BCNO LIMITED
(A COMPANY LIMITED BY GUARANTEE
AND NOT HAVING A SHARE CAPITAL)
REPORT OF THE GOVERNORS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST AUGUST 2020
COMPANY NUMBER: 562119 CHARITY NUMBER: 312907
CONTENTS
BCNO LIMITED
| Page | |
|---|---|
| Statutory Information | 2 |
| Report of the Governors | 3-14 |
| Report of the Independent Auditors | 15 -17 |
| Statement of Financial Activities | 18 |
| Summary Income and Expenditure Account | 19 |
| Balance Sheet | 20 |
| Statement of Cash Flows | 21 |
| Notes to the Financial Statements | 22-36 |
BCNO LIMITED
STATUTORY INFORMATION
Also known as: British College of Osteopathic Medicine (BCOM) and British College of Naturopathy and Osteopathy (BCNO) Constitution: A company limited by guarantee, not having a share capital and governed by a Memorandum and Articles of Association Company Number: 562119 Charity Number: 312907 Governors: Ms P Christie Dr F R Heathcote CBE (Chair of the Board of Governors) MrK W Jager Mr H Kidd Mr M Mehta Mr M J Morgan MrJ A Newell Ms K O'Callaghan-Brown Dr A C Sautelle Dr K J Rolfe Ms D Hayes Ms TOgwezi Mrs Milton Dr. M Rajput-Ray (resigned September 2020) Principal: Dr K J Rolfe Company Secretary: Dr K J Rolfe Registered Office: Frazer House 6 Netherhall Gardens London NW3 5RR Bankers: National Westminster Bank Pie PO Box 7008 106 Finchley Road Hampstead London NW3 5JF Auditors: PKF Littlejohn LLP Chartered Accountants 15 Westferry Circus Canary Wharf London E14 4HD Solicitors: Mills & Reeve Botanic House 100 Hills Road Cambridge CB2 1PH Investment Managers: JM Finn & Co. 4 Coleman Street London EC2R 5TA
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REPORT OF THE GOVERNORS (INCLUDING THE STRATEGIC REPORT) YEAR ENDED 31ST AUGUST 2020
BCNO LIMITED
The Governors present their report together with Financial Statements for the Year Ended 31st August 2020. The following statements appear in the format required by the Statement of Recommended Practice for Accounting and Reporting by Charities {Charities SORP (FRS 102)). This report and accompanying statements also comply with the Companies Act 2006. BCNO Ltd has no share capital and is a registered charity with a limited guarantee of £5 per member. The governing document of BCNO Ltd is the Memorandum and Articles of Association of the company, reviewed in 2010, and members of the Board of Governors are the Directors of the company. The members of the Board of Governors are also the Trustees of BCNO Ltd.
a) Structure, Governance, and Management
The College is governed by the Board of Governors, which comprises of not less than twelve or more than twenty-four persons. Governors serve for between one and four years and may be re-elected. New members are recruited via the Nominations Committee according to expertise and experience to complement and balance those of the existing Governors. The Governors appoint the Chair and Officers from the membership. The Board convenes at least three times a year (there were three meetings during 2019/20) and considers reports, which are standing agenda items, from the Standing Committees that are comprised of:
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Finance & Administration Committee,
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Academic Board,
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Audit Committee,
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Nominations Committee,
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Remuneration Committee,
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Senior Management Group.
The Board also considers the general policy direction, Risk Assessment, and Strategic Plan. Each of the Standing Committees have their own Terms of Reference that are detailed in the document "Committee Structure of BCOM." Subcommittees of the Standing Committees are organised to support the function of the College in the various specialised areas of its function. The student body representatives and elected Staff Representative have an invitation to each Board meeting.
On appointment, each Governor is given an Induction Pack that includes:
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The Memorandum and Articles of Association,
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The College Mission Statement,
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The College Strategic Plan,
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The latest Annual Report and Audited Accounts,
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The Essential Trustee: What you need to know, what you need to do May 2018 Charity Commission
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Access to Handbooks in electronic form. Hard copies are available on request,
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BCOM Governance & Committee Structure document that includes Standing Committee Terms of Reference - latest version 2017,
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Board Meeting Dates for the relevant year,
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Expense Claim Forms,
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Declaration of Interest Form,
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Corporate Gift Declaration Form,
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A tour of the College facilities is organised together with induction with the Principal.
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REPORT OF THE GOVERNORS (INCLUDING THE STRATEGIC REPORT) YEAR ENDED 31ST AUGUST 2020
a) Structure, Governance, and Management (continued)
The Principal reports on the performance against Operational and Strategic Plans approved by the Governors, and the Chair of the Finance and Administration Committee reports on the financial position and budget aims. Management Accounts and Reports are produced every 4 months for the Board, monthly for the management team and each Finance & Administration Committee meeting.
Board of Governors (BOG) and Standing Committees
The members of the Board of Governors who held office during the year are listed on page 2. The Standing Committee membership details are shown in Figure 1, where the initials refer to the names on page 2.
Figure 1. Chart of the Governors membership of the Standing Committees
| Finance &Admin |
Academic Board |
SMG | Audit | Nominations | Remuneration | Ethics* | SMG Appraisal |
|
|---|---|---|---|---|---|---|---|---|
| Frequency | 3 | 2 | 12 | 2 | 1 | 1 | 1 | 1 |
| PC | ||||||||
| FRH | Chair | Chair | Chair | |||||
| KWJ | ||||||||
HK |
Chair | |||||||
| MM | Chair | |||||||
| MJM | Chair | |||||||
| JAN | ||||||||
| KO'B | ||||||||
| ACS | ||||||||
| DH | ||||||||
| SM | ||||||||
| TO | ||||||||
| KR | Chair | ~~**~~ | ~~**~~ | |||||
| MR-R |
Initials correspond to the names of Governors on page 2 *Ethics chaired by an external ** Except when KR salary is being reviewed, or KR is being appraised
The membership of the Finance & Administration Committee also includes the following employees:
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Mr P Fabbri Finance & Payroll Coordinator (resigned February 2020)
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• Mr P Eztaban Finance Manager (commenced July 2020)
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Ms J Sager Head of Clinic
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Ms A Hughes Registrar
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Mrs M Woodnick Head of Marketing & PR (commenced December 2020)
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• Mr E Luis Estates & Facilities Manager
The membership of the Academic Board also includes the following members:
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Dr A Saaid Head of Anatomy
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• Dre Green Librarian • Ms J Sager Head of Clinic • Ms A Hughes Registrar • Dr M Hines Head of Research
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Mr E Luis Estates & Facilities Manager
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• Mr J Cooper Student Union Representative
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REPORT OF THE GOVERNORS (INCLUDING THE STRATEGIC REPORT) YEAR ENDED 31ST AUGUST 2020
a) Structure, Governance, and Management (continued)
The members of the Standing Committees are nominated in accordance with the provisions of the Memorandum and Articles of Association, according to the Committee Structure of BCOM and their position within the College.
Risk Assessment and Register
The Governors are responsible for maintaining a sound system of internal control to safeguard the College's assets. The structures of internal control are designed to provide reasonable, but not absolute, assurance against material mis-statement or loss. The College has established an ongoing process for identifying, evaluating, and managing the College's key risks (see also below under Statement of Principal Accounting Policies - Risk Management Policy).
In particular, there are clear procedures for:
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monitoring of business risks, with key risks, identified and reported to the Governors,
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financial reporting, within a comprehensive financial planning and accounting framework,
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evaluating research projects with detailed ethical consideration, appraisal, authorisation, and postcompletion review.
The Board normally reviews the Risk Register within the guidelines of the Risk Management Policy and Procedures at each meeting and adjusts the potential impact as appropriate. Each element of risk is assessed at appropriate Board meetings, each quarter or each year, depending on the potential severity of impact and the cycle of events through the academic and financial year and according to the product of the likelihood of occurrence and the perceived impact on the charity. Each component is rated out of ten and the products are listed in descending order. The Governors are then in an appropriate position to judge the overall impact and therefore, the distribution of means and resources to offset the individual risk. The Board considers as a key theme, the minimisation of exposure to risk without becoming overly riskaverse which could result in an inability to develop along academic, clinical, research or infra-structural routes.
The Finance and Administration and the Audit Committees, on behalf of the Governors, review the effectiveness of the systems of internal controls operated by the College and of the financial planning, forecasting, and management. Historically sound financial planning, management and investment, freehold ownership of both Frazer and Lief Houses, and financial investments have enabled the College to withstand the challenging recent environment.
Management, Staffing, and Staff Development Activity
The role of planning and developing the management of staff falls to the Principal and the management team operating within the guidelines of the Board. The function of the College determines that the focus of the human resource will be academic and clinical, but together with the essential administrative support team to ensure efficient management and financial controls. The Principal, therefore, ensures that appropriately qualified and experienced academic staff are recruited and that they are supported by an equally well qualified and experienced support staff. The number and specific experience of the staff are determined by the requirement of the teaching (current Student Staff Ratio is 5:1) and administrative support mechanisms.
Staff members are a key asset to the College and, as such, are supported by the College to develop both as individuals and as employees of the College. The College organises staff development through the Staff Development Allocations Committee (SDAC) that reviews staff applications and Line Manager proposals. The SDAC committee considers the proposed applications regarding the College's need, the position of the staff member within the College, the full-time equivalence of their contract and the cost/benefit ratio of the proposal.
The Payroll Co-ordinator chairs SDAC, and individual Line Manager input is required for SDAC applications. During 2019/20, SDAC distributed more than £6,000 in direct funding for staff development.
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a) Structure, Governance, and Management (continued)
The Philo Trust generously supports part of the naturopathic work conducted at BCOM.
b) Governors Responsibilities
Nolan Principles
The Governors abide by the Nolan 'Seven Principles of Public Life'; Selflessness; Integrity; Objectivity; Accountability; Openness; Honesty, and Leadership, which are enshrined within the Charity Commission's code of good practice, a guiding principle of the College's function.
Academic and Professional Relationships
The College maintains academic and professional relationships with those institutions that respectively academically validate (University of Plymouth), regulate (Office for Students (OfS)), General Osteopathic Council (GOsC)), and accredit ( General Council & Register of Naturopaths (GCRN)) professional activity.
The University of Plymouth, the validating University, reviews the degrees on an Annual Monitoring basis as well as by a full revalidation review at the appropriate interval. The Annual Monitoring involves reporting to the University at the conclusion of each academic year on a Module by Module, Review of Performance, Student Progression, Student feedback and final degree outcome basis. The written reports include a comment on the External Examiners Reports and Self Evaluation of the various areas of College function. The College successfully complied with all of the Annual Monitoring requirements of the validating University during the academic year. Further, the Masters in Osteopathy was successfully revalidated in December 2015; following discussion with the University of Plymouth and external examiners in relation to over assessing the BCOM students and coming in line with Plymouth University module structure and regulations.
The professional bodies accredit the professional and clinical elements of the degrees. These are the statutory GOsC and the private GCRN. The GOsC requires Annual Reports and up to five years Recognised Qualification (RQ) review organised and processed through the Quality Assurance Agency (QAA) for higher education. The Review Report was approved in July 2018 as an "RQ without Conditions." This was the third time in succession that the College has received this result.
Following BCOMs registration with the OfS in 2018, the College underwent a Quality and Standards Review (QSR) in 2019. The report was received in January 2020, and BCOM appears compliant but with no confirmation from the OfS as yet.
c) Principal Activities and Achievements for the Year
Areas of Activity
The objectives of the College are to:
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Provide education and training for students of Naturopathy and Osteopathy,
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Provide clinics for patients requiring Naturopathic and Osteopathic treatment,
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Provide research facilities in the broad field of medicine particularly in the areas of Naturopathy and Osteopathy,
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Provide and disseminate information and educational literature to inform the public and potential patients of the philosophy and practice of Naturopathy and Osteopathy.
There has been no change in the objectives of the College.
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The pandemic of Covid-19 brought challenges with the college closing on the 19[th ] March. Teaching moved very quickly to online teaching, and the Clinic moved to "telemedicine" in April. Changes required in assessments due to the pandemic were approved by stakeholders, academic board validators and regulators. Summer clinic opened on time (13[th ] July} with the appropriate risk assessments, insurance checks and PPE.
The forthcoming leaving of the UK from the European Union will no doubt impact student recruitment with EU students being considered international and requiring a VISA; approximately a quarter of BCOM students are EU students. The regulator in the OfS has created a dramatic change within Higher Education. For BCOM to maintain its Tier 4 license, BCOM applied for registration with the OfS and was registered in 2018. BCOM underwent its QSR in December 2019 and await its outcome.
Public Benefit Statement 2019-20
The College places the provision of a quality teaching clinic at the core of its educational activities. Located at the same site in Hampstead, London NW3 since 1953, the College has strong links with the diverse residential and business population of Camden. The College's principal charitable functions are therefore twofold: firstly, the provision of high-standard, low-cost and/or free osteopathic and naturopathic healthcare to the population of London (and surrounding areas); secondly, degree-level osteopathic education for students from all backgrounds, the quality of which was again recognised in 2017 when the College was awarded a landmark "approval without conditions" recognition for the third successive time by the QAA review team..
With regard to charitable work within healthcare, the College cites the following activities: patients treated without a direct fee (those unable to pay via the Private Clinic); patients treated on low fees (compared to private practice); free Children's Clinic, well promoted to local schools and parents; publication and distribution of free health information on osteopathic and naturopathic healthcare. The College, through its students and tutors, also support a local homeless charity with treatments. Osteopathic and Naturopathic treatment includes dietetic and lifestyle advice as part of the patient empowerment component of the treatment strategies. With regard to charitable work within education, the College cites the following activities: running a Higher Education Institution with full-time students following a sophisticated schedule of learning and assessment; undertaking and dissemination of research by staff and students; publication of peer-reviewed articles; maintaining an academic library; bursary support for students; support for academic and teaching development of staff and a mentoring relationship with overseas institutions to develop the international presence of osteopathy.
The Governors declare that they have complied with the duty set out in Section 17 of the Charities Act 2011 to have due regard to Public Benefit Guidance published by the Charity Commission.
Academic and Professional
During the academic year the following numbers of students were recruited to and completed the corresponding year of the Masters in Osteopathy four year HEFCE funded course:
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| Year | A | B | C | D | E | F | G |
|---|---|---|---|---|---|---|---|
| 1 | 22 | 16 | 1 | 2 | 0 | 1 | 2 |
| 2 | 26 | 20 | 0 | 2 | 1 | 1 | 2 |
| 3 | 18 | 18 | 0 | 0 | 0 | 0 | 0 |
| 4 | 26 | 23 | 0 | 0 | 0 | 0 | 3 |
| Total | 92 | 77 | 1 | 4 | 1 | 2 | 7 |
Note due to the Covid-19 pandemic a number of students were awarded an extended referral
A = Number of students enrolled at the start of the year
B = Number of students completing and progressing to the subsequent year/graduating
C = Number of students who withdrew before the end of the year
D = number of students interrupting studies
E = Number of students re-sitting the year
F = Number of students referred in the year and did not to return
G= Number of students with extended referral
c) Principal Activities and Achievements for the Year (continued)
| Degree: | Number |
|---|---|
| Masters in Osteopathy (MOst)* | 23 |
| Bachelor of Osteopathic Medicine (BOstMed) | 1 |
| Bachelor of Science ordinary degree | 0 |
| Diploma in Naturopathy (4 years) confers GCRN registration eligibility | Number |
| Diplomates in Naturopathy | 24 |
*Three students have an extended referral, one due to maternity leave and not Covid-19.
The post-basic training BSc (Hons) Osteopathy Conversion degree enrolled one cohort:
Eight students commenced their studies under the University of Plymouth. The course started later in the academic year, and the student's outcome will not be determined until the 2020-2021 academic year.
Key Performance Indicators (KPl's)
The College annually monitors the progression of students by cohort and for the individual module; both are compared to previous cohorts over the last five years. Further, the College assesses the key performance indicators for each module for the validating University. The University of Plymouth has a KPI of 90% progression rate however as agreed by the external examiners, the clinical nature of the course makes this progression rate difficult to achieve particularly in year 1 (level 4).
Clinical
The Clinic has continued to fulfil its charitable objectives with a large percentage of patients either treated on a concessionary basis or free of charge. There has also been a continuation of our charitable provision, with an off-site massage service run by student volunteers at a local homeless day centre. The Clinic fees continue to be substantially below private fees; a small surcharge was added in July 2020 to cover the cost of PPE when the Clinic reopened after Covid lockdown. The Clinic closed on 19th March 2020 due to Covid and reopened on 13th July 2020 for face-to-face appointments. During lockdown, patients were offered free video appointments, and the Reception team undertook a series of care calls to our known vulnerable patients. There has been an adequate level of demand since we reopened, with almost all patients who attend choosing face-to-face appointments; video appointments remain an option for those who cannot or do not wish to attend in person. Measures to make the Clinic 'Covid-secure' have been expensive; the cost of PPE and increased cleaning has been significant, and the Clinic is only able to operate at 60% of usual capacity due to the need for increased cleaning/ventilation time etc. The Clinic
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BCNO LIMITED
has been working at no or significantly reduced capacity/demand for six months, and this is reflected in the patient numbers.
The following numbers of patients were treated at the Frazer House Clinic:
| New patients Returning patients Total |
Number 904 4631 5535 |
|---|---|
The College continued to efficiently support the clinical students, including guidance on research and selfdirected learning for the clinical years three and four projects and audit logs. The graduating cohort consisted of 26 students. An Integrated Viva replaced the FCCA along with the continuous clinical assessment (CCA) grading (as face-to-face assessments were not possible). Students must have completed an 80% attendance for the CCA result to be considered at the assessment board.
All 26 candidates were successful with one student who has been on maternity leave needing to complete her continuous clinical assessment in January 2021.
The College continues to run a private fee-paying clinic ('non-training' Clinic). This provides both osteopathy and soft tissue massage, although soft tissue massage was again not allowed during Lockdown-2. Graduate practitioners provide osteopathy treatments at £40/session. Soft tissue massage is provided by current students, with their massage insurance, on a self-employed basis. Massage sessions cost £45 for 1 hour and £25 for 30 mins; prices and times were amended when the Clinic reopened after Covid-19 to allow for increased costs due to PPE and a conservative approach to massage appointment length. The non-training Clinic has proved very successful.
Research
The College continued with the important activity of research over the 2019/20 academic year. The research facilities were used to support teaching activity as well as providing data for publications in research journals.
Members of the BCOM Research Team maintain memberships of learned societies, including the National Osteoporosis Society (NOS), and Royal Society of Medicine. These memberships were in part, supported by the College.
The research completed and presented in 2019/20 includes journal articles, and lay articles.
Leckennby, J., Chacon, M.A., Rolfe K.J. et al. Development of the interscutularis model as an outcome measure for facial nerve surgery. Annals of Anatomy 2019: 223: 127-135
Woollard, A. Lichtman, J.W., Rolfe, K.J. et al. Neuromuscular reinnervation efficacy using a YFP model. J Plast Reconstr Aesthet Surg 2020. In press.
Rolfe K.J. The role of osteopathy in musculoskeletal injury and health-related quality of life (EQ-50) in a teaching clinic. In preparation
Information Dissemination - The Website, Prospectus, and Clinic information
The website of the College performs diverse functions. It has a primary role in the publication of the activities of the College and as a source of information to prospective students and researchers and members of the public seeking Osteopathic and Naturopathic treatment support. The website was remodelled and updated to improve the ways in which the functions are achieved include:
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Dissemination of the activities of the College,
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Recruitment information for student and staff applicants,
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Course information for a variety of prospective students,
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Information regarding the clinics,
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Dissemination of the College research work,
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A mechanism for contact of key personnel within the College,
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A portal of entry to Osteonet, the Intranet system for students and staff.
The Clinic produces a series of information pamphlets and fliers that give brief, focussed information about the clinics offered by the College, as well as information about the more common clinical presentations and what the treatment might involve. These are seen as educational as well as informative and enable prospective patients the opportunity to preview their clinical experience. The Head of Research wrote or researched information for a number of publications or organisations.
The Head Librarian and staff send regular summaries of interesting articles to faculty and students.
Resources
The College maintains two linked freehold buildings of Frazer and Lief Houses as the centre of its operations in Hampstead in the London Borough of Camden. Lief House was in part rented to the NHS in November 2019 while maintaining a research laboratory and an air-conditioned practical room. Frazer House includes the 120 seat tiered lecture theatre, additional teaching space, the clinic facility, library, and recreational space and staff office space. The research laboratory was moved, and on the move, the new laboratory was refurbished. All areas of the College are interconnected via the server led computer system enabling efficient communication via email or telephone contact.
d) Strategic Planning
The past academic year set proposed targets for the year; some were planned developments, but a number were driven by the events of the preceding years and the need for stability within the academic structure. These, with the outcomes, included:
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1) Undertaking and completion of OfS registration.
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Awaiting a Prevent review (document submitted January 2019)
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Pending confirmation of QSR (December 2019)
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3) Continuation of College research studies and publication
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4) Running further Continuing Professional Development programmes for osteopaths
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5) Cement overseas relationships and help them develop osteopathic/naturopathic programmes and collaborative research.
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6) Collaboration with other osteopathic educational institutions
These projects are in addition to the continued high level of teaching clinic, research, and support activities routinely occurring at BCOM.
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e) Review of the Financial Position
Donations
The College has been fortunate to receive a number of bequests and donations over the years. There is, however, one Trust that has shown remarkable and consistent loyalty to the College over many years and has consistently donated funding. The Philo Trust who donated £8,000 during this financial year to the College. The College has been enormously grateful for their past support from the Philo Trust.
Fixed assets
Historically, the policy of the Governors has been to carefully manage the College's funds so that necessary expansion can be logically planned and funded from the College's resources. The accumulated assets of the College are considered sufficient to cover all commitments of the College. The current favourable interest rates make borrowing advantageous at present. The decision taken by the Governors was to borrow to finance the extension of Frazer House and to liquidate assets at more favourable rates to service the loan. In August 2013, the College obtained a working capital loan facility for £507,500 and drew £257,500 to fully repay the existing overdraft and settle the arrangement fee of £7,500. The remaining £250,000 was drawn down in 2013-14. The working loan was renegotiated in August 2018 and came into force in September 2018. The amount outstanding on both loans stood at £831,358 at 31 August 2020. The charges necessary to maintain this loan have been included in the budgeted costs for the forthcoming financial years. Due to the Covid-19 situation, the bank granted the College a Capital repayment holiday for 12 months from April 2020. Lief House was revalued, and part rented in November 2019 to the NHS.
Results
The financial statements reflect the importance placed by the Governors on sound financial planning and control.
Student fees, income from the Clinic, and related income from charitable activities totalled £1,214,302. Expenditure on charitable activities was £1,489,146. With the inclusion of donations and income from investments, BCOM ended the year with a net loss of £227,762.
There were a number of one-off large payments to fund future strategies these included the payment to the QAA for the QSR (approx. £15,000) and payments for the legal costs and the adaption of parts of Frazer House to become administrative areas to allow the renting of Lief House to the NHS. Further with Covid-19 there was additional expense with the PPE required to open the clinic in July and the deep cleaning of the buildings along with the loss of income with clinic closed for over 3 months.
Both Frazer House and Lief House are used for the principal objects of the College. The other main assets of the College are the investment portfolios, and the bank balances that the Governors regard as adequate to meet the College's plans and financial commitments for the foreseeable future. This policy has been reviewed in the short term due to prevailing market values (see Fixed Assets above).
In the opinion of the Governors, the financial statements comply with current statutory requirements and with the requirements of the College's Memorandum and Articles of Association.
f) Statement of Policies
Reserves policy
The College maintains a number of reserves. These are broadly split into:
Unrestricted funds
These funds are expendable at the discretion of the Governors and are used in the furtherance of the College's objects. The Governors have earmarked certain funds for specific projects or purposes, and these are described as designated funds.
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Restricted funds
The restricted funds were established because the College has received income which may only be spent in a certain way (restricted by the donor or terms of the appeal) or under certain conditions. These funds can only be expended according to the specific terms of the donor.
For a detailed description of the designated and restricted funds, see the principal accounting policies on pages 22 to 25 of the financial statements.
The College's policy on borrowing is to minimise the cost while maintaining the stability of the College's position by sound debt management techniques. Any surplus or deficit is dealt with by an appropriate transfer to or from other unrestricted funds.
Investment policy
The overriding principle guiding the investment of surplus cash balances is the preservation of the capital value of the College's resources. The objective for investment or lending purposes is to achieve the best possible return while minimising risk. The College's policy on borrowing is to minimise the cost while maintaining the stability of the College's position by sound debt management techniques.
The College has invested in a mixed portfolio with an investment institution, namely J.M.Finn & Co. The College receives monthly updates from J.M.Finn & Co and face to face meetings occur with representatives of the Board. No changes are made in the portfolios without consent from two nominated members of the Board. The College has a clear ethical focus and does not invest in Pharmaceutical, Armament, Coca Cola, Pepsi or Fast Food companies.
Risk management policy
The Governors are responsible for maintaining a sound system of internal control to safeguard the College's assets.
The systems of internal control are designed to provide reasonable, but not absolute, assurance against material misstatement or loss. The College has established an ongoing process for identifying, evaluating, and managing the College's key risks.
In particular, there are clear procedures for:
-
monitoring of business risks, with key risks, identified and reported to the Governors,
-
financial reporting, within a comprehensive financial planning and accounting framework,
-
evaluating research projects with detailed appraisal, authorisation, and post-completion review.
The Finance and Administration Committee, on behalf of the Governors, regularly review the effectiveness of the system of internal control operated by the College. The Governors review the Risk Management Policy and Procedures and resulting Risk Register at each Board meeting.
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Going concern position
The College has been in negotiation with the European School of Osteopathy (Osteopathic Education and Research Limited) to merge in the 2021 academic year. The Principals from both schools have been in discussion concerning the merger for a number of months and both Boards believe this merger will strengthen the position of both Institutions and osteopathic education more generally for current and future students. As set out in accounting policy 1(b}, the financial statements are prepared on a basis other than as a going concern.
The cash flow reports are presented to the Finance & Administration Committee, which has been assigned with the task of ensuring the sound management of the College's finances. The Committee reports its findings to the Board. Having followed this process and given the merger intentions reported above, the Board is satisfied with the College's Going Concern position.
Statement of Governors' responsibilities for the financial statements
The Governors (who are also directors of BCNO Limited for the purposes of company law) are responsible for preparing the Governors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Governors to prepare financial statements for each financial year. Under that law, the Governors have elected to prepare the financial statements in accordance with the United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the Governors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period.
In preparing these financial statements, the Governors are required to:
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select suitable accounting policies and then apply them consistently;
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observe the methods and principles in the Charities SORP;
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make judgments and accounting estimates that are reasonable and prudent;
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state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business.
The Governors are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
In so far as each of the Governors is aware:
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there is no relevant audit information of which the charitable company's auditor is unaware; and
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the Governors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.
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Liability of members
Each member has agreed to contribute an amount not exceeding £5 in the event of the charitable company being wound up. AXA Insurance has provided directors and officers liability with a limit of indemnity of £2,000,000, including costs.
Auditors
PKF Littlejohn LLP have been appointed as auditors in accordance with section 485 (4) of the Companies Act 2006.
On Behalf of the Board
Dr F R Heathcote Director
Date: 19[th] January 2021
14
REPORT OF THE INDEPENDENT AUDITORS YEAR ENDED 31 August 2020
BCNO LIMITED
Independent Auditor's Report to the members of BCNO Limited
Opinion
We have audited the financial statements of BCNO Limited (the 'charitable company') for the year ended 31 August 2020 which comprise the Statement of Financial Activities, incorporating an Income and Expenditure Account, the Summary Income and Expenditure Account, the Balance Sheet, the 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).
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.
In our opinion, the financial statements:
-
give a true and fair view of the state of the charitable company's affairs as at 31 August 2020 and of its incoming resources and application of resources for the year then ended;
-
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for 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 charitable company 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.
Emphasis of matter
We draw attention to note 1(b) of the financial statements, which explains that on 1[st ] December 2020 the Trustees voted to merge the college with European School of Osteopathy (Osteopathic Education and Research Limited) whose Trustees also voted in favour of the merger on 15[th ] December 2020. It is the intention of the colleges that the merger will be completed by 1[st ] September 2021.
As the company is intending to transfer all its trading activities assets and liabilities to a new legal entity within 12 months of these financial statements being approved, the company does not technically meet the criteria for preparing financial statements on a going concern basis and as a consequence these financial statements have been prepared on a basis other than as a going concern.
Our opinion is not modified in respect of this matter.
15
REPORT OF THE INDEPENDENT AUDITORS YEAR ENDED 31 August 2020
BCNO LIMITED
Independent Auditor's Report to the members of BCNO Limited (continued)
Other information
The other information comprises the information included in the Report of the Governors, other than the financial statements and our auditor's report thereon. The trustees are responsible for the other information. 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 the audit:
-
the information given in the trustees' report, which includes the directors' report and the strategic report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial statements; and
-
the strategic report and the directors' report included within the trustees' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the charitable company and its 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:
-
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
-
the financial statements are not in agreement with the accounting records and returns; or
-
certain disclosures of trustees' remuneration specified by law are not made; or
-
we have not received all the information and explanations we require for our audit.
16
REPORT OF THE INDEPENDENT AUDITORS YEAR ENDED 31 August 2020
BCNO LIMITED
Independent Auditor's Report to the members of BCNO Limited (continued)
Responsibilities of trustees
As explained more fully in the Governors' Responsibilities Statement, the Governors (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.
In preparing the financial statements, the trustees are responsible for assessing 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: http://www.frc.org.uklauditorsres ponsibilities. This description forms part of our auditor's report.
Eric Hindson (Senior Statutory Auditor) For and on behalf of PKF Littlejohn LLP Statutory Auditor
15 Westferry Circus Canary Wharf London E14 4HD
Date: 26[th] January 2021
17
BCNO LIMITED
STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING INCOME AND EXPENDITURE ACCOUNT) YEAR ENDED 31 August 2020
| Note Income and endowments from: Donations and legacies 2 Charitable activities 3 Investments 4 Other income 5 Total income and endowments Expenditure on: Investment management costs 6 Charitable activities 7,8 Total expenditure Net gains/(losses) on investments 15 Gains on investment property 14 Net income/ (expenditure) Transfers between funds Net movement in funds 21 Reconciliation of funds: Total funds brought forward 21 Total funds carried forward 21 |
Unrestricted funds 2020 Restricted funds Total 2019 Total £ £ £ £'000 8,000 8,000 6,000 1,214,302 1,214,302 1,543,589 1,352 1,352 1,869 39,902 39,902 45,943 |
|---|---|
| 1,255,556 8,000 1,263,556 1,597,401 600 600 600 1,489,146 1,489,146 1,698,783 |
|
| 1,489,746 1,489,746 1,699,383 (1,572) (1,572) (4,556) 2,001,137 |
|
| (235,762) 8,000 (227,762) 1,894,599 19,156 (19,156) |
|
| (216,606) (11,156) (227,762) 1,894,599 3,520,672 1,724,800 5,245,472 3,350,873 |
|
| 3,304,066 1,713,644 5,017,710 5,245,472 |
All income and expenditure derives from continuing activities.
The statement of financial activities includes all gains and losses recognised during the year .
The notes on pages 22 to 37 form part of these financial statements.
18
SUMMARY INCOME AND EXPENDITURE ACCOUNT YEAR ENDED 31 August 2020
BCNO LIMITED
| Note Income 2,3,5 (Losses)/ gains on investments 15,21 Gains on investment property 14 Interest and investment income 4 Gross income Expenditure Interest payable Depreciation and impairment charges Total expenditure Net (expenditure) / income |
2019 £ 2019 £ 1,262,204 1,595,532 (1,572) (4,556) 2,001,137 1,352 1,869 |
|---|---|
| 1,261,984 3,593,982 1,396,680 1,583,347 20,116 28,787 72,950 87,249 |
|
| 1,489,746 1,699,383 |
|
| (227,762) 1,894,599 |
The notes on pages 22 to 37 form part of these financial statements.
19
BALANCE SHEET AT 31 August 2020
BCNO LIMITED COMPANY REGISTRATION NUMBER: 562119
| Note Fixed assets Tangible assets 13 Investment Property 14 Investments 15 Current assets Debtors 16 Cash at bank and in hand Creditors: amounts falling due within one year 17 Net current (liabilities)/ assets Total assets less current liabilities Creditors: amounts falling due after more than one year 18 Net assets Charity Funds Restricted funds 21 Unrestricted funds 21 Total charity funds |
2020 £ 2019 £ 2,761,386 2,834,336 3,015,000 3,015,000 79,292 80,499 |
|---|---|
| 5,855,678 5,929,835 78,407 41,650 47,226 280,857 |
|
| 125,633 322,507 (963,601) (203,846) |
|
| (837,968) 118,661 |
|
| 5,017,710 6,048,496 (803,024) |
|
| 5,017,710 5,245,472 |
|
| 1,713,644 1,724,800 3,304,066 3,520,672 |
|
| 5,017,710 5,245,472 |
The financial statements were approved and authorised for issue by the Board on 19[th] January 2021
Signed on behalf of the board of trustees
Dr F R Heathcote Director
KJ RoLfe
Dr KJ Rolfe Director
The notes on pages 22 to 37 form part of these financial statements.
20
STATEMENT OF CASH FLOWS YEAR ENDED 31 August 2020
BCNO LIMITED COMPANY REGISTRATION NUMBER: 562119
| Note Cash flow from operating activities 23 Net cash flow provided by operating activities Cash flow from investing activities Interest received Listed investment income Interest payable Payments to acquire tangible fixed assets (Increase) in cash held for investments Net cash flow usedininvesting activities Cash flow from financing activities Repayment of long term loans Proceeds from long term loans Net cash flow used in financing activities Change in cash and cash equivalents in the year Cash and cash equivalents at 1 September Cash and cash equivalents at 31 August Cash and cash equivalents consists of: Cash at bank and in hand Cash and cash equivalents at 31 August |
2020 £ 2019 £ (183,164) (19,777) |
|---|---|
| (183,164) (19,777) |
|
| 388 799 964 1,070 (20,116) (28,787) (40,602) (364) (55) |
|
| (19,128) (67,575} |
|
| (31,339} (485,297) 440,000 |
|
| (31,339} (45,297} |
|
| (233,631) (132,649} 280,857 413,506 |
|
| 47,226 280,857 |
|
| 47,226 280,857 |
|
| 47,226 280,857 |
The notes on pages 22 to 37 form part of these financial statements.
21
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
1. Summary of significant accounting policies
(a) General information and basis of preparation
BCNO Limited is a registered Charitable Company Limited by Guarantee in the United Kingdom. The address of the registered office is given in the charity information on page 2 of these financial statements. The nature of the charity's operations and principal activities are to provide education, research and support in philosophy, science and clinical application of holistic osteopathy and naturopathy within the UK and throughout the international community.
The charity constitutes a public benefit entity as defined by FRS 102. 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) issued in October 2019, the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102), the Charities Act 2011, the Companies Act 2006 and UK Generally Accepted Practice as it applies from 1 January 2019.
The financial statements are prepared under the historical cost convention, modified to include certain items at fair value. The financial statements are prepared in sterling which is the functional currency of the charity.
The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.
(b) Going concern
As set out in note 25, on 1[st ] December 2020 the Trustees voted to merge the college with European School of Osteopathy (Osteopathic Education and Research Limited) whose Trustees also voted in favour of the merger on 15[th ] December 2020. It is the intention of the colleges that the merger will be completed by 1[st ] September 2021.
Under the current proposed terms of the merger a new legal entity will be formed and both colleges will transfer all trading activities, assets and liabilities at the transfer date into the new entity leaving the existing legal entities as dormant companies.
As the company is intending to transfer all its trading activities assets and liabilities to a new legal entity within 12 months of these financial statements being approved, the company does not technically meet the criteria for preparing financial statements on a going concern basis and as a consequence these financial statements have been prepared on a basis other than as a going concern. As part of the merger process the Trustees have considered financial forecasts and cashflows and are satisfied that the new merged entity will be financially robust and no creditor or third party will suffer financial loss as a result of the merger.
Under the terms of the current loan agreements the current finance facilities will fall due on the merger date and long term debt has been moved to current liabilities. Having had discussion with their finance providers about the merger the Trustees are satisfied that they will be able to replace the banking facilities with similar facilities in the new entity.
Although the Boards have voted to merge, there remains the possibility that the merger will not take place and the College will continue as a standalone entity for the foreseeable future. The Trustees have considered this possibility and produced budgets and forecasts if the merger were not to happen. Having fully considered this evidence the Board are satisfied that if the merger does not proceed the College has sufficient financial resources to continue as a going concern for the foreseeable future and at least 12 months from the date these financial statements have been approved.
22
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
1. Summary of significant accounting policies (continued)
(c) Funds
Unrestricted funds are available for use at the discretion of the trustees in furtherance of the general objectives of the charity and which have not been designated for other purposes.
Restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors or which have been raised by the charity for particular purposes. The cost of raising and administering such funds are charged against the specific fund. The aim and use of each restricted fund is set out in the notes to the financial statements.
(d) Income recognition
All incoming resources are included in the Statement of Financial Activities (SoFA) when the charity is legally entitled to the income, after any performance conditions have been met, when the amount can be measured reliably and when it is probable that the income will be received.
Income from tuition fees is recognised in the period to which it relates and includes all fees payable by students and funding bodies.
Clinic income relates to services provided within the period.
Income from donations or grants is recognised when there is evidence of entitlement to the gift, receipt is probable and its amount can be measured reliably.
Where there are conditions attached to the donation that require a level of performance before entitlement can be obtained, the income is deferred until those conditions are fully met or the fulfilment of those conditions is within the control of the charity and it is probable that they will be fulfilled.
Income from investments comprises dividends receivable during the accounting year from listed investments and interest receivable from bank deposits.
(e) Expenditure recognition
All expenditure is accounted for on an accruals basis. Expenditure is recognised where there is a legal or constructive obligation to make payments to third parties, it is probable that the settlement will be required and the amount of the obligation can be measured reliably. It is categorised under the following headings:
-
Expenditure on charitable activities includes all costs incurred in relation to the continued operations of the entity.
-
Investment costs consists of management fees relating to the investment holdings.
Irrecoverable VAT is charged as an expense against the activity for which expenditure arose.
(f) Support costs allocation
Support costs are those that assist the work of the charity but do not directly represent charitable activities and include office costs, governance costs, and professional costs. They are incurred directly in support of expenditure on the objects of the charity. Where support costs cannot be directly attributed to particular headings they have been allocated to cost of raising funds and expenditure on charitable activities on a basis consistent with proportion of staff time spent on each activity.
23
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
1. Summary of significant accounting policies (continued)
(g) Tangible fixed assets
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended. Where a tangible fixed asset is donated to the charity, cost is the trustees' best estimate of the value of the asset at that point in time.
As set out in note 25 the Company has agreed to enter into a merger on completion of which the assets of the Company would transfer into a new company. Under UK Generally Accepted Accounting Practice the fixed assets should be moved to current assets as they will be disposed of by the Company. The Trustees consider that this would be misleading as the fixed assets will continue to be used as fixed assets in the new entity and so have invoked the true and fair override and continue to show the Fixed Assets as such in the financial statements.
Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:
Freehold buildings 2% per annum straight line Freehold properties 2% per annum straight line Building improvements 2% per annum straight line Other 25% per annum straight line
(h) Investment Property
Property that is used for both operating and investment purposes is considered to be mixed use property. The fair value of such property is split between freehold and investment property based on the square footage used by the company and tenants.
The investment property is revalued annually on the basis of market value as defined in the Appraisal and Valuation Standards as issued by the Royal Institute of Chartered Surveyors.
No depreciation is charged on investment property.
(i) Investments
Publicly traded investments, or those where fair value can otherwise be measured reliably, are measured at fair value at each balance sheet date, with changes in fair value recognised in 'net gains / (losses) on investments' in the SoF A
Current asset investments are short term highly liquid investments and are held at fair value. These include cash on deposit and cash equivalents with a maturity of less than one year.
0) Debtors and creditors receivable / payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in expenditure .
(k) Loans and borrowings
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method.
24
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
1. Summary of significant accounting policies (continued)
(I) Impairment
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in the relevant expenditure heading in the SoFA.
(m) Provisions
Provisions are recognised when the charity has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated.
(n) Leases
Assets acquired under finance leases are capitalised and depreciated over the shorter of the lease term and the expected useful life of the asset. Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding lease liability using the effective interest method. The related obligations, net of future finance charges, are included in creditors.
Rentals payable and receivable under operating leases are charged to the SoFA on a straight line basis over the period of the lease.
(o) Foreign currency
Foreign currency transactions are initially recognised by applying to the foreign currency amount the spot exchange rate between the functional currency and the foreign currency at the date of the transaction.
Monetary assets and liabilities denominated in a foreign currency at the balance sheet date are translated using the closing rate.
(p) Employee benefits
When employees have rendered service to the charity, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.
(q) Tax
The charity is an exempt charity within the meaning of schedule 3 of the Charities Act 2011 and is considered to pass the tests set out in Paragraph 1 Schedule 6 of the Finance Act 2010. It therefore meets the definition of a charitable company for UK corporation tax purposes.
(r) Reserves
The funds have been set up by the Trustees for the following purposes:
Restricted funds
Frazer House
This represents the estimated value at 31 August 1996 of the gift of Frazer House. A transfer is made each year from the restricted fund to the general fund of an amount equivalent to the annual depreciation charge on the freehold buildings.
25
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
1. Summary of significant accounting policies (continued)
(r) Reserves (continued)
BNOA Research
This represents the un-expensed value of the gift received from the British Naturopathic and Osteopathic Association to be used for Research purposes by the College. Expenditure incurred to support projects that fulfil the research criteria of this fund is transferred from the restricted fund to the general fund.
Philo Fund
This represents the amount donated by the Philo Trust to be used for Naturopathy purposes by the College.
Capital Bids Fund
This represents the amount received from a capital bid awarded by the University of Plymouth for purchase of named items.
Designated unrestricted funds
Scholarship fund
Although this fund has already been fully utilised, the College continues to support students in need through their academic courses by offering bursaries.
26
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
| 2.Income from donations and legacies Philo Trust donation Bequests and other donations 3.Income from charitable activities Academic and professional services Clinical services All income derived from charitable activities related to general funds. 4.Income from investments Listed investments Bank deposits 5.Other income Insurance Income |
2020 £ 8,000 8,000 1,127,272 87,030 1,214,302 964 388 1,352 2019 £ 39,902 39,902 |
2019 £ 6,000 6,000 1,375,433 168,156 |
|---|---|---|
| 1,543,589 | ||
| 1,070 799 1,869 2019 £ 45,943 45,943 |
Other income consists of insurance income relating to the salaries of two members of staff on long term sick leave, one of whom resigned during the year.
6. Investment management costs
| 2020 | 2019 | |
|---|---|---|
| £000 | £000 | |
| Investment manager fees | 600 | 600 |
27
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
7. Analysis of expenditure on charitable activities
| Activities undertaken directly £000 Academic and professional services 400,561 Clinical services 205,371 Research 103,999 Marketing and advertisement 46,177 756,108 |
Support costs (note 8) £000 444,768 253,115 35,155 733,038 |
Total £000 845,329 458,486 139,154 46,177 |
|---|---|---|
| 1,489,146 |
£Nil (2019 - £3,379) of the above costs were attributable to restricted funds. £1,489,146 (2019 - £1,695,404} of the above costs were attributable to unrestricted funds.
8. Allocation of support costs
| Support cost Governance (see note 9) Finance and administration IT Property Catering Other support costs Total |
Academic Clinical Research 2020 2019 and services Total Total professional services £ £ £ £ £ 29,941 29,941 32,116 171,116 104,411 14,501 290,028 373,425 31,962 19,502 2,709 54,173 42,080 144,205 87,989 12,221 244,415 295,996 67,544 41,213 5,724 114,481 96,320 |
|---|---|
| 444,768 253,115 35,155 733,038 839,937 |
9. Governance costs
| 2020 £ Trustees' expenses 84 Auditor's remuneration 23,857 Company Secretary 6,000 29,941 |
2019 £ 746 25,370 6,000 32,116 |
|---|---|
28
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
10. Net expenditure for the year I period
Net expenditure is stated after charging
| Depreciation of tangible fixed assets Bad debt provision Auditor's remuneration (excluding VAT}: Audit fees Other services |
2020 £ 2019 £ 72,950 81,629 1,387 15,800 15,340 2,730 3,448 |
|---|---|
| 92,867 100,417 |
11. Trustees' and key management personnel remuneration and expenses
The Principal and staff Governors only receive remuneration in respect of services they provide undertaking the roles of Principal and staff and not in respect of their services as Governors.
Other Governors did not receive any payments, other than reimbursed expenses, from the College in respect of their role as Governors. The value of the Governors' remuneration received was as follows:
-
Mr M Mehta: £44,758 (2019: £45,350)
-
Dr K Rolfe: £71,693 - Principal (2019: £66,672)
During the year 1 Governor (2019: 3) has been reimbursed a total of £85 (2019: £548) for travelling expenses incurred attending meetings of the College.
There were no other related party transactions involving the Governors or Key Management.
12. Staff Costs and Employee Benefits
The average monthly number of employees and full time equivalent (FTE} during the year was as follows:
| The Average number of employees of the College during the year was: | 2020 | 2019 |
|---|---|---|
| Number | Number | |
| Full time | 10 | 12 |
| Fractional | 42 | 68 |
| 52 | 80 | |
| Full time equivalents | 18 | 26 |
29
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
12. Staff Costs and Employee Benefits (continued)
The total staff costs and employees benefits were as follows:
| 2020 £000 Wages and salaries 771,404 Social security 58,719 Other pension costs 49,388 879,511 |
2019 £000 859,577 65,279 55,393 |
|---|---|
| 980,249 |
There were no termination or redundancy payments in the year.
The number of employees who received total employee benefits (excluding employer pension costs of more than £60,000 is as follows:
| 2020 | 2018 | ||
|---|---|---|---|
| Number | Number | ||
| £60,001 | - £70,000 | 1 | |
| £70,001 | - £80,000 | 1 | |
| £80,001 | - £90,000 | ||
| 1 | 1 |
Pension contributions of £6,669 (2019: £6,598) were made by the charitable company during the year on behalf of higher paid employees
During the year Nil (2019: Nil) higher paid staff accrued benefits under the charitable company's defined contribution scheme.
30
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
13. Tangible fixed assets
| Cost or valuation: At 1 September 2019 Additions Write-offs Transfer to investment property At 31 August 2020 Depreciation: At 1 September 2019 Charge for the year Write-offs Transfer to investment property At 31 August 2020 Net book value: At 31 August 2020 At 31 August 2019 |
Land and buildings Frazer House £ 2,062,500 |
Land and buildings Lief House £ Building Improvements £ Furniture, Equipment and heating £ 436,592 1,835,926 554,125 |
Databases £ 52,931 |
Total £ 4,942,074 |
|---|---|---|---|---|
| 2,062,500 | 436,592 1,835,926 554,125 |
52,931 | 4,942,074 | |
| 371,259 18,563 |
98,638 1,063,509 521,401 3,929 36,719 13,739 |
52,931 | 2,107,738 72,950 |
|
| 389,822 | 102,567 1,100,228 535,140 |
52,931 | 2,180,688 | |
| 1,672,678 | 334,025 735,698 18,985 |
- | 2,761,386 | |
| 1,691,241 | 337,954 772,417 32,724 |
- | 2,834,336 |
The freehold property, Frazer House, 6 Netherhall Gardens, was valued by the Governors on an existing use basis at 31 August 1996 when this asset was donated to the charity. This valuation includes an estimated £928,000 in respect of the buildings that are being depreciated.
The freehold property, Lief House, 3 Sumpter Close, was originally purchased in September 1994 as a Leasehold. The company acquired the Freehold of this property in December 2008 for £100,000. This asset is stated at cost as at the balance sheet date. The cost includes an estimated £196,000 in respect of buildings which are being depreciated.
A professional valuation was undertaken in September 2018 and the property's market value was assessed at £4,020,000.
The Governors are satisfied that the net realisable values of the properties are at least as much as their net book amounts.
31
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
14. Investment Property
| At 1 September 2019 Revaluation of investment property Market value at 31 August 2020 Historical cost |
2020 Total £ 3,015,000 |
|---|---|
| 3,015,000 | |
| 589,400 |
Part of Lief House is rented out to a third party for the purpose of producing income for the charity. In accordance with accounting standards that element subject to rental is accounted for as an investment property.
The investment property was subject to an independent external valuation on 20 September 2018 on the basis of market value as defined in the Appraisal and Valuation Standards as issued by the Royal Institute of Chartered Surveyors. The last full valuation by an independent third party was undertaken at 20 September 2018 by Third Sector Property.
Having made appropriate enquiries of external experts the Board are satisfied that there is no material difference between the valuation as at 20 September 2018 and the 31 August 2020 year end.
Due to the charitable status of the company, no provision is required for deferred taxation arising from the revaluation gain.
15. Fixed asset investments
| Valuation At 1 September 2019 Net cash fund movements Net unrealised investment gain in the year Market value at 31 August 2020 Historical cost Investments at fair value compromise: Unit stock Cash within investment portfolio |
2020 Total £ 80,501 363 (1,572) |
2019 Total £ 84,586 469 (4,556) |
|---|---|---|
| 79,292 | 80,499 | |
| 53,502 74,355 4,937 79,292 |
53,502 | |
| 80,482 4,104 |
||
| 84,586 |
32
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
15. Fixed asset investments (continued)
Market value of investments held in individual entities as at 31 August 2020 which are over 5% of portfolio by value are:
| Description of investment Holding (number of shares) Royal Dutch Shell B Ord Eur 465 AXA Framlington UK Select opportunities ZI inc 13,569 Meridian Investment Management Ltd UK Smaller Cos 8,642 SVM Asset management continental European fund 3,001 Market value at 31 August 2020 |
Market value 4,943 19,024 24,535 21,653 |
|---|---|
| 70,155 |
The fair value of listed investments is determined by reference to the middle of the bid and offer price at the balance sheet date.
16. Debtors
Amounts falling due within one year:
| Amounts falling due within one year: 2020 £ Trade debtors 52,005 Bad debt provision Prepayments and accrued income 26,402 78,407 17. Creditors: amounts falling due within one year Bank loans and overdrafts 831,358 Trade creditors 37,251 Other tax and social security 8,721 Other creditors 67,551 Accruals and deferred income 18,720 963,601 |
2019 £ 13,312 28,338 |
|---|---|
| 41,650 | |
| 59,673 27,648 16,832 64,808 34,885 203,846 |
Bank loan terms of repayment, applicable interest rates and information on their security can be found in note 18.
Of the above loan balance of £831,358 at 31 August 2020, £415,761 relates to the development loan and £415,597 relates to the Z loan.
Details of leasing arrangements are provided in note 19.
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NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
BCNO LIMITED
18. Creditors: amounts falling due after more than one year
| Bank - Development loan Bank - Working capital loan Bank-Z loan Borrowings are repayable as follows: Within one year Between one and two years Between two and five years Later than five years Total repayable |
2020 £ 831,358 831,358 |
2019 £ 396,665 406,359 |
||
|---|---|---|---|---|
| 803,024 | ||||
| 59,673 62,240 530,966 209,817 |
||||
| 862,696 |
As described in Note 25, the loans have been reclassified as current liabilities at the balance sheet date.
Development Loan
The Development loan is secured by a fixed charge over Lief House. For details of the valuation of this property see note 13. The loan is repayable over the original term of 20 years to August 2028 and is subject to a rate of interest at 1.5% above the bank's base rate.
ZLoan
The security for this loan is the same as for the Development Loan explained above. Although the loan is repayable over 20 years and is subject to a rate of interest at 2.37% above the bank's base rate, the loan is committed for a five-year term which is due to be renewed in August 2023.
19.Leases
Operating leases - lessee
Total future minimum lease payments under non-cancellable operating leases are as follows:
| 2020 | 2019 | |
|---|---|---|
| £ | £ | |
| Not later than one year | 1,887 | 721 |
| Between two and five years | 5,190 | |
| Later than five years | ||
| 7,077 | 721 |
Operating leases include three separate leases for the provision of Photocopiers, lease for a Computer and Franking. The entity does not have any finance leases.
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BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
20. Contingent liabilities/assets
There were no contingent liabilities or assets at 31 August 2020 or at 31 August 2019.
21. Fund reconciliation
Unrestricted funds
| Balance at | Income | Expenditure | Transfers | Gains/ | Balance at | ||
|---|---|---|---|---|---|---|---|
| 1 | September | (losses) | 31 August | ||||
| 2018 | 2019 | ||||||
| £ | £ | £ | £ | £ | £ | ||
| Unrestricted | 1,619,146 | 1,581,793 | (1,696,004) | 19,156 | 1,996,581 | 3,520,672 |
Unrestricted funds
| Balance at Income Expenditure 1 September 2019 £ £ £. Unrestricted 3,520,672 1,255,556 (1,489,746) |
Transfers Gains/ (losses) £ £ 19,156 (1,572} |
Balance at 31 August 2020 £ 3,304,066 |
|---|---|---|
| Restricted funds Balance at Income Expenditure 1 September 2018 £ £ £ Frazer House 1,709,209 Philo Fund 1,620 6,000 BNOA 8,267 (3,379) Capital Bids 12,631 9,608 Total 1,731,727 15,608 (3,379} Restricted funds Balance at Income Expenditure 1 September 2019 £ £ £ Frazer House 1,690,053 Philo Fund 7,620 8,000 BNOA 4,888 Capital Bids 22,239 Total 1,724,800 8,000 |
Transfers Gains/ (losses) £ £ (19,156} {19,156} Transfers Gains/ (losses) £ £ {19,156) {19,156) |
Balance at 31 August 2019 £ 1,690,053 7,620 4,888 22,239 |
| 1,724,800 | ||
| Balance at 31 August 2020 £ 1,670,897 15,620 4,888 22,239 |
||
| 1,713,644 |
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BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
21. Fund reconciliation (continued)
Fund descriptions
See Accounting policy 1.q) for a breakdown of the detail of the restricted funds and their respective uses. The capital fund is restricted fund for specified items awarded by the University of Plymouth.
The transfer of £19,156 from restricted fund to general represents the depreciation incurred on Frazer House.
22. Analysis of net assets between funds
Year to 31 August 2019
| Fixed assets Investment Property Fixed investments Net current assets Long-term liabilities Total Year to 31 August Fixed assets Investment Property Fixed investments Net current assets Long-term liabilities Total |
Fixed assets Investment Property Fixed investments Net current assets Long-term liabilities Total Year to 31 August Fixed assets Investment Property Fixed investments Net current assets Long-term liabilities Total |
Unrestricted Funds Restricted Fund Restricted fund Restricted fund £ Philo £ BNOA£ BNOA£ 1,144,283 3,015,000 80,499 83,914 7,620 22,239 4,888 (803,024) 3,520,672 7,620 22,239 4,888 2020 Unrestricted Funds Restricted Fund Restricted fund Restricted fund £ Philo £ BNOA£ BNOA£ 1,090,489 3,015,000 79,292 (880,715) 15,620 22,239 4,888 3,304,066 15,620 22,239 4,888 |
Restricted Fund- 2019 Total Frazer House £ £ 1,690,053 2,834,336 3,015,000 80,499 118,661 (803,024) |
|
|---|---|---|---|---|
| 1,690,053 5,245,472 Restricted Fund- 2020 Total Frazer House £ £ 1,670,897 2,761,386 3,015,000 79,292 (837,968) |
||||
| 1,670,897 5,017,710 |
Year to 31 August 2020
36
BCNO LIMITED
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 31 August 2020
23. Reconciliation of net income to net cash flow from operating activities
| Net (expenditure)/ net income for the year Dividends, interest and rents from investments Interest payable Interest received Depreciation and impairment of tangible fixed assets Losses on investments Gain on investment property (Increase) /Decrease in debtors (Decrease) in creditors Net cash flow from operating activities |
2020 £ 2019 £ (227,762) 1,894,599 (964) (1,070) 20,116 28,787 (388) (799) 72,949 87,245 1,572 4,556 (2,001,137) (36,757) 9,927 (11,930) (41,885) |
|---|---|
| (183,164) (19,777) |
24. Financial commitments
The college has no financial commitments at the year end.
25. Events after the end of the period
On 1[st ] December 2020 the Trustees voted to merge the college with European School of Osteopathy (Osteopathic Education and Research Limited) whose Trustees also voted in favour of the merger on 15[th ] December 2020. It is the intention of the colleges that the merger will be completed by 1[st ] September 2021.
Under the current proposed terms of the merger a new legal entity will be formed and both colleges will transfer all trading activities, assets and liabilities at the transfer date into the new entity leaving the existing legal entities as dormant companies.
As the company is intending to transfer all its trading activities assets and liabilities to a new legal entity within 12 months of these financial statements being approved, the company does not technically meet the criteria for preparing financial statements on a going concern basis and as a consequence these financial statements have been prepared on a basis other than as a going concern. The intention and plans for the merger is to create a new, stronger college delivering courses of the highest quality to its students. As part of the merger process the Trustees have considered financial forecasts and cashflows and are satisfied that the new merged entity will be financially robust and no creditor or third party will suffer financial loss as a result of the merger.
Under the tenns of the current loan agreements the current finance facilities will fall due on the merger date and long term debt has been moved to current liabilities. Having had discussion with their finance providers about the merger the Trustees are satisfied that they will be able to replace the banking facilities with similar facilities in the new entity.
26. Related party transactions and ex gratia payments
There are no related party transactions or ex gratia payments during the period, beyond those stated in Note 11 relating to Governor's expenses/ salaries (2018: £ nil).
27. Financial instruments
The charity holds a number of financial assets (for example investments, debtors and cash) and financial liabilities (for example creditors) which meet the definition of basic financial instruments under the FRS 102 SORP. Details of the measurement bases, accounting policies and carrying values for these financial assets and liabilities are disclosed in the notes above. The charity does not hold any derivative financial instruments as of 31 August 2020.
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