lo work closely with The John Wallis Academy lo initiate and support activities. The Student Mentoring programme has been expanded lo now run for two years, covering Year 10 lo Year 11 for The John Wallis Academy pupils. This ensures a longer-term relationship be￿een the two sets of pupils. The allendance for the Benenden and John Wallis Academy Combined Cadet Force is up. with 56 pupils from the John Wallis Academy {up from 30 in the previous year, and with 50Q/o now femalel. This figure has been matched by the Benenden conlingenl, resulting in the highesl-allended Combined Cadet Force since ils inception. The John Wallis Academy is also connected lo Benenden's partnership with the English National Opera which will form one of the highlights of the 2023-24 academic year. Two year groups from The John Wallis Academy Primary School also enjoyed forest school mornings in Benenden's woods in October. The Volunteering Programme Volunteering has continued ap8ce, with strong levels of commitment from the pupils on Tuesday afternoons. The programme incorporates 72 pupil volunteers, across 11 locations. We have managed to continue lo ensure our partners are supported throughout the Autumn and Spring terms. The ethos of volunteering is firmly estsb5ished within the Sixth Form with both year groups undertaking a term's placement with an average of 130 hours of student volunteering happening every week within the Autumn and Spring terms. Kent Academies Network Benenden continues to support the KentAcademies Ne￿Ork, providing staff to assist in the candidate selection and to teach al the residential parl ofthe summer course. Benenden is keen lo pSay a more prominent role within the scheme and we are exploring how best this can be achieved. The Local Hub The Wealden Hub is a group of local schools within the Weald of Kent, led by Benenden. which looks to ulilise the resources of the schools to offer support. training and resources lo colleagues in a range of schools. Benenden has supported some events with staff and resources. Growth in OPPOTlunities offered has continued and through the STEM partnerships many more schools have been able lo take parl in a range of inilialive5. Samantha Price Governing Council's Report Objects and Alms The principal objects of the Company are lo promote and provide for the advancement of the education of school age students, and lo hold lectures. exhibitions, concerts, public meetings, classes, conferences, and other activities calculated directly or indirectly to advance the cause of education. Benenden School's Aims for its Students Benenden School is an expert in educating young women. Above all. we want our students- whether, boarders or day students- to relish all that life in a boarding school has lo offer, to enjoy their learning, develop intellectual curiosity and be ambitious, while learning lo achieve balance in their lives. In all that we do at Benenden, we foster the need to value oneself and others. In so doing, we expect each pupil lo be a responsible and considerate citizen and we support her to grow into a confident, positive young woman who will play an active parl in society. By emphasising the irllporlance of spiritual and personal growth, we help our pupils lo develop self-knowledge. to become outward looking, courageous and compassionate, so that they will be inspired to make a differen both to our school community and throughout their lives for the benefit of others. Vision Inspiring future thinkers and leaders to shape a beller world. Mission Through our Complete Education, we.. Create a culture of intellectual curiosity Ignite a passion for crealivily and innovation Nurture the value of community, and Inspire each individual to make a difference This mission is underpinned by our values of confi'dence, compassion, courage and courtesy. Objectives The Directors confirm that they have complied with the duly in the Charities Act 201110 have due regard to the publi¢ benefit guidance published by the Charity Commission in determining the activities undertaken by the Company. Ensuring best practice across the board is a priority and the School continues lo develop ils policies and procedLJres for monitoring and evaluating this. Members of Governing Council confirm that they have complied with their duty as directors, lo have regard to the mallers in section 172111 oflhe Companies Act2006. This duty is lo act in good faith, to promote the success of the School whilst having regard lo.. the consequences of any decisions in the long term- the interests of the School's employees.. the need lo foster business relationships with suppliers, customers and others", the impact of the School's operations on the community and the environment., the desirability of maintaining a reputation for high standards of business concsucl., and the need lo act fairly as between membeis ol the charitable company. The Governing Council has promoted the success of the School by acting in good faith lo assist the School lo meet ils aims and objectives. During the course of the year the Governing Council and the Senior Management Team have commenced a broad-based strategic review lo consider how Benenden can best move forward into its next centtjry. Operational, financial and strategic challenges continue aroLJnd managing increased inflation and costs. balancing capita1 projects and planning for the potential implication of VAT on fees. Whilst these have had an impact on the operations and financial position of the School and will continue lo do so for the foreseeable future, Governing Council is satisfied that the Sch(iol remains both operationally and financially in a stable and secure position and the strategic review will ensure that the School continues to excel in all areas. Further details can be found in the Head's Review of the Year, the Financial Review and Principal Risks and Uncertainties. Allracling and developing excellent teachers remains a priority for the School. Working with other local schools we continue lo offer a comprehensive graduate teacher training programme and an integrated professional development programme for leaching staff to support their progression lo middle and senior leadership positions. This supports the development of oulslanding leaching and leaders both at Benenden and within the wider profession. Career development for support staff also remains a locus with training provided both within the School and via allendance on a broad range of external courses. We also make active use of the Apprenticeship Levy funding to help develop Colleagues in a range of roles. The Staff Wellbeing Committee. with represenlalives from a wide range of roles within the School, is chaired by the First Deputy and gives colleagues an opportunity lo discuss any aspect of the School. There is a weekly staff meeting that all colleagues can allend in person or remotely, either live or recorded, in which a broad range of mallers are discussed. The Headmistress has a 'surgery' time on Wednesday mornings when any member of staff can drop in lo discuss any cOn￿r￿S they may have and other membèrs of the Senior Management Team and the People Services department have an open door policy and staff are èncouraged lo come and see them. Benenden School is committed to securing equality of opportunity through the creation of an environment in which everyone is treated as an individual. By respecting and valuing diversity we can maximise our impact through meeting individual needs and slaying in touch with the changing societies in which we work. Plans for Future Periods Firstly, the entire Benenden community offers their congratulations lo Mrs Samantha Price following her appointment as the Head of Cranleigh School and looks forward to welcoming Ms Rachel Bailey as Headmistress in September 2024. Ms Bailey has already started spending lime at Benenden, getting to know the community ahead of her formally starting her new role. The Centenary Vision Project Iten-year strategy plan} centres on a range of capital projects, together with fundraising for means-lesled bursaries. The first three phases of the Project included the delivery of the All- Weather Pitch and Pavilion, Weston Crescent staff housing, the Centenary Buildings, and the first half of our ambitious fundraising campaign Be the Change which seeks lo signilicanlly increase the level of bursary support we are able to provide and lo broaden our partnerships work. Since the Be the Change campaign launch by HRH The Princess Royal in January 2022 members of our community have committed £2.5 million of pledges towards the campaign largel of £5 million. The final phase of the Vision is The Centenary Campaign which launched in the 2023-24 academic year. The campaign goal is lo raise £10 million for the vital resloralion of Hemsled House, the modernisalion of our Middle School Boarding Houses and sports facilities, and the continuation of our important bursary and partnerships work. The School remains commilled to continuing over the coming years the refurbishment of the Lower School boarding houses, building on the successful refurbishments of Medway and Marshall Houses in the summer of 2021, and refurbishment work lo areas of Echyngham, Guldeford, Norris and Hemsled Housès during the summer of 2022 and 2023. Dorm floors have now been replaced across all four Sixth Form Founders Houses. Plans continue for the refurbishment of other areas together with the resloralion of the roof to Hemsted and parts of Norris, which will be a signifi'cant undertaking. Hemsted Park, which sits within the School as its Commercial Arts extension. formally commenced in early 2023. Hemsled Park aims lo maximise the use of the extensive performing arts spaces within the School. including the Centenary Buildings and the Theatre, by hosting a range of performing aris events aimed al the local community. Performances to dale have included the BBC Big Band, Ronnie Scott's All Stars and the London Film Music Orchestra. 11 is hoped that the performance schedule will continue lo grow to several seasons per year, providing an additional revenue stream lo the School whilst widening access lo our sile and facilities to the local community. Reporting to the Finance Committee. planning has commenced for the possible introduction of VAT on school fees. Extensive modelling has been undertaken to Ljnderstand the likely impact of VAT on the School and lo considei any possible mitigations. Benenden International Limited IBILI. a wholly owned subsidiary of Benenden School (Kenll Limited has continued to act on behalf of the School to facilitate access lo the international school market and take advantage of other potential options for business diversification as and when suitable opporlunilies arise. BIL'S primary purpose remains lo provide an additional income stream for the School. On 1 September 2023, BIL opened ils first international school in Guangzhou, China. The school, Benenden Bilingual School Guangzhou IBBSGI, is the first of live Benenden international schools lo be established within the region via a partnership with Chow Tai Fook Education Group ICTFEGI, a Hong Kong-based educational group. During the pre-opening period, the staff of BIL have worked closely alongside the BBSG team in establishing the educational and operation models for the school, assisted with recruiting, and conducting pre-opening inspections. The first months of operation have proved lo be very successful, with a strong opening pupil roll in what is a competitive environment. Financial Revlew The financial aims of the Governing Council include generating sufficient income lo ensure the School is in a sound financial position. Sufficient surplus is required lo enable the ongoing maintenance and investment in the School eslale and lo ensure that an appropriate level of reserves are held. The School is also seeking lo increase funding for the bursary provision via a fundraising campaign. On a regular basis, the Finance Committee carefully reviews the financial results and forecasts of the School, which includes detailed scrutiny of cashflows on a short and longer term basis, the level of borrowings and capital expenditure. The outcome of these reviews is reported lo and considered by the Governing Council. Income (excluding donalionsl increased from £22.7 million to £24.6 million primarily due to an increase in fees receivable resulting from a rise in termly fees along with an increase in holiday sub-lelling which returned lo closer lo pre-pandemic levels. Expenditure increased from £21.5 million to £24.1 million primarily as a result of increased inllalionary pressures and a change in the depreciation policy on some capital expenditure Items. The surplus achieved of £1.5 million. including gifts, grants and donations, investment gains and trading income, enables the School lo invest both for the future by way of capital projects and in its bursary programme. Significant borrowings have been undertaken for the development of the Centenary Buildings and adequate surpluses are required to ensure that this debt is serviced. These financial results incorporate those of LASS Limited and Benenden International Limited. During the year LASS continued as the main trading arm of the School with the principal activity being the operation of the retail shop at the School. The shop stocks school uniform, stationery, sports equipment and pharmacy products for sale to the School community. 2023 2022 Sludenl numbers laveragel Fee concessions as a percentage of gross fees Direct teaching costs as a percentage of gross fees Increase in school fees 545 530 7.10% 34.5/ 3.75° 31.3Yo 6.50Yo Reserves Al 31 July 2023, the School had unreslricled funds of £51.0 million, of which £3.3 million were designated, and reslricled funds tolalling £5.7 million. The Governing Council has a long-standing policy to use revenue surpluses and borrowings as appropriate lo improve the overall educational service and facilities provided by the School. 11 is the intention of the Governing Council that this policy of developing and improving the School be ¢onlinLJed and any unreslri¢led surpluses will be used for this purpose. The majority ol designated funds relate lo the Clarke Will fund of £3.2 million. Governing Council continues to review the current asset position of the School lo ensure that it has sufficient working capital to meet its obligations, having regard lo the seasonal flow of income. The School anlicipales that ils ongoing activities will allow il lo build a modest level of reserves lo support an ongoing programme of development and improvements and lo provide bursaries. The Directors regard 'free' reserves as being the reserves of the School after dedu¢ling fixed assets and any funds held as reslricled or designated. On the basis described, there is a deficit of free resetves of £16.3 million 12022.. £17.7 million). Similar lo many other independent schools, the School has invested heavily in fixed assets which has resulted in this delicil. Advance Fees The School operates an unsecured Fees in Advance {FIAI Scheme for the benefit of parents. Teachers, Pension Scheme Following the considerable increases in cost lo the School in relation to the Teacher's Pension Scheme ITPS) in recent years Governing Council elected to close membership of the Scheme lo new leaching staff joining Benenden from September 2022. An alternative Defined Contribution pension and benefit scheme has been offered lo teaching colleagues joining Benenden from September 2022. Following a thorough slalutory consullalion process with TPS members, which commenced in October 2022 an agreement was reached with staff whereby they have the option to remain in the TPS. bul at a capped cost to the School, or allernalively move to the new Defi'ned ConlribLJlion scheme. This took effect from January 2024 and as such has protected the School against future increases in the TPS employer contribution rate. Fundraisin Practices Fundraising is conducted through the School's Development Office. The principal aims for the year was the launch of a significant and ongoing bursary fundraising initiative to significantly increase the chaiilable funding available for means-lesled full bursaries. This campaign has subsequently been widened lo include fundraising towards the refurbishment of certain boarding houses and the Hemsled roof. Benenden Connects the School's online portal, which brings Seniors, Parents. Friends, Staff and Sixth Formers together, has continued to grown in popularity. In-person events in the year have included New Parents, Dinners, a Benenden Society Reception in London lo launch the School's Be the Change bursary and partnerships campaign., and Seniors, Day,. as well as celebrations lo mark the opening of the Centenary Buildings. The School complies with the Fundraising Regulator's code of practice and there are no mallers to report ol the School failing lo comply with fundraising standards. The School received no complaints about ils fundraising activity in thè year. Ener and carbon statement The School engaged ils ulilily consultants, Professional Energy Services, lo review its greenhouse gas emissions and energy use data lo compile a report lo meet the SECR reporlino requirements. The report was produced using interval meter data, full year billing data, travel expense claims, fuel cards and onsite vehicle fuel data. The table below summarises the energy use in the year relating to eleclricily, gas combustion and transport. 2023 1,761,796 kvvh 5,283,515 kvvh 134,622 kwh 7,179,933 kvvh 2022 1,911.915 k 5,257,440 kwh 203,683 kwh 7,373,038 kwh Electricity use Gas combustion Transport Total The greenhouse gas emissions associated with the energy use identified in the table above are as follows.. 2023 2022 364.8 IC02e 369.7 tC02e 966,5 IC02e 960.0 tC02e 33.5 tC02e 29.1 IC02e 1,364.8 tC02e 1,358.8 IC02e Electricity use Gas Combustion Transport Total Due to the recent expansion works within the grounds the exact square footage is not known and has changed significantly, 11 has therefore been decided that the constant index will be sludenl numbers. The intensity ratio for Benenden School is 2.48 IC02e12022= 2.53 tC02el peT Student for the reporting year, based on 543 sludents12022', 532 students). The methodologies used in the idenlilicalion and calculation of the provided information followed the processes described in the GHG Reporting Protocol - Corporate Standard. GHG Conversion Factors for electricity. gas and transport were taken from the UK Government GHG Conversion Factors for Company Repoiling 2023. In the year to 31 July 2023, Benenden School has insulated over 2,350m2 of attic space in five separate bLJildings lo improve heal retention and reduce heat loss, so saving on healing costs. Six boilers were replaced with more efficient plant. The boiler temperatures have been reduced and pump and motor limes have been adjusted lo save energy, and emissions. An ongoing programme of replacing old light fillings with new LED fittings has continued. It is noted that the supply fuel mix will be taken into the procurement processes for energy with an active view on sourcing fully green electricity through a certified and backed supply chain as well as bio-gas and carbon offsetting inilialives for natural gas supply. Investment Polic Governing CoLJncil is empowered within the Memorandum and Articles of Association to invest any monies as aulhorised by law and for the investment of trust monies in a manner il thinks fil. All investments have been acquired in accordance with the powers available to the Governing Council. The investment committee advise on the investment of school funds, including advance fee monies. The investment portfolio is managed on a discretionary basis by Sarasin & Partners. Since inception of the portfolio on g September 2019 up lo 31 July 2023, the portfolio has achieved a lolal return of +20.0 /0 (net of all costs) versus the bespoke benchmark return of +25.10/0. ICE BofA Sterling Corporate & Collateralized Index 17.5 /01, ICE BofA UK Gills All Slocks17.5 /.), MSCI AC World (Local Currency) IGBPI1100/0l, MSCI All Countries World Daily INet Total Relurnl1600kn1, MSCI All Balanced Properly Funds One Quailer Lagged15°/91, 20/0 per annum above SONIA lallernative assetsl110'1.1. The ARC Steady Growth Peer Group returned 13.1°/o over the same period. For the 12 months lo July 2023, the portfolio returned +0.8010, ahead of the ARC Steady Growth Peer Group return of +0.20/0. This reflects the challenges we have seen in markets over the year. with rhetoric from central banks remaining tough In a clear allempl lo convince markets that interest rates will remain higher for longer to keep a lid on the potential for a resurgence of inflation. Governing Council aims for the investment portfolio lo provide a sufficient income lo fund bursary commitments while preserving the real capital value of the portfolio lo enable bursary funding for future generations. As a measure of performance, the long-term return largel has been set al UK inflation ICPII +4,10 over a 5 year rolling basis. Principal Risks and Uncertainties The Directors conliriLJe to keep the School's activities under review and monitor performance. Evaluation of Risk The Risk Committee and the School Senior Management Team are heavily involved in assessing both the operational and strategic risks lo the School. The School Risk Register is regularly reviewed, al least bi-annually, and kept up to date by the Senior Management Team. Risks are then reviewed by the Risk Committee, a sub- Committee of the School's Governing Council. In addition to reviewing the risks lo the School from the exècutive team's perspective, the Risk Committee has a specific remil to examine and assess the possible impact of risks lo the School from external sources, The Risk Committee meets two limes per year or more frequently if required. A separate group may be established to respond lo a particular risk, with the most recent example being the now disbanded Coronavirus Response Group. The minutes of the Risk Committee and any specific focus groups are presented at the following Governing Council meeting. The Risk Register and the recommendations of the Risk Committee are reviewed al least annually by Governing Council and more frequently as required. strale ic Plannin The School Slrate9ic Plan, that is wrillen by the Senior Management Team, and the School Development Plan that is derived from this, are reviewed al least annually lo ensure that they are fil for purpose. The School Development Group, which includes both the Senior Management Team and members of the wider staff, meet regularly throughout the year to develop, and inform wider strategy for beyond the Centenary year. This group has informed the Governor Stffttegic Review group, which was formed in Spring 2023 and. together with the Senior Management Team, is progressing the wider strategic planning as Benenden moves beyond its Centenary. Governing Council meets, al least annually, with the Senior Management Team, for a wider strategy day. Major strategic decisions are fully discussed and ratified by Governing Council. This process ensures that all projects are assessed for risk and are not entered into without appropriate due diligence. Both financial and operational reporting is embedded within the working patterns of the School. Key Performance Indicators are used al all levels to aid with the process of identifying risks. Once identified, the Senior Management Team and Governing Council will together make decisions lo appropriately mitigate or accept those risks, calling upon professional expertise from external agencies il appropriate. Financial Plannin The Finance Commillèe. in conjunction with the Director of Finance and Operations and Finance Bursar, are tasked with the development of financial models Covering a range of eventualities as circumstances dictate. These models are leslèd on a regular basis. Maintenance of educational uali Educational excellence is al the heart of the School and the Senior Management Team is responsible for ensuring that this and the 'Complete Education, programme are reflected in the School's Strategic Development Plan. The Senioi Management Team closely monitor the delivery of the educational offering in the academic, pastoral and co-curricular areas of the School. The School's success at achieving ils educational aims and delivering ils ethos is evaluated by both the Independent Schools Inspeclorale and Governing Council supported by the Education and Safeguarding and Pastoral Care Commillees. Teaching standards are constantly under review within the School with the process being co-ordinated by the Senior Management Team. Sludenl performance is regularly monitored with actions being taken lo ensure that any issues are addressed. All staff benelil from an appraisal system to ensure that standards remain high. Training is available lo keep all staff up to dale with best practice. Following a review of the timetable an exciting range of Electives was introduced lo the curriculum in September 2022. Taught by a range of Benenden staff the Electives cover a broad range of topics from outside the core curriculum, including sign language, journalism and local politics. Ensurin safe uardin of students The Governing Council reviews and approves the School policies relating lo safeguarding on a regular. and at least annual. basis via the School Safegu2rding and Pastoral Care sub-commillee ensuring they are fil for purpose, are compliant and that they reflect School practice. The School Safeguarding and Pastoral Care sub- committee reports lo the Governing Council on an annual basis with regular updates being provided when required. All staff are trained in safeguarding upon arrival and throughout their time al the School on an annual basis with regular updates throughout the year. Health and Safel Health and Safely al the School is managed via the Health and Safety Committee which in turn reports lo the Eslales Committee. A risk assessment and management process is in place throughout the School with regular reporting via the Estates Committee lo Governing Council. The School had an independent external Health and Safety audit in June 2021 and al least once in every three yearly cycle. Ma or Risks The Directors consider that the major risks lo which the School is Current￿ exposed are.. 1. Economic and Political Risk. The School has a robLJSt System for assessing the effects of changes in politica1 and economic factors that may affect the operation of the School in the short, medium and longer term. Specific risk in this category are.. a. Introductlon of VAT on independent school fees and loss of business rate relief by independent schools. These are significant risks lo the School and their impact on the school's finances and ils parent base is being actively assessed by the Finance Committee. The School continues lo work hard lo support the independent sector on these issues via ils engagement with the GSA, HMC, BSA and the ISBA. b. Wider economlc environment. The initial economic impact of Brexit has now expanded to include the ongoing economic effects of the war in Ukraine and the broader risk of recession. High inflation rates continue to affect many areas of the School, most notably within the ulililies, domestic and staffing budgets. More broadly, inflation risks adversely affecting the affordability of the School within its market which ultimately could risk student numbers and retention. The School is actively managing costs in all areas. c. Geographical financial dependence. A priority for the School is lo ensure that students from all parts of the globe are able join the School community. Financially, the Governing Gouncil and Senior Management Team work lo ensure that the risk for the School, due lo the possibility of becoming dependent on one single market, is mitigated as far as possible. d. Changes to the educatlonal regulatory environment in China. The School has entered into an agreement with a Hong Kong-based education partner to develop five bi-lingual schools within China. Subsequent lo the agreements being made, the Chinese government imposed substantial changes to the legislation affecting the operation of bi-lingual schools in the region. The majority of the changes had already been anticipated by the School as part of the agreement process", however the School continues lo closely monitor the situation, via its international trading subsidiary Benenden International Limited, to ensure any risks lo the future operations of the schools are mitigated. 2. C ber Securit Cyber security risks remain high with the School being alert lo the risk of a cyber-allack and the risk of failure of IT security procedures. All staff are regularly trained lo be aware of cyber risks. Appropriate security measures. which include external lesling of IT se¢urily systems are undertaken on a regular basis. Reference and Administrative Detalls Benenden School IKenll Limited is a limited company with charitsble status. The Directors of the company. who are the Trustees of the charity, are the members of the Governing Council of Benenden School. The School's directors, advisers and key staff are set out on pages 38 - 40. 10 Structure, Governance and Management The Company was conslituled on 13 March 1924. The Memorandum and Articles of Association have been amended over the years, with the lalesl amendmènt on 7 December 2018. The Company was granted Charitable Status in 1941. The Nominations Committee is responsiblè for the recruitment of Governing Council Members. Any prospective Governing Council Member must meet criteria sel out by Governing Council including personal competence, specialist skills and availability. Nominations are discussed. and appointments made al Governing Council meetings. A compiehensive induction for newly appointed Governing Council Membeis is organised by the Clerk to the Governing Council. Governing Council Members have access lo AGBSS sponsored training workshops and other tiaining as required. The Governing Council Members determine the general policy of the School. Day to day management of the School is delegated lo the Headmistress with the Senior Management Team of the School. The Charity has two wholly-owned non-charitable subsidiaries, Lime Avenue Sales and Services Limited (LASS Ltd) and Benenden 5nternational Limited {BILI, whose activities and trading performance are discussed in note 4 to the accounts. The Benenden School Hong Kong Trust Ilhe HKTI is independent of the School and the Governing Council, and no School shareholders are members of the HKT. Ils objectives are lo promote and provide for the advancement of education. Policies Adopted for Setting Remuneration of Key Management Personnel The Remuneration Committee reviews the pay and remuneration of all staff including the Senior Management Team as detailed on page 39. Consideration when setting pay is given to the role and responsibilities, competitor salaries in the region, average salary for comparable positions in the sector. market trends and sector benchmarking which has been supplemented by the employment of external experts lo review both Senior Management Team and teacher pay scales. STATEMENT OF DIRECTORS, RESPONSIBILITIES The Directors (who are also the Iruslees ol the charitable company) are responsible for preparing the Report of the Governing Council and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Genera15y Accepted Accounting Practice). Company law requires the Directors to prepare financial slalemenls for each financial year which give a true and fair view of the slate of affairs of the charitable company and the group and ol the incoming resources and application of resources, including the income and expenditure, of the charitable company and group for that period. In preparing these financial slatemenls, the Directors are required to.. select suitable accounting policies and then apply them consislenlly., observe the methods and principles in the Charities SORP., make judgments and accounting estimates that are reasonable and prudent; stale whether applicable UK Accounting Standards have been followed. subject to any material departures disclosed and explained in the financial slatemenls., prepare the financial statements on the going Concern basis unless il is inappropriate to presume that the company will continue in business. The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any lime the financial position of the charitable company and group and enable them lo ensure that the financia1 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 Directors is aware al the time the report is approved.. a. there is no relevant audit information of which the charitable company and group's audiloTS are unaware. and b. the Directors have taken all steps that they ought to have taken lo make themselves aware of any relevant audit information and to establish that the auditors are aware of that information. 11 AUDITORS A resolution proposing the re-appointment of Haysmacintyre as auditors will be submilled to the Annual General Meeting. Report of the Governing Council, incorporating a Strategic Report, approved by the membeTS of Governing Coun l on 13 March 2024 and signed on its behalf by The Ho Chairman 12 Independent Auditor's Report to The Members of Benenden School (Kent) Limited Oplnion We have audited the financial slalements of Benenden School IKentl Limited for the year ended 31 July 2023 which comprise Consolidated Statement of Financial Aclivilies, the Consolidated and Charity Balance Sheets, the Consolidated Cash Flow Statement and the notes lo the financial statements, 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 oflreland (United Kingdom Generally Accepted Accounting Praclicel. In our opinion, the financial statements.. give a true and fair view of the slate of the group's and of the parent charitable company's affairs as at 31 July 2023 and of the group's and parent charitable company's net movement in funds, including the income and expenditure, for the year then ended., have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice., and have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinlon We Conducted our audit in accordance with International Stsndards on Auditing IUKI IISAS IUKII 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 group in accordance with the ethical requirements that are relevant lo our audit of the financial statements in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical iesponsibililies in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the fi'nancial slalemenls, we have concluded that the directors, use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's ability lo continue as a going concern for a period of at least ￿e1ve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect lo going concern are described in the relevant sections of this report. Other information The directors are responsible for the other information. The other information comprises the information included in the Governing Council's Report, the Chairman's Introduction and the Head's Report. Our opinion on the financial slalemenls does not cover the other information and, except lo the extent othetwise explicitly staled in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial 51atemenls. our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsislenl with the financial slalemenls or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misslalemenls, we are required lo determine whether there is a material misslatemenl 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 misslalement of this other information, we are required lo report that fact. We have nothing lo report in this regard. Opinlons on other matters prescribed by the Companies Act 2006 In our opinion. based on thè work undertaken in the course of the audit.. the information given in the Governing Council's Report (which includes the strategic report and the directors, report prepared for the purposes of company lawl for the financial year for which the financial statements are prepared is Consistent with the financial slatemenls., and the strategic report and the directors, report included within the Governing Council's Report have been prepared in accordance with applicable legal requirements. 13 Matters on which we are required to report by exceptlon In the light of the knowledge and understanding of the group and the parent charitable company and its environment obtained in the course of the audit, we have not identified material misslatemenls in the Governing Council's Report Iwhich incorporates the strategic report and the directors, report}. We have nothing lo report in respect of the following matters in relation lo which the Companies Act 2006 requires us to report lo you il, in our opinion.. adequate accounting records have not been kept by the parent charitable company., or the parent charitable company financial statements are not in agreement with the accounting records and returns., or certain disclosures of directors, remuneration specified by law are not made,. or we have not received all the information and explanations we require for our audit. Responsibilities of directors for the financial ststements As explained more fully in the directors, responsibilities statement sel out on pages 11-12, the directors are responsible for the preparation of the financial slalemenls and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misslalemenl, whether due to fraud or error. In preparing the financial stalemenls, the directors are responsible for assessing the group's and the parent charitable company's ability to continue as a going concern, disclosing, as applicable, mallers related lo going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent charitable Company or lo cease operations, or have no realistic alternative bul lo do so. Auditor's responsibilities for the audit of the flnancial statements Our objectives are lo obtain reasonable assurance about whether the financial statements as a whole are free from material misslalemenl, whether due lo fraud or error, and lo 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 delecl a material misslatemenl when il exists. Misslalements can arise from fraud or error and are considered material if, individually or in the aggregate, they Could reasonably be expected lo influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud. are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misslalemenls in respect of irregularities. including fraud. The exlenl lo which our procedures are capable of delecling irregularities, including fraud is detailed below.. Based on our understanding of the charitable company and the environment in which il operates, we identified that the principal risks of non-compliance with laws and regulations related to The Education Ilndependent School Standards) Regulations 2014, safeguarding regulations, health and safety requirements, GDPR, employment law and charity law and we considered the extent lo which non-compliance might have a material effect on the financial slalemenls. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Charities Act 2011 and Companies Act 2006 and consider other factors such as payroll tax. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements lincluding the risk of override of conlroSsl and determined that the principal risks were related lo the improper recognition ol revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included.. Inspecting correspondence with regulators and lax aulhorilies.. Discussions with management and review of Governing Council's meeting minutes and papers, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud., Evaluating management's controls designed to prevent and delecl irregularities., Identifying and lesling journals, in particular journal entries posted at the year end,. and Challenging assumptions and judgements made by management in their critical accounting eslimales. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading lo a material misslalement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and Iransaclion5 reflected in the financial statements, as we will be less likely lo become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due lo fraud rather than error, as fraud involves intentional concealment, forgery. collusion, omission or misrepresenlalion. A further description of our responsibilities for the audit of the financial statements is located on the Financial 14 Reporting Council's website at.. www.frc.or auditor's report. .uklaudilorsres onsibilities. This descTiplion forms part of our Use of our report This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Parl 16 of the Companies Act 2006. Our audit work has been undertaken so that we might slate lo the charitable company's members those mallers we are required lo slate lo them in an Auditor's report and for no olheT purpose. To the fullest exlenl permilled by law, we do not accept or assume responsibility lo anyone other than the charitable company and thè charitable company's members, as a body, for our audit work, for this report. or for the opinions we have formed. Tracey Young (Senior Slalulory Auditor) For and on behalf of Haysmacintyre LLP, Slalulory Auditor 10 Queen Street Place Londo EC4R 1AG Dale.. 30 April 2024 15 BENENDEN SCHOOL IKENTI LIMITED CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 JULY 2023 Unrestricted Funds General Designated Restricted Funds Funds Funds £'ooo £'ooo £ 'ooo Total 2023 £ 'ooo Total 2022 £'ooo INCOME FROM: Charitable activities School fees Ancillary trading income Other trading activities Trading company Investment income Voluntary sources Grants and donations Notes 21,909 1,900 21,909 1,900 20,279 1.442 380 380 379 569 92 923 1,015 624 Total Income 24,282 923 25,206 23,293 EXPENDITURE ON: Raising funds Trading costs Fundraising costs Financing costs Investment management 382 396 625 382 396 625 32 326 390 263 32 16 1,410 16 1,435 1,011 Charitable activlties Educational activities and grant making 22,498 179 22,677 20,496 Total Expenditure 23,908 16 188 24,112 21,507 NET INCOME BEFORE TAX Taxation payable 374 1151 735 1.094 1,786 NET INCOME AFTER TAXATION BEFORE INVESTMENTS GAINSIILOSSESI Investment gainslllossesl Gain on Interest Rate Swap 374 1151 735 1,094 1,786 11 20 389 40 141 56 389 1131} NET INCOME AFTER TAXATION AND INVESTMENTS GAINSIILOSSESI 783 25 731 1,539 1,655 Transfers 18, 19 188 {1881 NET MOVEMENT IN FUNDS Balance brought forward al 1 August 2022 971 25 543 1,539 1,655 46,652 3,333 5.172 55.157 53,502 Balance carried forward al 31 July 2023 17.18.19 47.623 3,358 5,715 56,696 55,157 The notes on pages 20 to 37 form part of these accounts. All amounts derive from Continuing aclivilies. All gains and losses recognised in the year are included in the Slalemenl of Financial Activities. Comparative figures for unrestricted and restricted movements as shown in note 24. 16 BENENDEN SCHOOL IKENTI LIMITED CONSOLIDATED AND CHARITY BALANCE SHEETS AS AT 31 JULY 2023 Reglstered Company No.. 196353 GROUP 2022 £'ooo CHARITY 2023 £'ooo 2023 £ 'ooo 2022 £'ooo Notes FIXED ASSETS Tangible assets Investments Investment in subsidiaries 10 63,959 6,619 64,332 6,596 63.881 6,619 64,250 6,596 70,578 70,928 70,500 70,846 CURRENT ASSETS Stock Debtors.. amounts falling due within one year Cash al bank and in hand 219 177 58 43 12 2,235 6,920 1,815 4,407 2,272 6,912 1,805 4.378 9,374 6.399 9,242 6,226 CREDITORS- amounts falling due within one year 13 14,5081 17.1241 14,3391 16,9751 NET CURRENT ASSETS 4,866 17251 4,903 17491 TOTAL ASSETS LESS CURRENT LIABILITIES 75,444 70,203 75,403 70,097 CREDITORS: amounts falling due after more than one year 14 118.7481 115,0461 (18,7481 115,046) NET ASSETS 56,696 55.157 56,655 55,051 FUNDS AND CAPITAL Unreslricled Funds.. General Designated Reslricled Income Funds Called up share capital 19 47,623 3,358 5.715 46,652 3,333 5,172 47,582 3.358 5,715 46,546 3,333 5,172 18 20 TOTAL FUNDS 56,696 55,157 56,655 55,051 The notes on pages 20 10 37 form part of these financial stalemenls. In accordance with Section 408 of the Companies Act 2006, no separate Statement of Financial Activities is presented for Benenden School (Kenll Limited. The Charity income for the year was £25.2m12022'. £22.9ml with a surplus of £1.6m12022.. £1.6ml. The financial statements were approved and aulhorised for issue by the Governing Council on 13 March 2024 and signed on ils behalf by.. The HonJAr>kBrfell Governing Council Member Anne McNab Governing Council Member 17 BENENDEN SCHOOL IKENTI LIMITED CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 JULY 2023 2023 £'ooo £'ooo 2022 £ 'ooo £'ooo Net cash flow from operatlons Nel movement in funds Depreciation Charges (Note 101 Investment income Financing costs Loss on disposal of fixed assets Investment managers charges Investments Igainslllosses Ilncreasel in debtors IDe¢reasellincrease in Creditors lexcluding lees in advance) Ilncreaselldecrease in stock (Decrease) in advanced fees 1,539 2,694 121 625 1,655 1,388 15691 263 32 1561 (4201 12,5241 32 173 11621 1,257 1421 12051 26 {2481 Net cash provided by operations 1,643 3.815 Net cash flow from investing activities Investment income Investment managers fees Proceeds from sale of investments Purchase ol investments Payments for tangible fixed assets 569 1321 31 1101 19,9101 1321 19 12.3241 Net cash used in investlng activities 12,3351 19,3521 Cash flows from Financlng Cash inflows from new borrowing Financing costs Repayments 3,965 16251 (1501 3,806 12631 Net cash provided by financlng activities 3,190 3,543 Increase in cash and cash equlvalents Cash and cash equivalents at beginning of the period 2,498 11.9941 4,288 6,282 Cash and cash equivalents at the end of the period 6,786 4,288 ANALYSIS OF CASH AND CASH EQUIVALENTS 2023 £'ooo 6,644 276 11341 2022 £'ooo 4,073 334 Cash in hand and al bank Cash on deposit Bank overdraft Isubsidiary} 6,786 4,288 18 BENENDEN SCHOOL IKENTI LIMITED CONSOLIDATED CASH FLOW STATEMENT (continued FOR THE YEAR ENDED 31 JULY 2023 ANALYSIS OF CHANGES IN NET DEBT At 1 August 2022 Cash flows £'ooo £'ooo Non-cash At 31 July movements 2023 £ 'ooo £'ooo 6,644 276 11341 Cash Deposits Bank overdraft Isubsidiaryl 4,073 334 11191 2,571 1581 {15) 4,288 2,498 6.786 Loan.. Less than one year Loan.. Greater than one year 13311 110,7041 12691 13,546) 16001 114.2501 16,7471 11,3171 18,0641 19 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 ACCOUNTING POLICIES Basis of preparation The financial slalemenls have been prepared in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS1021, the Companies Act 2006 and the Slalemenl of Recommended Practice applicable lo chaiilies preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021- Second Edition. The accoLJnts are drawn up on the historical cost basis of accounting, as modified by the revaluation of investments. The charity has taken advantage of the exemption available lo a qLJalifying enlily in FRS 102 from the requirement lo present a charity only Cash Flow Statement with the consolidated financial slalemenls. The Governing Council consider that there were no material uncertainties over the School's financial viability. Accordingly, they also continue to adopt the going concern basis in preparing the financial statements These financial slalements consolidate the results of the School and its wholly-owned subsidiaries., Lime Avenue Sales & Services Limited (LASS Ltd) and Benenden International Limited IBILI, on a line by line basis. The School is a Public Benefit Enlily registered as a Charity in England and Wale5 2nd a company limited by guarantee. 11 was incorporated on 13 March 1924 (company number.. 001963531 and registered as a charity in 1941 Icharily number.. 3078541. Critical accounting judgements and key sources of estimation uncertainty In the application of the accounting policies, Directors are required lo make judgement, estimates, and assumptions about the carrying value of assèts and liabilities that are not readily apparent from other sources. The eslimales and underlying assumptions are based on historical experience and other factors that are considered lo be relevant. Actual results may differ from these eslimales. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affected current and future periods, In the view of the trustees, the principal judgement and source of estimation uncertainty relates to the valuation of the interest rate swap las detailed in 1.131. The following accounting policies have been applied consistently in dealing with items which are considered material in relation lo the School's financial stalemenls. 1.1 Fees and similar earned income Fees receivable and charges for services and use of the premises, less any allowances, scholarships. bursaries granted by the School against those fees, but including contributions received from reslricled funds, are accounted for in the period in which the service is provided, 1.2 Investment Income Investment income from dividends, bank balances and fixed interest securities is accounted for on an accruals basis. 20 BENENDEN SCHOOL (KENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 ACCOUNTING POLICIES Icontinued) 1.3 Donatlons, legacies J grants and other voluntary Income Volunlary income is accounted for as and when entitlement arises. the amount can be reliably quantified and the economic benefit lo the School is considered probable. Voluntary income for the School's general purposes 15 accounted for as unrestricted and is credited lo the General Reserve. Vvhere the donor or an appeal has imposed trust law reslriclions, voluntary income is credited to the relevant restricted fund. 1.4 Expenditure Expenditure is accrued as soon as a liability is considered probable, discounted lo present value for longer-lerm liabilities. Expenditure allribulable lo more than one cost category in the Slalement of Financial Activities is apportioned lo them on the basis ol the eslimaled amount attributable lo each activity in the year, either by reference to staff lime or the use made of the underlying assets. as appropriate. Irrecoverable VAT is included with the item of expenditure lo which it relates. Governance costs comprise the costs of complying with conslitulional and stalulory requirements. Intra-group sales and charges be￿een the School and ils subsidiaries are excluded from trading income and expenditure. 1.5 Taxation Benenden School (Kenll Limited is a registered charity and therefore, is not liable lo income lax of corporation tax on income derived from ils charitable aclivilies, as il falls within the various exemptions available to registered charities. Income generated outside these charitable activities are liable to lax. 1.6 Tangible fixed assets Expenditure on the acquisition, construction or enhancement of land and buildings costing more than £1,000 together with vehicles, furniture, machinery, ICT infrastructure and other equipment Costing more than £300 are capilalised and carried in the balanee sheet at historical cost. ICT equipment costs less than £300 are wrillen off as incurred. Other expenditure on equipment incurred in the normal day-lo-day running of the School and ils subsidiary is charged lo the Statement of Financial Activities as incurred. Depreciation is provided lo write off the cost of all relevant tangible fixed assets less eslimaled residual value based on current market prices, in equal annual inslalmenls over their expected useful economic lives as follows.. Freehold Property Furniture and Equipment.. Furniture, Equipment and IT Motor Vehicles 20h _ 100/0 on cost 20./0 - 330A on cost 33 % on cost No depreciation is provided on freehold land. 1.7 Investments Listed investments are valued at market value as al the balance sheet dale. Unrealised gains and losses arising on the revaluation of investments are credited or charged to the Statement of Financial Activities and are allocated to the appropriate Fund according lo the "ownership. of the underlying assets. Investments in subsidiaries are valued al cost less provision for impairment. 21 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 ACCOUNTING POLICIES (continued) 1.8 stock Stock represents goods for resale and is valued al the lower of cost and nel realisable value. 1.9 Fund accounting The charitable trust funds of the School are accounted for as unrestricted or restricted income in accordance with the terms of trust imposed by the donors or any appeal lo which they may have responded. Unrestricted income belongs to the School's corporate reserves, spendable al the discretion of the Governing Council either lo further the School's Objects or to benefi't the School itself. Where the Governing Council decide lo sel aside any parl of these funds to be used in future for some specific purpose, this is accounted for by transfer to the appropriate designated fund. Advance fee funds represent the excess assets over liabilities in the old Fees Safeguard Plan which will be used for bursaries. The Clarke Will fund has been sel aside primarily for the funding of bursaries. Restricted funds represènt amounts donated to the School for specific purposes such as funding building developments, scholarships, seniors, bursaries and prizes. 1.10 Pension costs Retirement benefits lo employees of the School are provided through two pension schemes. The pension costs charged in the Statement of Financial Activities are determined as follows.. lal The Teachers, Pension Scheme- This scheme is a mulli-employer pension scheme. It is not possible to identify the School's share of the underlying assets and liabilities of the Teachers, Pension Scheme on a consislenl and reasonable basis and therefore, as required by FRS102, accounts for the scheme as if it were a defined ¢ontribLJlion scheme. The School's contributions. which are in 8ccordance with the recommendations of the Government Actuary, are charged in the period in which the salaries to which they relate are payable. {bl The TPT Retirement Solutions (formerly The Pensions Trust) Growth Plan Fund - The plan is a mulli- employer scheme, partly money purchase and partly with defined benefits. 11 is not possible lo identify the School's share of the underlying assets and liabilities and therefore as required by FRS102, the School accounts for the scheme as if il were a defined contribution scheme. The pensions costs charged to the Statement of Financial Activities in the year are contributions payable towards benefits and expenses accrued in that year, plus any impact of the deficit contributions. Section 28.11A of FRS 102 requires agreed deficit recovery payments lo be re¢ognised as a liability. 1.11 Operating leases Rentals under operating lease5 are charged on a straighl-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive lo sign an operating lease are similarly spread on a straight-line basis over the lease term. 1.12 Financial Instruments Basic financial instruments are initially recognised at transaction value and subsequently measured at amortised cost with the ex￿ptIon of investments whi¢h are held al fair value. Financial assets held at amorlised cost comprise cash at bank and in hand. together with trade and other debtors. A specific provision is made for debts for which recoverability is in doubl. Cash at bank and in hand is defined as all cash held in instant access bank accounts and used as working capital. Financial liabilities held al amorlised cost comprise all creditors except social security and other taxes and provisions. 22 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 1.13 Hedging arrangements The School applies hedge accounting for transactions entered into lo manage the cash flow exposures of borrowings. Changes in the lair values of derivatives designated as cash flow hedges, and which are effective, are recognised directly in other recognised gains and losses in the Statement ol Financial Aclivilies. Changes in fair values which are ineffective are recognised within income or expenditure in the Statement of Financial Activities- in line with the hedge accounting treatment above. Included within these financial statements is the fair value of an interest rale swap contract. The fair value of this interest rate swap is provided by the counlerparly. However, the value of the swap is estimated based on SONIA rates and is therefore subject lo the interest rale market. SCHOOL FEES 2023 £'ooo 2022 £'ooo Fees receivable comprises Current fees Less.. Allowances, Scholarships and Bursaries 23,576 11,8481 21,729 11,5521 21,728 20,177 Add.. Amount from The Benenden School Hong Kong Trust Bursaries and other awards paid for by restricted funds 179 101 21,909 20,279 Scholarships, bursaries and other awards were paid lo 102 students 12022.. 113 sludenlsl. Within this, means tested bursaries totalling £1,417,000 were paid to 42 students12022.' £1,165,000 to 43 studenlsl. ANCILLIARY TRADING INCOME 2023 £'ooo 1,080 103 405 312 2022 £'ooo 976 67 130 269 Fee income for extra subjects Entrance and registration fees Courses and sub-letlings Other income 1,900 1,442 23 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl INCOME FROM SUBSIDIARIES TRADING ACTIVITIES The Charity owns the whole ol the share capital of two trading subsidiaries, Lime Avenue Sales & Services Litmiled (LASS Ltd), a Company registered in the United Kingdom with number 1794097 and Benenden International Limited IBILI, a company registered in the United Kingdom with number 12166808. Lime Avenue Sales & Services Limited continued as the main trading arm of the School and operated the School retail shop, supplying staff, students, visitors and the School with a range of products on a onlinuing basis. Benenden International Limited was set up lo explore the options for business diversification and access the international market. On 25 November 2020 BIL signed an agreement with Chow Tai Fook Education Group ICTFEGI, a Hong Kong based educational group, to establish five Benenden international schools in China. The first school in the group will open in September 2023. The trading results for the year, as extracted from the audited accounts, are summarised below.. LASS 2023 É 'ooo BIL 2023 £'ooo 2022 £ 'ooo 2022 £'ooo Turnover 332 304 90 108 Cost of Sales {1961 {1791 Gross Profi'l 136 125 90 108 Adminislralive Expenses 1961 1961 {1321 1841 Operating profi'l 40 29 142} 24 Interest payable 1101 15) Net profil 30 24 {421 24 Corporation Tax Profil after Tax 30 24 1421 24 Retained profil brought forward Profit after Tax Gift aid under covenant 82 30 1281 77 24 119} 24 1421 1251 238 24 {2381 Retained profit carried forward 82 (431 24 Turnover in LASS Ltd includes £42,00012022.. £33,000) supplied lo the School, which is an inlercompany transfer excluded on Consolidation and does not show in the Statement of Financial Aclivilies. Al 31 July 2023 there was a £NIL balance owed lo LASS Ltd by the School12022.' £2.000 balance owed lo LASS Ltd by the School) and a £45,OQO balance owed lo the School from BIL12022.' £nill. 24 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl The balance sheets for the year. as extracted from the audited accounts, are summarised below.. LASS 2023 £ 'ooo BIL 2023 £ 'ooo 2022 £'ooo 2022 £'ooo Fixed assets Current assets Less current liabilities 78 171 11651 82 148 11481 27 131 1481 Net assgts 84 82 1421 24 Called up share capital Profil and loss account 84 82 {421 24 84 82 142) 24 INVESTMENT INCOME Unrestricted £'ooo Designated £'ooo Restricted £'ooo Total £'ooo Fixed Interest COMPARATIVE INVESTMENT INCOME- 2022 Unrestrlcted Designated Restricted Total £'ooo 568 £'ooo £'ooo £ 'ooo 568 Change in Fair Value of Interest Rale Swap Fixed Interest 569 569 GRANTS AND DONATIONS Unrestricted £'ooo 92 Designated £'ooo Restricted £'ooo 923 Total £'ooo 1,015 Development and other donations 92 923 1,015 COMPARATIVE GRANTS AND DONATIONS- 2022 Unrestricted £'ooo 42 Designated £ 'ooo Restricted £'ooo 582 Total £'ooo 624 Development and other donations 42 582 624 25 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl lal ANALYSIS OF EXPENDITURE staff Costs other Depreciation and Impairment £'ooo Total EXPENDITURE Costs of raising funds: Trading costs Fundraising costs Financing costs Investment manager's fees £'ooo £'ooo £'ooo 75 237 303 159 625 32 382 396 625 32 Total costs of raising funds 312 1,435 Charitable activities Education". Teaching costs Welfare costs Premises costs Supporl and governance costs Grants, awards and prizes 7.009 3,600 553 2,748 361 1,225 1,526 2,786 179 7,370 4.825 4,342 5,961 179 2,263 427 Total charitable expenditure 13,910 6,077 2,690 22,677 Total expenditure 14,222 7,196 2,694 24,112 7 lal COMPARATIVE ANALYSIS OF EXPENDITURE- 2022 staff Costs other Depreciation and Impairment £'ooo Total EXPENDITURE Costs of raising funds: Trading costs Fundraising costs Financing costs Investment manager's fees £'ooo £'ooo £'ooo 74 210 248 180 263 32 326 390 263 32 Total costs of raising funds 284 723 1,011 Charitable actlvities Education: Teachin9 Costs Welfare costs Premises costs Support and govemance costs Grants, awards and prizes 7,125 3,673 501 2.737 375 991 1,394 2,215 101 7,500 4,664 2,995 5,236 101 1.100 284 Total charitable expenditure 14,036 5,076 1,384 20,496 Total expenditure 14,320 5.799 1,388 21.507 26 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 {continuedl 7 {bl GOVERNANCE INCLUDED IN SUPPORT COSTS 2023 £ 'ooo 41 2022 £'ooo 35 Remuneration paid lo auditor for audit services Remuneration paid lo auditor for other services Governors, reimbursement of expenses - travel Other governance costs 135 93 182 135 Number of Governing Council members reimbursed for expenses in the year Icl MOVEMENT IN FUNDS 2023 £'ooo 2022 £'ooo Group nel movement in funds is slated after charging.. Depreciation and impairment Operating lease rentals land and buildings other 2,694 1,388 89 62 {dl Grants, awards, and prize5 2023 2022 From restricted funds Bursaries and other awards £ 'ooo 179 £'ooo 101 8. FINANCING COSTS 2023 £'ooo 2022 £ 'ooo Fees in advance debt financing Loan interest and bank charges 619 257 625 263 27 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontlnuedl 9. STAFF COSTS 2023 2022 No. The average number employed by the company within each category of persons was.. Teaching {including peripatetic teachers) Welfare p￿mISeS Support 146 35 13 197 144 34 13 195 391 386 £'ooo £'ooo The costs incurred in respect of these employees were-. Wages and salaries Social Security costs Pension costs Termination payment 11,218 1,169 1,681 154 11,284 1,189 1,711 10 14,222 14,194 Aggregate employee costs of key management personnel 1,277 1,252 The number of highei paid employees was.. Taxable emoluments band". £60,000- £70,000 £70,000- £80,000 £80,000- £9D,000 £90,000- £100,000 £100,000 - £110,000 £110,000 - £120,000 £130,000 - £140,000 £140.000 - £150,000 £210,000- £220,000 28 16 The number with retirement benefits accruing was.. In defined contribution schemes In defined benefit schemes No. No. 36 23 £ 'ooo 71 605 £'ooo 60 412 In defined contribution schemes In defined benefit schemes 28 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 10. TANGIBLE FIXED ASSETS Subsidiary Property and equipment £'ooo Furniture and equipment £'ooo Freehold Property £'ooo Assets Under con5tructlon £'ooo Charity Total £'ooo Group Total £'ooo COST Al 1 August 2022 Additions Disposals Reclassifications 54,988 1,905 131 24,718 1,244 369 25,086 50 81,318 2,324 13} 142 81,460 2,324 131 367 125,0851 Al 31 July 2023 81.608 1,980 51 83,639 142 83,781 DEPRECIATION At 1 August 2022 Charge for the year On Disposals 16,118 2,263 950 427 17,068 2,690 60 17.128 2,694 At 31 July 2023 18,381 1,377 19,758 64 19,822 NET BOOK VALUE Al 31 July 2023 63,227 603 51 63.881 78 63,959 Al 31 July 2022 38,870 294 25,086 64,250 82 64,332 11. INVESTMENTS 2023 £'ooo 2022 £'ooo Group and company At Market Value Al 1 August 2022 Additions Disposals Investment Manager's Fees charged lo Portfolio Revaluations to closing or sale at Market Value 6,596 6,790 10 1311 1421 11311 1191 {321 74 At31 July 2023 6,619 6,596 Listed 5,986 5,688 Historical cost 6,274 6.108 Included within the charity balance sheet is £2 investment in the subsioliary companies (see note 41. All the above investments lolhèr than the subsidiary company) are quoted on a recognised UK Stock Exchange or are valued by reference lo investments listed on a recognised UK Stock Exchange. 29 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 12. DEBTORS Group Charity 2023 £'ooo 469 159 780 45 819 2023 £'ooo 469 164 783 2022 £'ooo 386 103 876 2022 É 'ooo 386 96 873 Fee debtors less refundable deposits Other debtors Prepayments and accrued income Amounts owed by trading subsidiaries nterest Rale Swap asset 819 450 450 2.235 1,815 2,272 1,805 The bad debt expense for the period was 13. CREDITORS: amounts falling due within one year Group 2023 £'ooo 745 789 744 293 603 50 164 727 Charity 2023 £'ooo 611 781 744 282 603 50 163 712 2022 £'ooo 476 928 757 304 607 50 37 3,543 2022 £ 'ooo 357 919 757 293 607 50 37 3,533 Loans and overdrafts Trade creditors Fees received in respect of Autumn Term Social Security and Other Taxes Student deposits Pensions Trust creditor Other creditors Accruals and deferred incomè Amounts owed lo trading subsidiaries Advance feès (see note 161 393 420 393 420 4,508 7,124 4.339 6,975 14. CREDITORS: amounts falling due after more than one year Group Charlty 2023 £'ooo 4.071 402 14.250 25 2023 £'ooo 4,071 402 14,250 25 2022 £ 'ooo 3,692 580 10,704 70 2022 £'ooo 3,692 580 10,704 70 Students, deposits Advance fees (see note 161 Bank loan (see note 151 Pensions Trust Creditor 18.748 15,046 18,748 15,046 15. BANK LOAN On 28 March 2019 the School entered into a Facility Agreement with HSBC relating to a Revolving Loan Facility of up lo £15m which converted to a Term Loan Facility. A hedging instrument was pul in place in the form of an Interest Rale Swap. The loan interest is a floating rate but is fixed al 2.37 /0 until 30 April 2029 through the swap which al 31 July 2023 represented 50Qkn of the loan drawdown value. 2023 2022 £'ooo £'ooo After 5 years Within 2 to 5 years Within 1 to 2 years 11,850 1,800 600 8,939 1,324 441 14,250 600 10,704 331 Within 1 year 14,850 11,035 30 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 16. ADVANCE FEES Under the School's fees in advance schemes. conlribulors may enter into a contract lo pay lo the School up lo the equivalent of seven years, luilion fees in advance. The liability is valued al the balance sheet dale, bul has been allocated assuming that students will remain in the School for the normal duration.. 2023 £ 'ooo 2022 £'ooo 49 271 260 After 5 years 'thin 2 to 5 years Within 1 to 2 years 193 209 402 580 Within 1 year 393 420 795 1,000 The movements during the year on the accrued liability under the contracts were,. Balance al 1 AugLJSt 2022 New contracts 1,000 334 1.334 Amounts ulilised in payment of fees to the School.. 475 {4751 1641 Capital repaid Balance a131 July 2023 795 17. ALLOCATION OF THE GROUP'S NET ASSETS EXCLUDING SHARE CAPITAL Net current Assetsl Long term Fund (Llabilitlesl Liabilities Balances £ 'ooo É 'ooo £'ooo Fixed Assets £'ooo Investments £ 'ooo Unreslricled funds Designated (Fees Safeguard Plan) Designated (Clarke Will) General Reslricled funds 152 152 3,206 47,582 5,715 3.206 1,585 1,828 63,881 864 3,887 {18,7481 Charity funds 63,881 6,619 4,903 118,7481 56,655 Subsidiary's reserves 78 {371 41 Group funds 63,959 6.619 4,866 118,748} 56,696 31 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 17. ALLOCATION OF THE GROUP'S NET ASSETS EXCLUDING SHARE CAPITAL- 2022 Net current A55etsl Long term Fund {Liabilitiesl Liabilities Balances £'ooo £'ooo £'ooo Fixed Assets £'ooo Investments £'ooo Unreslricled funds Designated (Fees Safeguard Plan) Designated (Clarke Will) General Reslricled funds 151 151 3,182 46,546 5,172 3,182 1,572 1,842 64,250 14,2301 3,330 {15.046) Charlty funds 64.250 6,596 17491 115,0461 55,051 Subsidiary's reserves 82 24 106 Group funds 64,332 6,596 17251 115,0461 55,157 DESIGNATED FUNDS Designated funds comprise unreslricled funds that have been set aside by the Governing Council and consist of the retained surplus in the Fees Safeguard Plan and the Clarke Will Fund. The Fees Safeguard Plan fund represents the current surplus of assets of the Fees Safeguard Plan over ils liabilities, whereas the Clarke Wi11 fund has been sel aside for the funding of bursaries. RESTRICTED FUNDS Reslri¢led funds consist of those detailed in Note 18 and are held for the purpose of providing bursaries. scholarships and building work. 18. RESTRICTED FUNDS: MOVEMENTS IN THE YEAR Balance at 1 August 2022 Incomo £ 'ooo £'ooo Investment Balance at GainsllLossesl 31 July and Transfers 2023 £'ooo £'ooo Investment Income Expenditure £'ooo £'ooo Reslricled Funds.. Reslricled Income funds Seniors Bursary Fund Trust Scholarships Sacha and Susannah Stephens, Bursary Founders Memorial Scholarship Fund Founders Memorial Event Fund HLJnt Memorial Concert Fund Trust Award Heart of Benenden Founders Scholarship 820 679 {461 1141 141 777 675 836 10 842 83 84 33 33 23 23 39 27 2,434 198 1271 12 24 3,011 234 191 136} 1791 800 115 1187} 5,172 923 11881 11921 5.715 32 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinued) 2022 COMPARATIVE RESTRICTED FUNDS.. MOVEMENTS IN THE YEAR Balance at 1 August 2021 Income £'ooo £'ooo Investment Balance at GainsllLossesl 31 July and Transfers 2022 £'ooo £'ooo Investment Income £'ooo Expenditure £'ooo Restricted Funds.. Reslricled Income funds Seniors Buisary Fund Trust Scholarships Sacha and Susannah Stephens, Bursary Founders Memorial Scholarship Fund Founders Memorial Event Fund Hunt Memorial Concert Fund Trust Award Heart of Benenden Founders Scholarship 825 {41 820 681 41 1301 141 1131 122} 679 862 836 85 {21 83 34 33 23 23 40 64 2,214 39 27 2,434 1451 475 12551 170 58 {301 198 4.998 582 {1101 12981 5,172 The reslricled funds held in the Seniors Bursary Fund are held by the School as Trustee. 19. UNRESTRICTED FUNDS: MOVEMENTS IN THE YEAR Balance at 1 August 2022 Income £'ooo £ 'ooo Balance at 31 July 2023 £'ooo other GainsllLosses And Transfers £'ooo Investment Income Expenditure £'ooo £'ooo Designated funds.. Advance fee payments Clarke Will General fund Reserves 151 152 3,182 46,546 23.901 1161 123.5161 40 650 3,206 47,582 Charity Non-charitable trading funds 49.879 23,901 123,5321 690 50,940 106 380 13921 153} 41 Group 49,985 24,281 {23,924} 637 50,981 33 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 2022 COMPARATIVE UNRESTRICTED FUNDS: MOVEMENTS IN THE YEAR Balance at 1 August 2021 Income £'ooo £ 'ooo Balance at 31 July 2022 £ 'ooo Investment GalnsllLossesl And Transfers £ 'ooo Investment Income Expenditure £'ooo £ 'ooo Designated funds.. Advancè fee payments Clarke Will General fund Reserves 151 151 3,475 44,563 21,763 1151 121,0511 12781 702 3,182 46,546 569 Charity Non-charitable trading fund5 48,189 21,763 569 {21.0661 424 49,879 315 379 {3311 12571 106 Group 48,504 22,142 569 121,3971 167 49,985 20. SHARE CAPITAL 2023 2022 Authorised 10 Ordinary "B. Shares of £1 each 14 14 Allotted, Issued and Fully Paid 10 Ordinary B Shares of£1 each 14 14 21. FINANCIAL AND CAPITAL COMMITMENTS Other 2023 £'ooo 2022 £'ooo Operating leases that are subject to future minimum lease commitments are as follows- Within one year In the second to fifth years In more than five years 60 75 51 The capital commitment for the School Hall and Music School at 31 July 2023 was £0.3m12022.. £2.gml. Further capital commitments relating lo Lifts and Boarding Accommodation upgrades at 31 July 2023 were £0.2m {2022.' nil) and £0.1 m12022.. £0.7ml respectively. 22. RELATED PARTIES LIME AVENUE SALES AND SERVICES LIMITED- LASS Ltd The directors of LASS Ltd. as indicated under Governing Council and Officers on page 38-39, are members of Governing Council or the Senior Management Team. During the year ended 31 July 2023 the company's turnover included £42,000 12022.. £33,000) from supplies lo Benenden School IKentl Limited. LASS Ltd also made a donation of £28,000 under gift aid to the charitable company. Al the year- end, a balance of £NIL was owed to LASS Ltd by Benenden School (Kenll Limiled12022'. £2.000 was owed lo LASS Ltd by Benenden School IKentl Limited). BENENDEN INTERNATIONAL LIMITED- BIL Several members of Governing Council and the Senior Management Team also served in the year as directors of BIL. as indicated under Governing Council and Officers details. During the year recharges of £120,000 {2022'. £109,000) were incurred by BIL from the school. 34 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinuedl 22. RELATED PARTIES Icontinuedl Benenden School, a COTnpany registered in the United Kingdom with number 11352204, is a wholly owned subsidiary of the Charity. No Governing Council members received any remuneralion12022'.Nill. During the year, one12022.. three) Governing Council member had children al the School. No Governing Council member received remuneration12022'. no member) for services supplied lo the School. During the year, the School obtained within ils general insurance. professional indemnity and governors liability insurance cover of £5rN12022.' £5ml, the cost ol which cannot be split. 23. PENSION SCHEMES Retirement benefits lo employees of the School are provided through defined benefit schemes which are funded by the School's and employees, contributions. Teachers. Pension Scheme The School participates in the Teachers, Pension Scheme I'the TPS'I for ils leaching staff. The pension charge for the year includes contributions payable lo the TPS of £1.1 m12022'. £1.2ml and al the year- end £128,00012022.. £146,000) was a¢crLJed in respect of contributions lo this scheme. The TPS is an unfunded Mulli-employer defined benefits pension scheme governed by The Teachers, Pensions Regulations 2010 las amended) and The Teachers, Pension Scheme Regulations 2014 las amended). Members contribute on a "pay as you go. basis with contributions from members and the employer being credited lo 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 Slate follow￿ng scheme valuations undertaken by the Government Actuary's Department. The most recent aoluarial valuation of the TPS was prepared as al 31 March 2020 and the Valuation Report, which was published in October 2023. Following the Mccloud judgement, the remedy proposed that when benefits become payable, eligible members can sèlect lo receive them from either the reformed or legacy schemes for the period 1 April 2015 10 31 March 2022. The actuaries have assumed that members are likely to choose the option that provides them with greater benefi'ts, and in preparing the 2020 valuation have valued the 'greater value, benefits for groups of relevant members. The valuation confirmed that the employer contribution rate for the TPS would increase from 23.60/0 to 28.6 /D from 1 April 2024. Employers are also required lo pay a scheme adminislralion levy of 0.080/0 giving a total employer contribution iale of 28.68¢10 TPT Retirement Solutions. Growth Plan Support staff are eligible lo contribute to TPT Retirement Solutions. (formerly The Pensions Trust) Growth Plan. The plan is a mulli-employer scheme, partly money purchase and partly with defined benefits. The School Contributes al a rate between 30/0 and 11 /0 of gross pensionable salary, together with an additional premium lo meet an underfunded liability as advised by TPT Retirement Solutions. The multi-employer scheme structure enables sponsors lo pool costs and access a wider range of support, admini51ration, and investment services than most could reasonably afford alone. However, the multi-employer structure does come with risk and managing this is an important element of the TPT Commillee's remit. Despite the financial Controls preventing weaker employers from building up new liabilities, il is possible that an employer may become insolvent and be unable lo meet the full cost of sellling its liabilities. If so, those 'orphan' liabilities, as they are known are shared amongst the remaining employers. The scheme has a mix of different sized employers with a wide spread of the share of liability. There are 638 non associated employers, over 950/0 have less than a 10/0 share of the liabilities. The largest individual employer share is 2.70/0. Therefore, if an employer in the Scheme became insolvent, the impact on the remaining employers is relatively low. If the School were lo leave the scheme it would have a liability lo it. Al 30 September 2022 this liability would have been £642k12021'. £1.167ml. Thère is no plan lo leave the scheme, so this conlingenl liability has not been provided for in the accounts. However, the School has 35 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 Icontinued) TPT Retirement Solutions, Growth Plan Icontlnuedl currentSy earmarked an amount of £1.6m against this possible liability. A full actuarial valuation for the scheme was carried out al 30 September 2020. This valuation showed assets of £800.3m. liabilities of £831.9m and a delicil of £31.6m. To eliminate this funding shortfall, the Trustee has asked the participating emp5oyers lo pay additional contributions lo the scheme. The School is committed lo deficit repayments in relation to The Pensions Trust Growth plan of £115k per annum over a period of 10 years from 1 April 2013. indexed al 3Q/o per annum. In line with the requirements of FRS 102. a liability of £75.00012022.' £120,000) has been recognised in relation lo this, Both Schemes permit staff lo make additional voluntary contributions. 2023 £ 'ooo 2022 £ 'ooo Total contributions incurred during the year were.. Teaching staff Support staff 1.128 553 1,164 547 1,681 1,711 36 BENENDEN SCHOOL IKENTI LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 {continued) 24. COMPARATIVE STATEMENT OF FINANCIAL ACTIVITIES- 2022 Unrestricted Funds General Designated Funds Funds £'ooo £'ooo Restricted Funds £ 'ooo Total 2022 £'ooo INCOME FROM: Charitable activities School fees Ancillary trading income Other trading activities Trading Company Investment income Voluntary sources Grants and donations 20,279 1,442 20,279 1.442 379 569 379 569 42 582 624 Total Income 22,711 582 23,293 EXPENDITURE ON: Raising funds Trading costs Fundraising costs Financing costs Investment management 326 390 263 326 390 263 32 15 987 15 1.011 Charitable activities Educational activities and grant making 20,395 101 20,496 Total Expendlture 21,382 15 110 21,507 NET INCOME BEFORE TAX Taxation payable 1,329 1151 472 1,786 NET INCOME AFTER TAXATSON BEFORE INVESTMENTS ILOSSESI 1,329 1151 429 1,786 Investment Ilossesl 1251 1631 1431 11311 NET INCOME AFTER TAXATION AND INVESTMENTS LOSSES 1,304 1781 429 1,655 Transfers 470 12151 12551 NET MOVEMENT IN FUNDS 1.774 1293} 174 1,655 Balance brought forward al 1 AugLJ5t 2021 44,878 3,626 4,998 53,502 Balance carried forward at 31 July 2022 46,652 3,333 5,172 55.157 37 Governing Council and Officers Benenden School (Kenll Limited is a limited company with charitable status. The Directors of the company. who are the Trustees of the charity, are the members of the Governing Council of Benenden School. Those who served during the year and subsequently were.. The Hon Mrs J S Birkell 1,7,21 Ms F J Conway Blakemore 15, 18 Mrs A V Calon (appointed 18 February 20231 15 Ms A J Claike 8. 17, 19 Dr F E Cornish 10, 21 Mrs D Coslell 3,20 Dr R W Evenell- 9, 13. 16 Mr P A J C Marshall 5, 14. 20 Mr D McBealh 13. 18 Mrs M McDonald Iresigned 1 July 20231 12. 22 Mrs A McNab'_ 2, 11, 14, 17 Mr J P Pearce- 6, 17, 22 Mr P A Simpkin 15 Mrs C Stewart- (appointed 18 February 20231 19 Prof L C Taub (resigned 1 July 2023) 13, 19 Prof H L Taylor lappoinled 1 July 20231 13,20 Mrs C L Thomas 4,18 Governing Council Members are appointed by the Governing Council for a term of four years. They can be re- elected or retire by rotation. There are no nominated Governing Council Members. Denotes Committee membership las al 13 March 2024 or prior lo Telirementl.. 1. Chair of Governing Council 2. Deputy Chair of Governing Council 3. Chair of Education Committee 4. Chair of Estates Committee 5. Chair of Finance Committee 6. Chair of Inveslmènl Committee 7. Chair of Nominations Committee 8. Chair of Remuneration Committee 9. Chair of Risk Committee 10. Chair of Safeguarding Committee 11. Chair of Bursary and Partnerships Committee 12. Chair of Development Board 13. Member of Education Committee 14. Member of Eslales Committee 15. Member of Finance Committee 16. Member of Investment Committee 17. Member of Nominations Committee 18. Member of Remuneration Committee 19. Member of Risk Committee 20. Member of Safeguarding Committee 21. Member of Development Board 22. Member of Bursary and Parlnerships Committee Director of LASS Ltd Director of BIL 38 SHAREHOLDERS The School is owned by holders of B. shares,. there are no "A. shareholders. The list of shareholders is the same as the list of Governing Council members shown above. No payment was made to any Directors for their services as Members of the Board of Governing Council Members. They were reimbursed expenses dire¢lly incurred on School business. OFFICERS Headmistress Director of Finance and Operations Secretary Secretary Further members of the Senior Management Team Mrs S A Price Mrs J E Leibech ' Mr J M M Graham lunlil 31 December 20221 Mrs E J Bradley (from 1 January 2023} Mr M J L Commander~ Mr R N George lunlil 28 February 20231 Mr K A Johnson Mr S Miller MrlGRead Ms H J R Semple Mrs L A Tyler (until 31 March 20231 Mrs A M Wakefield Address and Registered Office Benenden School (Kenll Limited Cranbrook Kent TN17 4AA Company Number Charity Number 196353 307854 39 Advlsers Bankers Coulls & Co. 440 Strand London WC2R OQS HSBC UK Bank PIC 1s1 Floor, First Point, Buckingham Gate London GaNvick Airport Wesl Sussex RH6 ONT Solicitors Farrer & Co. 66 Lincoln's Inn Fields London WC2A 3LH Auditors Haysmacinlyre LLP 10 Queen Sl Place London EC4R 1AG Investment Advisers Sarasin & Partners LLP Juxon House 100 Sl Paul's Churchyard London EC4M 8BU Insurance Biokers Marsh Brokers Limited Education Practice Capital House 1-5 Perrymounl Road Haywards Heath Wesl Sussex RH16 3SY 40 -' r llll BENENDEN