Charlty number: 310288 THE HOLBURNE MUSEUM TRUSTEE REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 Bishop Fleming THE HOLBURNE MUSEUM CONTENTS Page Reference and Admlnlstratlve Detalls of the Charltyi Its Trustee and Advisers Trustee Report Trustee Responslblllties Statement Independent Auditors. Report on the Financlal Statements 10-13 Consolldated Stalement of Flnancial Activitles 14 Consolidaled Balance Sheet 15 Charlty Balance Sheet 16-17 Consolldated Statement of Cash Flows 18 Notes to the Financlal Statements 19-45 THE HOLBURNE MUSEUM REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY, ITS TRUSTEE AND ADVISERS FOR THE YEAR ENDED 310ECEMBER 2023 The Holburne Museum I"The Museum.) is an independent instilution wilh registered charitable status, established by a Deed of Trust In 1883. The sole Trustee. by whom the Trust is administered. is The Holburne Museum Trust Company {'The Company,), a company limited by guarantee. The directors of The Company are detailed below: Dlrectors Edward Ba￿tUn-COW8rd, Chair1.2,4 Francesca Beauman, Vice Chair14 Martin Clarke1 Magdalen Fisher (resigned 19 May 2023)2 Sandra Forbesl.4 Jeremy Garfield- Davies2 Angel8 Gillibrandi Sukle Hemming2 Caroline Howe113 Sharanjit Leyl (appointed 7 July 2023} Charlotte Murphy Lynda Nead {appoinled 19 May 2023) Andrew Salmon Christopher Stephens1,a3,4 Rohan Surana1 Finance. Audit & Investrnenl Committee Fundraising Committee Learning & Engagement Advisory Committee Nominations Committee Charity reglstered number 310288 Princlpal office Great Pulteney Street Bathwick Bath BA2 4DB Independgnt auditors Blshop Fleming LLP Chartered Accovnlants 10 Temple Back Bristol BS16FL Bankers CAF Bank PO Box 289 West Malling Kent ME19 4TA Sollcltors Stone King Upper Borough Court Upper Borough Walls Bath BA11RG Pag8 1 THE HOLBURNE MUSEUM TRUSTEE REPORT FOR THE YEAR ENDED 31 DECEMBER 2023 STRUCTURE AND GOVERNANCE The Trustee submits its annual report and accounts for the year ended 31 December 2023. The accounts (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 wlth applicable law and United Kingdom Accounting Standards, including FRS102 Vhe Finanoal Reporting standard applicable in the UK and Republic of Ireland" and UK Generally Accepted Practice as it applies from 1 January 2019. Reference and administration Informatlon The Holburne Museum ('The Museum.) is an independent institution with registered charitable status, established by Deed of Trust in 1883. The sole Trustee, by whom the Trust is administered, is The Holburne Museum Trust Company ('the compan￿), a company limited by guarantee. The directors are detailed on page 1 together wilh the names of directors of the Company who acted during the course of the year but are no longer directors at the date of this reporL Relevant registration information is shown below: The Holburne Museum Trust Company The Holburne Museum Holbume Trdding Company Ltd Museums and Galleries Commission Company Registration Number.. 4104120 Charity Registration Number: 310288 Company Registration Number 6954139 Registered Museum Number: 930 The addres5 of The Museum. and its registered office. is Great Pulteney Street. Bath BA2 4DB. The names and addresses of The Museum's professional advisers and bankers are shown on page 1 Structure, governance and management Organisational structure The Museum is an independent registered charitable trust of which the Company is the sole trustee. The Museum has one subsidiary, the Holburne Trading Company. which operates the commercial activities of the Museum, being the café, shop. car park. commercial events. Governance The Museum charity is governed by a board of directors of the Company, known as 'the Directors" who are appointed by the members of The Company. The maximum number of general Directors is eighteen. In addition, the Board may have up to Iwo Representative Directors of whom one is nominated by the University of Bath and one by Bath Spa University. New Dire¢tor5 are required to sign a "Declaration of Eligibility to Act. and a °Declaration of Interests. in order to comply with the Board's Conflicts of Interest policy. Management The Directors. who meet fonnally at least four times each year, are responsible for setting strategies and policies for the Museum and for ensuring that these are Implemented. They are also responslble for; Appointing the Museum Director. Approving the anrbual budget. Approving the Trustee's report and audited financial statements. The primary functions of the Directors are to: Oversee the key decisions affectlng the operatlon of the Museum. Assist the Museum Director in formulating policy and with significant operatlonal declslons. Review management accounts and key financial performance indicators against budget. Oversee the identificatlon and management of rlsks. Page 2 THE HOLBURNE MUSEUM TRUSTEE REPORT {CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 Full list of commitlees of the Board during 2023: Finance, Audit & Investrnent Committee Fundraising Committee Nominations Committee Learning & EngageTnent Advisory Committee Chair- Angela Gillibrand Chair- Sukie Hemming Chair- Sandra Forbes Chair- Caro Howell The Directors maintaln a Risk Register whlch identifies the major risks to which the Museum, Directors, staff and volunteers are exposed. This Register is maintained by the Treasurer and reviewed by Ihe Directors, most recently by the Finance. Audit and Investment Committee in September 2024, thu5 bringing risks to the attention of the Directors and enabling them to establish strategies for dealing with them. The key risks identified are.. Operational- commercial Visitor numbers fail to reach targets. commercial income targets not met Failure to meet fundraising targets Operational - fundraising Operational- premises Unexpected capital costs arising from failure of parts of the building or items of plant and equipment Increased prices of servtces make the building unaffordable Lack of financial resources to continue as a going concern Operational- premises Financial The Avon Pension Fund liability was extinguished during the year with the payment of the outstanding liability and the departure of the sole remaining employee member. In 2023. the Management Team included the Director. Chief Operating OffiGer. Head of Leaming & Engagement, Curator. Exhibitions Manager, Head of Visitor Services, Head of Marketing & Communicalions, and the Museum Administrator. The aims of the monthly Management Team meetings are: To monitor day-to-day performance (financial and operational) of the Museum in order to report to the Directors. To provide a forum for management support in particular by identifying staff professional development opportunities and addressing HR issues. To provide a platfomi for joined up thinking across departments in implementing the Museum's strategy. To generate new ideas for the furtherance of the Museum's mission and its sustainability. OBJECTIVES AND ACTIVITIES The Holbume Museum was founded in 1882 as Balh's first art museum with, at its heart. the collection of Sir William Holburne (1793-1874). In 1916 the collection moved to its present location at the end of Great Pulteney Street and in May 2011 an award-winning extension by architect Eric Pary provided space for additional galleries and a gard8n Café. The Holburne is a t￿asure house of Old Master palntings, portrait miniatures, porcelain. Renaissance bronzes and ceramics. silver. and embroidery. It is particulariy renowned for its eighteenth-century British portraits. most notably by Ramsay, Stubbs. Zoffany, Gainsborough and Lawrence. The colledion continues to develop. and a Collections Policy was agreed in 2018. The Holburne stages international exhibitions and other projects involving fine and decorative arts of all periods and is admired for its dynamic displays, vibrant learning and community engagement programme and innovative interpretation. Page 3 THE HOLBURNE MUSEUM TRUSTEE REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 Vision Our vision is to make the Holburne an open, welcoming, inspiring and empowering space for everyone. At the heart of this vislon is the powerful relationship of art. creativity and soclal and personal wellbeing. Our vision is encapsulated by our slogan Changing Lives Through Art. We seek to deliver our Mission with Ambition and Innovation. ensuring that we always do so in ways that are Inclusive. of the highest Quality, Relevant and Sustainable. Statement of Purpose: The Holburne's charitable objects for the public benefit, as set out in its original trust deed, are: The provision and maintenance of a museum in the city of Bath for the exhibition lo the public of a collection of spe¢imens of the fine and decorative arts. The extension. enhan￿Ment, conservation. storage anfl maintenance of the art collection. Promotion of education in art and allied subjects, and of the appreciation ofart. As a University Museum it also seeks to develop and encourage the use of the Holburne's colleGtion and the expertise of its staff as educational resources and stimuli for research. When reviewing the charity's aims and objectives and planning future activlties, the Directors have had due regard to the public benefit guidance published by the Charits'es Commission. The activities undertaken to assist in the delivery ofthe Museum's objectives are outlined below. Achievement and performance We continued with an exhibition programme based on three seasons a year with two or three small exhibitions each season. The aim is to balance different periods and types of art made up of popular and less familiar subjects. With no Core funding. we are heavily reliant on ticket income and so are obliged to programme at least one popular exhibition per season which we seek to balan￿ with more adventurous projects that introduce new artists and art forms to our vlsitors as well as attracting new audIen￿S. The lead exhibition in the first part of the year was Alberta Whittle's Dipping below a waxing moon. the dance claims us for release which combined new work with a selection of Whittle's earlier films. The exhibition was the culmination of four years, working with Alberta which, though badly disrupted by the Covid pandemic. had already seen her contribution to an addition to our permanent collection displays,. curated by Artisa Fellow Jill Sutherland, that new display addressed the Holbume family's historic links to sugar plantations in the Caribbean and so to slavery by focusing on a day book from one of the family's plantations. The daybook was also the trigger for the main part of Alberta's exhibition. in our Roper Gallery, which was dominated by a group of life-size mannequins limboing under impossibly low bars. At the same time as the Alberta Whittle exhibition. we showed Alb￿cht Durerfs suite of woodcul prints, The Great Passion. along with some of the earliest printed books from fifteenth and sixteenlh century Germany including the iconic Nuremburg Chronicle from 1493. It was a rare opportunity to see one of Durer's most important suite of prints framed on the VRII as opposed to bound in a book and was part of our on-going parinership with the Schroder Collection. We started the summer season with one of our most ambitious exhibitions ever. Painted Love: Renaissanc8 Marriage Portraits. Thls magnificent show, curated by former Royal Collection curator Lucy Whitaker. included Iconic paintings generously lent from the likes of the National Gallery, H.M. the King and such prestigious private collections as those of Lord Rothschild at Waddesdon and the Marquis of Bath at Longleat. We had ambitious income targets against that exhibition and were disappointed to miss them unlll we opened in July an exhibition of Lucie Rie ceramics (originated by Kettles Yard and previously shown In Middlesborough as well as Cambridge) which created a significant upltft in attendance. That continued in th8 autumn with the opening of Gwen John, an exhibttion selected from a larger show at Pallant House, Chichester. Alongside the Renaissance portraits. we presenled a room of densely hung drawings by Michael Simpson. a locally based artist with an international profile and an impressive reputation as an influential teacher al Bath Academy of Art. After that, in the Wirth Gallery, we opened a show of the Victorian miniature painter Sarah Biffin, who made highly accomplished miniatures despite having no hands or feet. With Lucie Page 4 THE HOLBURNE MUSEUM TRUSTEE REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 Rie and Gwen John, I believe this was the first time that the Holbume hosted three exhlbitions all of female artists. In addltion to the seven exhibitions that we opened at the Holburne, we also mounted anolher at the Assembly Rooms in central Bath. Unlimited: Art for Everyone in the 1960s explored a project initiated by local engineer and entrepreneur Jeremy Fry to make unlimited editions of works of art by such major artists as Lygia Clarke, Liliane Lijn, Kenneth Martin, Mary Martin and Takis. The project had had a long gestation, delayed in part by the Covld pandemic and originally planned for the gallery at the University of Bath that we managed through 2022. Thanks to the cooperative support of the National Trust and with significant financial support from a range of donors we were able to show the exhibition in the large Tea Room of the Assembly Rooms, their Georgian grandeur echoing Jeremy Fry's home at Widcombe Manor where the works were originally fabricated, Exhibitions Albert Whittle: Dipping below a waxing moon, the dance claims us for release I Woodcuts in the Age of Duref Unlimited: Art for Everyone in the 1960s Painted Love- Renaissance Marriage Portraits l Michael Simpson: Drawing towards painting l Lucie Rie: The Adventure of Pottery Gwen John: Art & Life in London and Paris l Lucie Rie I Sarah Biffin This programme stimulated a rich series of collateral events. Our desire to grow our ￿putatiOn as a place to see and better understand contemporary art was reflected in a number of talks and conversations with artists including Alberta Whittle. Alison Lapper and Edmund de Waal, whose refiections on Lucie Rie and exile were felt by many present to be one of the most extraordinary presentations of their lives. We were also delighted to welcome Gus Casely-Hayford, Director of V&A East. who told us about plans for the new museum in east London. Our commitment lo continue to address the Holbume's connections to the historic Caribbean plantation e￿nomY built on en51aved labour stimulated an event with Alberta Whittle and scholars in the UK and Barbados discussing the Plantation Day Book that is a focal point in our collection displays. In a similar vein. in July we co-hosted a three-day workshop looking at Creative Practices to Explore Colonial Legacies in Cultural and Natural Heritage Sites, a partnership behveen the Holburne. University of Bath. Bath Royal Literary & Scientific Institute, National Trust and colleagues from Barbados. Other events were organised by our Supporters Cornmittee, chaired by the indefatigable Jonno Davis. Our widely respected Learning and Engagement programme continued going from strength to strength. We We￿ able to continue the important work of our Pathways to Wellbeing groups, supporting 792 individuals with lived experience of poor mental health, thanks to the generosity of three local Charitable trusts who pledged funding for three years. We extended this work into care homes and welcomed young men to the groups. At the same time. another local charity funded us to continue our work with our six partner schools which. amongst many things. provides a golden ticket that enables every pupil to bring their families to the museum for free during school holidays. We were a leading partner in 'Reach In and Reach Oul, (RIRO). a co-produced programme for young people that supported their creativity and wellbeing and offered pathways to community engagement and cultural sector volunteering in the West of England. Our fledgling Holbume Future Collective. a group of 16-25 year olds interested in working in museums. gathered momentum and began planning the museum's first Pride event for June 2024. A total of 175 young people engaged directly through these projects. They also delivered two of the eleven monthly UpLates, some of which are produced by various student groups from the two Bath universities. Under the rubric 'Creativity for All,, our various creative workshops for adults and young people. including several free drop-in days for families and the freely accessible 'Space to Make. next to the Café, attracted over 7,000 participants. Entry to the museum is free for the UpLates on the last Friday of each month and every Wednesday afternoon. Our marketing and digital profile were considerably improved with the arrival of a new Head of Marketing & Communications, Sophie Woodward. The quality of and response to our social media presence was especlally clearly enhanced. Page 5 THE HOLBURNE MUSEUM TRUSTEE REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 The year saw some major developments around the colleclion. The new 2023 Fund is an on-going relationship with a couple who are donating both modern and contemporary prints and drawings and funds for us to buy more. We began negotiations with the owner of a large collection of 18th century fine and decorative arts the gift of which came to fruition in 2024. Most importantly, our negoliations with the Schroder famlly over the long-term loan of their magnlficent collection of Renaissance silver, paintings, ceramics. bronzes and gems and the creation of new galleries in which to house them progressed very well and contracts were signed at the end of the year confirming the loan for a minimum of ￿enty years and the terms on which the galleries would be built and paid for, along with the transfer of much of our collection to a new facility outside Baih. Following a competitive procurement process. the hospitality firm Grayson's took over our Café. The space was closed through July whilst they refurbished and refurnished it and the changes greatly improved the environment and. most importantly. the acoustics which had been a persistent problem. The quality and range of the food offer was improved also. We took the opportunity to drop the name 'Garden Café, and replaGed it with 'The Holburne Café. which is how people tend to refer to the place anyway. The garden played host to a summer outdoor theatre festival again but the appalling weather seriously impacted attendance and the opportunity it offered the Café for increased custom. Nevertheless. the new caterers were able to offer the museum an Increased minimum annual rent. FINANCIAL REVIEW Revlew of the year Total income for the year amounted to £2.242.185 (2022: £1.886,454). an increase of £355.731 (190/0) over the previous year. Admissions were £424,405. up 111kn1 from 2022. Shop sales saw an increase of 3Yo, however, Café and car parking decreased by 3%. Venue Hire was £59.5k (2022: £100.1k). a de¢￿aSe of 40.10A. Total expenditure was (£2.447.Ok (2022.. £1,832.5k). In addition to these funds the Endowment gains totalled £287.2k resulted in an overall net gain of £82.4k compared to a deficit of (£316.3k) in 2022. The Museum's net assets at 31 December 2023 amounted to £13.24rn, of which Endowment Funds stood at £3.78m. Restricted Funds at £8.18m, while Unrestricted Funds decreased to a total of £1.28m. Details of Funds The Directors, long-term objective is to maintain the following funds, which are separately recorded and accounted for in the Museum's records: Endowment Fund - this comprises the OCMSI National Lottery Herilage Fund Catalysl: Endowments Fund award, together with subsequent donations. This year a further £250k of Endowment donations were received. with an additional £200k currently waiting lo be transferred at 31st December to the Endowment fund. Under the Total Asset Return basis of accounting, 3Yo of the net increase in the value of investments has been added to the Endowment Fund, the remainder being added to Unrestricted Funds. Restricted - Development Fund this comprises funds donated, and grants raised to finance the Museum, major redevelopment scheme (including the Gardener's Lodge development)- The annual depreciation charges on freehold and leasehold propety, and on fixtures and fittings financed from this Fund. are Charged against the Fund. Restricted - Heritage Assets Fund this represents the value of Heritage Assets purchased by or donated to the Museum. Restricted- Specrfic Purposes Fund - these are the unspent balances of grants and donations made to the Museum with a specific purpose or intent. Page 6 THE HOLBURNE MUSEUM TRUSTEE REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 UnreslfiGted Fund - these are the accumulated revenue surpluses of the Museum, provlding finance for the core operating costs relating to the on-going activities of the Museum. Investment pollcy and perfomiance The assets of the Endowment Fund are invested through a professional investment manager, Sarasln & Partners, with a medium to low risklcapital preservation Total Asset Return mandate in accordanGe with the powers given to the Trustee under the Trustee Investment Act 1961. After a further £250,000 was invested in the year, funds totalled £3.78m (2022 £3.29m), recording a gain during the year £287.2k (2022: £370.2K loss) before investment management costs which amounted to £51.8k (2022: £68.5k). The performance of the investments is reported quarterly to the Directors. Unrestricted Funds operational approach The Directors are concerned lo maintain a level of unrestricted reseNes which will provide sufficient working capital and enable the Museum io cope with unexpected shortfalls in income or increases in operating costs. A three-year Implementation Plan had been prepared, the objective of which is to preserve the Endowment Funds and ultimately to increase them to a level at which the total return income generated will cover the annual deficit of the Museum, but this is being re-assessed in light of the changes arising as a result of the Covid19 pandemic and its impact on the Museum. It is the long-term aim of the charity to maintain unreslrided reserves. which are the free reserves of the Museum. at a level that is sufficient to cover the running costs of the Museum for at least six months. being in the region of £700.000. Avon Pension Fund The Museum s participation in the Avon Pension Fund defined benefit scheme for its employees resulted in a reduction of £721.500 in the calculated net aGtuarial deficit during Ihe year. A decision was made to crystallise the obligation on the pension fund and a payment of £115,500 was made to thi5 effect in April 2023. Plans forfuture periods Though we keep it under review, we remain committed to the Vision agreed by staff and Directors in 2019 that set the triangular relationship of art. creativity and wellbeing at the heart of our organisation. We intend to deepen the Holburne's commitment to supporting individual wellbeing through art and to playing a significant role in the wellbeing of our communities. We a¢tÈvely pursuing our long-term arnbitions to open up MOE of our historic building to public use, to reconceive the presentation of the building and the collection. and to reconceive the grounds as a destination garden in line with our commitment to sustainabllity. During 2023, we actively sought off-site accommodation to which staff might be decanted with a view to creating new gallery and learning spaces and an expanded shop within the museum. To grow the Endowment Fund remains a key priority for long-term sustalnability with the immediate aim of raising the money that will enable us to fully realise the potential of the pledged £1.000.000 match-funding. At the end of 2023. we finalized plans for the new Schroder galleries on thè Lower Ground and First Floors as well as signing the contracts that set out the terms for the long-term loan of the Schroder Collection and for the funding of the project to create new galleries and an appropriate context on the LoV￿r Ground Floor. We were also preparing a further funding application to the Foyle Foundation to refurbish the toilets. enhance the security as required by the contract with the Schroder Collection, and to ¢￿ate a new display on the Lower Ground floor from the Holburne Collection. We recogntze the potential for the Schroder Colledion loan and new galleries to attract media attention and to raise the profile and status of the Holburne In general terms. There are longer-temi ambitions to brin9 more of the garden into public use and to better align our landscape with the climate emergency, setting out to create an environment that encourages biodiversity whilst engaging young people and families. We hope to comblne these ambltions with that to de-carbonise the current system of gas-powered boilers. Page 7 THE HOLBURNE MUSEUM TRUSTEE REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023 It Is widely recognized that, in recent years. the Holburne has changed Its approach and is now more playful in tone and more approachable for many. In large part, this is driven by the exhibition programme, and we plan to find ways of embedding this new approach in the pemianent presentalion of Ihe museum. Installing artlsl's Interventions in the hallway. for example. ielhinktng our interpretation. cteating envlronments In whlch Visitor5 feel able to relax. and introducing changes to Ihe garden. Rosponsibility for the accounts and financlal statements The Charities Act 2011 requires Ihe Ttustee to prepare financial slatements for each financial year Ihat provide a true and fair view of the state of affairs of the charity's financial activities during the year and of its financial position at Ihe end of Ihe year. In preparing Ihe financial statements, the Trustee is required to: Select suitable account*ng poticie5 and apply them consistenlly. Make judgements and estimates that are reasonable and prudent. State whether applicable accounting slandards have been followed. subject to any material departure5 disclosed and explained in Ihe fir*ncial statements. Prepare the financial statements on a going concern basis unless it Is inappropriate that the museum will continue operatlng. The Trustee is responsible for keeping proper accounting records which disclose with reason8ble accuracy the financial posltion al any time. and which ensure Ihat th8 financial statements comply with the applicable rules and regulations. It 15 also responslble for safeguarding Ihe assets of the tharlty and for thelr proper application under charity law, including taking reasonable Steps for the prevention and detection of fraud and other irreguiarftles. The Trustee is satisfied that the responsibilities set out above have been diSGharged and that these accounts have been prepared in accordance with the applicable accounting standards. save where stated in r￿Pect of donated heritage assets Audltors Bishop Flemlng have expressed their wlllingness to ¢ontlnue In offlce as auditors and a resolutlon proposlng their reappointment will be submitted to the forthcoming Annual General Meeting. Thanks The Directo￿ convey their sIn￿re thanks to all the stsff and volunteers who have provided their support to the Museum. without which it could not continue to honour and deliver its response to the charitable objectives laid down for it by its founder irl 1882. The Trustees. Report. incorporating a strategic report, was approved by order of the Board of Trustees, as the company directors. and signed on its behalf by: Edwa Chairman ayntun-coward Angela Gillibrand Treasurer Date: 161121 I02ii. THE HOLBURNE MUSEUM STATEMENT OF TRUSTEE RESPONSIBILITIES FOR THE YEAR ENDED 31 DECEMBER 2023 The Trustee is responsible for preparing the Trustee Report and the flnancial statements in accordance with applicable law and United Kingdom Accounting Standards {United Kingdom Generally Accepted Awountlng practi￿). The law applicable to charities in England & Wales requires the Trustee to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Group and the CharFty and of their incomlng resources and application of resources, including their income and expendilure, for that p&riod. In preparing these financial statements, the Trustee are required to- select suitable accounting polides and then apply them consistently; observe the methods and principles of the Charities SORP (FRS 102); make judgements and accounting estimates that are reasonable and prudenl,. stale whelher applicable UK Accounting Standards (FRS 102) have been followed. subject to any material departures disclosed and explalned in the financial statements-, prepare the financial statements on the going rnncern basis unless il is inappropriate to presume that the Group will contlnue in business. The Trustee is responsible for keeping adequate accounting records that are sufficient to show and explain the Group and the Charitys transactions and disclose with reasonable accuracy at any time the financial position of the Group and the Charity and enable them to ensure that the finanGial statements 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 Group and the Charty and hen￿ for tsking reasonable steps for the prevention and deteclion of fraud and other irregularities. Page 9 THE HOLBURNE MUSEUM INDEPENDENT AUDITORS. REPORT TO THE MEMBERS OF THE HOLBURNE MUSEUM OPINION We have audited the financial statements of The Holburne Museum (the'parènt ¢harity) and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Statement of Financlal Activitles, the Consolidated Balan￿ Sheet. the Charity Balance Sheet. the Consolidated Statement of Cash Flows and the related notes, includlng a summary of significant accounting policies. The financial reportin9 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 Accepled Accounting Pract1￿). In our opinion the financial statements: give a true and falr view of the state of the Group's and of the parent charitys affairs as at 31 December 2023 and of the Group's 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 Accounting Praclice; and have been prepared in accordance with the requirements of the Charities Act 2011. BASIS FOR OPINION We conducted our audit in accordance wlth Intemational Standards on Auditing (UK) (ISAS (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors. 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 United Kingdom, inGIuding the Financial Reporting Council's Ethical Siandard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We belleve that the audit evldence we have obtained is sufficient and appropriate to provide a basls for our opinion. CONCLUSIONS RELATING TO GOING CONCERN In auditing the financial statements. we have concluded that the Trustee's use of the golng concem basis of accounting in the preparation of the financial statements is appnjpriate. Based on the work we have performed. we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent charitls ability to continue a5 a going concern for a period of at least knelve months from when the financial slalements are authorised for issue. Our responsibilitles and the responsibllllies of the Trust88 Wlth respect to going conGern are described in the relevant sections of this report. OTHER INFORMATION The other information comprises the information included in the Annual Report other than the finandal slatements and our Audilors. Report thereon. The Trustee Is responsible for the other information contained within the Annual Report. Our oplnion an the financial statements does not cover the other information and, except to the extent otheNise expliGitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the olher information Is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be malerially misstated. If we identify such materlal Inconsistencies or apparent material misstatements. we are required to determlne whether this gives rise to a material misstatement In the financial statements themselves. If, based on th8 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. Page 10 THE HOLBURNE MVSEUM INDEPENDENT AUDITORS. REPORT TO THE MEMBERS OF THE HOLBURNE MUSEUM (CONTINUED) mA￿ERs ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION We have nothing to report in respect of the followlng matters where the Charities (Accounts and Reports) Regulations 2008 requires us to report to you If, In our opinion.. the information given in the Trustee Report ts inconsistent in any malerial respect with the financial Statements: or the parent Charity has not kept sufficient accounting records; or the parent Charity financial statements are not in agreement with the accounting records and relurns., or we have not received all the information and explanations we require for our audit. RESPONSIBILITIES OF TRUSTEES As explained more fully In the Trustee Responsibilities Statement. the Trustee is responslble for the preparation of the financial statements which give a true and fair view. and for such internal control as Ihe Trustee determines is necessary to enable the prepardtlon of financial statements that are free from material misstatement. whelher due to fraud or error. In preparing Ihe financial statements. the Trustee is responsible for assesslng the Group's and the parent charitys ability to continue as a going concem. discloslng. as applicable, matters related to going concem and using the going con￿rn basls of accounting unless the Trustee either Intends to Ilquldate the Group or the parent charity or to cease operations, or have no realisiic alternative but to do so. Page 11 THE HOLBURNE MUSEUM INDEPENDENT AUDITORS. REPORT TO THE MEMBERS OF THE HOLBURNE MUSEUM (CONTINUED) AUDITORS. RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS We have been appointecl as auditor under section 151 of the Charities Act 2011 and report In accordance wllh the Act and relevant regulations made or having effect thereunder. Our objectbves are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or e￿or, and to issue an Auditors, 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 ISA5 (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered malerial if. individually or in the aggregate, they could ￿asOnablY be expected to influence the economic deoisions of users taken on the basis of these financial statements. Irregularities. including fraud. are instances of non-compliance with laws and regulations. We design procedures in line with our responslbilities. oullined above, to detect material misslatemenls in respect of irregularlties, including fraud. The exlent to which our procedures are capable of detecting irregularities, including fraud is detailed below: We have considered the nature of the sector, control environment and financial Performan￿., We have considered the results of enquiries with management and the direGlions of the trustee company in relation to their own identificaiion and assessment of the risk of irregularities within the entity- We have reviewed the documentation of key processes and controls and performed walkthroughs of transactions to confirm that the systems are operating in line with documentation. and We have considered the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and potential indicators of fraud. As a result of these procedures. we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest area of risk to be in relation to revenue recognition, with a particular risk in relation to year-end cut off. In common with all audits under ISAS (UK) we are also required to perform specific procedures to respond to the risk of management override. We have also obtsined understsnding of the legal and regulatory frameworks that the Charity operates in. focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the Charities Act 2011. Charity SORP 2019, FRS 102 and the terms and conditions attaching to matertal grants received by the Charity. In addition. we consldered the provisions of other laws and regulations that do not have a direct effect on th8 financial staternents but compliance with which may be fundarnental to the Charltys abilEty to operate or avoid a material penalty- Thesa included data protection regulations, health and safely regulations and employment legislation. Our prO￿dureS to respond to risks Identified included the following.. Reviewing the financial statement disclosures and tssting to supporting documentation to assess compliance with provisions of relevant laws and regulations descrfbed as having a direct effect on the financial statements; Performlng analWlcal pro¢edur8S to identify unusual or unexpected relationships Ihat may Indicate risk$ of material mlsstatement due to fraud- Review of board mlnutes., Enquiring of management in relation to actual and potential claims and litigations: Performing detailed transactional testing in relation to the recognltion of revenue. specffically grants, with particular fo¢us around year-end cut off- and In addressing the risk of fraud through management override of ¢ontrols, testing the appiopriateness of Journal entries and other adjustm8nts. We also communicated identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with law5 and regulations throughout the audit. Page 12 THE HOLBURNE MUSEUM INDEPENDENT AUDITORS. REPORT TO THE MEMBERS OF THE HOLBURNE MUSEUM (CONTINUED) As a result of the inherent limttations of an audit, there is a risk that not all Irregularities, Including a material misstatement in the financial statements or non-compliance wlth laws and regulations. will not be detected by us. The risk Increase5 the further removed compliance with a law or regulation Is from the events and transactions reflected In the financial statements, given we will be less likely to be aware of it, or should Ihe irregularity occur as a result of fraud rather than a one off error, as this may involve intentional concealment. forgery, collusion, omission or misrepresentstion. A fvrther descrlptlon of our responsibilities for the audit of the finandal stalements is located on the Flnancial Reporting Council's website al.. www.frc.or -uklaudilorsres Auditors. Report. onsibilities. This descTiplion forms part of our USE OF OUR REPORT This report is made solely to the charitys Trustee, as a body. in accordance with Part 4 of the Charities (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charitys trustees those matters we are required to state to them in an Auditors. 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 trustee forour auditwork, for this report. or for the opinions we have formed. Bishop F eming LLP Chartered Accountants statutory Auditors 10 Temple Back Bristol BS16FL Date.. Bishop Fleming LLP are eligible to act as auditors in terms of section 1212 of the Companies Act 2006. Page 13 THE HOLBURNE MUSEUM CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES FOR THE YEAR ENDED 31 DECEMBER 2023 Unrestricted funds 2023 Restricted Endowment funds funds 2023 2023 Total funds 2023 Total funds 2022 Note Income and endowments from: Donations and legacies Charitable activities Other trading activities Investments Oiher income 651.882 448,301 305,037 6.043 207,910 373,012 250,000 1,274,894 448,301 305,037 6,043 207,910 1,111.131 417.129 356,800 1.394 Total income and endowments 1.619,173 373,012 250,000 2.242,185 1.886,454 Expenditure on: Raising funds Charitable activities 9.10 151.862 1.706.904 51,848 203,710 2,243,306 227.819 1.604.712 536.402 Total expenditure 1,858.766 536.402 51.848 2.447,016 1.832,531 Net {expenditure)fin¢om e before net gain51(losses) on Investments Net gainsl{losses) on investments Net movement In funds before other recognised gainsl(losses) (239,593) (163.390) 198,152 (204,831) 53.923 287,240 287.240 (370.239) (239.593) (163,390) 485,392 82,409 (316.316) other recognised gainsl(losses): Actuarial gains on deflned benefit pension schemes Net movement In funds 29 949,000 (239,593) (163,390) 485.392 82,409 632,684 Reconclliatlon of funds: Total funds brought forward 1.524,424 {239,5931 8,344,742 1163,390) 3,290,708 485.392 13,159,874 82,409 12,527.190 632,684 Net movement in funds Total funds carried forward 1,284,831 8.181.352 3,776,100 13,242,283 13.159.874 Page 14 THE HQLBURNE MUSEUM CONSOLIDATED BALANCE SHEET AS AT 310ECEMBER 2023 2023 2022 Note Flxed assets Tangible assets Heritage assets Investments 16 17 7,759,302 827.000 4.022,999 7.991,793 827,000 4,075.603 18 11609.301 12.894.396 Current assets Stocks Debtor5 Cash at bank and in hand 19 20 26.721 295,114 587.638 23.456 386.010 191,028 909A73 600.494 CreditOrs-. amounts" falling due within one year 21 (276.491) (335,016) Net ¢urrentassets 632,982 265,478 Total assets less current Ilabilities 13.242.283 13.159.874 Total net assets 13,242,283 13.159,874 Charlty funds Endowmenl funds kestricted funds: 3.776,100 3290.708 Development fund Heritage assets Special purposes funds: Revenue 22 7.182,847 827.000 171,505 7.359,079 827.1)00 158.663 Total restricted funds Unrestricted funds 22 22 8.181.352 1,284,831 8.344,742 1,524,424 Total fund5 13,242.283 13.159,874 Thé financial statements were approved and aulhorised for issue by'lhe Trustee and signed" on their behalf by-. Edward Bayntun