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2023-08-31-accounts

COMPANY REGISTERED NUMBER: 612809 REGISTERED CHARITY NUMBER: 309651

SHIPLAKE COURT LIMITED

REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2023

SHIPLAKE COURT LIMITED

CONTENTS OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2023

Page
Report of The Directors 1 - 11
Report of the Independent Auditors 12 – 15
Consolidated Statement of Financial Activities 16
Consolidated Balance Sheet 17
Charity Balance Sheet 18
Consolidated Cash Flow Statement 19
Notes to the Financial Statements 20 - 39

SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

DIRECTORS AND THEIR INTERESTS

The directors of the charitable company, who served during the year, unless otherwise stated, were as follows:-

Sir David Tanner CBE[(1,2)] (Chairman) A Ashton[(1)] P Blewett[(1,2,3)] S Blomfield[(2)] M Carey-Elms[(2)] C Eve[(1)] J Gordon, LLB[(2,3)] R Grimond[(1)] I Howell[(2)] R Lester[(1)] M MacKenzie-Charrington[(1,3)] R Patton (resigned Nov 22)[ (1)] S Ryan, BSc[(2)]

(3) Members of the Health and Safety Committee

The directors are also the charity trustees and governors of Shiplake College.

OFFICERS (Key Management Personnel) Headmaster: T G Howe, MA (St Andrews), MSt MBA (Oxford) Bursar and Clerk to the Governors: W Dixon Deputy Head (Academic): P S Jones, BA (Durham), GTP (London), AST Deputy Head (Pastoral): N Brown, BA (Durham) (retired 31 August 2023), S Elliot, BA (University College Wales) (appointed 1 September 2023) Director of External Relations: K Green, BA (Exeter) Registered Company Number: 612809 (Registered in England and Wales) Registered Charity Number: 309651

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

REGISTERED OFFICE: Shiplake College
Henley on Thames
Oxon
RG9 4BW
BANKERS: Barclays Business Banking, Reading & Basingstoke Team
4thFloor Apex Plaza
Forbury Road
Reading
BX3 2BB
SOLICITORS: Stone King LLP
Boundary House
91 Charterhouse Street
London
EC1M 6HR
AUDITORS: Crowe U.K. LLP
Aquis House
49-51 Blagrave Street
Reading
Berkshire
RG1 1PL
INSURANCE BROKERS: Marsh Brokers Limited
1 Tower Place West
Tower Place
London
EC3R 5BU
ARCHITECTS: Edgington, Spink and Hyne
Meridian House,
2 Russel St,
Windsor
SL4 1HQ

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

The Governors of Shiplake College, being also the directors of the charitable company, present their annual report together with the financial statements of the charitable company for the year ended 31 August 2023 and confirm that they comply with the requirements of the Companies Act 2006 thus including the Directors’ Report and Strategic Report, the Charities Act 2011, the governing document and the Statement of Recommended Practice – ‘Accounting and Reporting by Charities’ (SORP 2019).

DIRECTORS’ REPORT

REFERENCE AND ADMINISTRATIVE INFORMATION

Shiplake Court Limited is a charitable company having share capital, incorporated on 10 December 1958 and registered under number 612809. The College was registered with the Charity Commission on 13 April 1965 under number 309651. The College Governors, executive officers and principal address of the charitable company are as listed on page 1 and 2. Particulars of the charitable company’s professional advisers are given on page 2.

STRUCTURE, GOVERNANCE AND MANAGEMENT

The charitable company was established under a Memorandum of Association last amended on 13[th] March 1998, which determines the objects and powers of the charitable company and is governed under its Articles of Association.

OBJECTS, AIMS, OBJECTIVES AND PRINCIPAL ACTIVITIES

CHARITABLE OBJECTIVES

The objects of the Charitable Company, in accordance with the Memorandum of Association, are to promote the cause of education for the public benefit.

PRINCIPAL ACTIVITIES OF THE YEAR

Shiplake College's principal activity continues to be the provision of an independent school with facilities for boarding and day boys aged 11 to 18 and for girls aged 16 to 18. (The first entry of Year 7 girls was in September 2023)

GOVERNING BODY

The structure of the charitable company consists of a governing body for Shiplake College, the details of which are explained on page 1.

RECRUITMENT AND TRAINING OF GOVERNORS

The charitable company’s elected Governors are appointed at a meeting of the Shiplake College Board on the basis of nominations received from existing Board members. Key criteria for eligibility include personal competence, professional and specialist skills. New Governors are inducted into the workings of the charitable company and its school, including Board Policy and Procedures. Governor and trustee training is offered to all new members and is provided by a number of professional sources such as AGBIS. Governors are appointed initially for a five year term of office. At the expiry of this period Governors can offer themselves for re-election to the Board.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

ORGANISATIONAL MANAGEMENT

The Governors of Shiplake College, as the charity trustees of the charity and directors of the company are legally responsible for the overall management and control of Shiplake College, and meet as a Board three times a year. The work of governance and financial supervision is carried out by members of the Finance and General Purposes Committee (F&GP), who meet before each meeting of the College Governing Board and on extra occasions when necessary such as to approve the budgets and finalise the audited accounts and annual report for approval by the Board. The other principal permanent committees are the Education and Welfare Committee and the Health and Safety Committee which also meet on a termly basis and more often should the need arise. Each committee works under the chairmanship of a member of the College Governors. Other committees are formed on an ad hoc basis for specific purposes such as an appeal. Members of all Board committees are listed on page 1.

The day to day running of the school is delegated to the College’s headmaster, supported by the senior leadership team. The headmaster, deputy headmasters, bursar and the director of external relations attend meetings of the various committees.

The Governors provide a framework for the remuneration of the senior leadership team within which the headmaster awards salary. The objective is to provide appropriate incentives to encourage enhanced performance and to reward them fairly and responsibly for their individual contributions to the Company’s success.

The appropriateness and relevance of the remuneration policy is reviewed annually, including reference to comparisons with other independent schools to ensure that the College remains sensitive to the broader issues of pay and employment conditions elsewhere.

We aim to recruit excellent staff. Delivery of the College’s charitable vision and purpose is primarily dependent on our key management personnel and staff costs are the largest single element of our charitable expenditure.

GROUP STRUCUTURE AND RELATIONSHIPS

The Charity has a wholly owned non-charitable subsidiary, Shiplake Court Enterprises Limited, whose activities in the year under review were those of catering facilities, entertainment and recreational activities. Shiplake College actively supports the attainment of the highest standards in the Independent Schools sector, partly through networking with other major Schools and partly through peer group studies for the evaluation of quality and performance improvement methods. We also co-operate with many local charities in our ongoing endeavours to widen public access to the schooling we can provide, to optimise the educational use of our cultural and sporting facilities and to awaken in our pupils, in the public interest, an awareness of the social context of the all-round education they receive at the College. The College also benefits from the generosity of a thriving network of Old Vikings whose close support we greatly appreciate and gladly acknowledge.

AIMS AND INTENDED IMPACT

The College's strategic aim is to provide a friendly, supportive and structured environment to permit pupils to learn to lead a full and responsible life. Within the ethos of a boarding school, the aim is not to concentrate solely on academic achievement, but also to develop the skills and abilities to prepare pupils for their life after Shiplake. We support the headmaster's vision that Shiplake should be: a dynamic, purposeful, happy and caring place which produces open-minded young men and women who have a sense of humour yet are responsible and articulate with the knowledge and skills to play an informed and useful part in their society.

OBJECTIVES FOR THE YEAR

The focus remained on the provision of a rounded education that allowed each of the College's pupils to reach their individual potential, combined with advancement in academic performance and a further widening of access to the education that Shiplake provides. We continued to seek ways of providing access for other UK and foreign pupils which also puts the school's facilities to good educational use when not otherwise needed. The Governors are determined to ensure that the headmaster has the appropriate resources to allow the College to develop and to provide facilities to enable all pupils to prepare themselves for their future careers. With the College’s first Co-Curricular Year 7 starting in September 2023 there has been important preparation of the staff, pupils and physical estate for ensuring this cohort gets off to a seamless start.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

STRATEGIC REPORT

REVIEW OF ACTIVITIES AND ACHIEVEMENTS

Academic

The College has again enjoyed excellent academic success at both GCSE and A Level; a reflection of a continued focus on academic rigour and the dedication of the teaching staff. The improvement in results for both 2020 and 2021 must be viewed in the national context of centre-assessed grades (2020) and teacherassessed grades (2021). However, the College is confident that the evidence-based process leading to these grades is a true reflection of the pupils’ and teachers’ hard work.

GCSE Results

Sixth Form Results

Many of our pupils achieve higher grades than they were predicted to when they joined the College, with academic value-added a strength of the school. Value Added at GCSE level averaged (+0.5) with highlights of DET (+1.46), History (+1.32), and PE (+1.05).

The Value Added was (+0.1) in the Sixth Form with strong performances from Art (+1.23), Computer Science (+1.0), and Photography (+1.15). These results facilitated the pupils accessing their desired universities with 93% of pupils securing places at their first or second choice university. 52% of pupils secured places at topthird universities and 7% of pupils are now studying at universities ranked in the top 10. The most popular destinations for this year's leavers were Cardiff and Exeter and the most popular courses were Business and Marketing courses.

The Governors remain resolute that the College will continue to select pupils on character and aptitude for an education at Shiplake, rather than purely on academic ability. These results demonstrate the intent of the headmaster and his senior leadership team to increase the College’s academic rigour and of the distinctive partnership between the pupils and staff.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

REVIEW OF ACTIVITIES AND ACHIEVEMENTS (Continued)

The College continues to promote the Shiplake Seven, our set of academic characteristics and dispositions that pupils and staff at Shiplake believe are essential skills for school leavers. The Shiplake Seven provides the basis for our academic character education, giving focus to lessons and activities so that the skills can be inculcated in our pupil body. The seven qualities – Determined; Open Minded; Creative; Independent; Reflective; Curious; Motivated - provide a solid foundation for pupils to achieve success throughout their education, but also equip the leavers with the skills they need to enter the next stage of their lives as confident, personable and talented young adults. This year, we are again working with the company Thinking Matters to further embed the Shiplake Seven across our curriculum. We are now in the second year of a two-year project that will hopefully lead to accreditation as a 'Thinking School' with the University of Exeter and will ensure that there is a common language of thinking and questioning across the entire College.

With Shiplake College going co-educational in Year 7 we are proud to be a Girls on Board school with several teachers now training to be Girls on Board Champions. This evidence-based approach has been devised by former headteacher, Andrew Hampton and empowers girls to find their own solutions to friendship turbulence. His book When Girls Fall Out builds on the work of Rosalind Wiseman in Queen Bees and Wannabes.

This reflective approach resonates with our promotion of kindness at the College and challenges the assumption that teachers and parents often have that one party has done something 'wrong' and that there needs to be an 'investigation' and some 'justice'. The girls also explored the different type of behaviours that they can display, and they are unanimous in their assertion that adult intervention usually makes matters worse.

Like all UK independent schools, Shiplake College is visited by the Independent Schools Inspectorate (ISI) to ensure that we are meeting statutory requirements. Educational Quality inspections report on the two main outcomes for pupils: achievement and personal development. Regulatory Compliance inspections report on a school’s compliance, including the Independent Schools Standard Regulations and the National Minimum Standards for Boarding Schools. Shiplake College was visited in May 2022 and are very proud of the outcomes of this inspection. The key findings show that we meet all the standards in the Regulatory Compliance and the results in the Educational Quality outcomes were as follows:

The quality of the pupils' academic and other achievements is rated as excellent

The quality of the pupils' personal development is rated as excellent

This is the highest possible rating that an independent school can achieve within the ISI framework. The inspection also served as a 'material change visit' to assess our proposal to increase our capacity (over the next five to ten years), as we begin to welcome girls into Year 7 from 2023. The visit confirmed that this has been approved.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

GRANT MAKING POLICY

As trustees of the Charity, the Governors are determined to provide as wide an access to the College as possible. Means-tested bursaries are awarded to pupils for whom access to Shiplake College would not normally be possible and to relieve hardship where the education and prospects of current pupils would otherwise be at risk. In addition, the Governors' policy is to award scholarships based on an individual's academic, artistic or sporting potential. The availability of all such awards for fee-assistance, together with the terms and conditions for each kind of award, is advertised on our website at www.shiplake.org.uk.

PUBLIC BENEFIT

The College’s public benefit aim is to provide a first-class independent education, both through strong academic tuition, and through developing wider sporting, artistic and social skills in all its pupils. This is intended to provide an environment where each pupil can develop and fulfil his or her potential, thus, to help build self-confidence and instil a desire to contribute to the wider community.

Shiplake College Governors, as charity trustees, have complied with their duty in s17(5) of the Charities Act 2011 to have due regard to the Charity Commission’s published general guidance concerning the operation of the public benefit requirement under that Act. They are determined to widen access to our education resources, by bringing independent and state school communities together.

Governance

Members of the College staff serve as governors at local primary schools.

Sport

Various of the Colleges sport facilities are used by external bodies and local school and community groups. These include:

Community Access

The Governors see Shiplake College as a part of a wider community and where we can assist the community without detriment to advancing the education of our pupils we are delighted to do so. Local cubs and beavers' packs also visit on a regular basis, and we loan them vehicles. In terms of musical outreach, the music department sponsors the Community Choir for local residents, additionally the Tamesis choir and Henley Symphony Orchestra have used the Tythe barn and sports hall as venues for rehearsals. The Shiplake Parish Council use our facilities for their planning meetings.

We also take pride in our support for local primary schools. This year we have provided both college minibuses and drivers to Valley Road, Badgemore and Shiplake primary schools to support their pupil's attendance of sport matches and educational museum trips as well as transporting primary school teams to and from our cricket festival. We were also delighted to host the Shiplake Primary School Sports Day and several pool parties with a college lifeguard and refreshments for primary schools in the surrounding area such as Peppard and Badgemore. Our creative departments have also fully engaged with local primaries this year; highlights being our drama departments matinee performance of ‘Alice Through the Looking Glass’ at the Kenton Theatre which pupils of Peppard and Badgemore primary schools attended, and the Music departments music technology workshops and lunch provided for St. Luke’s Primary School, Maidenhead.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

PUBLIC BENEFIT (Continued)

Volunteering and Fundraising

Former pupils ("Old Vikings") play a major role in marketing the College and take part in a wide range of events and activities. The Parent Teacher Association run a number of events to provide opportunities for parents to meet in a social environment. The Board would like to take this opportunity to say how much we appreciate both groups for their continuing and valuable support for our work along with the many parents that support and assist in a myriad of ways.

The College had no fundraising activities requiring disclosure under S162A of the Charities Act 2011.

FINANCIAL REVIEW AND RESULTS FOR THE YEAR

As with all similar schools, the College remains reliant on fee income for most of its funding. The Governors are aware of the impact of any increases and will only authorise fee rises in response to unavoidable increases in costs. Fee income before bursaries and allowances increased to £14,805,801 (2022: £13,271,265).

The College also takes every opportunity to raise additional funds and improve the quality of the education on offer. This year the College hosted four weddings and Ardmore summer camps, as well as our own summer camps running in the second half of the summer holidays. The College also benefitted from increased interest rates and maximised returns on its cash deposits Due to this increased activity, total income was £15,521,387 (2022: £13,681,504).

Wider access to an education at Shiplake College continued to be provided this year and the value of meanstested bursaries made to the College's pupils out of unrestricted funds was £265,387 which represents 1.8% of gross fee income. In addition, the value of scholarships, grants and other awards made to the College's pupils out of unrestricted funds was £811,723 which represents 5.5% of gross fee income. 25 pupils received a means-tested bursary with 3 receiving total discounts of 80% of fees or more. Separate to our Bursary scheme the College also offered places to two Ukrainian refugees at no charge.

The surplus before taking account of depreciation was £3,471,577 which represents 22.4% of total income. This level is judged necessary to allow the Governors to invest in new facilities, whilst maintain the existing buildings and estate. The College is privileged to have access to such a magnificent campus, but equally faces a significant and ongoing cost in maintaining the infrastructure, particularly of the older buildings. With the introduction of girls into year 7 in September 2023 it is more important than ever to ensure our facilities remain at the highest standard and we plan our investments to support the growth in pupil numbers expected over the next five years.

During the year Shiplake Court Enterprises generated a surplus of £7,032 and donated £37,821 to the College. The trading results are set out in note 6.

Reserves Policy

The Governors have reviewed the reserves of the College. This review encompassed the nature of income and expenditure streams, the need to match them with commitments and the nature of reserves. The Governors are mindful of the affordability of fees in the future and increasing costs, combined with the College’s requirements to maintain the fabric of its buildings and to enable new projects to be undertaken. The College continues to prepare for these eventualities and over the longer term intends to build its reserve base. The College’s reserves policy is to maintain sufficient funds to sustain the College as a provider of education. The cash policy is to maintain a reserve of approximately 3 months’ expenditure of £3,200,000.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

FINANCIAL REVIEW AND RESULTS FOR THE YEAR (Continued)

As part of the budgeting process, the Governors reviewed the appropriate level of reserves to be retained from income received during the year ended 31 August 2023 to allow the College to continue operations in future periods.

At 31[st] August 2023 total funds comprise:

t 31stAugust 2023 total funds comprise:
£
Unrestricted
Fixed asset funds 17,482,039
Non-charitable trading funds 63,825
General unrestricted funds 3,870,711
Restricted
Other restricted funds 59,011
Total 21,475,586

Investment Policy

The College’s aims to manage its cash balances to provide for the day to day working capital requirements of its operations, whilst protecting the real long term value of any surplus balances against inflation. In addition the College aims to invest surplus cash funds to optimise return, whilst ensuring the investment instruments are such that there is minimal risk to the loss of these cash balances. The College's free reserves were £3,993,547 at August 2023 ( 2022: £2,950,298 ).

Going Concern

The Governors have reviewed the position carefully with a view to ensuring the ongoing provision of schooling for the pupils as well as employment of staff. The charity currently holds significant cash balances. Demand for school places in October 2023 remains strong, with historically high numbers enrolled for the academic year 2023/24. Conservative cash flow modelling with sensitivity analysis indicates that the cash reserves of the charity are adequate to meet the charity’s obligations as they fall due. Accordingly, the Governors believe the school’s financial resources are sufficient to ensure the school will continue as a going concern for the foreseeable future, being at least 12 months from the date of approval of the financial statements and have therefore prepared the financial statements on a going concern basis.

FUTURE PLANS

The Governors’ intention is to maintain Shiplake College as a boarding and day school, with the ethos focused on the provision of outstanding pastoral care. They are also determined to maintain the College’s small class sizes and its emphasis on the needs of individual pupils. The Governors have set out a five-year strategic development plan to ensure that the school maintains its high standards of provision across its three core pillars of Academics, Pastoral Care and Co-Curricular offering as the school becomes fully Co-ed by 2027. This plan includes the provision of 15 new classrooms, including a refurbished science centre, new food tech hub and the consolidation of boarding into four high quality boarding houses. September 2024 will also see the opening of the new six-pitch rugby and football playing fields which are under construction on newly leased land adjoining the school campus. Future development plans will be financed primarily from fee income and from our reserves. The Governors will maintain an equitable balance so that the current pupils benefit whilst ensuring a sound infrastructure and financial base is preserved for the next generation.

The Governors view our bursary and scholarship awards as important in widening access to the education our school provides and are building on and establishing new links with local secondary schools to create mutually beneficial opportunities.

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023

RISK MANAGEMENT

Shiplake College Board of Governors is responsible for the management of the risks faced by the College. Detailed considerations of risk are delegated to the Finance and General Purposes Committee, who are assisted by the senior leadership team. Risks are identified, assessed and controls established throughout the year. A formal review of the charitable company’s risk management processes is undertaken on an annual basis.

The key controls used by the charitable company include: -

Through the risk management processes established for the College, Shiplake College Governors are satisfied that the major risks identified have been adequately mitigated where necessary. It is recognised that systems can only provide reasonable but not absolute assurance that major risks have been adequately managed.

Principal risks and uncertainties

The principal and uncertainties to the continued success of the school are assessed as:

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SHIPLAKE COURT LIMITED REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 AUGUST 2023 STATEMENT OF GOVERNORS, RESPONS181LITIES The Governors are responsible for preparing the Amual Roport and the slalements in accordance with applicable law and United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards). Company law requires the Trustees to prepare financial slalemenls for each financial year. Under company law the Trustees fnust not approve the financial statements unless they are satisfied that they give a true and fair view of the slate of affairs of the charitable company and of the in¢oming resources and application of resources, induding the income 8rKI expenditure, of the charitable company forthat peric￿. In preparing these fin8ncial statements, the Trustees are required lo.. select suitable accounting policies and then apply Ihtrm consistenlly., observe the rllethods and principles in the Charities SORP., make judgmen15 and estimates that a￿ reasonable and prudent.. ststa whether applicable UK accounting standards have been followed. subject lo any material departures disclosad and explained in the financial statements- and prepare the financial slalemenls on the going con¢em basis unless il is inappropriate to presume that the c*tarilable o)mpany will continug in bUs1r￿S. The Govemor5 are responsible for keeping proper ac(x)unting records that disdose with reasonable a06￿racY at any time the financial position of the company and enable them lo ensure that the financial stalernents omply with the Companies Act 2006 and the provisions ofthe charity's constitution. They a￿ also iesponsible for safeguardiThJ the assets of the charity and hen￿ for taking reasonablg steps for the prevention and detection of fraud and other irregularities. PROVISION OF INFORMATION TO AUDITOR Each ol the peTsons who are Governors al the lime when the Govemors, Repcxt is approved ha5 ¢onfimed that: so far a5 that Governor is aware. there is no relevant audit infomialion of which the company's auditor is unaware. and that Governors have taken all steps that they ought lo have taken to rnake themselves aware of any relevant audit information and to establish that the auditor is aware of that information. AUDITORS A resolution to re-appoint Crowe Clarke Whilehill LLP as the charitable company's auditor will be proposed 8t the Annu31 General Meeting. This Annual Report, prepa￿d under the Charities Act 2011 and the Companies Act 2006, was approved by the Governing Body of Shiplake Court Limited on 1 Decembar 2023 including in their capacity as company directors approving the Strategic Report contained therein, and is signed as authorised on its behalf by.. Sir David Tanner CBE ChainF7an Page11

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF SHIPLAKE COURT LIMITED

Crowe U.K. LLP

Chartered Accountants Member of Crowe Global Aquis House 49-51 Blagrave Street Reading Berkshire RG1 1PL, UK Tel +44 (0)118 959 7222 Fax +44 (0)118 958 4640 www.crowe.co.uk

Opinion

We have audited the financial statements of Shiplake Court Limited for the year ended 31 August 2023 which comprise the consolidated Statement of Financial Activities, the consolidated Summary Income and Expenditure Account, the Group and Company Balance Sheets, the consolidated Cash flow Statement and notes to 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 of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Crowe U.K. LLP is a limited liability partnership registered in England and Wales with registered number OC307043. The registered office is at 55 Ludgate Hill, London EC4M 7JW. A list of the LLP’s members is available at the registered office. Authorised and regulated by the Financial Conduct Authority. All insolvency practitioners in the firm are licensed in the UK by the Insolvency Practitioners Association. Crowe U.K. LLP is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Crowe U.K. LLP and its affiliates are not responsible or liable for any acts or omissions of Crowe Global or any other member of Crowe Global.

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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF SHIPLAKE COURT LIMITED (CONTINUED)

Other information

The trustees are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In light of the knowledge and understanding of the group and the charitable company and their environment obtained in the course of the audit, we have not identified material misstatements in the [strategic report or the] directors’ report included within the trustees’ report.

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

Responsibilities of trustees

As explained more fully in the trustees’ responsibilities statement, the trustees (who are also the directors of the charitable company for the purposes 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 trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF SHIPLAKE COURT LIMITED (CONTINUED)

In preparing the financial statements, the trustees are responsible for assessing the group’s or the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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 (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We identified and assessed the risks of material misstatement of the financial statements from irregularities, whether due to fraud or error, and discussed these between our audit team members. We then designed and performed audit procedures responsive to those risks, including obtaining audit evidence sufficient and appropriate to provide a basis for our opinion.

We obtained an understanding of the legal and regulatory frameworks within which the charitable company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006, Charities Act together with the Charities SORP (FRS 102). We assessed the required compliance with these laws and regulations as part of our audit procedures on the related financial statement items.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which might be fundamental to the charitable company’s ability to operate or to avoid a material penalty. We also considered the opportunities and incentives that may exist within the charitable company for fraud. The laws and regulations we considered in this context were The Education (Independent School Standards) Regulations 2014, Health and Safety, General Data Protection Regulations, Safeguarding and Food Standards. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Governors and other management and inspection of regulatory and legal correspondence, if any

The greatest risk of material impact on the financial statements is from irregularities, including fraud, to be within the override of controls by management. Our audit procedures to respond to these risks included enquiries of management, and the Finance and General Purposes Committee about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals, sample testing on nonfee income, reviewing accounting estimates for biases, reviewing regulatory correspondence with the Charity Commission, Independent Schools Inspectorate, Ofsted and reading minutes of meetings of those charged with governance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as

Page 14

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF SHIPLAKE COURT LIMITED (CONTINUED)

these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect noncompliance with all laws and regulations.

Use of our report

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

Janette Joyce

Senior Statutory Auditor

For and on behalf of

Crowe U.K. LLP

Statutory Auditor

Reading

4 December 2023

Page 15

SHIPLAKE COURT LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING AN INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 AUGUST 2023

Notes
INCOME FROM:
Voluntary income
Donations and grant income
4
Charitable activities:
College fees
5
Ancillary trading income
7
Income from generated funds:
Investment income
Non-ancillary trading income
8
Other income
Total
EXPENDITURE ON:
Charitable activities:
School operating costs
Raising funds:
Trading expenses
Finance and other costs
Total
9
Net income
Other recognised gains
Fair value movement on derivative
contracts
Net movement in funds
Fund balances at 1 September 2022
Total funds at 31 August 2023
Unrestricted
Funds
£
3,313
13,723,943
1,462,168
125,728
184,914
-
15,500,066
12,740,489
54,120
116,785
12,911,394
2,588,672
24,119
2,612,791
18,862,795
21,475,586
Restricted
funds
£
21,321
-
-
-
-
-
21,321
15,195
-
-
15,195
6,126
-
6,126
52,885
59,011
Total
31 August
2023
£
24,634
13,723,943
1,462,168
125,728
184,914
-
15,521,387
12,755,684
54,120
116,785
12,926,589
2,594,798
24,119
2,618,917
18,915,680
21,534,597
Total
31 August
2022
£
55,600
12,244,833
1,149,716
1,260
227,404
2,691
13,681,504
11,758,080
48,442
67,567
11,874,089
1,807,415
76,605
1,884,020
17,031,660
18,915,680

All activities are continuing.

All gains and losses recognised in the year are include in the statement of financial activities.

The notes on pages 20 to 39 form part of these financial statements

Page 16

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COMPANY NO: 612809 SHIPLAKE COURT LIMITED CHARITY BALANCE SHEET 31 AUGUST 2023

Notes
FIXED ASSETS
Tangible assets
11
Investments
12
CURRENT ASSETS
Stock
13
Debtors
14
Cash at bank and in hand
CREDITORS:Amounts falling due within one year
15
NET CURRENT ASSETS
TOTAL ASSETS LESS CURRENT LIABILITIES
CREDITORS:Amounts falling due after more
than one year
16
NET ASSETS EXCLUDING PENSION LIABILITY
Pension scheme funding deficit
TOTAL NET ASSETS
CAPITAL AND RESERVES
Share Capital
18
Restricted Funds
20
Designated Fixed asset Fund
20
Unrestricted Funds
20
2023
Restated 2022
£
£
17,957,529
16,450,144
8
8
17,957,537
16,450,152
14,548
16,616
644,465
472,515
7,089,225
5,154,562
7,748,238
5,643,693
(3,789,172)
(2,724,247)
3,959,066
2,919,446
21,916,603
19,369,598
(390,646)
(490,763)
21,525,957
18,878,835
(3,770)
(6,357)
21,522,187
18,872,478
16
16
59,011
52,885
17,482,039
15,912,497
3,981,121
2,907,080
21,522,187
18,872,478
2023
Restated 2022
£
£
17,957,529
16,450,144
8
8
17,957,537
16,450,152
14,548
16,616
644,465
472,515
7,089,225
5,154,562
7,748,238
5,643,693
(3,789,172)
(2,724,247)
3,959,066
2,919,446
21,916,603
19,369,598
(390,646)
(490,763)
21,525,957
18,878,835
(3,770)
(6,357)
21,522,187
18,872,478
16
16
59,011
52,885
17,482,039
15,912,497
3,981,121
2,907,080
21,522,187
18,872,478
16,450,152
16,616
472,515
5,154,562
5,643,693
(2,724,247)
2,919,446
19,369,598
(490,763)
18,878,835
(6,357)
18,872,478
16
52,885
15,912,497
2,907,080
18,872,478

Approved and authorised for issue by the Board of Governors on and signed on its behalf by:-

����� Sir David Tanner CBE

……………………………………

C Eve

1 December 2023

1 December 2023

The notes on pages 20 to 39 form part of these financial statements

Page 18

SHIPLAKE COURT LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 AUGUST 2023

Notes
Net movement in funds
Depreciation
(Profit)/loss on disposal of fixed assets
Investment income
Bank interest paid
Decrease/(increase) in stock
(Increase) in debtors
(Decrease)/increase in creditors
Movement in pension deficit
Net cash provided by operating activities
Cash flows from investing activities
Purchase of tangible fixed assets
Proceeds from the disposal of fixed assets
Investment income
Net cash used in investing activities
Cash flows from financing activities
Interest paid
Repayment of loan
Net cash used in financing activities
Change in cash and cash equivalents in the year
Cash and cash equivalents at the beginning of the year
Total cash and cash equivalents at the end of the year

The notes on pages 20 to 39 form part of these financial statements

Page 19

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2023

1. CHARITY INFORMATION

Shiplake College's principal activity continues to be the provision of an independent school with facilities for boarding and day boys aged 11 to 18 and for girls aged 16 to 18. The charity, incorporated by share capital (charity number 309651, company number 612809), is registered in England and Wales. The address of the registered office is Shiplake College, Henley on Thames, Oxon, RG9 4BW.

2. STATEMENT OF ACCOUNTING POLICIES

The following accounting policies have been used consistently in dealing with items which are considered material in relation to the charitable company and its subsidiary company’s financial statements.

a) Accounting convention

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019) – Charities SORP (FRS 102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.

Shiplake Court Limited meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy note(s).

The results of the subsidiary are presented in the consolidated SOFA by disclosing the income and expenditure derived from its activities separately from those of the Charity. An Income and Expenditure account for the subsidiary is included in note 6. The company’s assets and liabilities are included in the balance sheet on a line-by-line basis, in accordance with the SORP. No separate SOFA has been presented for the Charity as permitted the Charities SORP and section 408 of the Companies Act 2006.

The charity currently holds significant cash balances. Demand for school places at remains strong. Conservative cash flow modelling indicates that the cash reserves of the charity are adequate to meet the charity’s obligations as they fall due. Accordingly, the Governors believe the School’s financial resources are sufficient to ensure the School will continue as a going concern for the foreseeable future, being at least 12 months from the date of approval of the financial statements and have therefore prepared the financial statements on a going concern basis

b) Unrestricted general funds

These are funds which can be used in accordance with the charitable objects at the discretion of the directors.

c) Designated funds

These are funds set aside by the directors out of unrestricted general funds for specific future purposes or projects.

d) Restricted funds

These are funds that can only be used for specific restricted purposes within the objects of the charitable company as laid down by the donor. Expenditure which meets these criteria is charged to the fund, together with a fair allocation of relevant overheads. Further explanation of the nature and purpose of each fund is included in the notes to the financial statements.

Page 20

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

2. ACCOUNTING POLICIES (CONTINUED)

e) Income

All incoming resources are included in the statement of financial activities when the charitable company is legally entitled to the income, receipt is probable and the amount can be quantified with reasonable accuracy.

f) Fees and similar income

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

g) Income from pupil extras

Charges are made to pupils to cover the cost of ‘Extras’. In some cases the costs slightly exceed the charges made and in others there is a small surplus remaining. The intention is for pupils to pay for these costs but not to achieve a profit on recharging.

h) Expenditure

Expenditure is accrued as soon as a liability is considered probable, discounted to present value for longer term liabilities.

It is summarised under functional headings on a direct cost basis. Overhead and other costs not directly attributable to particular functional activity categories are apportioned over the relevant categories on the basis of management estimates of the amount attributable to that activity in the yearly reference to staff time. The irrecoverable element of VAT is included with the item of expense to which it relates.

Governance costs comprise the costs of running the charitable company, including strategic planning for its future development, external audit, any legal advice for the directors, and all costs of complying with constitutional and statutory requirements, such as the costs of Board and Committee meetings and of preparing statutory accounts and satisfying public accountability.

i) Pension schemes

The charitable company contributes to the Teachers Superannuation Scheme at rates set by the scheme actuary and advised to the board by the scheme administrator. The Scheme is a multi-employer pension scheme and it is not possible to identify the assets and liabilities of the scheme which are attributable to the college. In accordance with FRS 102 therefore, the scheme is accounted for as a defined contribution scheme.

The charity contributes to the Pensions Trust Growth Plan for certain of its employees. This is in most respects a money purchase arrangement, but does include certain guaranteed benefit elements. The Plan is a multi-employer scheme as it is not possible in the normal course of events to identify the share of the underlying assets belonging to the individual participating employers and accordingly, in accordance with FRS102, is accounted for as a defined contribution scheme with contributions being recorded as they become payable. However, the School also makes deficit contributions to the scheme, in accordance with FRS 102 these payments have been measured at fair value and included as a liability on the balance sheet.

Page 21

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

2. ACCOUNTING POLICIES (CONTINUED)

j) Financing costs

Financing costs include amounts accrued in accordance with the terms of the Advance Fee contracts.

k) Tangible fixed assets and depreciation

Depreciation is provided on all tangible assets in order to write off their cost less residual value over their estimated useful lives at the following rates:-

Freehold property 2-10% on cost Vehicles, mowers and furniture 25% on cost Sports equipment and boats 10-25% on cost Fixtures and fittings 4-33% on cost IT equipment 33% on cost

Items are capitalised on an individual assessment basis.

l) Stocks

Stocks are valued at the lower of cost and net realisable value.

m) Taxation

The company is a registered charity. It has no liability to Corporation Tax on any of its sources of income or any chargeable gains realised to date.

n) Financial instruments

Basic financial instruments include debtors and creditors. Debtors and creditors are initially recognised at transaction value and subsequently measured at amortised cost. Note 25 provides more information on financial instruments where future cash flows are anticipated, with financial assets referring to fixed asset investments, cash, debtor balances excluding prepayments, and financial liabilities referring to all creditor balances excluding deferred income and social security and other taxes.

Derivatives, including interest rate swaps, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. Changes in the fair value of derivatives are recognised in the Statement of Financial Activities. The charity does not currently apply hedge accounting for interest rate derivatives.

o) Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

p) Parents’ deposits

The Governors have reviewed the contract terms under which Pupil fee deposits are held by the School. Although under normal circumstances these will be repaid over future years when the pupils complete their education at the school, pupils can leave at earlier dates. The School does not therefore have an unconditional right to retain the individual deposits for at least 12 months after the balance sheet date and, in line with the requirements in FRS 102, the balance of the deposits held at 31 August have been included within current liabilities.

Page 22

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

q) Fees in Advance Scheme

The college introduced a Fees in Advance Scheme during the year whereby participants can now opt to pay the school fees in advance for the entire period they will be attending the school. Amounts received under the School’s Advance Fee Scheme contracts for education not yet utilised are recorded as deferred income and allocated as current liabilities where the education will be provided within 12 months from the reporting date and as long-term liabilities where the education will be provided in subsequent years.

As at 31 August 2023, no pupils have signed up to the scheme.

3. JUDGEMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the charity’s accounting policies, which are described in note 2 Governors are required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The Governors consider that there are no material judgements in applying accounting policies on key sources of estimation uncertainty.

Page 23

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

4. GRANTS AND DONATIONS

Donations
5.
COLLEGE FEES
The college’s fee income comprised:
Gross fees
Less: Total bursaries and allowances
2023
£
24,634
2023
£
14,805,801
(1,081,858)
13,723,943
2022
£
55,600
2022
£
13,271,265
(1,026,432)
12,244,833

6. TRADING INCOME AND EXPENDITURE

Shiplake Court Limited owns 100% of Shiplake Court Enterprises Limited. This company provides catering facilities, entertainment, and recreational activities and donates its annual taxable profits to the college under the Gift Aid Scheme. Trading results extracted from its audited financial statements are shown below:-

Turnover
Cost of sales
Gross Profit
Administrative expenses
Net Profit
Retained earnings at the beginning of the year
Profit for the year
Gift aid donation
Retained earnings at the end of the year
Net Assets
2023
£
67,076
(39,016)
28,060
(21,028)
7,032
43,218
7,032
(37,821)
12,429
12,437
2022
£
93,904
(38,613)
55,291
(17,136)
38,155
14,371
38,155
(9,308)
43,218
43,226

Included above is £7,654 (2022: £4,980) of income, a management charge of £5,924 (2022: £7,307) and gift aid of £37,821 ( 2022: £9,308) which are eliminated on consolidation.

The registered office of Shiplake Court Enterprises Limited is: Shiplake College, Henley on Thames, Oxon, RG9 4BW

Page 24

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

7. ANCILLARY TRADING INCOME

Registration fees
Learning support income
Fees in lieu of notice and forfeited deposits
Overnight stay income
School trips, events and travel
External Courses
Other income
8.
NON ANCILLARY TRADING INCOME
Late payment surcharges
Miscellaneous income
Trading - turnover
Rental income
9.
TOTAL RESOURCES EXPENDED
Staff costs
Depreciation
£
£
Charitable expenditure
Teaching costs
4,874,701
69,288
Welfare costs
326,444
-
Premises costs
497,903
756,416
Support costs
1,506,012
26,956
7,205,060
852,660
Cost of generated funds
Finance and other costs
-
-
Governance
7,205,060
852,660
CHARITY
Trading expenditure
-
-
GROUP
7,205,060
852,660
Other
£
596,924
1,457,988
1,426,440
1,197,843
4,679,195
116,785
18,769
4,814,749
54,120
4,868,869
2023
£
44,200
274,023
85,843
21,708
927,549
87,382
21,463
1,462,168
2023
£
10,969
12,579
59,422
101,944
184,914
2023
£
5,540,913
1,784,432
2,680,759
2,730,811
12,736,915

116,785
18,769
12,872,469
54,120
12,926,589
2022
£
40,400
266,675
126,097
7,810
532,692
119,828
56,214
1,149,716
2022
£
28,088
12,611
88,924
97,781
227,404
2022
£
5,027,951
1,712,654
2,442,937
2,574,538
11,758,080
50,467
17,100
11,825,647
48,442
11,874,089

Page 25

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2022

9. TOTAL RESOURCES EXPENDED - CONTINUED

Staff costs Depreciation Other 2022 2021
£ £ £ £ £
Charitable expenditure
Teaching costs
4,504,673
70,311 452,967 5,027,951 4,796,373
Welfare costs
314,076
- 1,398,578 1,712,654 1,328,109
Premises costs
463,448
692,779 1,286,710 2,442,937 2,257,641
Support costs
1,374,359
31,084 1,169,095 2,574,538 2,286,442
6,656,556 794,174
4,307,350
11,758,080 10,668,565
Cost of generated funds
Finance and other costs
-
- 50,467 50,467 76,616
Governance
-
- 17,100 17,100 15,310
CHARITY
6,656,556
794,174 4,374,917 11,825,647 10,760,491
Trading expenditure
-
- 48,442 48,442 45,750
GROUP
6,656,556
794,174 4,423,359 11,874,089 10,806,241
2023 2022
Expenditure – Other disclosures £ £
a)
Charitable expenditure includes:
Welfare costs include wages and employment charges
paid to outside caterers 615,507 623,487
Minor building and refurbishment costs expensed 827,342 372,872
b)
Charity management and administration includes:
Audit fees - Consolidated 18,750 16,475
c)
Finance costs:
Bank charges and interest 36,200 36,866
d)
Insurance costs
110,821 71,566
e)
Profit/(loss) on sale of tangible fixed assets
350 (9,535)
f)
The directors have trustee’s indemnity insurance which is included
in the employer’s liability
insurance of the charitable company.

Page 26

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

10. WAGES AND SALARIES

2023
£
Wages and salaries
5,629,775
Social security costs
609,257
Pension contributions
966,028
7,205,060
No.
The average number of employees in the period was:
Teaching
89
Welfare
9
Premises
23
Support
55
176
The number of employees whose emoluments exceeded £60,000:
£60,001 - £70,000
8
£70,001 - £80,000
2
£100,001 - £110,000
1
£130,000 - £140,000
-
£140,001 - £150,000
1
Number of higher paid employees contributing to a pension scheme
12
Total cost of employer’s contributions in relation to the above
£
166,769
2022
£
5,222,578
550,137
883,841
6,656,556
No.
88
11
27
45
171
7
-
-
1
-
8
£
133,251

The directors received no remuneration or other benefits for the year. During the year no directors were reimbursed expenses ( 2022: £nil) .

Key management personnel include the directors and officers listed on page 1. Key management personnel received aggregate remuneration (including Employers Pension, Employers NI and BIKS) of £600,276 (2022: £572,279) .

Included within staff costs are termination payments totalling £nil (2022: £8,475) .

Page 27

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

11. TANGIBLE FIXED ASSETS

GROUP
COST:
At 1 September 2022
Additions
Transfers
Disposals
At 31 August 2023
ACCUMULATED
DEPRECIATION:
At 1 September 2022
Charge for the year
Disposals
At 31 August 2023
NET BOOK VALUE:
At 31 August 2023
At 1 September 2022
CHARITY
COST:
At 1 September 2022
Additions
Transfers
Disposals
At 31 August 2023
ACCUMULATED
DEPRECIATION:
At 1 September 2022
Charge for the year
Disposals
At 31 August 2023
NET BOOK VALUE:
At 31 August 2023
At 1 September 2022
Freehold
Property
£
22,077,870
17,917
578,167
-
22,673,954
7,173,380
472,335
-
7,645,715
15,028,239
14,904,490
Freehold
Property
£
22,077,870
17,917
578,167
-
22,673,954
7,173,380
472,335
-
7,645,715
15,028,239
14,904,490
Assets in the
course of
construction
£
631,019
2,077,308
(578,167)
-
2,130,160
-
-
-
-
2,130,160
631,019
Assets in
the course
of
construction
£
631,019
2,077,308
(578,167)
-
2,130,160
-
-
-
-
2,130,160
631,019
Fixtures &
Fittings
£
2,216,542
181,821
-
(14,360)
2,384,003
1,596,862
284,081
(14,360)
1,866,583
517,420
619,679
Fixtures &
Fittings
£
2,202,182
181,821
-
-
2,384,003
1,582,502
284,081
-
1,866,583
517,420
619,679
Boats &
Sports
Equipment
£
1,020,916
79,003
-
-
1,099,919
774,677
69,288
-
843,965
255,954
246,239
Boats &
Sports
Equipment
£
1,020,916
79,003
-
-
1,099,919
774,677
69,288
-
843,965
255,954
246,239
Vehicles &
Mowers
£
357,914
3,995
-
(4,680)
357,229
309,197
26,956
(4,680)
331,473
25,756
48,717
Vehicles &
Mowers
£
357,914
3,995
-
(4,680)
357,229
309,197
26,956
(4,680)
331,473
25,756
48,718
Vehicles &
Mowers
£
357,914
3,995
-
(4,680)
357,229
309,197
26,956
(4,680)
331,473
25,756
48,717
Vehicles &
Mowers
£
357,914
3,995
-
(4,680)
357,229
309,197
26,956
(4,680)
331,473
25,756
48,718
Total
£
26,304,261
2,360,044
-
(19,040)
28,645,265
9,854,116
852,660
(19,040)
10,687,736
17,957,529
16,450,144
Total
£
26,289,901
2,360,044
-
(4,680)
28,645,265
9,839,756
852,660
(4,680)
10,687,736
17,957,529
16,450,145
Total
£
26,304,261
2,360,044
-
(19,040)
357,229
309,197
26,956
(4,680)
28,645,265
9,854,116
852,660
(19,040)
331,473
25,756
48,717
Vehicles &
Mowers
£
357,914
3,995
-
(4,680)
357,229
309,197
26,956
(4,680)
331,473
25,756
48,718

All assets are used in furtherance of the charity’s objects.

Page 28

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

12. INVESTMENTS – Charity only

Charity
nvestment in subsidiary company – 8
OCKS
Stocks
ordinary shares of £1 each
Group
2023
2022
£
£
14,548
16,616
2023
2022
£
£
8
8
Charity
2023
2022
£
£
14,548
16,616
2022
£
8

13. STOCKS

14. DEBTORS

Fees ledger
Other debtors
Shiplake Court Enterprises Limited
Prepayments and accrued income
CREDITORS:due within one year
Bank loans (see note 17)
Trade creditors
Social Security and other taxes
Other creditors
Deposits
Accruals and deferred income
Group
2023
Restated
2022
£
£
70,924
108,088
321,022
145,957
-
-
249,772
133,995
641,718
388,040
Group
2023
Restated
2022
£
£
86,269
72,428
75,857
425,277
155,174
158,005
251,240
143,736
888,299
837,971
2,354,388
1,113,841
3,811,227
2,751,258
Charity
2023
Restated
2022
£
£
63,484
90,472
319,712
51,647
11,497
206,092
249,772
124,304
644,465
472,515
Charity
2023
Restated
2022
£
£
86,269
72,428
74,977
412,738
147,657
150,203
251,240
143,736
888,299
837,971
2,340,730
1,107,171
3,789,172
2,724,247

15. CREDITORS: due within one year

Deferred income relates to Michaelmas term fees and extras for the 2023/24 financial year that were paid before the end of the current financial year.

The restated balances in Debtors and Creditors above are in relation to Fees ledger debtors and Deferred Income. This is due to the College’s decision to present these balances net of the subsequent financial year’s Autumn fees, and to only recognise those balances which are paid as at the year end going forward.

Page 29

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

16. CREDITORS – GROUP AND COMPANY: Amounts falling due after more than one year

Bank loans (see note 17)
Derivative contract
2023
£
389,221
1,425
390,646
2022
£
465,219
25,544
490,763

The Group has loan facilities available totalling £475,490 ( 2022: £537,647 ). There is a hedging instrument in place to protect the School against increases in interest rates in line with the group’s interest rate management policy. The hedging instruments, which have been measured at fair value are recognised in the financial statements in accordance with FRS102.

17. BANK LOANS (GROUP AND COMPANY)

The aggregate amount repayable by instalments

In less than 1 year
Between 1 and 2 years
Between 2 and 5 years
Greater than 5 years
Group
2023
2022
£
£
86,269
72,429
69,665
75,998
234,327
227,994
85,229
161,226
475,490
537,647
Group
2023
2022
£
£
86,269
72,429
69,665
75,998
234,327
227,994
85,229
161,226
475,490
537,647
537,647

The bank loan is secured by a series of fixed charges over the charitable company’s freehold property. Interest on the loan is variable.

As the bank loan is included in the College’s consolidated agreement it is technically repayable on demand. However, as the loan has a specific repayment schedule the balances have been disclosed in accordance with these terms.

18.

SHARE CAPITAL

Allotted, called up and fully paid
16 Ordinary shares of £1 each
2023
£
16
2022
£
16

Page 30

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

19.
ANALYSIS OF NET ASSETS BETWEEN FUNDS - Group
2023
Fixed
Net Current
Assets
Assets
£
£
Restricted Funds
59,011
Unrestricted Funds
17,957,529
3,912,473
Share capital
-
16
17,957,529
3,971,500
2022
Fixed
Net Current
Assets
Assets
£
£
Restricted Funds
-
52,885
Unrestricted Funds
16,450,144
2,909,771
Share capital
-
16
16,450,144
2,962,672
Long Term
Liabilities
£
(394,416)
-
(394,416)
Long Term
Liabilities
£
-
(497,120)
-
(497,120)
Total
2023
£
59,011
21,475,586
16
21,534,613
Total
2022
£
52,885
18,862,795
16
18,915,696

Page 31

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

20. FUNDS

Restricted Funds
Balance
2023
1 September
2022
£
Donations
-
Sports tour fund
2,885
Bursaries
-
Music fund
50,000
Home for Ukraine DfE Grant
-
52,885
Incoming
Resources
£
2,706
1,781
1,750
3,000
12,084
21,321
Resources
Transfers
Balance
Expended
31 August
2023
£
£
£
-
-
2,706
(3,111)
-
1,555
-
-
1,750
-
-
53,000
(12,084)
-
-
(15,195)
-
59,011
Resources
Transfers
Balance
Expended
31 August
2023
£
£
£
-
-
2,706
(3,111)
-
1,555
-
-
1,750
-
-
53,000
(12,084)
-
-
(15,195)
-
59,011
59,011

Music fund – This is the value of a donation of £50,000 given by a governor in the name of his late wife during the previous financial year. This is restricted to be spent only on pupils learning music.

Unrestricted Funds
Balance
2023
1 September
2022
£
Fixed Asset fund
15,912,497
General fund
2,907,080
CHARITY
18,819,577
Non-charitable
trading funds
43,218
GROUP
18,862,795
Incoming
Resources
£
-
15,432,990
15,432,990
67,076
15,500,066
Resources
Expended
£
(852,660)
(12,012,265)
(12,864,925)
(46,469)
(12,911,394)
Gains/
(losses)
£
-
24,119
24,119
-
24,119
Transfers
£
2,422,202
(2,422,202)
-
-
-
Balance
31 August
2023
£
17,482,039
3,929,722
21,411,761
63,825
21,475,586

Fixed asset fund – This is the value of the College fixed assets less the bank loan.

Page 32

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

20. FUNDS (continued)

Restricted Funds
Balance
Incoming
Resources
2022
1 September
Resources
Expended
2021
£
£
£
Sports tour fund
2,885
-
-
Bursaries
-
5,600
(5,600)
Music fund
50,000
-
-
Other restricted funds
-
-
-
2,885
55,600
(5,600)
Unrestricted Funds
Balance
Incoming
Resources
Gains/
2022
1 September
Resources
Expended
(losses)
2021
£
£
£
£
Fixed Asset fund
15,575,441
-
(794,174)
-
General fund
1,438,963
13,553,595
(11,030,853)
76,605
CHARITY
17,014,404
13,553,595
(11,825,027)
76,605
Non-charitable
trading
funds
14,371
72,309
(43,462)
-
GROUP
17,028,775
13,625,904
(11,868,489)
76,605
- Transfers
£
-
-
-
-
Transfers
£
1,131,230
(1,131,230)
-
-
-
Balance
31 August
2022
£
2,885
-
50,000
-
52,885
Balance
31 August
2022
£
15,912,497
2,907,080
18,819,577
43,218
18,862,795
Balance
31 August
2022
£
2,885
-
50,000
-
52,885
Balance
31 August
2022
£
15,912,497
2,907,080
18,819,577
43,218
18,862,795
18,819,577
43,218
18,862,795

21. CAPITAL COMMITMENTS

At the year end the school has £1,590,059 (2022: £nil) contracted capital commitments.

Page 33

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

22. PENSIONS

The College participates in the Teachers’ Pension Scheme (“the TPS”) for its teaching staff. The pension charge for the year includes contributions payable to the TPS of £814,128 (2022: £745,998) and at the year-end £95,136 (2022: £87,910l) was accrued in respect of contributions to this scheme.

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

The employer contribution rate is set by the Secretary of State following scheme valuations undertaken by the Government Actuary’s Department. The most recent actuarial valuation of the TPS was prepared as at 31 March 2020 and the Valuation Report, which was published in October 2023.

Following the McCloud judgement, the remedy proposed that when benefits become payable, eligible members can select to receive them from either the reformed or legacy schemes for the period 1 April 2015 to 31 March 2022. The actuaries have assumed that members are likely to choose the option that provides them with the greater benefits, 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 23.6% to 28.6% from 1 April 2024. Employers are also required to pay a scheme administration levy of 0.08% giving a total employer contribution rate of 28.68%.

Page 34

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

22. PENSIONS (continued)

Support Staff - Defined Benefit Scheme

Certain employees of Shiplake College Ltd are entitled to membership of the Pension Trust Growth Plan (“the Plan”). This is a multi-employer pension plan. It is not possible for the company to obtain sufficient information to enable it to account for the Scheme as a defined benefit Scheme therefore it is accounted for as a defined contribution scheme.

Contributions paid into the Plan up to and including September 2001 were converted to defined amounts of pension payable from normal retirement dates. From October 2001, contributions were invested in personal funds which have a capital guarantee, and which are converted to pension on retirement, either within the Plan or by the purchase of an annuity.

The Trustee commissions an actuarial valuation of the Plan every three years. The purpose of the actuarial valuation is to determine the funding position of the Plan by comparing the assets with the past service liabilities as at the valuation date. Asset values are calculated by reference to market levels. Accrued past service liabilities are valued by discounting expected future benefits payments using a discount rate calculated by reference to the expected future investment returns.

The rules of the Plan give the Trustee the power to require employers to pay additional contributions in order to ensure that the statutory funding objective under the Pensions Act 2004 is met. The statutory funding objective is that a pension scheme should have sufficient assets to meet its past service liabilities, known as Technical Provisions.

If the actuarial valuation reveals a deficit, the Trustee will agree a recovery plan to eliminate the deficit over a specified period of time either by way of additional contributions from employers, investment returns or a combination of these.

The latest formal valuation of the Plan at 30 September 2020 was performed by a professionally qualified Actuary using the Projected Unit Method. The market value of the Plan’s assets at the valuation date was £800.3 million and the Plan’s Technical Provisions (i.e. past service liabilities) were £831.9 million. The valuation therefore revealed a shortfall of assets compared with the value of liabilities of £31.6 million.

The school paid deficit contributions of £2,767 ( 2022: £6,456) during the year as required by the Trustees of the Scheme. The unwinding of the discount factor, and the impact of changes to assumptions has resulted in a £180 charge (2022: £19,435 credit) to the SOFA and has been included in pension costs for the year.

Shiplake College Ltd has been advised by the Plan trustee that, in the event that it was to withdraw its membership of the Plan, it had an estimated contingent liability of £60,478 at 30 September 2022. This debt will not crystallise while Shiplake College Ltd continues to have one or more active members in the scheme.

The amount of the above potential debt depends on many factors including total Plan liabilities, Plan investment performance, the liabilities in respect of current and former employees of Shiplake College Ltd, financial conditions at the time of the cessation event and the insurance buy-out market. The amounts of the debt can therefore be volatile over time.

Shiplake College Ltd also paid contributions into a defined contribution scheme with The Pensions Trust at a rate of 5% totalling £148,953 (2022: £119,696) during the accounting period. Members paid contributions at rates of 7-10% during the accounting period.

Page 35

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

23. RELATED PARTY TRANSACTIONS

The subsidiary, Shiplake Court Enterprises Limited, provides catering facilities, entertainment, and recreational activities at Shiplake College. The subsidiary donates its annual taxable profits to the Trust under Gift Aid. The gift aid donation for this year was £37,821 (2022: £9,308) . During the year Shiplake Court Limited received a management charge of £5,924 ( 2022: £7,307). During the year Shiplake Court Limited was invoiced for Pupil Agency fees of £7,654 (2022: £4,980) . At the year end the balance outstanding was a debtor of £11,497 (2022: £206,092). Gift aid relating to the 2022/2023 year end will be paid in 2023/2024.

24. COMMITMENTS UNDER OPERATING LEASES

At 31 August 2023 the School had future minimum lease payments under non-cancellable operating leases as follows:

Land and buildings:
Amounts due in 1 year
Amounts due in 2 - 5 years
Amounts due in 5 years
Office equipment:
Amounts due in 1 year
Amounts due in 2 – 5 years
2023
£
31,406
111,586
398,498
541,490
14,794
29,787
44,581
2022
£
10,500
3,510
-
14,010
6,911
6,457
13,368

During the year lease payments of £48,094 (2022: £45,194) were recognised as an expense within the SOFA.

Page 36

SHIPLAKE COURT LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

25. FINANCIAL INSTRUMENTS

Financial assets held at amortised cost are fees receivable, other debtors, amounts due from group companies and cash at bank.

Financial liabilities held at amortised cost are bank loans, trade creditors, other creditors and accruals.

Included within financial instruments held at fair value is the pension deficit and derivative contract.

GROUP
Financial assets measured at amortised cost
Financial liabilities measured at amortised cost
Financial liabilities measured at fair value
2023
£
7,588,906
1,807,802
5,195
Restated
2022
£
5,563,319
1,358,540
31,901

The group’s income, expense, gains and losses in respect of financial instruments are summarised below:

Interest income and expense:
Total interest income for financial assets held at amortised cost
Total interest expense for financial liabilities held at amortised cost
Impairment gain/ (loss) (movement in bad debt provision)
COLLEGE
Financial assets measured at amortised cost
Financial liabilities measured at amortised cost
Financial liabilities measured at fair value
2023
£
125,728
36,200
77,117
2023
£
7,554,414
1,793,264
5,195
2022
£
1,260
36,866
9,205
Restated
2022
£
5,502,773
1,524,404
31,901

The group’s income, expense, gains and losses in respect of financial instruments are summarised below:

Interest income and expense:
Total interest income for financial assets held at amortised cost
Total interest expense for financial liabilities held at amortised cost
Impairment gain/ (loss) (movement in bad debt provision)
2023
£
125,728
36,200
77,117
2022
£
1,260
36,866
9,205

Page 37

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

26. RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS

Increase in cash in the year
Loan repayments
Change in net debt
Net funds at 1 September
NET FUNDS AT 31 August
27.
ANALYSIS OF CHANGE IN NET FUNDS
Cash at bank and in hand
Loans
Net funds as
at 31 August
2022
5,309,274
(537,647)
4,771,627
2023
£
1,817,187
62,157
1,879,344
4,771,627
6,650,971
Cash
Change
£
1,817,187
62,157
.
1,879,344
2022
£
1,617,472
68,607
1,686,079
3,085,548
4,771,627
Net funds as
at 31 August
2023
£
7,126,461
(475,490)
6,650,971

Page 38

SHIPLAKE COURT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 AUGUST 2023

28. COMPARATIVE 2022 STATEMENT OF FINANCIAL ACTIVITIES

INCOME FROM:
Voluntary income
Donations and grant income
Charitable activities:
College fees
Ancillary trading income
Income from generated funds:
Investment income
Non-ancillary trading income
Other income
Total
EXPENDITURE ON:
Charitable activities:
School operating costs
Raising funds:
Trading expenses
Finance and other costs
Total
Net income
Other recognised gains
Fair value movement on derivative
contracts
Net movement in funds
Fund balances at 1 September 2021
Total funds at 31 August 2022
Unrestricted
Funds
£
-
12,244,833
1,149,716
1,260
227,404
2,691
13,625,904
11,752,480
48,442
67,567
11,868,489
1,757,415
76,605
1,834,020
17,028,775
18,862,795
Restricted
funds
£
55,600
-
-
-
-
-
55,600
5,600
-
-
5,600
50,000
-
50,000
2,885
52,885
Total
31 August
2022
£
55,600
12,244,833
1,149,716
1,260
227,404
2,691
13,681,504
11,758,080
48,442
67,567
11,874,089
1,807,415
76,605
1,884,020
17,031,660
18,915,680

Page 39