Charity registration number 309095 Company reglstration number 00677794 (England and Wales) UPTON HOUSE SCHOOL LIMITED (A COMPANY LIMITED BY GUARANTEE) ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 UPTON HOUSE SCHOOL LIMITED LEGALAND ADMINISTRATIVE INFORMATION Members Of The Board Mrs V Barker Mrs J Gratton Mrs F R Lloyd MrRDLSmyth Mr R D Thompson Dr P M Warwicker Mr R C Hardy Ms A-M Scott Mrs S K Bish Mr D R Hammerson Mrs J R D8￿Y-Ga￿e Mr T J Powell {Appointed 10 June 2024} {Appointed 14 March 20241 {Appointed 19 November 20241 {Appointed 19 November 20241 {Appointed 19 November 20241 {Appoinled 19 November 20241 Headmistress Mrs R Thornton Chair MrRDLSmyth Finance & General Purposes Chair Mr R D Thompson Secretary Mrs A O'Neill Charity number 309095 Company numbor 00677794 Reglstered offlce 115 St Leonards Road ndsor Berkshire SL4 3DF Audltor Azets Audit Services Ashcombe Court Wools8ck Way Godalming Surrey GU7 1LQ Bankers Handelsbanken plc Independent House William Street Windsor SL4 1BA Solicitors Veale Wa$brough Vizards LLP Narrow Quay House Narrow Quay Bristol BS14QA UPTON HOUSE SCHOOL LIMITED CONTENTS Page Members. report 1-13 Independent auditorfs report 14-18 Statement of financial activities 17 Balan￿ sheet 18 statement of cash flows Notes to the financial statements 20-33 UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS, REPORT) FOR THE YEAR ENDED 31 AUGUST 2024 The Members of the Board, who ar8 also Directors for the purposes of the Companies Act, present their annual report and financial statements for the year ended 31 August 2024. The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the financial statements and comply with the charity's Articles of Association, the Companies Act 2006 and Accounting and Reporting by Charities.. Statement of Recommended Practi￿ applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 102}. OBJECTIVES, PUBLIC BENEFIT AIMS AND PRINCIPAL ACTIVITIES The object of the charity, in accordance with its Articles of Association, is to promote, advance and carry out the education of children. In the furtherance of this objective. the Directors, as the charity Members, have complied with the duty in s.17{51 of the charib.es Act 2011 to have due regard to the Charity Commission's published general and relevant sub-se¢tor guidance con¢erning the operation of the public benefit requirement under thatAct Strategic aim and intended gff•¢t The strategic aim of Upton House School, for the public benefit as a charitsble independent school. is to prowde the best education possible for each child, through a lively, challenging, and broad-based curriculum and sound teaching methods, provided in a creative and sts-mulating environment The school aims to develop ils pupils as courteous, considerate, and well-mannered children through its ethos, values and close working ￿latIonShIp with parents and the local community. Objectives for the year Specific objectives for the year. predominantly achieved, were.. To maintain high-4U81ity staff through job satisfaction and recruitment of strong candidates to replace natural staff turnover To continue to operate 48-week nursery and holiday clubs lo support the needs of our busy. working families To build on the succes5 of our open Mornings and recruitment strategy.. keeping the admissions pipeline robust and the school full Happy parents and children Outstanding succes5 for Senior school applications IAPS Sporting success in netball, swimming, football, hockey and chess Introduce Digital Fundamentals- bespoke ICT curriculum To benefit the wider community.. offering broadcasting facilities and advising other schools on their planned broadcasting ambitions To ￿crUIt new Governors To consolidate the financial stability and resilience of the school To fvlly embed digital operations into the school fabric To continue to focus and invest in cyber security measu￿$ To update the committees, terms of reference Principal actlvlty The princip81 activity continues to be the provision of a day school for both boy5 and girls aged 2-11. At the end of Ihe year there were 113 boys and 190 girfs enrolled at the school. This compares to 106 boys and 204 girls in 20221 23. UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Bursaries and community outreach The school supported 1212023 - 131 children with bursaries in the year at a toL91 cost of £101,291 (2023 - £77,426). with need assessed by the Bursary Committee on a means tested basis. The s¢hool transferred £76,85512023 £74,616) to the bursary fund lo meet this commitment, with the balan￿ remaining in the fvnd for future years. The awards included 2 {2023 - 4} 100°h awards for 3 temis each. The remaining awards were for be￿e@n 25% and 80Y.. The school enhances the educational experience of its pupils by raising awareness of the world around them.. by ndraising for local. national, and international charities with donations totalling £9,285 (2023 - £6.2371 in the year. Communlty beneflt and charltable glving At Harvest-time we collected 8 large crates of food for the Slough Foodbank and raised money for the local church. Holy Trinity Garrison Church. Windsor. We raffled an enomious Easter egg to raise money for Great Ormond Street Hospital - £2,353 was raised. Money was also raised for Macmillan Cancer Research, £341.10, through a Coffee Morning, and other supported charities were Young Minds and Place2Be. At our Nativities and Carol cOn￿rt we collected £338_91 ft)r Place28e. At Christmas the school's senior choir sang carols in the local community, visiting local care homes. In the Spring Term 2024 we showcased Upton a￿Ork at the local theatre The Old Court. Furthernore a captivating selection of our children's artwork was displayed at The Craft Coop in Windsor town cenlre. In January 2024. we supported the Windsor Museum, threatened with possible closure. In the Summer more than 40 members of staff participated in the Cancer Research UK SK Race for Life, raising over £5,000. Upton's Eco Team raised money to support the Amur Leopard. Some members of Uplon staff are Governors at local stale schools. In May, ten members of staff were invited to attend a Staff Twilight Evening at Windsor Castle which included an introduction to the Leaming Cenlre. the work of the Royal Collection Trust and a tour of the apartments. The Form 8 children joined the Royal Ascot Schools. Picnic in June and the Headmistress attended a dinner with the Conservative MP, Jack Rankin and local businesses. The Prep Beatle Drive raised £215 for Place2Be. Community marketing Upton is part of the Windsor Schools Flower Show which is a large event in the local community and Upton encouraged children to enter their floral ¢￿atiOnS. We supported Savills Estate Agents with a sunflower growing competition. We have a strong presence in Windsor and sUPPOrt local community events and facilities, for example, throughout March. Upton's athoTk was showcased at The Old Court on St Leonards Road. Windsor. Our Prep children host a Careers Fair every year. inviting a variety of parents who represent a selection of exciting professions. Upton established the District 10 Debating Competition which has continued this year. This event was live-streamed to the D10 school community for their enjoyment. The Headmistress 15 a Governor in two London Prep schools. The local PCSO regularly visits Upton and reads to Nursery alongside supporttng Upton. The whole school waves to the King on The Long Wdlk each year during Royal Ascot week. In February 2024 we welcomed six boys from Windsor Boys school who talked in assembly about their upcoming rugby tourl trip to Canada. They then led a rugby master class and washed the mini buses. We contributed to the tour. On February 27th our annual House Music event was finished in style with a visit from the Welsh Guards Drum Corp who are based al the nearby Combemiere Barracks. We visited Windsor Castle ft)r the Garter ce￿mOnY with Form 6. UPTON HOUSE SCHOOL LIMITED MENIBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 REVIEW OF ACHIEVEMENTS AND PERFORMANCE FOR THE YEAR Operatlonal Perforniance en Mornin Upton has Continued to host virtual Open Mornings this year. The live events include a minimum of six live presenters with immersive and constandy changing and engaging conlenl-. Live singing, live sports outdoors on the netball court and the all-year-round field. In addition. the event provides examples of school plays, music technology teaching and other aspects for all to see that are almost impossible to recreate during an onsite visit. The approach enables prospective parents to visit the school virtually before deciding to visit for a personal tour, reducing the impact of travel in temis of time and the environment. The ¢ontent for these virtual events are recorded so that they provide other prospective parents the Chan￿ to expenence the s¢hool at times beyond the three set Open Mornings. In addition. an in-person Open Morning was held for Little Upton in May when families were shown around and met the stsff before having a tour of the whole school. Wellbein At the start of the academic year, Anna Hewitt spoke to Pre-Nursery and Nursery parentslcareTS offering a combination of theory and practical tools to build a healthy foundation for emotional literacy and understanding during the Earfy Years. as well as exploring separation anxiety. Anna also spoke to Fomi 6 parents for the second part of her supporting emotional wellbeing talks (part 1 was delivered in the prewous Summer Temil which focused on managing stress and anxiety during the assessment process, new responsibilities and moving on into Senior school and teenage life. The Autumn Term saw celebrations to mark World Mental Health Day as a school. The Form 6 Head of Wellbeing led an assembly for # Helloyellow day to raise awareness and funds for the Young Minds mental health chaiity. who do fantaslic work supporting young people. The children wore a splash of yellow with their school uniform, we read stories and had great conversations about the Importan￿ of talking about how we feel and priorilising our own, and each other's, mental health. Parents are supported through the anxious time of next schools, exam preparation and choosing the right school for their sonldaughter. During the Spring Term. Children's Mental Health Week was ¢elebrated with activities based around 'My Voice Matters.. Our Fom 6 Head of Wellbeing inib'ated a creats've project asking the other children to think of kind words and what is important to them that makes them happy. In the Summer Term we celebraled Mental Health Awareness Week with activities based around 'Moving More for Our Mental Health,. With lots of sport5 focus and the use of movement breaks in the classroom, it was a lot of fvn and reminded everyone about the importance of looking after our wellbeing through physical activity. The wellbeing of our children is at the heart of everything we do at Upton. The RSHE curriculum has been introduced to further enhance our existing PSHE and wellbeing lesson5, assemblies and focus days to raise pupil awareness of how to support their wellbeing. boost confidence. resilience and self-esteem. We have two new Mindfvlness and Wellbeing ¢lubs adding to our after-school provision which are well attended and create further opportunities for pupils to support each other sharing wellbeing ideas around the school. Self-initiated pupil drops in at break b'mes have been very popular enabling children lo talk about any worries and we also offer ELSA sessions. u ton Minds The Upton Minds team are menlors for children and meet regulady to discuss wellbeing throughout the s¢hool. Upton Minds talk through many matters including the different adivilies the wellbeing teacheTS are offering. All the children have a specific wellbeing lesson, as well as PSHE throughout the week. Aclivits'es vary from stories, breathing techniques to yoga. The children can talk to any member of staff about anything. Common themes are friendships, low self4steem and food. UPTON HOUSE SCHOOL LIMITED MEMBERS, REPORT (INCLUDING DIRECTORS. REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 If we feel the children would benefil from the ELSA 6-week programme. we meet with parents and set specffic tsrgets. We discussed staff wellbeing and looked at what makes a differen￿. free coffee. tea, snacks, lunch is PTovided, free parking, INSET. supportive Headmistress as examples. The team tslked about the different pressures on staff linked to their department. Staff having time for visiting other departments through the progress and monitoring process was seen as extremely positive. As part of professional development. an initial group of 16 staff completed the MHFA {Menlal Health First Aid) training. The Head is Mental Health First Aid trained. as is Brooke Hester, Head of Prep. TheArts The Arts continue to thrive at Upton. with Musi¢, Drama and Art playing a vital role in school life. Our four choirs, orchestra and peripatetic lessons engage 80 /0 of pupils, who perform in school events such as Harvest. the Prep Carol SeNice and evening soirées. The House Music Competition and House Song remain highlights. and our participation in the Young Voices Competition at the 02 saw pupils reach the top ten. Children also took part in the prestigious Song Academy - Young Songwriter Competition. showing off their ¢realivity and musical talent on a wider platfom. Drama remains strong, with all pupils from Form l upwards taking LAMDA. achieving a 100 /0 pass Tate, in¢luding 780/0 distinctions and ending the year with our whole school musical and drama performance of Shrek, where dynamic digital technology brings the production to life with immersive visuals and effects. Children's athork has been exhibited at Wndsor's Craft Coop and The Old Court Arts Centre. further strengthening our community connections. The Arts at Upton continue to flourish. wf(h many pupils secuTing scholarships in Music, Drama, and Art at leading senior schools. This is big focus at Upton. In the final weeks of the Spring Term 2024. the girls continued their netball journey with multiple fixtures and festivals. including winning gold at the Oratory Netball Festival where Upton's U10 team won all of their games. This followed an extremely impressive showing at the IAPS Netball Qualifying event at the Stoneham Sports Complex. Eastleigh. where a select group of netballers took on schools such as Marisl, St Swithun's, Newland House and Talbot Heath. Upton won all of their group games meaning they qualified top of their group for the knockout stages. A close match with Princes Mead followed and unfortunately Upton exited the competition at the quarter-final stage by just one point Upton's girls also took part in their House Netball competitions with such great netball on show. It really was a joy lo see the quality and skill levels of the netballers across all year groups. After February half-temi, Upton's boys transitioned to rugby with their play going from strength to Strength. Impressive showings from Form 6 against Waverley Prep and Dolphin School continued their learning while Upton's Fomis 3 and 4 boys took on Bi5hopsgate and, with a narrow loss, gave such a good account of themselves and showed their high levels of resilience and detemiination as well as putting into practice all that was taught and learnt throughout th8 term. IAPS Swimming took centre stage at Crossfield School as Upton participated in the National Swimming Qualifiers. For the third year in a row Upton will have competitors at the National Finals at the London Aquatics Centre in June in two individual disciplines. 50m butterfiy and 50m freestyle as well as the Girls Under 10 4x25m Freestyle relay. Such huge congratulations to all involved as another SUC￿SS￿l year lor swimming at Upton rolls on. The Summer Term started with a bang as Upton had representation at the IAPS Nats'onal Chess competition. where one of our Fomi 4 boys retained his Gold Medal title in the U10 category lthus playing children one year his senior). winning all of his 5 games. This was such a great achievement by this young Man and his love for ¢hess has been reignited by his attendance at these national championships. UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT {INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Girls. football moved into the spotlight as Upton competed in numerous football festivals, induding one al St Piran's where Upton's U9 team went unbeaten in their festival, not conceding a goal and winning all but one of their games. Impressive victories against the Marist. st Piran's and LVS were complemented by a tough O-O draw with Dolphin School and shows a bright future for Upton's footballers. The Summer Term is always fijll of IAPS compets'tions and this one is no different. A select group of girls travelled to West Hill Park in Fareham to participate in the IAPS Girls ¢ricket tournament, and, with some excellent displays of bowling and batting, Upton managed to secure some very competitive results, including a narrow win over Aldro. The boys, competition saw a select group travel to Merchant Taylor's School in Hertfordshire where the children look on hardball cricket, playing five intense matches against other schools. It was brilliant fun in the sun. with everyone enjoying the games and the camaraderie. Another trip south to Portsmouth saw ten FoThs 5 and 6 girfs participate in the IAPS National Football Championships where they came third overall which is a tremendous achievement The girls beal local rivals St Piran's and drew with Portsmouth Grammar School to finish top of their group. They qualified for the cup competition (top tier) and in the semi-finals lost 2-1 on penalties to Brentsvood Prep who went on to win the tournamenl. We beat Holy Cross S¢hool in the 3rd14th pla￿ playoff to finish an incredibly respectable third place. During the bank holiday weekend in May. 21 Upton judokas took part in the National IAPS Judo championships. A total of seven bronze and five silver medals for Upton girls meant they were erowned IAPS National Judo champions for the first time. something to be very proud of, and this result was added to by the boys a day later who achieved six bronze medals, one silver and one gold medal. An incredible set of results for su¢h a talented group of judo enthusiasts. In tot81 Upton has seen 23 fi*(ures between February half-term and the end of the Summer Term acros5 Sports including netball, rugby and cricket Upton has attended swim galas. one netball festival, three football festivals and six IAPS competitions throughout this period meaning a very busy term and a half for the Sports department. The sports department have also been preparing the ehildren from Pre-NuTsery to Form 6 for their respective sports days, going through track and field preparatson with a special obstacle course and events for the Pre-Nursery and Nursery children. Off the sports pitches, Upton held their first ever Sport Steering Group meeting as well a$ a Sports Tour information meeting, outlining the plan for the next three year5, Worth of tours, a huge part of the joumey of Upton spo A meeting will be held with parents of children in Forms 2 - 5 on Friday 7th June to outline the proposed plans for the next three years Sports Tours which is a new initiative being introduced from the 2024125 academic year for thildren in Forms 5 and 6. Broadcastin Connecting Uplon Fan7ilies Upton broadcasts events to the wider Upton family community which include all class assemblies, Carol Service. Harvest Festival, Grandparents, Tea Paty. House Gym Competition, Musical Soirées. Sar)la's Grotto, Summer Production, Prize Giving. Leavers, events, and four Sports Days from Nursery to Form 6. Uplon House families have connected from 63 countries and the school has delivered over 400 live-streams. The Summer Producb'on of Shrek was watched in 29 countries and by 1.700 Upton House family members online as well as many in the marquee and the hall. Feedback from Uplon familie5 includes". 'The video has gone all around the globe and her grandparents have very mueh enjoyed seeing her in the video. Living so far away in Australia il is wonderfvjl to see IGranddaughtsrl live in a school assembly or sports arnival et¢. Thank you for the shout-out to us ' Granny and Grumps" from the c]ass. Please continue to stream these event5 we love them as it brings us doser to our family's life in the UK. A wonderful facility which prowdes extended {and distant) families an insight into school activities which is gTeatly valued - many Ihanksl Truly wonderful musical night last nightl John was able to watch IDaughterl from the train and [2nd Daughterl was singing along with everyone at home. IVS so impressive that Uplon offers this and ifs very much appreciated. So enjoyable and exciting to see rt live and then to be able to re-watch. UPTON HOUSE SCHOOL LIMITED MEMBERS, REPORT {INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 l am so grateful to Upton for providing this streaming lo us that do not live across the pond" l am in Lake Tahoe. NV and IGranddaughterl and IGrandsonl are my amazing grandchildren! .1 have been lucky lo receive a shout-out in the past..that just made my daylweeklll It is $0 wonderful that Upton includes those of us not local... you have helped us all be a part of our "babies" growing upl THANK YOU Upton for making our lives a bit better for including us alll My daughter has found her confidence through the broadcasting club. 11 is incredible to see the children running the live streams and broadcasting. itslo erations Upton has created and delivered an innovative approach to online parents, evenings. avoiding pitfalls of in-halll onsite parents, evenings and difficulties with online parents, evening systems. When surveyed, the final year of parents who had experienced ons5te and virtual events overwhelmingly voted by more than 860h to continue with the Upton uniqlte virtual approach. This service reduces the impact of travel. requirements for childcare. difficulties of navigating meetings and reduces stress compared to other approaches. Staff also appreciate the well-structured and controlled events with the flexibility lo extend their lime with parents avoiding the "mid-senlence. cut-off. which is very common with other online parents. evening approaches. Livestreaming over the Course of the academic year included the following.. Event Event Month eo-spread countries) Live-stream iewers P Assembly H Assembly S Assembl Harvest Festival LAssembl Pre-Prep Music Assembl F51F6 Musical Soirée Nursery Nativity ransition Nativity Pre-Pre Nativi Frida Pre-Prep Nats"vity Thursday Prep Carol Service Santa's Grotto September September lember October November November NovembeT December De￿mber De￿mber November De￿rnber De￿mber 98 06 308 24 32 84 54 90 94 1112 17 11 14 16 22 1111, F31F4 Musical Soirée P Assembl D Assembly F51F6 Musical Soirée F6 Assembl ransition B Assembl Pedal Push 1 N Class Assembl 1 S Class Assembly F3 Class Assernbl F5 Class Assernbl District 10 Debatin D ClassAssf mbl F5-6 Musical Soirée F4 Cla55A5sembl P ClassAssembl anua 04 106 122 64 anua Februa Februa February Februa 124 388 124 126 17 May Ma Ma Ma Ma May Ma May Ma Finals 10 10 122 UPTON HOUSE SCHOOL LIMITED MEMBERS, REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Event corns S orts Da Oaks Sports Day Shrek Pre SortsDa ransition Sports Day Nursery Singsong ransition Sin Son Prep Prize Day ransition and Pre-Prep Prize Da Form 4 ClassAssembl Fo￿n 6 Leavers. Tea Paty Form 6 Leavers. Assembly Event Month June LIve￿treaM VIeV￿r$ 06 48 1,728 388 124 126 82 378 554 110 58 une une une une une une uly July uly uly ST The school continues its journey to have all services lo the cloud. The school ha$ inve$ted in a new ICT suite state of the art - that accommodates every pupil in their digital journey and is fully inclusive and accessible. We work towards technology being recognised as a significant strength at Upton. Music Technology permeates the curriculum also and is a huge success. A new phone system is in now place. Broadcastin Curriculum Upton has designed and implemented a broadcasting curriculum that compliments cross-curricular learning. enhancing other subject areas such as drarna and English. in addition to life skills such as script writing. graphics and presentats'on skills. The children are actively involved by live-streaming events themselves. controlling cameras and sound, and performing vision mixing. The children develop advanced and extensive gTeen screen skills. In addition, the children use Al to create digital backdrops and produce digital footage. The children prodU￿d the digital backdrops for the Summer Production enabling the perfomiance to have 30 backdrop changes. Uplon House School broadcasting prowess continues to attract interest from contemporaries in sector-leading Senior Schools who seek lo emulate our ground-breaking Suc￿ss. Our recent ISI Inspection in February 2025 awarded Uplon House a 'Significant Strength. for the 'Development of technology skills and broadcasting.. Our hugely over-subscribed broadcasting club undertook live control of our Harvest Festival from the Holy Trinity Garrison Church, live-streamed to 1,000 locations in 19 countries lineluding Bulgaria, Finland and Japan). They also visited Pinewood Studios and participated in workshops from Disney, Sony and the Brit15h Film Designers, Guild. Child Studenl SL[ ort Licen Following B￿XIt. in¢rea5ing numbers of sGhool pupils require a visa to study in the UK. In 2023 Upton House School was granted a licenrE pemitttng pupils requiring a visa to study with us. one joined us in October 2023 and another was been granted to start in September 2024. UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS. REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Pre arin our ils for the next ta e in their ourne In the summer of 2024, 24 children, 16 girls and 8 boys, left the school lo move on to senior schools.. 21 scholarships were awarded. and 55 offers were made. Destination of 2024 Boys Dostination of 2024 Form 6 IQ41M6knoifo ••• FINANCIAL REVIEWAND RESULTS FOR THE YEAR The school made an operational surplus of £305,418 12023 - £249.6681 in the year. which after accounting for depreciation and unrealised gains on investments, resulted in a nel surplus of £127.53612023- £66,691). Capital expenditure during the year was £107,415 {2023 - £114,802), which included a new oven for the kitchen. the refurbishment of the reception area and front Offi￿ and in the installation of new ICT suite. Investment powers. policy and performance These are governed by the Articles of Associab'on, which pennit funds to be invested in any manner provided appropriate advice is taken. The Council of Management keeps under review the investment risks and rewards. The only investments currenuy held are those of the designated bursary fund. The school's bursary fund is a designated fund and is held in four investment fiJnd5 managed by the Charities Official Investment Fund (COIF). with a balance held on deposit with the same organi5ation. The investments were valued at £76,923 as at 31 August 2024 and yielded an overall return of 1.1% in the year. The value of the investment in the COIF Charities Property fund at 31 August 2023 was £12.034. Rgservgs and finanGlal hèalth At the end of the year, the balance of unrestricted reserves was £3.587.24212023 - £3,364,204). These funds are invested in the school's fixed assets and are therefore not expendable as free reserves. The Govemors have determined that the appropriate level of free reserves which are not invested in tangible fixed assets Should be equivalent to ￿e1ve weeks or one school temi's expenditure lapprox. £1,400,000 excluding depreciation). The free reserves do not meet the target reserves policy as at the balance sheet dale. However, the Govemors are satisfied that the strength of the School's balance sheet. realislic financial and cashflow forecast5 along with good pupil numbers a¢ross all year groups. the ongoing popularity of our SGhool and the availability of banking facilities provide them with sufficient confidence for the School's financial future. UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 In common with other independent schools, the Council of Management have invested substantial sums into the school sile in recent years and have a continuing programme of refurbishment, development. and investment lo develop and maintain excellent facilities for our pupils. The Reserves Policy is reviewed on an annual basis with due consideration of risks. EQUALITY, DIVERSITY AND INCLUSION At Upton House School we are committed lo providing equal opportunity for all pupils and staff. and to providing a working environment which is free from discrimination. prejudice and harassment. We encourage respect and consideration for others and recognise and valLte the school as a safe place for learning. The staff at Upton recognise that inequalities exist in all levels of society and believe that. as educators. we have a crucial role to play in eliminating racism, sexism and all forns of discrimination. We can promote equality by dealing with bullying. racial abuse and sexism immediately and by oducab'ng the young people in our care without prejudice. PLANS FOR FUTURE PERIODS Consolidate the financial stability and resilience of the school Consider extension of the Nursery Explore and develop further income streams. A major project is under discussion. Continue to provide the best, most innovative and challenging education for our pupils Suceession planning through robust recruitment and training of SLT members and new Academic Deputy Head. SEND teacher and SENDCO Further enhan￿ our broadcasting prowess and our reputation for eX￿llence across the curriculum as recognised and celebrated by ISI in February 2024. Continue to fully embed digital opeialions into the school fabric The Council of Management will continue to maintain and update the facilities of the school as required. Any funds surplus to operational requireTnents, and which are not required to update the school's facilities, wi15 be used lo widen access to the opportunities offered by Upton House School, andlor used to redu￿ the school's borrowing and build up free reserves. The main objective of the Council of Management continues to be the provision of the best education possible ft)r all pupils. allowing them to receive individual attention and consideration. thus enabling them to develop at their own pa￿. The strategy for doing this is to maintain high leve15 of teaching and pastoral care standards and to provide the best faalities possible. STRUCTURE, GOVERNANCE AND MANAGEMENT Rèference and admlnlstratlve Information Upton House School Limited 15 a charitable company founded in 1936 and incorporated a5 a company limited by guarantee in D¢￿mber 1960. Reference and administrative details are shown in the Legal and Administrative Information page. Governlng document The Company is governed by ils Articles ofAssociation dated 23rd March 2011 (as amended 10th July 20131. UPTON HOUSE SCHOOL LIMITED MEMBERS, REPORT (INCLUDING DIRECTORS, REPORT) {CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Tho Members The Members who served the charty as Trustees during the period were as follows.. Mrs V Barker ID.E.F.SI Mrs J Gratton IF.SI Mr R Hardy ID,E} Mr K D Hill {B,H,Nl - Resigned 0910912024 Mrs F R Lloyd ID,H.NI Miss S E Mason {B.F,Sl - Resigned 1010612024 Ms T Naidoo {D.E)- Resigned 0210712024 Mr R D L Smyth IB,D.NI Mr R Thompson IF.NI Dr P M Warwicker IB,D.H) Mrs K L Wooldridge {D.E) - Resigned 1310112025 Letters after the names indicate their service on our committees denoted as follows B - Bursary, D - Development, E - Education and Pastoral. F - Finance and General Purposes, H Health and Safety. N - Nominations, S- Salaries Governing body The Council of Management regularly reviews a skills audit of existing Council members. The Chair, assisted by the Headmistress identified new Council members to meet any gaps identified. Members are elected as members of the Council at a full meeting of the Council of Management. Members, who are also required to serve as Directors of the company under the Articles ofAssociation. serve for a tenn of four years and are eligible to stand for re-gleclion for iwo further terms. or. in eX￿ptIOnal circumstan￿$ only. three additional terms. Indemnity Insurance Indemnity insurance has been taken out in respecl of the members. Member training Upon election to the Counal of Management, new members are given access to the Governors. Handbook containing infomiation relating to the school and its managemerst, which is updated a5 required. On-goin9 training for members is in the form of updates at Council meetings, online training and to the Governor5, Handbook. together with the offer to attend specific training courses and conferences for govemors run by the Incorporated Association of Preparatory Schools. the Independent Schools, Bursars, Association, the Independent Schools Council. the Association of Goveming Bodies of Independent Schools, and similar relevant bodies in the year_ Ftve members received training from one or more of these organisalions in the year and all members received safeguarding and GDPR training online. Oryanisatlonal management The Council of Management meets at least three times a year to detemiine the general policy of the company and review its overall management and control. The financial management of the company is overseen by the Finance and General Purposes Committee, which meets three times a year. prior to full Council meetings and reports its findings to the Council. The school's future development plan is drafted by the Headmistress and SLT and reviewed annually by the Development Committee. which meets in January or February and reports back to the Council meeting later that term. There is also an Education and Pastoral Committee and a Health and Safety Committee, whiGh both meet temly, a SalaTie5 Committee that meets annually and a Bursary Committee Ihat meets annually. The Comrnittee5' Tems of Referen￿ have been updated. The day-to-day running of the school is delegated to the Headmistress. supported by the finance and administrative teams and other members of the Senior Leadership Team {SLTI. Together the eight members of the SLT are the key management personnel. UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Remuneration, including that of key management personnel, is set by the Council of Management. via the Finance and General Purposes Committee and the Salaries Committee, with the policy objective of ensuring appropriate incentives to encourage excellent perfOrMar)￿ and in a fair and responsible manner rewarding individual contributions to the company's success. The appropriateness and relevance of the remuneration policy is Teviewed annually including reference to comparisons with other independent schools to ensure that Upton House School remains sensitive to the broader issues of pay and employment conditions elsewhere. The school aims to recruit, subject to experience, at the lower to medium point within the scale, providing scope to be rewarded for excellence. Delivery of the School's charitable vision and purpose is primarily dependent upon key management personnel. Structure and relationships Uplon House School is an active member of the Independent Association of Prep Schools IIAPS} for the promotion and maintenance of preparatory school standards generally, and also subscribes to a number of other bodies relating to education and independent schools. The school co-operates with other local and national organisalions and charities in its efforts to widen public access lo the education it can provide and oplimise the use of ils cultural and sporting facilities and to awaken in its pupils an awareness of the wider social context of the education they receive here. Prlnclpal rlsks and uncertalntles The Council of Management. via the Finan￿ and General Purposes Committee, ￿vIewS the school's CUTrent and planned future activities in light of any major risks arising from time to time, and the effectiveness of systems and procedures designed to manage them. Our risk register is regularly updated and considered throughout the year by our committee5. Pupll nurnbers The Council regards the major risk to the School is falling numbers of pupils on roll. The Council notes that numbers have remained high due to the 5UPPOrt and belief in the school we enjoy from our parents whose happy and challenged children achieve excellently. Our senior School SUC￿SS is excellent with 100YD suc￿sS with offers given to chosen schools during this period. Our innovative curriculum encompassing many technological skills, the popularity of the Nursery operating 48 weeks a year, and the main school suctEssfully being fvlly co-educational school for boys and girls aged 2 to 11 are also strong retention and registration factors. With the introduction of VAT on school fees there is an increased risk to pupil numbers. The effect of VAT is being closely monitored and decisions taken regarding fee levels and marketing strategies aim to mitigate this risk. Staffing The Council also considers that failure to recruit or relain the correct calibre of staff is a potential risk to the success of the school. This is managed through a comprehensive recruitment policy and adherence to the guidelines on safer recruitment. Candidates for all roles are put through a rigorous assessment and interviewed by the Head and at least one member of the SLT. New st8ff tnembers are mentored by a member of the SLT and, should there be any conTrms, these are addressed promptly. The school maintains a reglster of reliable. high quality supply staff to call upon should the need arise. The Council oversees successioll planning for the senior operational roles in the school and a panel of Council members interviews for the most senior positions. Regulatory The introduction of VAT on tuition fees and the loss of charitable relief on business rates were anticipated and the impact of theso changes in legislation were modelled and considered in future planning. With low borrowings, annual cash surpluse5 and an estate in good repair, we are better placed than many other schools to manage this. The full cost of VAT was not passed on to the fee payers in January 2025. Having been independently inspected in 2021122 and meeting all of our regulatory and Gompliance obligations, we believe that the risk of regulatory failure is low. However. this is carefijlly managed by taking advantage of all the information available to the $e¢lor in the fomi of updates from the various professional bodies of which the sthool has membership.. by ensurin9 that staff keep up to date with the latest developments in educational thinking and pracb'ce through attending courses, reading, and networking,. and by employing professional advisers where appropriate. 11 UPTON HOUSE SCHOOL LIMITED MEMBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Reputational The Headmistress and the Council of Management are very conscious of ensuring that the school's excellent reputation is maintained at all times. Any reputational risk is managed through up lo date, appropriate policies and through training to ensu￿ staff behaviour both inside and outside school, particularly in areas such as social ne￿orking, is of the highest standard. The school communicates comprehensively with parents and has an open- door policy to ensure that any concerns thal may arise are dealt with promptly. The Council of Management recognises that the risk to the school's reputation of a breach of safeguarding regulations would be very damaging and ensures that Safeguarding matters are given the highest priority. The DSL meets regularly and formally with the Head IDDSL} and the other three DDSL'S. The Council has appointed a member to act as the designated safeguarding liaison on its behalf. who meets the safeguarding team at least on a term. All the above attend regular training to ensure that the school has the latest guidance on all safeguarding matters and the school's safeguarding policy is subject to regular review and update.. including remew at least on a year by the fvll Council of Management. All staff receive safeguarding training on joining the school and receive an annLTral update. All Council members attend a safeguarding training course annually. Financial The Council views the school's financial position as stable and that pupil numbers remain strong with interest in the school from prospective parents remaining high. The Council is eonfident that the introduction of VAT on school fees, the removal of business rale relief and the increase in employers, national Insuran￿ have been taken into consideration when budgeting and cash flow forecasting. The Council is of the opinion that the school is making strong cash surpluses to seTvice our small loan commitment, taken out as a cushion against unfoTeseen Covid-related shocks. to invest in our facilities and estate. to conts'nue to support our bursary programme and to build a ￿serve for future pupils. Cash surpluses are being placed on short- term deposit to generate interest income. Borrowing$ ￿maIn low. the school received a low interest goveTnnient guaranteed recovery bounce back loan totalling £50.000 received in 2021. with a 6-year repayment term which started in May 2022. Cybgr All data and appli¢ab"ons at Upton House have been migrated to the cloud to enable increased security of our neknork and the school is insured against a ¢yber attack. Backups are running in the cloud and no longer onsite which creats a more resilient environment and means a return to operation after an onsite catastrophe will be much quicker. We believe the weakest point remains the end user and we continue to undertake regular training of all employees. Specifically, end users are made aware of how to remain alert to phishing emails and what to do rf they have any concerns.. no matter how slight. We translate our safeguarding mantra that if it feels strange it may well be strange. We also ensure that staff are trained in dealing with potsntial phone, email and cyber-fraud. 12- UPTON HOUSE SCHOOL LIMITED MENIBERS. REPORT (INCLUDING DIRECTORS, REPORT) (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Statement of Mernbers. responsibilities The Members of the Board. who are also the directors of Upton House School Limited for the purpose of company law. are responsible for preparing the Members, Report and the financial statements in accordan￿ with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practi￿1. Company Law requires the Members of the Board lo prepare financial statements for each financial year which give true and fair view of the $tsle of affairs of the charity and of the incoming resources and application of resources. including the income and expenditure, of the charitable company for that year. In preparing these financial statements, the Members of the Board are required lo.. Select suitsble accounts'ng policies and then apply them consistendy.. Obsetve the methods and principles in the Charities SORP., Make judgements and estimates that are reasonable and prudent,. and Prepare the financial ststements on the going concern basis unless it is inappropriate to presume that the charty will continue in operation. The Members of the Board are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the financial slatemenl$ comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charrty and hence for taking reasonable steps for the prevenlion and detsction of fraud and other irregularities. Auditor Azels Audit Services were appointed as auditor to the company and a resolution proposing that they be re- appointed will be put at a General Meeting. Disclosure of information to auditor Each of the Members of the Board have ¢onfinned that there is no infomiation of which they are aware which is relevant to the audit, but of which the auditor is unaware. They have further confimied that they have taken appropriate steps to identify such relevant information and to establish that the auditor is aware of such info￿nation. The Members. report was approved by the Coun¢il of Management. MrRDLSmyth Chair 13- UPTON HOUSE SCHOOL LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF UPTON HOUSE SCHOOL LIMITED Opinion We have audited the financial statements of Upton House School Limited {Ihe 'charity') for the year ended 31 August 2024 which comprise the statement of financial a¢livities, the balance sheet, the statement of cash flows and notes to the financial ststements, including significant aecounting policies. The financial reporting framework that has been applied in their prepaTation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Finanoial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally AC￿pted Accounting Practice). In our opinion, the finan¢ial ststements.. give a true and fair view of the state of the charitable company's affairs as at 31 August 2024 and of its incoming resources and application of resources, including ils income and expenditure, for the year then ended.. have been properly prepared in accordan￿ with United Kingdom Generally Accepted Accounting Pra¢tiee', and have been prepared in accordance with the ￿qu1￿ments of the Companies Act 2006. Basis for oplnlon We conducted our audit in a￿ordanCe with International Standards on Auditing IUKI IISAS IUKII and applicable law. Our responsibilities under those standards are further described in the Auditor's r8sponsibilities for the audit of the financial statements section of our reporL We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the finaneial statements in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Concluslons relatlng to golng concern In audib.ng the financial statements. we have concluded that the Members, use of the going concern basis of ac¢ounting in Ihe p￿ParatIOn of the financial statements is appropriate. Based on the work we have performed. we have not identified any material uncertainlies relating to events or conditions that. individually or collectively, may cast significant doubl on the charity's ability to continue as a going con￿rn for a period of at least ￿e1ve months from when the financial statements are aulhorised for issue. Our responsibilities and the responsibilities of tho Members of the Board with respect lo going concem are described in the relevant sections of this report. Other infomiatlon The other information comprises the information included in the annual ￿pOrt other than the financial statements and our auditorfs report thereon. The Members of the Board are responsible for the other information contsined within the annual report Our opinion on the financial statements does not cover the other information and. except lo the extent otherwise explicitly stated in our report. we do not express any form of assurance condu5ion thereon. Our responsibility is to read the other information and, in doing so. consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit. or otheNise appears to be materially misstated. If we identify suGh material inconsistencie5 or apparent material misstatements, we are required to detemiine whether this gives rise to a material misstatement in the financial Statements Ihemselves. If, based on the work we have perfomied, we ￿nClUde that there is a material misstatement of thi5 Other infomation. we are required to report that fact. We have nothing to report in this regard. Oplnlons on other matters prescribed by the Compani¢$ A¢t 2006 In our opinion, based on the work undertaken in the course of our audit.. the infomiation given in the Members. report for the financial year for which the financial statements are prepared, which includes Ihe directors, report prepared for the purposes of company law. ig consistent with the financial statements,. and the direclor5' report included within the Members, report has been prepared in accordance with applicable legal requirements. 14- UPTON HOUSE SCHOOL LIMITED INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE MEMBERS OF UPTON HOUSE SCHOOL LINIITED attors on which we are required to report by exception In the light of the knowledge and understanding of the charity and its environment obtained in the course of the audit. we have not identified material misstatsments in the directors. report included within the Member$, report. We have nothing to report in respect of the following matters in relation to which the Companies A¢t 2006 requires us to report lo you if. in our opinion.. adequate accounting records have not been kept or returns adequate for our audit have not been ￿ceIVed from branches not visited by us., or the financial statements are not in agreement with the accounting records and retums.. or certain disclosures of trustees. remuneration Specified by law are not made.. or we have not received all the infomialion and explanations we require for our audit.. or the Members of the Board were not enlilled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies, exemptions in preparing the Members. report and from the requirement to prepare a strategic report. Respon8ibilities of Members of the Board As explained more fully in the statement of Members, responsibilities, the Members of the Board, who are also the directors of the charity for the purpose of company law, are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Members of the Board determine is necessary to enable the preparation of financial statements that are free from material misstatement whether due to fraud or error. In preparing the financial statements, the Members of the Board are responsible for assessing the charity's ability to continue as a going concern, dis¢lo$ing. as applicable. matters related to going concern and using the going concern basis of accounting unless the Members of the Board either intend to liquidate the charitable company or to cease operations. or have no realistic alternative but to do so. Auditor's responsibilities for thg audit of the financial statements Our objectives are to obtain reasonable assuran￿ about whether the financial statements as a whole are free from material misstatement. whether due to fraud or error. and to issue an auditorfs report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in aceordance with ISAS (UK) will always detect a material misstatement when il exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influenee the economic decisions of users taken on the basis of these financial statements. A further description of our responsibilities is available on the Financial Reporting Council's website al- htty)s.'Il www.frc.org.uklauditorsresponsibililies. This descrsption forms part of our auditorfs report. 15- UPTON HOUSE SCHOOL LIMITED INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE MEMBERS OF UPTON HOUSE SCHOOL LIMITED Extent to whlch the audlt wa8 considered capable of detectlng Irregularities, including fraud Irregularities, including fraud, are instan￿5 of non-compliance with laws and regulations. We design prO￿dureS in line with our rgsponsibilities, outlined above and on the Financial Repoitng Council's website. to detect material misstatements in respect of irregularities. including fraud. We obtain and update our understanding of the entity. its activities. its control environment, and likely ￿tUre developments. including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design 2nd perform audit procedures responsive to those risks. and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by Ihe entity that were contrary to applicable laws and regulations. including fraud. In response lo the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed prO￿dureS which included.. Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual. suspected and alleged fraud", Reviewing minutes of meetings of those charged with governan￿". Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection.. Reviewing financial statement disclosures and testing to supporting documentation to assess complian with applicable laws and regulations.. Perfomiing audit work over the risk of management bias and override of controls, including lesling of joumal entries and other adjustments for appropriateness. evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounb'ng estimates for indicators of potential bias. Because of the inherent limitations of an audit. there is a risk that we will not detect all irregularities, including those leading to a material misstatement 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 transactions reflected in the financial statements, as we will be less likely to become aware of inStan￿S of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error. as fraud may involve collusion. forgery, intentional omissions, misrepresentations, or the override of internal contfol. Use of our report This report is made solely to the charitable company's members. as a body. in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's mernbers th(￿e matters we are required to state to them in an 8uditorfs report and for no other purpose. To the fullest extent permitted by law. we do not a¢￿pt or assume responsibility to anyone other than the charitable company and the charitable ¢ompany's members as a body, for our audit work. for this report. or for the opinions we have fomed. LQS Debra Saunders Bsc FCA (Sonior Statutory Auditor) for and on behalf of Azet$ Audlt Sorvlces 21 May 2025 Chartered Accountants statutory Auditor Ashcombe Court Woo153¢k Way Godalming Surrey United Kingdom GU7 ILQ 16- UPTON HOUSE SCHOOL LIMITED STATEMENT OF FINANCIAL ACTIVITIES INCLUDING INCOME AND EXPENDITURE ACCOUNT FOR THE YEAR ENDED 31 AUGUST2024 Unrestri¢tsd R•$trl¢ted funds funds 2024 2024 Total Unrestrlcted Restrlcted funds funds 2023 2023 Total 2024 2023 Notes Income and endowments from: Donations and legacies Charitable activities Investrment income Other income 18.101 4,494.308 3,915 8.809 18,101 4,494,308 3,915 8,809 2.550 4,283.027 1.481 10,878 754 3,304 4,283,027 1,481 10,878 Total Income 4,525.133 4,525,133 4,297,936 754 4,298,690 Ex enditure on: Charitable activities 4,370.600 15 4,370,615 4,203,166 739 4,203,905 Finan￿ costs 12 32,397 32,397 27,126 27,126 Total expenditure 4,402,997 15 4,403,012 4,230.292 739 4,231,031 Net gainsl{lossesl on investments 5,415 5,415 19681 {968) Net movement in funds 127,551 (15) 127,536 66,676 15 66.691 Fund balances at 1 September 2023 3,459.691 15 3,459,706 3,393,015 3.393.015 Fund balances at 31 August 2024 3.587.242 3,587,242 3,459,691 15 3.459.706 The Statement of Financial Activities includes all gains and losses ￿cognised in the year. All income and expenditure derive from continuing activities. The Statement of Financial Activitie5 also complies with the requirements for an income and expenditure account under the Companies Act 2006. 17 UPTON HOUSE SCHOOL LIMITED BALANCE SHEET ASAT31AUGUST2024 2024 2023 Notes Fixgd assets Tangible assets Investments 14 15 3,682.526 76,923 3.758.408 70.734 3,759,449 3,829.142 Current a$$ets Debtors Cash at bank and in hand 16 1.158,484 902.545 976,295 600,908 2.061.029 1.577,203 Creditors.. amounts falling due within one year 17 {1.890.171} 11.783.702) Net current assetsllliabilities} 170.858 {206.4991 Total assots lè$s currènt liabilities 3,930.307 3,622.643 Creditors: amounts falllng due after more than one year 18 1343,0651 1162.9371 Netassets 3,587,242 3.459,706 Income funds Restricted funds Unrestricted funds Designated funds General unrestricted funds 22 15 80,381 3.506,861 95,487 3,364,204 23 3,587,242 3.459,691 3,587,242 3,459.706 13105125 The financi81 statements were approved by the Members Of The Board on ........... MrRD Lsmyth Trusteg Company registration number 00677794 18 UPTON HOUSE SCHOOL LIMITED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 AUGUST 2024 2024 2023 Notes Cash flows from operating actlvities Cash generated from operations 27 414,533 342.722 Investing activities Purchase of tangible fixed assets Investment income re￿Ived 1107,4151 3,915 1114,8021 1.481 Net cash used in invesling activities 1103,5001 1113.3211 Financing activities Repayment of bank loans {9,3961 (8.5081 Net ca$h used in flnancing actlvltle$ 19,3961 18.508) Net increase in cash and cash equivalents 301,637 220,893 Cash and cash equivalenls at beginning of year 600,908 380,015 Cash and cash equlvalents at end ofyear 902.545 600,908 The notes on pages 20 10 33 form part of these financial statements. 19- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024 A¢countlng policies Charlty informatlon Upton House School Limited is a private company limited by guarantee incorporated in England and Wales. The registered office is 115 St Leonards Road, Windsor, Berkshire. SL4 3DF, United Kingdom. 1.1 A¢eountlng eonventlon The financial statements have been prepared in accordan￿ with the charity's Articles of Association, the Companies Act 2006. FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland. {°FRS 102") and the Charities SORP "Accounting and Reporting by Charities". Statement of Recommended Pra¢ti¢e applicable to charities preparing their accounts in accordan￿ with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 The charity is a Public Benefit Entity as defined by FRS 102. The financial statements are prepared in sterling. which is the functional currency of the charity. Monetary amounts in these financial statements are rounded to the neare51 £. The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below. 1.2 Golng concern During the year the charitable eompany made a surplus of £127,53612023 £66.691) and had net assets of £3,587.242 (2023 - £3,459,706) al the balance sheet dale. The Trustees have assessed whether the use of the going concern basis is appropriate and have considered possible events or conditions that might cast significant doubt on the ability of the charitable company to continue as a going concern. The School's activities. together with the factors likely to affect its future development, performance and position are set out in the Report of the Council of Management. The introduction of VAT on school fees from 1 January 2025 could have an impact on fvture pupil numbers with possible withdrawals and lower registrations. The School has mitigated the impact of this by reducing fees from 1 January 2025. Currenuy pupil numbers remain strong and interest in the School from prospective families is high. The removal of business rates relief and the increase in employers, national insurance will increase costs and these have been taken into consideration by the School when producing forecasts and projections for at least 12 months from the date of approval of these financial statements and these show that the School has a strong cash flow. After makin9 appropriate enquiries. the Council of Management has concluded that there is reasonable expectation that the charitable entity remains financially VTable in the long-temi and il will have adequate resources to continue in operational existence for the foreseeable future and it is therefore appropriats to prepare the financial statements on the going ¢oncern basis. On this basis the Coun¢il of Management have concluded that the School is a going con￿rn and continues to adopt the going con￿rn basis in preparing the financial statements. The financial statements do not include any adjustments that would result from the School not being able to meet its liabilities as they fall due. 1.3 Charilable funds Fee5 receivable and charges for services and use of premises are accountsd for in the period in which the seNice is provided. Fees re￿1vable are staled after deduding allowances, scholarships and other remissions granted by the School. School fees received in advance are recorded as liabilities in the balance sheet and are released to the Statement of Financial Activities in the year to which they relate. -20- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Accounting policies (Continued) 1.4 Donations and fund accountlng Donations received for the general purposes of the School are included as Un￿Stricted funds. Donations restricted by the wish of the donor or the terms of an appeal are taken to restricted fvnds. Donations required to be retained as capital in accordance with the donor's wishes are accounted for as endowTnents- permanent or expendable according to the nature of the restriction. Voluntary income received by way of grants is included in full in the Statement of Financial Activities when receivable. Grants. where enlillemenl is not conditional on the delivery of a specific service, are recognised when the charitsble company becomes unconditionally entitled to the grant. Income is deferred when the donor attaches conditions outside the chaTltable company's control or specifies that the resour¢e$ are to be used in a future accounting period. 1.5 Expendlture Expenditure is allocated to expense headings. which aggregate all costs relating lo the category either on 8 direct cost basis, or apportioned according to time spent. The iTrecoverable element of VAT is included with the item of expense to which it relates. All costs associated with the prowsion of education are allocated to Charitable Expenditure. Only the costs directly associated with. or incurred soley in. Raising Funds are allocated to this category. Governance costs comprise the eosls of running the School. including strategic planning for ils future development, external audit. and all other costs of complying with constitutional and statutory requirements. Teaching costs such as supplies of games equipmenL books, stationery and sundry materials are written off when the expendibjre is incurred. No nettTng off of expenses and income takes place within the accounts unless the School has re￿iVed income from and incurred expenses on special fundraising events or activities. Under these circumstance5 It may include only the net figure in the Statement of Finaneial Activities. 1.6 Fund accounting All unrestricted ftjnds which are available for use at the discretion of the members in furtheran￿ of the general objectives of the charitable company. Designated fvnds ale lIn￿StrICted fund$ earmarked by the Council of Management for particular purposes. Restricted fvnds are subjected to restriction on their expenditure imposed by the donor. 1.7 Tangible flxed assets Tangible fixed assets are initially measured at cost and subsequently measured at C05t or valuation, net of depreciation and any irnpairment losses. Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their Useful lives on the following bases.. Freehold land and buildings Plant and equipment Fixtures and fittings Motor vehicles 50 years 50/0 on cost 15% on ¢ost 150k on ¢ost The gain or loss arising on the disposal of an asset is determined as the differen￿ be￿een the sale proceeds and the carrying value of the asset, and is recognised in the Statement of Financtal Activities. 21 UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Accounting policies (Continued) 1.8 Flxed asset Investmentg Fixed asset investments are initially measured at transaction price excluding transaction costs, and a subsequently measured at fair value at each reporling date using the dosing quoted market price. Changes in fair value are recognised in net incomel{expenditure} for the year. Transaction costs are expensed as Incur￿d. 1.9 Cash and cash equivalents Cash and cash equivalents include cash in hand. deposits held at call with banks. other short-tem liquid investments wslh original maturities of three months or less. and bank overdrafts. 1.10 Financial instruments The charity has elected to apply the provisions of Section 11 'Basic Financial Instruments, and Se¢tion 12 'Other Financial Instruments Issues, of FRS 102 to all of its financial instruments. Financial instruments are recognised in the charity's balance sheet when the charity becomes party to the contracttsal provisions of the insltument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enfor￿able right lo set off the re¢ognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultsneously. Basic financial assets Basic financial assets. which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried al amortised cost using the effective interest method unless the arrangement consts'lutes a financing transaction. where the transaction is measured at the present value of the future receipts discounted al a market rate of interest. Financial asse15 classified as re￿Ivable within one year are not amortised. Basle flnanclal Ilabilltles 8asic financial liabilities. including creditors and bank loans are initially recognised at transaction price unless the 3￿ngement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Debt instruments are subsequently carried at amortised cost. using the effective interest rate method. Trade Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of operations frorn suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not. they are presented a5 non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amorbsed cost using the effective interest method. Derecognition of financlal liabilities Financial liabilities are derecognised when the charity's contractual obligations expire or are discharged or cancelled. 1.11 Employee beneflts The cost of any unused holiday entitlement is recognised in the period in which the employee's services are re￿ived. Termination benefits are recogni5ed immediately as an expense when the charity is deTnonstr8bly committed to terminate the employment of an employee or to provide termination benefits. -22- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Accounting policies (Continued) 1.12 Retlrement beneflts From 1 September 2022 all leaching staff employed under 8 contract of sam￿ are eligible lo conlibute lo the Aviva Pension Trust for Independent Schoo15 IAPllSI. The scheme is a defined Contribution pension scheme. The school also pays contributions into a Group Personal Pension Scheme for Support staff. The Scheme is a defined contribution pension scheme. The assets of the Scheme are held separately from those of the School in an independently administered fund, The Pension Scheme charge represents contributions payable by the School in accordance with the rules of the Scheme. 1.13 Leases Rentals payable under operating leases, including any lease incentives received. are charged as an expense on a straight line basis over the term of Ihe relevant lease. Critical a¢¢ounting e$timate$ and Judgements In the application of the charitable company's accounting policies, the Council is Tequired to make judgements. estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experien and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an on-going 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 revision and fubjre periods if the revision affects both ¢urrent and future periods. In the opinion of the Council of Management. the estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below. Critical judgements Useful economlc Ilves The annual depreciation charge for tsngible fixed asset5 is sensitive to ¢hanges in the estimated useful economie lives and residual values of the assets. The useful economic lives and residual values ale re- assessed annually. They are amended when necessary to reflect current esb"mate5, based on lechnological advancement, future investments, economic ulilisation and the physical condition of the assets. See note 14 for the caTrying amount of the pr¢pety, plant and equipment and note 1.7 for the useful economic lives for each class of asset. Donations and legacies Unrestrlcted funds Unrestricted Restricted funds funds Total 2024 2023 2023 2023 Other grants Donations and gifts 754 754 2.550 18,101 2,550 -23- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 A UGUST 2024 Charitable activitiOS 2024 2023 Gross fees Less bursaries. scholarships and discounts other educational income 4.251,544 4.100,845 1281,490} 1279,612} 524.254 461,794 4,494,308 4.283,027 Other income Unrestricted Unrestrlcted funds funds 2024 2023 Rent and lettings 8,809 10.878 Investment Income Unrestricted Unrestrlcted funds funds 2024 2023 Dividend income Interest receivable 774 3.141 586 895 3.915 1.481 -24- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Charitable activities Tea¢hing Welfare Premlses Admln costs Govemance and Estates 2024 Total 2024 2024 2024 2024 2024 Staff costs Depreciation Non-staff costs 2,437,282 128,647 95,481 269,612 310,863 87,816 221,126 2,876,792 183,297 1,310.526 471,508 329,688 18,592 2,908,790 329,688 493,740 619,805 18,592 4,370,615 Analysis by fund Unrestricted fund5 Restricted funds 2,908,790 329,688 493.740 619,790 15 18.592 4.370,600 1S 2.908,790 329,688 493,740 619,805 18.592 4.370,615 Teachlng Welfare Premises Admin costs GovernaD¢9 and Estates 2023 Total 2023 2023 2023 2023 2023 Staff costs Dep￿Ciall0n Non-staff costs 2,371.725 126,633 95.170 253,233 256,917 86,839 214,833 2,755.275 182.009 23,482 1,266.621 486.057 289.016 2,857.782 289.016 475.036 558,589 23.482 4,203.905 Analysis by fund Unrestricted fund$ Restricted funds 2.857.782 289,016 475,036 557,850 739 23,482 4,203,166 739 2.857.782 289,016 475,036 558,589 23,482 4,203,905 Gov•Tnan¢e ¢o$ts 2024 2023 Audit of the annual accounts Accountancy fees Auditors. remuneration in relation to prsor periods 13,250 5.342 15,900 1,860 5,722 18.592 23,482 -25- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 Members Of The Board None of the Members of the Board {or any persons connected with them) received any remuneration or benefits from the charity during the year. Travel and sundry expenses lotalling £230 were reimbursed or paid directly to one Member of the Board during the year12023'. £nil)- Details of other transactions with Members can be found in Note 26. 10 Employees The average monthly number of employees during the year was-. 2024 Number 2023 Number Teaching Premises Support 72 73 Total 88 88 The staff fvll ts.me equivalents in the year were 74 {2023.. 741. Employmont ¢o$ts 2024 2023 Wages and salaries Social security costs Other pension costs 2,402,925 208.391 265.476 2,292.661 198.689 263.925 2.876.792 2,755,275 Key management personnel indude the Headmistress, Deputy Head, Assistant Deputy Head and Heads of Departments. The total nurnber of key management personnel receiving pay and benefit5 is 812023 - 6}. The total pay and benelits received by key management personnel was £644,982 12023 - £466.1651 including employer pension contributions and employer national insurance contributions. The 2023 filed financi81 statements disclosed key managemenl per50nnel costs of £425.494. The comparative costs in these financial statements have been updated to reflect a more accurate representation of the key management personnel costs of the comparative year, bein9 the £466,165 disclosed above. The number of employees whose annual remuneration was more than £60.000 is as follows.. 2024 Numbor 2023 Number £60.001- £70,000 £70.001- £80,000 £110,001- £120.000 £120,001- £130.000 -26- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 11 Pen$ion$ The S¢hool's teaching $taff We￿ rnoved to the Aviva Pension Trust for Independent Schools {APTIS} from 1st September 2021. The pension charge for the year includes contributions payable to APTIS of £182,40912023 £184.074} and the total pension contributions which were still outstanding as al the year end were £32,727 (2023 - £23.6001. The School additionally operates a money purchase Group Personal Pension Scheme. Contributions on behalf of staff within this scheme are made lo the Legal and General Group plc. The pension charge for the year include$ contributions payable lo the Personal Pension Scheme of £83,15412023 £79,851}- The totsl pension contributions which were still outstsnding as at the year end were £3,35612023 - £9,160). Contributions to these schemes are charged to the Statement of Financial Activities as they fall due. 12 Finance Gost$ Unrestrictgd Unrostricted funds funds 2024 2023 8ank charges and interest Bank loan interest Other finan￿ costs 1.902 1.253 29.242 1.202 2.141 23.783 32,397 27.126 13 Taxation The charity is exempt from tax on income and gains falling within section 505 of the Taxes Act 1988 or section 252 of the Taxation of Chargeable Gains Act 1992 to the extent that these a￿ applied to its charitable objects. -27- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 14 Tangible fixed assets Freehold land and buildings Plant and Flxtures and Motor vehi¢leg •quipm•nt flttlngs Total Cost At 1 September 2023 Additions 4,758.442 15,654 409.609 1.201.509 91,761 49,175 6,418,735 107.415 At 31 August 2024 4,774,096 409,609 1.293.270 49.175 6,526,150 Depreciation and impairmont At 1 September 2023 Depreciation charged in the year 1,409.128 95.481 212,908 20,480 989,116 67,336 49.175 2,660,327 183.297 At 31 August 2024 1.504,609 233,388 1,056,452 49.175 2.843,624 Carrying amount At 31 August 2024 3.269.487 176,221 236,818 3.682,526 At 31 August 2023 3.349.314 196,701 212,393 3.758,408 1S Fixed a$$¢t investments Llsted inveslments Cost or valuation At 1 September 2023 Additions Valuation changes 70,734 774 5,415 At 31 August 2024 76,923 Carrylng amount At 31 August 2024 76,923 At 31 August 2023 70,734 16 Dobtors 2024 2023 Amounts falling due wilhln one year: Fees and extras Prepayments and accrued income 1,082,853 75,631 945,691 30,604 1.158.484 976,295 -28- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 17 Creditors: amounts falling due within one year 2024 2023 Notes Bank loans Other taxation and social security Fees in advance Fee deposits Trade creditors Other creditors Accruals 19 10,648 46,840 1,546,953 8,900 64,741 66,212 145,877 10,648 47.739 1,359,279 8,900 74,243 95,001 187,892 20 1,890,171 1.783,702 18 Creditors: amounts falling due aftgr more than one year 2024 2023 Note$ Bank loans Fees in advance Fee deposits 19 20 17.899 187,624 137.542 27.295 135.642 343.065 162.937 19 Loans and overdrafts 2024 2023 Bank loan5 28.547 37,943 Payable within one year Payable after one year 10.648 17.899 10,648 27,295 The School took out a bounce back loan with HSBC in April 2022 for £50.000. The loan term is 6 years and repayments started in May 2022. The first year of the loan was interest free. thereafter the interest is charged al 2.50A. -29- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 20 Deferred income 2024 2023 Arising from fees in advance 1,734,577 1,359,279 Deferred income is included in the financial statements as follows.. 2024 2023 Deferred income is included within.. Fees in advance- Current liabilities Fees in adVan￿- Non-current liabilities 1,546.953 187.624 1.359,279 1,734.577 1.359,279 Movements in the year.. Deferred income at 1 September 2023 Released from previous periods Resources deferred in the year 1.359.279 1,273.835 {1,359.2791 11,273,835} 1.734.577 1,359,279 Deferred income at 31 August 2024 1.734.577 1,359.279 Deferred income relates to school fees received in advance for future temi$. 21 Operating lea$0 ¢ommltments At the reporting end date the charity had outstanding commitments for future minimum lease payments under non-cancellable operating leases. which fall due as follows.. 2024 2023 Within one year Be￿een and five years 9.679 8,171 18.684 8,186 17.850 26.870 -30- UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATENIENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 22 Restricted funds The income fvnds of the charity include restrided funds Comprising the followtng unexpended balances of donations and grants held on trust for specific purposes.. Movgmgnt in funds Incomlng Resources Balance at resources expended 1 September 2023 Balance at 1 Sopternber 2022 Resources expended Balan¢• at 31 August 2024 Restricted fund 754 {739} 15 (15) The Restricted fund represents nursery education funding which was spent on resources and training in relation to early year pupils. 31 ¢7) o r£J c vj ¢0 m o) Ln ( ) O) co o ¢oorri 73 u> UPTON HOUSE SCHOOL LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2024 25 Guarantees and commltments The School's bank, Handelsbanken plc. holds a fixed and floating charge over the undertaking and all properties and assets of the School. 26 Related party transactlons During the year. parties related to trustees and senior management personnel were employed by the school lo the value of £109,49012023- £92.0881. DuTing the year the school solicited services from companies controlled by the spouse of a member of the senior management team £86.83912023 - £131,065). The services promded are for digital curriculum. digital operations. infomialion technology and digital marketing (further details Can be found on pages 5-8 of this reporti. 27 Ca$h generated from ¢peration3 2024 2023 Surplus for the year 127,536 66.691 Adjustments for". Investment income Loan interest payable Fair value gains and losses on investments Depreciation of tangible fixed assets 13,9151 {7741 15,4151 183,297 {1.4811 1586} 968 182.009 Movements in working capital: Ilncreaselldecrease in stocks Increase in debtors (Decreaseifincrease in creditors Increase in defe￿ed income 26 (18.541) 28,192 85,444 {182.1891 (79.3051 375.298 Cash generated from operations 414.533 342,722 28 Analysis of changes In net funds At 1 September 2023 Cash Ilows At 31 August 2024 Cash at bank and in hand 600.908 301.637 902.545 Loans falling due within one year Loans falling due after more than one year (10,6481 {27,2951 {10,648) (17,899) 9,396 562.965 311.033 873,998 -33-