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2020-08-31-accounts

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:

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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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:

The membership of the Academic Board also includes the following members:

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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:

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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REPORT OF THE GOVERNORS (INCLUDING THE STRATEGIC REPORT) YEAR ENDED 31ST AUGUST 2020

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:

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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REPORT OF THE GOVERNORS (INCLUDING THE STRATEGIC REPORT) YEAR ENDED 31ST AUGUST 2020

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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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:

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:

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:

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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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

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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:

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.

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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:

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:

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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:

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:

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.

33

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.

34

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
35

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.

37