CHARITY NO: 309905 NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT AND FINANCIAL STATEMENTS YEAR ENDED 31 MARCH 2024 NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT AND FINANCIAL STATEMENTS YEAR ENDED 31 MARCH 2024 CONTENTS Page Reference and administrative infomiation Report of the Trustees Report of the Independent Auditors Statement of Financial Activities Balance Sheet 10 Staternent of Cash Flows Notes forniing part of the Financial Ststements 12-20 NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REFERENCE AND ADMINISTRATIVE INFORMATION Names of the Trustees that served during the year are as follows: Trustees Ex oftficio Nominated Mr. R. Bem8rd Mr. O. Harris Mr. P. Ba4on Mrs. M. Kay Mr. A. H&kes Mr. J. Drown Further notic¢ 2511112026 2210412024 1211112024 2110312026 2810412024 G￿pted Mr. G. Moss (resigned Chaim]an 1210312024) Mr. A. Cockerill (Vice Chaimian) Mr. P. Maynard Mr. J. L&Yclle Ms. C. Deans (appointcd Chairpcrson 1210312024 and res]￿ed Chairyjerson 0711112024) Mr.'I'. Bason (appointed 1011012023) Mr. J. Harris (r¢signed 1810512023) 1110312027 1210712025 1110312027 0310712026 1110312027 0711112024 0911012026 Clerk to the TnJsl¢es and Principa] Address Ms. N. Mgh¢r Kettering Parkway South, Kettering Venture Pgrk. Kettering. Northamplonshire. NN15 6WN Solicitt)rs Wilson Browne LLP Kcllering Parkway South, Kellering V¢nttwe Park, Kettering, Northamplonshire, NN15 6WN Auditors Hawsons Chartered A¢count8nt$ Jubilee House. 32 Duncan Close. Moulton Park, Northampton. NN3 6WL Inveslmcni MJna8crs Brewin Dolphin Securities Limited 12 Smilhficld Stre¢l. London. ECIA 9BD Bankers Lloyds Bank pl 2 George Row. Northamplo NNI IDJ valU￿S & Estate Managers Fisher Gennan 40 High Street M￿ket Harborough LE16 7NX NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT OF THE TRUSTEES The Trustees present their report together with the financiaI 5taternents for the year ended 31 March 2024. The financial statements have been prepared in accordance with the accounting policies set out on page 12 and comply with th¢ Charity's Twst Deed and applicable law. The trustees have adopted the provisions of the Statement of Recommended Practice (SORP). "Accounting and Reporting by Charities" issued in 2015 in preparing the annual report and financial staternent5 of the charity. Governing document Northampton Old Grammar School Foundation is constituted by schemes dated 5 July 1911, 27 Sept¢mber 1961, 6 December 1978 and 24 April 2003. The Foundation is a registered charity number 309905. Appointment oftrustees The charity has sought to achieve a cross-section of experience within the trustees. The current policy is outlined within the 2003 SGheme amendment and allows for twelve trustees comprised of..- l Ex Officio Truste¢ being the Headmaster 5 Nominated Trustees being appointed from the school govemors 6 Co-opted Trustees who must not be governors or employees of the school The appointment of fu￿re trustees is now dealt with in accordance with the 2003 Scheme amendment. The names of trustees are set out on page I together with the terms of appointment. Trustees who were due to retire during the year and who were eligible to seek re-election have been reappointed during the year. Trustees who are due for re-election during the ncxt financial year will be reviewed at the forthcoming Trustee5 Meeting. Trustee induction and training New trustees on induciion are provided with a copy of the Trust Scheme, the last set of audited accounts and a full set of the previous twelve months, minutes. Ongoing training, whilst not specifically provided, will be made available where the circumstances warrant it. Trust¢es are kept informed of changes in the law relatin8 to charities and on govemance issues by a variety of means, i.e. the clerk. the auditors, Charity Commission newsletters etc. Organi$8tion The charity has a Chairman and Vice-chaimian and a Board of Trustees, consisting of an Ex Officio member, Nominated members and Co-opted member5. The board meets on a regular basis during the financial year. The trustees have appointed a clerk to deal with the administration of the ¢harity'5 affairs. The clerk convenes regular meetings of trustees or Sub Gommittees to deal with the business of the charity. The names and addresse5 of the clerk and other advisers to the trustees are set out on page l. The Trustees operate in accordance with the Charity CoTnmission Order dated 25 March 1994. Rela¢ed Parties The charity has a close working relationship with the Northampton School for Boy4 the main beneficiary of the charity and Wilson Browne Solicitors. who provide the Clerk and legal services. Risk man2gernent The trustees have perforn]ed a risk examination review during the year. This examined the major strategic business and operational risks which the Foundation faces and confirmed that Systems have been established to enable regular report5 to be produced so that ne¢¢5sary steps Gan be taken to lessen these risks. NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT OF THE TRUSTEES- CONTINUED Objectives and Activities for the Public Benefit The obj¢¢ts of the charity ar¢ as follows.'_ The Trustees shall pay a yearly sum of £ l.O(Kl to th¢ Borough Council and the County Council. or as they direct, to be applied towards the maintenanre of the School. {This sum is now paid direct to the Governors of the Northampton School for Boys). The residue of net yearly income of the Foundation shall be applied by the Trustees in one or more of the following ways'.- (a) The provision of items, services and facilitles for the ￿h0O1. and (b) Promoting the education of beneficiaries by the award of prizes. scholarship& bursaries or maintenance allowances. In addition. the following subsidiary funds are included within the Foundation:. Hemiion¢ Buckwalter Memorial Fund Saul t)offman University Prize Fund (established 23 August 1954) Fred Kilby and Stopford Sackville Scholarships (esLqblished 21 July 1937) The Martin Travel Award The objects of the subsidiary fijnds are to make available certain prizes or awards for pupils attending Northampton School for Boys. Also included are:_ The Bugbrooke Fund (see page 20). The Northampton Town and County Exhibition Fund (Charity Number 309906) which was amalgamat¢d within this Foundation with ihe Goncurrence of the Charity Commissioners in 1996. We have referred to the guidance contsined in the Charity Cornmission's general guidance on public benefit when setting and reviewing our aims and objectives and in thc planning of futyrc a¢liviti¢s, lii palticul￿. tlie Boord or Trustees consider how the planned ￿tUre activities will contribute to the aims and objectives seL Principal policies to achieve objectives The trustees employ an investment manager to handle the inve5trnent of the endowment fund. The investment policy is as follow5. There are no restrictions on the charity's power to invest. The investment strategy is set by the trustees in consultation with their investment managers on a medium-tern) basis which is reviewed at least annually. The trustees consider the income requiremcnts, the risk profile and the investhient manager's view of the market prospects. The overall strategy is to invest in a diverstfied portfolio of investments to maintain a sustainable level of income whilst preserving the real value of the capital over a rolling 5-year period. With the income generated the trustees make periodic payments to assist the pupils at the Khool known as special donations. These payments are now made under an arrangement known as the September 2004 Structure. Surplus income can be applied to make other donations or meet specific expenses for the benefit of the pupils of the school either in the current year or subsequently. All such payments are made in accordance with the objects as set out in the scheme. The trustees confirni that they have referred to the guidance contained in the Charity Commission's generdl guidance on public b¢nefit and when reviewing the charity's aims and objectives and in planning future activities and setting the grdnt-making policy for the year. The trustees ar¢ 5atisfi¢d that the objects of the Gharity have been met during the year. NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT OF THE TRUSTEES- CONTINUED Aehievements and Perfomance The Trustees set their investment managers a composite benchmark to perforni against. This is contained in the Investment Policy Statement which is reviewed annually. The Trustees have set out an investment objective as follows. "Maintain the Capital value of the assets and the net income from the Northampton Old Grammar School Foundation Endowment and Restricted (Bugbrooke) Fund at least in line with inflation over a rolling S-year period" The wTrrtfolio investment managers, RBC Brewin Dolphin. have a larget objective of providing a total return (i.e. income and capilal retums combined) ahead of inflation over a rolling 5-year period. During the past financial year the capital value of the portfolio increased, however investmenl income declined as the portfolio managers focused more on growth opportunities. Whilst the annualised portfolio retum. net of all costs, has been broadly in line with inflation (as measured by CPI) over the last five years, it has lagged the RPI measure. Financi81 Revlew The total income of the charity has increased by £19,869. It is pleasing to note that the investment income has increased by £20,394 in the year a5 the markets slart to recover. Resources expended have decreased by £444,801. which can be attributed to the decrease in grants paid during the year, as £443,200 was paid to the school last year following the sale of the Bugbrooke Barn in 2022. Net incomin8 resources (before the unrealised loss on investments) have increased by £464,670, which has led to a surplus of expenditure over income for the year of £11,132. The investments have inGreased in value with an unrealised gain totalling £283.747 being recognised during the year, rc5ulting in investments of £9,660,765 being shown on the balance Sheet at the year end. This unrealised gain can be put down to a magnitude of macro factors includin8 but not limited to the recovery of the economy following the cost of living crisis. The capital loan of £250,000 made in the financial year ended 31 March 2008 initially provided for the balance to be repaid by March 2018 via equal yearly inslalments of £31,250. In 2014 the trustees agreed to the re-scheduling of the repaynieiit tei'ii) SULII lI￿l £12,500 would be repayable annually commencing in the financial year ending 31 91 March, 2015. During 2020, the trustees decided to restructure the loan repayments so the outstanding amount would be repayable over 8 years. with a repayment holiday for the first 3 years, leading to the first repayment of £10,000 falling due in the current financial year. This can be seen on the face of the SOFA on page 9. as well as note I l on pages 17 and 18 in a bit more detail. Reserves pollcy It is the policy of the charity to maintain unrestricted funds that are the free reserves of the charity at a level that equates to not less than approximately 6 months estimated unrestricted exp¢nditure inclu5iv¢ of annual loan repaymcnts to rapital. This provides suificient funds to cover manag¢mcnt. administration and support costs and to give stability to the Septemb¢r 2004 Structure grant. The reserve kNTrlicy is monitored on a regular b￿1$ during the trustees, meetings. Plans for future periods In accordance with existing policy there was no change in the budget forecast during the year. The Trustees took advice from their Investment Managers Brewin Dolphin and have been in constant contact with the Investment Managers throughout the year whilst also keeping in contact with the School so as to ensure that the objects of the Foundation can be met in the best way possible. NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION REPORT OF THE TRUSTEES- CONTINUED Responsibilities of the Trustees in relation to the Financial Statements The trustees are responsible for preparing the Trustees, Report and the financial ststements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). The law applicable to charities in England & Wales requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charity and of the incomin8 resources and application of resources of the charity for that period. In preparing these financial statements, the trustees are requir¢d to: select suitable accounting policies and then apply them consistently. observe the methods and principles in the Charities SORP 2015; make judgements and estimates that are reasonable and prudent. stat¢ whether applicable a¢Gounting standards have been followed, subject to any material departures disGlosed and explained in the finanGial statements. prepare the financial statements on the going concern basis unless it is inappropriate to presume that the rharity will continue in operation. The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enabl¢ them to ensure that th¢ financial stat¢m¢nts Comply with the Charities Act 2011, the Charity (Accounts and Reports) Regulations 2008 and the provisions of the trust deed. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The trustees are responsible for the maintenance and integrity of the charity and financial inforniation included on the charity's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. StAtement of disclosure of inforniation to auditors The trustees of the charity who held office at the date of approval of this Annual Report ag set out on page l confirni that: so far as they are aware. there is no relevant audit infomiation (infomiation needed by the charity's auditors in connection with preparing their report) of which the charity's auditors are unaware, and they have taken all the steps that they ought to have taken &g trustees in order to make themselves aware of any relevant audit infomiation and to estsblish that the charity's auditors are aware of that information. Approved by the trustees on .. signed on their behalf by:" Mr. G.T. Moss- Trustee aim)an REPORT OF THE INDEPENDENT AUDITORS TO THE TRUSTEES OF NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION Opinion We have audited the financial statements of Northampton Old Grammar School Foundation (the 'charity') for the year ended 31 March 2024, which comprise Statement of Financial Activities, the Balance Sheet, the Statement of C&8h Flows and notes to the financial statements, including significant accounting poltcies. 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 Siandard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements.. give a true and fair view of ihe slate of the charity's affairs as at 31 March 2024, and of its incoming resources and application of resources, including its income and expenditure. for the year then ended. have been properly prepared in accordance with United Kingdom Generally Accepted AcGounting Practice. and have been prepared in accordance with the requirements of the Charities Act 2011. 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 des¢ribed in the Auditor'5 responsibilities for the audit of the financial statements section of our report. We are independent of the charity 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 fijlfilled our other ethical responsibilities in a¢¢ordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the financial statements, we have concluded ihat the trustees. use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have perfonned, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charity's ability to continue as a goin8 coi)c¢i'ii foi. a pet'ityj uf¢il1¥#sL Iwvlv¢ iIiuiillis frulli when th¢ finS￿LIa1 statements are authorised for issue. Our responsibilities and the responsibilities of the trust¢¢s with respe￿ tr) 80in8 ¢on¢ern are d¢scrib¢d in the relevant sections of this report. Other information The other infonnation comprises the inforniation included in the trustees, annual repor¢ other than the financial statements and our auditor's report thereon. The trustees are responsible for the other iT]fom]ation contained within the annual report. Our opinion on the finanrial statements does not rover the other infomiation and, except to the extent otherwise ¢xpliGitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other infomation and. in doing so, Gonsider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misslatements. we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have perfornied. we conclude that there is a material misstatement of this other inforniation, we are required to report that fact. We have nothing to report in this regard. REPORT OF THE INDEPENDENT AUDITORS TO THE TRUSTEES OF NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION - CONTINUED Matters on whieh we gre required to report by exception In light of the knowledge and understanding of the charity and its environm¢nt obtained in the course of the audit, we have not identified material mi55tateTnents in the tru5tees' report. We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Reports) Regulations 2008 require us lo report to you if, in our opinion: the infonnation given in the financial statements is inconsistent in any material respect with the trustees. port. or Ihe charity ha5 not kept adequate accounting records; or the financial statements are not in agreement with the accounting records and returns. or we have not received all the information and explanations we require for our audit. Responsibilities of trustees As explained more fvlly in the trustees, responsibilities statement set out on page 5. the trustees are responsible for the preparation of the financial statements and for being satisficd that they give a true and fair view, and for such intemal control as th¢ trust¢¢s d¢temine is nuessary to enable the preparation of financial statements that are fre¢ from material misstatement, whether due io fraud or error. In preparing the financial statements, the trustees are responsible for assessing the charity's ability to continue as going concern, disclosing, as applicable. matters related to going concem and usin8 the 80ing concern basis of accounting unless the trustees either intend to liquidate the charity or to cease operations, or have no realistic Iternativc but to do so. Audilor's responsibilities for the audit of the financial statements We have been appointed as auditor under section 145 of the Charities Act 2011 and report in a￿ordanCe with regulations made under section 154 of that Act. Our objectives are to obtsin reasonable assurance about whether the financial statements as a whole are free from material misststement. 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 misststement when it exists. Mi551atements can arise from fraud or error and are considered maierial 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. Misstatement5 can arise forni fraud or error and are considered material if, individually or in the agg￿gate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. Irregularities, including fraud. are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities. outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting trregularities, including fraud is detailed below: The charity is subject to laws and regulations that directly and indirectly affect the financial statements. Based on our understanding of the charity and the environment it operates within, we detemined that the laws and regulations that were most significant included FRS 102. Charilies Act 2022, and Health and Safety regulations. We considered the extent to which non-compliance with these laws and regulations might have a material effect on the financial statements. including how fraud might occur. We evaluated management's incentives and OPFK)rtunitie5 for fraudulent manipulation of the financial statements (including the risk of ove￿Ide on controls). and detennined that the principal risks were related to the posting of inappropriate accounting entries to improve the charity's results for the period. and managem¢nt bias in key accounting e5timate5. In addition to thi5. w¢ have also id¢ntified the following principal risk areas: REPORT OF THE INDEPENDENT AUDITORS TO THE TRUSTEES OF NORTHAMPTON OLD GRAMMAR SCHOOL FOUNDATION - CONTINUED Revenue recognition- there are two components to this risk, being revenue completeness and revenue cut- Grdnt expenditure- there is a risk that grants made close to the period-end could be includ¢d within the incorrect period. Portfolio valuation - there is a risk that the ￿ing value of the investment portfolio Could b¢ misstated du¢ to changes in market values of shares. Audit prO￿lureS perfomied by the engagement team included: Discussions with management and those responsible for legal compliance pro¢edure$ within the charity lo obtain an understanding of the legal and regulatory framework applicable to the Gharity and how the charity complies with that framework, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; Reviewing minutes of Trustees. meetings. Identifying and assessing the design effectiveness of controls that management has in place to prevent and detect fraud and non-compliance with laws and regulations. Robustly challenging the Trnstees, assessment of going concern; Reviewing the grant expenditure close to the period-end to gain assurance that expenditure is included in the period to which it relates. Reviewing the valuation of investment portfolios at the year-end. and comparing share values to market values available on that date, to ensure values are recognised as appropriate. Because of the inherent limitations of an audiL 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 transaciions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also reater regarding irregularities occurring due lo fraud rather ihan error, as fraud involves intentional concealment, forgcry, collusion, omission or rnisrepresentation. A further d¢scription of our responsibilities l5 available on the Financial Reporting Council's website at: https:Ilwww.frc.org.uk. This description forms part of our audilor's report. Uw vfvur reyvrl This report is made solely to the ¢harity'S trustccs, as a body. in a¢¢ordaDCC Wlth Part 4 of the Charitie5 (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might State to the charity's trustees th05e matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extenl perniitted by law, we do not accept or a55um¢ responsibility to anyone othcr than the charity and the Gharity's trustees a5 a body, for our audit work, for this repoQ or for the opinions we have forn]ed. Is￿} David Owens Senior Statutory Auditor Hawsons Chartered Accountants Statutory Auditor Jubilee House 32 Duncan Close Moulton Park Northampton NN3 6WL zo NORTHAMPTON OLD GRAm￿tAR SCHOOL FOUNDATION BALANCE SHEET AS AT 31 MARCH 2024 2024 2023 Notes Fixed assets Tangible assets Inve5tmcnts 4.103,628 9,660,765 13,764,393 4,103,628 9,076,354 13,179,982 10 Current assets Debtors Cash at bank and in hand 12 2,925 72,269 75,194 (20,738) 54,456 13,818,849 6,525 407,829 414,354 (48,102) 366,252 13,546,234 Creditors: amounts falling due TrYithiD one year Net current assets Net assets 13 Fund8: Endowment fund Capital funds Revaulation reserve ,964,690 456,500 9,421,190 8,720,227 456,500 9,176,727 Is Restricted fund Capital funds Revaulation reserve 183,803 1,075,156 1258 959 179,430 1,075,156 1,254,586 15 Income Funds Unrestricted fund - Endowment fund Buildings fund 15 15 635,074 2,503,626 3,138,700 13,818,849 611,295 2 503,626 3,114,921 13,546,234 Total funds 15 The financial stateme ts were approved on ￿￿