2021-11-30-accounts

Registered Charity Number: 511868 Company number: 01568571 Three Counties Agricultural Society (a company limited by guarantee) Annual Report and Financial Statements For the year ended 30 November 2021

THREE COUNTIES AGRICULTURAL SOCIETY REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 Contents Page Annual Report of the Trustogs Independent Auditor's Report 12-15 Consolidated Statement of Financial Activities Charity and Consolidated Balance Sheets 17 Consolidated Cashflow Statement 18 Notes to the Financial Statements 19-36

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES FOR THE YEAR ENDED 30 NOVEMBER 2021 THE 80ARD The Board ofTrLJStees {who are the trustees of the Society forthe purposes of charity law and the directors of the company for the purposes of company lawl of the Three Counties Agricultural Society I'lhe Society") present their annual report for the year ended 30 November 2021 prepared in accordance with section 415A of the Companies Act 2006 relating lo small entities, and the Charities Act 2011, together with the audited financial slalements for that year. REFERENCE AND ADMINISTRATIVE DETAILS The Three Counties Agricultural Society is a registered Charity (No. 5118681 and a company {No. 015685711 limited by membership guarantee. Its principal address and registered office is shown on page The members of the Board of Trustees, which includes the present Iruslees, and any past trustees who served during the year. are given on page 9, together with the name ofthe Chief Executive. The President and Vice-Presidents and external advisers of the Society are as sel out on pages 9 to 11. STRUCTURE, GOVERNANCE AND MANAGEMENT The Society is governed by ils Memorandum adopted on 12 May 1981 and last amended on 30 May 2008 and Articles of Association adopted on 28 October 1992 and last amended on 24 November 2005. Under the amended Article5 of Association adopted on 24 November 2005, the number of trustees is maximum of twelve and the number of Council members a maximum of forty-five. The Board is responsible for the overall governance of the Society. Trustees are either elected or co-opted and the lolal number of Iruslees may not exceed twelve. Nine trustees are elected directly by Council and three may be co-opted by the Board of Trustees. Elected Iruslees may remain in office for three years bul may not serve more than three consecutive full terms. Co-opted Iruslees are appointed by the Board of Trustees and may serve for up to iwo terms of three years or on other terms determined by the Board al the time of their co-option. Effective partnership between trustees and staff continues to contribute significantly lo our success. To increase the effectiveness of the Iruslees, roles and responsibilities, each has portfolio interests which require an understanding and a responsibility for specific aspects of the Society's work. Trustees are required lo meet al least five limes a year. Apart from the AGM, these meetings include four Board meetings where trustees review strategy and operalionallinvestmenl performance and set operating plans and budgets. New Iruslees receive an information pack containing everything they need to know about the Society and ils work for effective and informed decision-making, and trustee training sessions are held whenever a requirement is identified. Additional strategic reviews are held as and when needed for any other purpose. Key Management Personnel for the Society are outlined on page 10. Remuneration is set by the Remuneration Committee, which is appointed by the Board of Trustees. The Remuneration Committee meets annually and includes the Chairman of the Board of Trustees, Chairman of Council, and a County Director. Its role is lo approve staff bonuses and remuneration for the forthcoming year, with the objective of encouraging enhanced performance and rewarding fairly and responsibly individual contributions lo the charity's success. The Board delegates the exercise of certain powers in connection with the management and administration of the Society as set out below. This is controlled by requiring regular reporting back to the Board so that all decisions made under delegated powers can be ratified by the full Board in due course. RISK AND AUDIT REVIEW COMMITTEE The Risk and Audit Review Committee is a commillee of the Council whose purpose is to advise the Board on risk management and internal control and act as an independent review mechanism for the preparation and audit of the annual financial slatemènls. The committee is formed Df fwe individua19, al least of whom shall be Council members and all ofwhom will be independent oflhe Board ofTrLJStees. One of these shall be Chairman of the committee.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 The committee has introduced a formal risk management process lo assess business risks and implement risk management slralegies. This has involved identifying the types of risks the Society fa￿$. priorilising them in terms of potential impact and likelihood of occurrence, and identifying means of miligaling the risks. As part of this process the committee has reviewed the adequacy of the Society's current internal controls and the costs of operating particular controls relative to the benefits obtained. Procedures have been established for reporting failings immediately lo appropriate levels of management and to the Board of Trustees. The Board confirms that the major risks lo which the Society is exF)osed, as identified by the committee, have been reviewed and systems have been established lo miligale those risks. CHIEF EXECUTIVE The Chief Executive is responsible for the day-to-day management of the Society'g affairs and for implementing policies agreed by the Board of Trustees. The Chief Executive is assisted by a team of senior managers. GROUP STRUCTURE The Society has a wholly owned subsidiary, T.C.A. Trading Limited. The subsidiary carries out trading activities lo raise funds for donating to the Society under Gift Aid, and during the fi'nancial year made an operating profil of £186k12020.' £5kl 811 of which has been donated lo the Society under gift aid rules. STATEMENT OF TRUSTEES. RESPONSIBILITIES AND CORPORATE GOVERNANCE The Iruslees (who are also directors for the purposes of company lawl are responsible for preparing the Trustees, Annual Report and the financial slalements in accordance with applicable law and United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Stsndardsl. Company law reqLJires the trustees lo prepare financial statements for each financial year. Under company law the trustees must not 2pprove the financial statements unless they are satisfied that they give a true and fair view ofthe slate of affairs ofthe charitable company and the group and of the incoming resources and application of resources, including the income and expenditure. of the charitable companylgroup for that period. In preparing these linancial st8lements, the Iruslees are required to.. select suitable accounting policies and then apply them Gonsislenlly", obseNe the methods and principles in the Charities SORP., make judgments and estimates that are reasonable and prudent., slate whether applicable UK accounting standards have been followed. subject lo any material departures disclosed and explained in the financial stalemenls,. and prepare the financial slalemenls on the going concem basis unless it is inappropriate lo presume that the charitable company will continue in business. The trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company's transactions, disclose with reasonable accuracy at any lime the financial position of the charitsble company and enable them lo ensure that the financial slalemenls comply with the Companies Act 2006 and the provisions of the charity's constitution. They are also responsible for safeguarding the assets of the charity and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. So far as each of the Iruslees is aware at the lime the report is approved.. there is no relevant audit information of which the auditor is unaware. and the Iruslees have taken all steps that they ought lo have taken lo make themselves aware of any relevant audit information and lo establish that the auditor is aware of that information.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 CORPORATE GOVERNANCE During 2019 Three Counties Agricultural Society was subject to a ￿VIeW of ils govemance structure by Crowe U.K. The Society's Council subsequently voted to accept the overall recommendations of the review in principle after certain amendments in May 2022. Internal controls over all forms of commitment and expenditure continue lo be refined lo improve efficiency. Processes are in place lo ensure that performance is monitored, and that appropriate management information is prepared and reviewed regularly by both the executive management and the Board. The system5 of internal control are designed lo provide reasonable bul not absolute assurance against material misstatement or loss. They include.. a strategic plan and annual budget approved by the trustees.. regular consideration by the Iruslees of financial results, variances from budgets, non-financial performance indicators and benchmarking reviews., delegation of day-lo-day management authority and segregation of duties,. and identif￿CaI10n and management of risks. OBJECTS, OBJECTIVES AND PRINCIPAL ACTIVITIES OF THE SOCIETY The Memorandum of Association reflects the activities of the Society and incorporates the Charity Commission's GD1 model clause on Iruslees, benefits. The following is an extract from the Sooely s Memorandum of Association.. "The Society's primary object is to promote agriculture, horticulture, arboricullure, apiculture, forestry, rur21 crafts and skills and conservation for the public benefit,. and in particular, bul not exclusively, by.. holding demonslralions of modern agricultural methods and processes., holding shows for the exhibition of agriculture, livestock, pou51ry, animal husbandry, farm and horticultural produce and forestry, and for the demonstration of agricultural and horticultural methods and processes. rural crafts and skills, machinery, vehicles, domestic goods, implements, tools and appliances, animal feed stuffs, fertilisefs, seeds. and other items appertaining or ancillary lo agriculture, horticulture, or any allied industry. Each year the Society sets objectives which not only address the strategic objectives contained in the Memorandum but include laclical and operational obje¢lives. The obje¢live5 for 2021, the Society's achievements against those objectives and the objectives for 2022 are discussed under the heading of Achievements and Performan￿, sel out below. Our vision is to be the regional centre within the Three Counties dedicated lo the promotion of agriculture. horticulture. and arboricullure through public and trade shows and through direcvindirecl education programmes. PUBLIC BENEFIT As a charitable Irusl, the Society seeks to benefit the public through ils slated aims whi¢h are shown in the Objects. ObjeGtives and Principal Activities of the Society section of this report. In furtherance of these aims the directors, as charity trustees, have complied with the duly in Section 17 of the Charities Act 2011 to have due regard lo the Charity Commission's published genefftl and relevant subseclor guidance concerning the operation of the Public Benefit requirement under the Act. GRANT-MAKING The RHS Malvern Joint Show Committee makes annual grant awards lo show garden designers which are a key feature of the RHS Malvern Spring Festival. The show gardens promote horticulture and arboricullure and themes in recent years have been linked lo conservation. The Society also awards educational bursaries in accordan￿ with its charitable objectives.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 Decisions regarding grant awards and bursaries are made in advance bul are not communlcaled or commilled until the financial period they relate lo, and payments are only made when achievements and performance targets are mel. Due to the cancellation of the RHS Malvem Spring Festival in both 2020 and 2021, grant awards paid out in 2020 were deemed lo be mel over the years. ACHIEVEMENTS AND PERFORMANCE For the second successive year Covid-19 has impacted on our Society's performance. Two of our three major shows were cancelled, the RHS Malvern Spring Festival and the Royal Three Counties Show resulting in a huge loss of potential revenue. 11 is these shows in particular, plus CountryTaslic, thai provide the platform for delivery of our charitable objectives. Furthermore. many lellings were also cancelled for the same reason adding lo the challenge. The Society's focus for the year was to control and manage ils resources as effectively as possible in order lo protect reserves and maintaln ils profile ready for when Government reslriclions are removed. The specific objectives which the Society sets itself for the year are shown below along with an assessment of performance against those objectives.. OBJECTIVES FOR 2021 1. Secure the future of Three Countles Agricultural Society by mitigatlng against potential rlsk The Society benefits from a very strong and active Risk and Audit Review Committee which functions independent of the Board of Trustees and has power to scrulinise decisions and provide special support to the Chief Executive. This committee has been invaluable in steering the Society through the impact of Covid-19. 2. Always ensure posrtive cash flow Due lo the events cancelled by Covid-19 and associated wrile-offs, positive cashflow was unable to be maintained throughout the year however. through Careful management of its reserves, the Society was always able lo ensure that there were no cashflow issues. For 2021 nel cash outflow from operating activities was {£187kl (2Q20 net cash ir3flow was £190kJ and EBITDA learnings before interest, lax, depreciation, and amortisalionl was1£188kl (2Q20 was (£805kJ). Brought forward cash reseNes, which were boosted by the Coronavirus Btjsiness Interruption Loan ICBILI in 2020, enabled the Society lo maintain a strong cash position at the year-end. A highly successful end lo the year in staging Malvern Autumn Show, which was extended by an additional day, added lo the overall position. and the year finished stronger than 8nti¢ipaled. 3. Stage high quality. profitable shows which deliver the Soclety's charltable objectlves whilst promoting Brltish agriculture, horticulture, equine, and the rural economy. Two of the Society's three most major shows plus the CounlryTaslic event, which pmvlde the platform to deliver this objective, were cancelled due lo the Coronavirus. The Malvern Autumn Show, always a family favourile was able lo run due to being held in September, and this pioduced the biggest allendance since ils formation some 26 years ago. 4. Re-model the Royal Three Counties Show to create a pure livestock and equine show of high quallty which malntains the reputation of the Three Counties Agricultural Society. Due lo the uncertainly of regulations being imposed by Covid-19, a new formal of Royal Three Counties Show was planned based on livestock being the predominant focus. For the second year in succession the show was Can￿lled due lo Intelligen￿ from the regulatory services indicating further government restrictions on major events.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 5. Progress new business opportunltles and promote the showground as a venue for hlre. During the second part of the year with restrictions lifting, Ihird-paty event bookings soared due lo penl- up demand. The Society also staged a number of smaller shows lo comply with the regulations for reduced allendance and events. A successful equine show and food fair proved very popular and produced some welcomed financial return. Camping on a new scale for the Society also proved popular and will form part of the regular calendar. 6. In line with the'objects, of the Society run an education and bursary programme of which the Society can be proud. For a major part of the year staff were furloughed and shows cancelled meaning that the education programme was postponed. The Joe Henson Bursary did continue and received a number of attractive applications. 7. Maintain the appearance and standard of the showground through a planned malntenance programme. Despite Society and Ihird-party events being cancelled and many staff being placed on furlough. il was essential lo maintain the showground al a good standard in preparation for Covid-19 subsiding and large gathering events being permilled, which they We￿ late in the year. A core number ofeslate staff remained working lo ensure maintenance was upheld. 8. Retain a quality staffing compllment capable of dolivering activities to a high standard. As experienced by many companies during pandemic limes, several staff decided to seek other employment opportunities. Vvhilst the preference would have been not to lose a number of these staff an effective recruitment programme has resulted in a strong workforce ready for a new challenge. 9. Develop good relationships wlth all stakeholders. The Sctiely's web811e always provides a good flow of information and has proved essential in these challenging times. We are extremely grateful to Worcestershire Regulatory Services for their assistance in helping us through the difficult times caused by the pandemic. 10. Expand the Society's knowledge and good practices relating to the envlronment and sustainability. Our plans were deferred due lo the pandemio, but the Society did maintain its ISO 14001 accredilalion.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES (CONTINUED} FOR THE YEAR ENDED 30 NOVEMBER 2021 OBJECTIVES FOR 2022 The objectives for 2022, together with the strategies to achieve those objectives, are set out below.. stage the Royal Three Counties Show and re-eslablish ils reputation as one of the UK'S best agricultural shows with emphasis on livestock and as an enjoyable 'family day out,. Deliver the charitable objectives of the Society by promoting British agriculture, horticulture, equine, and rural affairs through the staging of high-quality shows. Identify and miligale against potential risk which may adversely affect the Society. Maintain positive cash flow. Progress new business opportunities. Operate an education and bursary programme in line with the Society's charitable objectives. Through recruitment and training develop a staffing structure capable of delivering the objectives of the Society. Maintain the good appearance of the showground. Develop and maintain good relations with stakeholders. Explore options and practices for sustainability. STRATEGIES FOR ACHIEVING OBJECTIVES The objectives will be developed through the use of the following slralegies.. A. The Society's shows shoukl provide best practice in agriculture, horticulture. equestrianism, silvicullure, the countryside, and the rural economy and provide the platform for achieving our charitable objectives., B. Commerciality opportunities will be realised through attendan￿ al shows, sponsorship, venue hire, membership, and other related income streams., C. An effective Education Strategy lead by the Education Committee will focus our delivery of agricultural and horticullurally based education programmes., D. A focus on maintaining showground standards will be achieved using agreed maintenance and capital development budgets.. E. Communications with stakeholders, including the local community will continue through an effective flow of information and engagement.. F. Staff are key lo delivering the Society's objectives. Good practice regarding the recruitment, training, communication, and management of staff will maintain a motivated team., G. Consider overhead costs, identify new events, and progress the development of the L2ngdale Woods Project., H. Progress a sustainability programme for the Sh()wground.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 FINANCIAL REVIEW AND RESULTS FOR THE YEAR Traditionally the main source of funding for the Society is ticket income from agricultural and horticultural shows. Due to the ongoing Covid-19 pandemic, two of the Society's three main shows were cancelled in 2021 and all a(tvance tickets for these shows were either refunded in full or transferred to the following yeals equivalent event dales. The Malvern Autumn Show went ahead in a new three-day formal which proved suC￿8SfUl, along with live smaller shows which generated total lickel Income of £841 k12020.' £115kl making up 24.90/012020.. 7. 60/0) of total income. During 2021 Government grant funding under the Coronavirus Job Retention Scheme and other Discretionary Grant awards from Government received in the year was £288k (2020.. £457kJ The Slalement of Financial Activities ISOFAI, set out on page 16, shows that total incoming resources increased by 121.70/010 £3.378k. Expenditure on charitable activities increased by 2.2¥0 10 £2, 103k whilst total resources expended amounted lo £3,861 k12020.' £2,668k} resulting in a net loss for the year before gainslllossesl on investments of £483k 12020." Loss of £1,145kl. This resulted in total funds carried forward decreasing by £355k lo £4,508k12020.. decreasing by £1, 143k to £4.863k}. T.C.A. Trading Limited The wholly-owned trading subsidiary experienced a reslricled start to the year in terms of dales when the showground could open. Inevitably with four of the first five months of the calendar unavailable due to a national lockdown there were fewer events in total compared to normal years. During 2021, revenue for the company increased by 249°h lo £1,232k 12020.. £353kl. The company undertakes the trading activities of the Society and generated a profit of £186k which has been donated to the Society under the provisions of Gift Aid (2020.. £5kl. FINANCIAL MANAGEMENT POLICIES Key Risks and Reserves Policy Each year the Board considers the Society's exposure lo major risks in terms of their likely impact on it5 income sources and planned expenditure in the short term. The ongoing Coronavirus ICovid-191 Pandemic and third lockdown announced in January 2021 resulted in the can￿lIatIOn of the first half of the Society's 2021 show season. along with approximately four months of Venue Hire events. This not only had an impact on the Society's activities and its ability to generate funds, il also further reduced the Society's Carried forward reserves. The Society continued lo miligale it5 losses by taking full advantage of available Government support schemes such as the Coronavirus Job Retention Scheme, Local Authority Discretionary Grant Fund Scheme, Business Rates Relief and reduced VAT rates for the leisLJre and hospitality sector. Vlthilsl the Society worked on smaller shows through the summer, ils main focus was the Malvern Autumn Show, to which was added a third day lo the usual weekend event. The Society was also able to support the NHS by offering il a site for a major regional vaccination centre which, along with the Blackmore Park Campsite, helped the Society diversify its income streams, which il will continue lo do in future years. The Strategic Pathway which the Society implemented during the previous year continued to be relevant throughout the year.. 1) To 51abilise the cost base going forward and continually consider all options relating lo staff. external advisors, contractor contracts and general overheads,. 21 To identify new events that can profitably be held on sile whilst complying with relevant safety guidelines., 31 To plan for events with the expectation that visitor numbers and lolal income could be lower than in previous years., and 41 To continue to progress the Langdale Woods project as a significant new Sour￿ of all year-round income. As a matter of policy, the trustees review the value of the resetves retained in the form of investments. The Iruslees believe the Society should continue to hold in the investment portfolio sufficient funds to allow the Society to be run efficiently, lo provide a buffer against the short notice cancellation of a major show, lo fund fixed Capital renewals and maintenance lo the Showground and to provide be￿een six and elve months, reSOu￿e expended on adminislralion and governance costs of the Society.

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES (CONTINUED} FOR THE YEAR ENDED 30 NOVEMBER 2021 Following the impacts of Covid-19, lolal f￿e reserves have fallen below those required to operate within the outlined policy however cash reserves are ample due lo the Coronavirus Business Interruption Loan Scheme which has enabled the Society lo meet ils ongoing costs, whilst being able lo plan and pay out deposits for forthcoming shows. Total reserves al the year-end were £4,508k12020.' £4.863kl. Of these £1,108k were reslricled at the year-end 12020.- £1, 102kl. This is disclosed in note 19. Unreslricled reserves include amounts that could only be realised by disposing of fixed assets tolalling £3,229k, therefore free reserves at the year-end tol81 £171 k (2020.. £327k). This situation is being closely monitored by the Trustees al their regular Board meetings. Investment Policy and performance The Society's investments were valued at £1,242k at the start of the financial year. The investment portfolio continues to be managed with a cautious to medium risk profile. As al the balance sheet dale, the portfolio is now valued al £1,387k. The trustees remain satisfied that this remains an appropriate vehicle for the Society. Through careful management the Society has been able lo stabilise its costs during the Covid-19 Pandemic without needing lo sell any of its investments. Going Concern In light of the Covid-19 situation, the Iruslees believe that the Charity's financial resources and ontingency planning is sufficient lo ensure the ability of the Charity to continue as a going concern for the foreseeable future and therefore the financial slalemenls have been prepared on this basis. This also applies to the trading subsidiary, T.C.A Trading Limited. HEALTH AND SAFETY In the pursuit of excellen￿ in all its activities the Society is committed lo the promotion and implementation of health and safely measures to minimise both work-relaled accidents and ill health. The safely of visitors, staff, volunteers, and the contractors who visit the showground is of primary importance and it is the responsibility of the Chief Executive lo ensure that all operations are carried out in accordance with health, safely and environmental legislation and standards to which the Society subscribes. Accountability for health and safely mallers follows the acknowledged line management chain of authority lo the manager or individuals specifically taskèd and trained lo exercise control. EMPLOYEES The Society aims to be an organisalion where employees enjoy a sense of fulfilmenl and where they feel supported and developed. Employees are kept fully informed about ils strategy and objectives, as well as day-to4ay news and events. Information about the organisalion is available through regular briefings and post show meetings. All employees are encouraged lo give their suggestions and views on performance and strategy. The Society continues to follow a policy of recruilmenl and promotion on the basis of aptitude and ability wilhoul discrimination. PENSIONS The Society operates a conlribulory defined contribution pension scheme in which all permanent employees are entitled lo participate, together with a workpla￿ Pension for the appropriate employees. RELATED PARTY TRANSACTIONS The related paty transactions are included in note 2110 these financial statements. FUNDRAISING The charity had no fundraising a¢llvilies requiring disclosure under S162A of the Charities Act. DIRECTOR'S INDEMNITY INSURANCE The Society has in place an annual Management Liability Insurance policy lo indemnify directors or Offi￿[S against any claim first made against them to a linTril of £500,000 for any wrongful act covered by the policy in their capacity as a director. offiTrr, or employee of the charity and ils trading subsidiary. The premium for the year was £2,357 including insurance premium tsx (2020.. £t,008).

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 REFERENCE AND ADMINISTRATIVE INFORMATION.. PRINCIPAL ADDRESS AND REGISTERED OFFICE The Showground Malvern wor￿SterShIre VVR13 6NW SECRETARY Ken Nollage PRESIDENT Michael Blandford (from 1 December 20211 VICE PRESIDENTS Peter Dowle John Harper Graham Walkins Ifrom 1 December 20211 CHIEF EXECUTIVE Ken Notlage MEMBERS OF THE BOARD OF TRUSTEES Lindsey Craddock Nicholas Dee Peter Dowle Patrick Downes James Hawkins Roger Head OBE DL Adrian Hope David Owens Prof. Joanna Price Clive Roads David Smart Michael Weaver (County Director) (from 1 December 2021) (Chaimian and County DireGtor until 19 October 20211 (Chairman from 19 October 20211 (County Director} (until 10 December 20201 {from 9 June 20221 RISK AND AUDIT REVIEW COMMITTEE Ruth Goodman Chris Lloyd Tania Phillips Mark Tufnell Mary Walhen (from 27 July 2021} (Chairman) MEMBERS OF COUNCIL Penelope Bossom Oliver Bruce Philip Burford Rachael Chamberlayne Penny Corbell Lindsey Craddock Clive Davies Nicholas Dee Peter Dowle Patrick Downes Ruth Goodman Robert Grinnall Laura Hamilton Francis Harcombe John Harper {from 10 December 20201 {from 27 Juty 20211 (resigned 26 July 2021} (from 27 July 2021} (resigned 19 October 2021}

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES (CONTINUED) FOR THE YEAR ENDED 30 NOVEMBER 2021 MEMBERS OF COUNCIL (Continued) Maurice Hart James Hawkins Dene Hazelwood Roger Head OBE DL Adrian Hope Richard Lutwyche Russell Marchanl Glyn Morgan MBE Cate Morris lain Morrison David Owens Roger Phillips Tania Phillips Andrew Powers Prof. Joanna Price Bill Quan Clive Roads Henry Robinson Peter Rose James Sage Helen Smalley David Smart Kate Speke-Adams Mark Tufnell Mary Walhen Graham Watkins Dermol Weaver Michael Weavei Paul Westaway Irelired 30 November 20211 (deceased 21 June 2021) (from 27 July 20211 (from 27 July 20211 (resigned 10 December 20201 (Chairman) Ifrom 27 July 20211 (resigned 20 January 20211 KEY MANAGEMENT PERSONNEL Paul Butler- Head of Ticketing and Business Systems Jane Edwards- Shows Manager (from 7 June 20211 Chris Eldridge- Head of Shows & New Business Development lunlil 4 March 2022} David Fenwick- Head of Finance Ken Nollage- Chief Executive Di Walton- Head of Shows John Vwlesmilh - Head of Operations (until 9 July 20211 10

THREE COUNTIES AGRICULTURAL SOCIETY ANNUAL REPORT OF THE TRUSTEES ICONTINUEDI FOR THE YEAR ENDED 30 NOVEMBER 2021 PRINCIPAL PROFESSIONAL ADVISERS Independent Auditor Crowe U.K. LLP statutory Auditor 4th Floor St James House st James Square Cheltenham GL50 3PR Princlpal Bankers National Weslminsler Bank plc 1 The Cross Wor￿Ster VVR1 3PR Solicitors Harrison Clark Rickerbys Ellenborough House Wellinglon Street Chellenham Gloucestershire GL50 1YO Investment Managers Rathbone Investment Management Limited Port of Liverpool Building Pier Head Liverpool L3 1NW The report of the Iruslees has been prepared in accordance with section 415A of the Companies Act 2006 relating lo small companies. This report was approve -by the Board on 9th June 2022 and signed on their behalf. R J Head OBE DL Chairman

THREE COUNTIES AGRICULTURAL SOCIETY INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THREE COUNTIES AGRICULTURAL SOCIETY FOR THE YEAR ENDED 30 NOVEMBER 2021 Independent Auditor's Report to the Members and Trustees of Three Counties Agricultural Socioty Opinion We have audited the fi'nancial slalemenls of Three Counties Agrfcullural Society {'Ihe charitable company'l and ils subsidiary I'lhe group'l for the year ended 30 November 2021 which comprise the consolidated Slalemenl of Financial Aclivilies, the charity and consolidated Balance Sheets, the consolidated Cashflow Slalemenl, and notes lo the financial slalemenls, inclLJding signifi'cant 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 Iuniled Kingdom Generally Accepted Accounting Praclicel. In our opinion the financial stalemenls.. give a true and fair view of the slate of the group's and the charitable company's affairs as al 30 November 2021 and of the group's income and expenditure, for the year then ended. have been propeHy prepared in accordance with United Kingdom Generally Accepted Accounting Ptaclice,. and have been prepared in accordance with the requirements of the Companies Act 2006 Basis for opinlon We conducted our audit in accordance with International Standards on Auditing IUKI IISAS IUKI} and applicable law. Our responsibilities under those standards are further described in the Auditorfs iesponsibililies for the audit of the financial statements section of our report. We are independent of the group and charitable company in accordance with the ethical requirements that are relevant lo our audit of the financial statements in the UK, including the FRC'S Ethical Standard, and we have fulfilled our other ethical responsibilities in accordan￿ with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate lo provide a basis for our opinion. Conclusions relating to golng concern In auditing the financial statements, we have concluded that the trustees, use of the going concern basis of accounting in the preparation of the financial slalemenls is appropriate. Based on the work we have performed, we have not identified any material Un￿rtaIntieS relating lo events or conditions that, individually or collectively, may cast significant doubt on the charitable company's or the group's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Iruslees with respect to going concern are described In the relevant sections of this report. Other information The trustees are responsible for the other information contained within the annual report. The other information comprises the information included in the annual report, other than the financial slalemenls and our auditor's report Ihereon. Our opinion on the financial statements does not cover the other information and. except lo the exlenl othe￿iSe explicitly stated in our report, we do not express any form of assurance conclusion thereon. 12

THREE COUNTIES AGRICULTURAL SOCIETY INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THREE COUNTIES AGRICULTURAL SOCIETY (CONTINUED) FOR THE YEAR ENDED 30 NOVEMBER 2021 Our responsibility is lo read the other information and, in doing so, consider whether the other information is materially inconsislenl with the financial statements or our knowledge obtained in the audit OT olhenmise appears lo be materially misstated. If we identify such material inconsistencies or apparent material misslalemenls, we are required lo determine whether this gives rise lo a material misslalement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misslatemenl of this other information, we are required lo report that fact. We have nothing to report in this regard. Oplnlons on other matters prescribed by the Companies Act 2006 In our opinion based on the work undertaken in the course of our audit the information given in the trustees, report, which includes the directors, report prepared for the purposes of ompany law, for the financial year for which the financial statements are prepared is consislenl with the financial slatemenls., and the directors, report included within the trustees, report has been prepared in accordance with applicable legal requirements. Matters on which we are requlred to report by exception In Ilght of the knowledge and understanding of the group and charitable company and their environment obtained in the course of the audit, we have not identified material misstalemenls in the directors, report included within the Iruslees. report. We have nothing lo report in respect of the following mallers in relation to which the Companies Act 2006 requires us lo report to you if. in our opinion.. adequate and proper accounting records have not been kept.. or the financial statemènts 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., or the trustees were not enlilled to prepare the financial slalemenls in accordance with the small companies, regime and lake advantage of the small companies, exemptions in preparing the Trustees, Annual Report and from the requirement to prepare 8 Strategic report. Responslbilities of trustees As explained more fully in the trustees, responsibilities statement set out on page 2, the Iruslees (who are also the directors of the charitable company for the purposes of company lawl 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 misslalemenl, whether due lo fraud or efror. In prep8ring the financial slatemenls. the trustees are resFX)nsible for assessing the charitable Company's ability to continue as a going concern, disclosing, as applicable, matters related lo going concern and using the going concern basis of ac¢ounling unless the trustees either intend to liquidate the charitable company or lo cease operations, or have no realistic alternative bul to do so. Auditorfs responsibilities for the audit of the financial statements We have been appointed as auditor under section 151 of the Charities Act 2011 and under the Companies Act 2006 and report in accordance with the Acts and relevant regulations made or having effect thereunder. 13

THREE COUNTIES AGRICULTURAL SOCIETY INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THREE COUNTIES AGRICULTURAL SOCIETY (CONTINUED) FOR THE YEAR ENDED 30 NOVEMBER 2021 Our objectives are lo obtain reasonable assurance about whether the financial statements as a whole are free from material misslalemenl, whether due lo fraud or error, and lo issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance bul is not a guarantee that an audit conducted in accordance with ISAS (UK) will always delecl a material misslatemenl when il exists. Misslalemenls can arise from fraud or error and 8re 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 slalements. Details of the exlenl lo which the audit was considered capable of detecting irregularities, including fraud and non-compliance with laws and regulations are sel out below. A further description of our responsibilities for the audit of the financial slalements is located on the Financial Reporting Council's website al.. www.frc.org.uklauditorsresponsibililies. This description forms part of our audilorfs report. Extent to which the audit was considered capable of detectlng irregularlties, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We identified and assessed the risks of material misstatement of the financial statements from irregularities, whether due to fraud or error. and discussed these between our audit team members. We then designed and performed audit procedures responsive to those risks. including obtaining audit evidence sufficient and appropriate lo provide a basis for our opinion. We obtained an understanding of the legal 2nd regulatory frameworks within which the charitable company and group operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial stalemenls. The laws and regulations we considered in this context were the Companies Act 2006 and the Charities Act 2011, together with the Charities SORP IFRS 1021. We assessed the required compliance with these laws and regulations as part of our audit procedures on the related financial slalemenl items. In addition. we Gonsidered provisions of other laws and regulations that do not have a direct effect on the financial statements bul compliance with which might be fundamental lo the charitable company's and the group's ability to operate or lo avoid a material penalty. We also considered the opportunities and inGentives that may exist within the charitable company and the group for fraud. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations lo enquiry of the Trustees and other management and inspection of regulatory and legal corlesponden￿, if any. We identified the greatest risk of material impact on the financial slalemenls from irregularilie5, including fraud, lo be within the liming of recognition of income, and the override of Controls by management. Our audit procedures lo respond to these risks included enquiries of management, and the Finan￿ Committee about their ow identification and assessment of the risks of irregularities, sample lesling on the posting of journals, reviewing accounting eslimales for biases, reviewing regulatory correspondence with the Charity Commission, designing testing around the timing and recognition of inGome. and reading minutes of meetings of those charged with governance. Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misslatemenls in the financial stalemenls. even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregulariliesl is from the events and transactions reflected in the financial stalemenls, the less likely the inherently limited procedures requirecj by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-deleclion of irregularities. as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance and Gannot be expected lo detect non-compliance with all laws and regulations. 14

THREE COUNTIES AGRICULTURAL SOCIETY

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THREE COUNTIES AGRICULTURAL SOCIETY (CONTINUED) FOR THE YEAR ENDED 30 NOVEMBER 2021

Use of our report

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

Guy Biggin Senior Statutory Auditor For and on behalf of

Crowe U.K. LLP

Statutory Auditor

4th Floor St James House St James Square Cheltenham GL50 3PR

16 June 2022

Crowe U.K. LLP is eligible for appointment as auditor of the charity by virtue of its eligibility for appointment as auditor of a company under section 1212 of the Companies Act 2006.

15

THREE COUNTIES AGRICULTURAL SOCIETY CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES Ilncorporating an Income and Expenditure Accounti FOR THE YEAR ENDED 30 NOVEMBER 2021 Unrestrlcted Funds £000 Restricted Funds £000 Total Funds 2021 £000 Total Funds 2020 Note £000 INCOME FROM Donations and Legacies Charitable actlvities Agricultural and horticultural shows Other Income Other trading activities Fundraising events Trading subsidiary income Investments 19 19 320 1.359 288 1.359 288 293 457 453 1,232 27 453 76 1,232 27 353 24 Total 19 3,378 1.523 EXPENDITURE ON Charitable activities Agricultural and horticultural shows Educational Bursaries Other Fundraising events Trading subsidiary expenditure Investment management costs 9A 9B 2,090 2,090 13 2,017 42 13 9B 704 704 253 9B 1.046 1,046 349 9B Total 3,848 13 Net gains on investments Net (expenditure) 128 128 361 355 1, 143 RECONCILIATION OF FUNDS Total funds broughl forward al l December 2020 19 3,761 1,102 4,863 6,006 TOTAL FUNDS CARRIED FORWARD AT 30 NOVEMBER 2021 19 3.400 1,108 All amounts relate to continuing operations. The notes on pages 19 to 36 form parl of these financial statements. 16

THREE COUNTIES AGRICULTURAL SOCIETY CHARITY AND CONSOLIDATED BALANCE SHEETS AS AT 30 NOVEMBER 2021 COMPANY NUMBER.. 01568571 GROUP CHARITY 2021 2020 Notes 2021 2020 £000 £000 £000 £000 FIXED ASSETS Tangible assets Intsngible assets Investments 12 13 14 3,215 14 3,426 3,215 14 3,426 1,242 4,676 1,242 CURRENT ASSETS Debtors Cash 8t bank and in hand 15 412 1,820 380 2,229 373 1,804 366 2.206 2.609 2,572 CREDITORS: Amounts falling due within one year 16 11,0101 (854) 19571 (819) NET CURRENT ASSETS 1. 755 LONG TERM LIABILITIES Bank Loans 18 11,331) (1,568) 11,3311 (1,568) NET ASSETS 4, 863 4,861 FUNDS Reslricled funds Unreslricled funds 19 1.108 3,400 1, 102 3.761 1,108 3,398 1,102 3,759 TOTAL FUNDS 4.508 4, 863 4,861 The Charity's nel outgoing resources for the period were £355k (2020.- outgoing resources of £1, 143k). The Financial Statements are prepared in accordance with the special provisions of part 15 of the Companies Act relating to small companies. Approved and aulhorised for issue e Iruslees on 91h June 2022 and signed on their behalf by R J Head OBE DL Chairman The notes on pages 19 to 36 form part of these financial statements. 17

THREE COUNTIES AGRICULTURAL SOCIETY CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 30 NOVEMBER 2021 2021 £000 2020 Note Cash flows from operating activitles Nel cash (used in} I provided by oper8ting activities Cash flows from investing activltles Dividends and interest fiom investments Purchase of property, plant, and equipment Purchase of intangible assets Cash transferred from investment account Proceeds from sale of investments Purchase of investments (1871 190 27 11051 112} 24 (881) 188 78 280 29 52 Net cash (used inl investing activities 107 871 Cash flows from financlng activities Cash inflows from new borrowing Repayments of borrowing Interest paid 1, 662 1871 28 11 Net cash (used inl I provided by financing activltles 115 1, 651 Change in cash and cash equivalents in the reporting period 14091 970 Cash and cash equivalents at 1 December 2020 1,259 Cash and cash equivalents al 30 November 2021 2.229 il Reconciliation of cash flows from operating activities.. 2021 £000 2020 £000 Net lexpendilurel for the reporting period Adjustments for: Interest paid Depreciation charge Amortisalion charge (Gains) on investments Loss on sale of fixed assets Dividends and interest from investments Ilncreasel I decrease in debtors Increase in creditors (excluding bank loans) 13551 (1, 143) 28 316 347 1128) (2) 1271 1321 (24) 875 110 {1871 190 ill Analysis of cash and cash equivalenls.. 2021 £000 2020 £000 Cash at bank Deposits 1,820 2.229 1,820 2,229 18

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 CHARITY INFORMATION Three Counties Agricultural Society I'the Society'l is a registered charity with the Charities Commission England and Wales Icharity number.. 5118681 and is incorporated as a company limited by guarantee (company number.. 01568571, England and Wales). The address of ils principal and registered office is The Showground, Malvern, Worcestershire. WR13 6NW. STATEMENT OF ACCOUNTING POLICIES Basls of preparation The financial statements have been prepared in accordan￿ 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 IFRS 1021 (effective 1 January 20191- (Charities SORP {FRS 102}l and the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 1021. The financial statements have been prepared under the historical cost convention. Three Counties Agricultural Society meets the definition of a public benefit entity under FRS 102. The functional currency of the Society is considered to be GBP because that is the currency of the primary economic environment in which the Charity operates. b. Consolidated Financial Statements These financial slalemenls consolidate the Society and its subsidiary undertaking, T.C.A. Trading Limited. No separate SOFA has been presented for the Society alone, as permilled by Section 408 of the Companies Act 2006. Nel outgoing resources attributable lo the Charity totalled £355k for the year12020.' outgoing resources of £1, 143k}. The Society has also taken advantage of the exemption available to a qualifying entity in FRS 102 from the requirement to present a charity only Cash Flow Statement with the consolidated financial statements. Going Concern The trustees have undertaken detailed planning and forecasting and continue to monitor the situation with regards lo Covid-19. Please refer to page 8 of the Trustees Report where the trustees have reflected on the CLJrrent situation and have outlined the impact for the Group. Despite the Current circumstsnces the trustees believe that the Group's fi'nancial resources and contingency planning is sufficient to ensure the ability of the Group to continue as a going concem forthe foreseeable future, being al least ￿e1ve months from the dale of approval of these financial statements and therefore have prepared the financial statements on a going concern basis. d. Funds Structure Unrestricted funds are those funds available ft)r use by the Society for any charitable purpose at the discretion of the trustees. Restricted funds are subject lo specific conditions by donors as lo how they may be used. The purposes and uses of the restricted funds are set out in the notes to the financial stalemenls. Incoming Resources All incoming resources are included in the Statement of Financial Activities {"SOFA l as and when enlillemenl arises, the amount can be reliably quantified and the economic benefit lo the Society is considered probable. Incoming resources from charitable activities comprises income from shows staged in accordance with the Society's charitable activities. Income from fundraising events represents entry fees and services provided and sponsorships which relate to the current financial year. Income from donations are recognised on receipt. 19

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 Income from legacies are recognised once the Society has enlillemenl, the 8rrK)unl is measurable, and the gift is probable. Government grants are credited lo the consolidated statement of financial activities as the related expenditu￿ is incurred. Resources Expended Costs of raising funds include direct and indirect costs atlribuled to fundraising activities for the Society. These include shows and other fundraising events. Costs of charitable activities include direct and support costs attributed lo activities in furtherance of the Society's educational aclivilies. These comprise of agiicullural and horticullufftl shows and educational bursary awards. Governance costs are included within support wsls and compri8e direct and indirect expenditure involved in ensuring that the Society complies with ils charitable and slalulory obligations. The allocation and apportionment of costs to T.C.A. Trading Limtted is based on management's estimate of allributable costs incurred. The apportionment of costs for all shows and fundraising is based on the turnover for each show. g. Grants payable Grant payments are recognised once there is an obligation to make a payment, the payment is probable, and the payment can be measured reliably. Grant commitments are communicated lo the recipient in the period the award is payable and are subject to performance-related conditions being mel. h. Penslon The Society operates defined contribution schemes. Contributions are charged lo the statement of Financial Activities as they become due. Taxatlon As a registered charity, Three Counties Agricultural Society is entitled lo tax exemptions on all its income and gains, properly applied for ils charitable purposes. Tanglble Fixed Assets and Depreciation Fixed assets costing less than £500 are wrillen off lo the SOFA. Tangible fixed assets are staled at cost less depreciation and impaim)enl. Depreciation is provided at the following annu81 rates in order lo write off each asset over its estimated useful lite.. Permanent bLJildings 4￿￿ on cost Propety improvements 10Vo to 25¥0 on cost New wooden buildings 100k lo 250A on cost Plant and machinery 1 OVO lo 250/0 on cost Motor vehicles 330A on cost Office and show equipment 25,10 lo 330/0 on cost A5￿tS in the course of construction are included al cost and are not depreciated until they are brought into use. Land is not depreciated. k. Intangible Fixed Assets and Amorti$ation Intangible fixed assets are stated al cost less amortisalion. Amortisalion is provided at the following annual rale in order to write off each asset over its estimated useful life and charged lo the SOFA.. Company Website 25Yo on cost Investments Fixed asset investments are stated al market value al the balance sheet dale. Changes in the valuation of investments during the year are shown as gains or losses in the SOFA. 20

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 m. Creditors Creditors are recognised on an accrlials basis once there is a legal or constructive obligation that commits the Society lo the obligation. n. Debtors Short term debtors are initially measured at transaction pri￿, less any impairment. Prepayments are measured al the amount prepaid, o. Financial Instruments Three Counties Agricultural Society only has financial assets and financial li8bilities of a kind that qualify as basic financial inslrumenls. Investments are held al fair value. p. Temiination payments Termination payments are accounted for as soon as the charitable company is aware of the obligation lo make the payment. q. Operating leases Rentals payable under operating leases are charged to the SOFA as incurred over the term of the lease. Judgements in applying accounting policies and key sources of estimation of uncertalnty Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The items in the financial statements where these estimates and judgements have been made include the following.. i) Useful economic lives of tanglble and intangible assets The annual depreciation Charges for the tsngible assets and amortisation charges of intangible assets are sensitive to changes in the estimate useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on economic ulilisalion and the physic81 condition of the assets. See notes 12 and 13 for the carrying amount of the tangible and intangible assets and notes 21 and 2k for the useful lives for each class of asset. ill Impaimient Debtors the Group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 15 for the nel carrying amount of the debtors. Fixed assets - property. plant and equipment are slated al historical cost less accumulated depreciation and any recognised impairment losses. The assets, residual values and useful lives are reviewed, and adjusted if appropriate, al each balance sheet date. An asset's value is impaired when the asset's carrying amount is greater than ils eslimaled recoverable amoLJnt. 21

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 INCOME FROM DONATIONS & LEGACIES Unrestricted £000 Restricted £000 2021 £000 2020 £000 Donated Fam) Educational Bursaries Other Donations 308 10 10 10 19 19 320 INCOME FROM CHARITABLE ACTIVITIES 2021 £000 2020 £000 Show income Other income 1,292 67 222 71 293 1,359 OTHER INCOME 2021 £000 2020 £000 Central & Local Government Grant funding 288 457 288 457 22

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 SUBSIDIARY RESULTS Three Counties Agricultural Society owns 1000/0 of the share capital of T.C.A. Trading Limited Iregislered company no.. 016383531, which was sel up lo carry out the trading activities ofthe group. The entity exists lo undertake any non-primary purpose trading activity with any profits being donated back lo the Charity under Gift Aid rules. These activities include income and expenditure relating lo commercial sponsorship agreements and the renting out available showground space and facilities to third parties when these are not being used by the Charity's primary aclwities. Its registered address is The Showground, Malvern. Worcestershire, WR13 6NW. Ils trading results, as extracted from the audited accounts, are summaii5ed below.. PROFIT AND LOSS ACCOUNT AND BALANCE SHEET FOR THE YEAR ENDED 30 NOVEMBER 2021 2021 2020 Turnover Cost of sales Gross profit Adminislralive expenses Operating profit Gift aid payable lo Three Counties Agricultural Society Retained {lossl for the year 1,231.687 1468,7801 762,907 1576,9521 185,955 1185,9551 353,435 (54,817) 298,618 (293, 758) 4,860 (4,860) Total assets Debtors.. amounts falling due within one year Cash al bank and in hand 116.157 16,106 132.263 29,596 22,900 52.496 Total liabllities Creditors.. amounts falling due within one year Total assets less total liabllities {130,576 1,687 (50,809) 1,687 Reserves Profit and loss reserves 1,682 1,682 Share capital Shareholders, Funds 1,687 1,687 Administration expense5 include £570,119 (2020.. £283. 789) for seNices supplied by the Charity which are recharged lo the subsidiary. The trading company made a gift aid donation of £185,955 (2020.. £4,860) to the Charity, with the result that il has a £nil annual corporation lax liability. At the year-end £77,223 was due from Three Counties Agrfcullural SoGiely to T.C.A. Trading Limited (2020. £15,506 due to T.C.A. Trading Ltd). 23

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 INVESTMENT INCOME 2021 £000 2020 £000 Bank interest receivable Dividends 27 23 27 24 NET INCOMING RESOURCES This is slated after charging the following.. 2021 £000 2020 £000 Audilorfs remuneration.. For audit services For other Se￿iceS 17 15 Assets owned by the Group.. Depreciation Amortisalion 316 347 12 Operating Lease Costs AI AGRICULTURAL AND HORTICULTURAL ACTIVITIES- Resources Expended Activitigs Undertaken 2021 Total Directly Costs £000 £000 Activity Support Costs 2020 Total Costs £000 £000 Agricultural and Horbcullural shows 1,853 237 2,090 2,017 24

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 BI ANALYSIS OF TOTAL RESOURCES EXPENDED AND SUPPORT COSTS BREAKDOWN BY ACTIVITY ANALYSIS OF TOTAL RESOURCES EXPENDED 2021 2020 staff costs other costs Depreciation and Amortisation Total Total £000 £000 £000 £000 £000 Agricultural and Horticultural shows Educational bursaries Costs of raising funds Finan￿ costs 908 895 13 444 287 2,090 13 704 2017 42 253 225 35 Total for Charity 1,133 1,360 322 2,815 2.319 Trading costs of the Subsidiary 336 710 1,046 349 Total for Group 1,469 2,070 322 3,861 2,668 Ralsing Funds Charitablo Activities 2021 Total Group £000 2020 Tot81 Group £000 SUPPORT COSTS BREAKDOWN BY ACTIVITY £000 £000 Management Finance Information technology Human resources 11 24 15 15 38 90 53 49 114 68 71 82 98 102 44 Total 65 237 302 326 Basis of allocation Support costs are allocated between Agricultural and Horticultural shows and Fundraising events on the basis of their respective income. For those shows which were cancelled after several months of planning, support costs are allocated on the basis of 250kn of budgeted turnover. GOVERNANCE COSTS 2021 2020 £000 £000 Auditors, remuneration for audit services Legal and professional fees staff costs Other 17 15 26 32 21 27 70 80 25

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 10. STAFF a. Staff costs 2021 2020 £000 Wages and salaries Social security costs Pension contributions 1,318 87 64 f,268 95 6T 1,469 1.430 b. Staff numbers The average number of full-lime equivalent employees during the year was.. 2021 No. 2020 Offi'ce management Permanent showground Temporary office Temporary showground 19 2t 27 30 The average headcounl of employees during the year was.. 77 42 c. Higher pald staff One ernployee of the charity earned between £120,000 and £130,000 during the year 12020.. one employee earned belween £100,000 8nd £1 10,000 during th8 ygarl. Pension contributions in respect of this employee were £39,00012020.' £39,000). One employee of the charity earned between £60,000 and £70,000. Pension contributions in ￿Spect of this employee were £Nil (2020.. £Ni4. d. Remuneration of Key Management Personnel Aggregate employee benefits of key management personnel (including employer NIC and pension costs) lolalled £457.115 (2020.. £428,041). e. Termination payments During the year termination payments of £30,000 were made12020.' £38.505). 11. TRUSTEES REMUNERATION AND EXPENSES Neither the Iruslees nor persons connected with them received any remuner8tion or other benefits from the Society 01 any connected organisation. No Iruslee expenses were reimbursed in 2021 or 2020. No Iruslees waived any expenses in 2021 or 2020. 26

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 12. TANGIBLE FIXED ASSETS OF THE GROUP AND THE CHARITY Offlcel Show Equipment Freehold Assets Under Land Construction Plant and Motor Machinery Vehicles Total Bulldings £000 £000 £000 £000 £000 £000 £000 Cost Al l December 2020 Additions Disposals 955 432 5,816 953 45 286 8,487 75 14 11) 5,829 11 105 {21 8,590 {11 957 955 507 45 297 Depreciation At l December 2020 Disposals Charge for the year 3,990 795 45 231 5,061 11} 62 12) 316 226 28 4,215 856 45 259 5,375 Net Book Value At30 November 2021 AI 30 November 2020 955 507 1,614 38 3.215 955 432 1,826 158 55 3,426 Included within tangible fixed assets above are perpetual cups and trophies with a cost of £53k. These have been held for a number of years and are fully written down at the Balance Sheet date. 27

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 13. INTANGIBLE FIXED ASSETS OF THE GROUP AND THE CHARITY Website £000 47 12 59 Total £000 47 12 59 Cost As al Isl Decemb8r 2020 Additions in year Amortisatlon As al Isl Decemb8r 2020 Charge for year 39 39 45 45 Net book value At 30th November 2021 14 14 AÈ 30th November 2020 14. INVESTMENTS Charlty Listed Investments 2021 2020 £000 £000 At l December 2020 Additions Disposals Nel gains At 30 November 2021 1,182 52 {29) 128 1,333 55 9T8 280 (18) 1. 182 Cash balances awaiting reinveslmenl At 30 November 2021 60 Historical cost The Society owns 100Yo of the five £1 ordinary share capital of T.C.A. Trading Limited. which carries out the lelling of facilities and associated aclivilies. The largest listed investment held represents 10.30/0 of the lolal portfolio however this investment is p12ced with a tracker on the US Market rather than with a single company and so does not represent a stock specific risk. The market value of investments held outside of the UK was £532.908 (2020.. £423.393). 28

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 15. DEBTORS Group Charity 2021 £000 2020 £000 2021 £000 2020 £000 Trade debtors Prepayments and accrued income Other debtors 242 170 46 274 60 209 164 34 272 60 16. CREDITORS Group Charity 2021 £000 2020 £000 2021 £000 2020 £000 Trade creditors Amounts due to subsidiary company Taxation and social security Accruals Pension costs Deferred income (see note 171 Bank loans due within one year Bank credit cards Other creditors 39 39 77 73 105 91 16 26 80 73 105 26 80 538 245 466 94 413 245 420 94 90 85 17. DEFERRED INCOME Group Charity 2021 £000 2021 £000 2020 £000 2020 £000 Balance at l D8C8mber 2020 330 420 315 Released during the year Income re￿iVed in the year Deferred income at 30 November 2021 {466} 538 (330J 466 14201 413 (315) 420 Deferred income at 30 November 2021 represents income invol￿d and advance tickets sold in respect of the shows tr) be held in 2022. 29

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATENIENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 18. BANK LOANS Group Charity 2021 £000 2020 £000 2021 £000 2020 £000 Due within one year Due be￿een one and two years Due be￿een two and five years DLJe in more than five years Total secured loans 245 94 245 94 242 1,089 242 1, 193 133 242 1,089 242 1, 193 133 1.576 1, 662 1,576 1.662 Less due within one year (see note 161 Total loans due in more than one year 245 94 245 94 The Society entered into a loan agreement with Nalwesl Bank in 2020 to purchase agricultural land adjacent lo the showground. Al the balance sheet dale £639k remains oulslanding, repayable over 5 years al the bank's vaiiable rate. The Society also entered into a low interest CBILS loan agreement with Natwesl Bank in 2020 10 borrow funds during the Coronavirus Covid-19 Pandemic. Al the balance sheet dale £937k remains outstanding, repayable over 6 years at the bank's variable rate. The two loans are secured over certain of the Society's assets. 30

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 19. AI STATEMENT OF FUNDS Balance atf December 2020 £000 Balance Gains I at30 Income Expendlture Transfers (losses) November 2021 £000 £000 £000 £000 £000 Restrictod funds Donated fami {81 Educational bursaries 1,102 10 15} 1,108 Total restricted funds 1, 102 19 (13} 1,108 Unrestricted funds Charity 3, 759 2,313 12,8021 128 3,398 Trading subsidiary 1.232 11,2321 Eliminated on Gonsolidalion 11861 186 Total unrestricted funds 3, 761 3.359 13,8481 128 3.400 TOTAL FUNDS 4,863 3.378 {3,8611 128 4.508 During the year a donation of £10.000 (2020.- £10.000) was made from an anonymous donor towards an educational bursary. A lolal of £5,000 (2920.. £7.000) was expended during the year on the bursary and £14,000 (2020.. £9,000) has been cariied forward al the year-end. 31

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 19. BI COMPARATIVE STATEMENT OF FUNDS Balance at I Income ExpendStur9 Transfers December 2019 £000 Balance Gains I at30 (losses) November 2020 £000 £000 £000 £000 £000 Restricted funds Donated farm 820 308 (35) {1093) Educallonal bursaries 10 (7) 1093 1,102 Total restricted funds 826 318 {421 1,102 Unrestricted funds Charity 5,178 857 12,278) 3,759 Trading subsidiary 353 13531 Eliminated on consolidation Total unrestricted funds 5.180 1,205 12.626) 3,761 TOTAL FUNDS 6,006 1,523 12,6681 4,863 20. NET ASSETS BY FUND 2021 Restricted Unrestricted funds funds 2020 Unrestricted funds £000 Total Restricted funds Total £000 £000 £000 £000 £000 Fixed assets Current assets Current liabilities Long term liabilities 4,617 4,617 1,124 2,232 11,0101 11,010} {1,331} (1,3311 4,676 1.507 (T60) (7, 662) 4,676 2.609 (760) (1,662) 1,108 1. 102 Net assets 1,108 3,400 4.508 1, 102 3, 761 4,863 32

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 21. RELATED PARTY TRANSACTIONS During the current year forestry services to the value of £Nil12020'. £1,245} were provided by Adrian Hope Tree Services, a business jointly owned by Adrian Hope who is a150 a trustee of Three Counties Agricultural Society. As at the year-end £Nil was outstanding (2020.. £Nill. During the current year professional fees to the value of £Nil 12020.. £22,937> were provided by Mccartneys LLP, a business of which Clive Roads is a Partner and Chairman who is also a trustee of Three Counties Agricultural Society. As at the year-end £Nil was oulslanding12020.. £Nill. During the current year lelecommunicalion services lo the value of £77912020.. £7671 were provided by RHM Telecommunications Ltd, a business of which Roger Head is a director and also a trustee of Three Counties Agricultural Society. As at the year-end £65 was oulstanding12020'. £641. During the current year a payment lo the value of £9,00012020.' £10,000) was provided lo Howle Hill Nursery Ltd, a business of which Peter tk)wle is a director who is also a trustee of Three Counties Agricultural Society. As al the year-end £Nil was oulstanding12020'. £Nill. During the current year a payment to the value of £1,25012020'. £Nill was provided to Leaf Creative Design Ltd, a business of which Peter Dowle is a director who is also a trustee of Three Counties Agricultural Society. As al the year-end £Nil was oulstanding12020' £Nill. Al payments shown are nel of V.A.T. There are no further related party transactions requiring disclosu￿. 22. CAPITAL COMMITMENTS At the year-end there were no Gapital commilments12020.- £Nil). 23. PENSION COMMITMENTS The Society operates defined contribution schemes. Contributions are charged lo the Statement ol Financial Activities as they become due. The assets are held separately from those of the charity in independently administered funds. The amount charged to the SOFA for the year was £64,272 (2020." £67, 017). At the yearend £888 (2020.. £5,084) remained outstanding. 33

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 24. GROUP FINANCIAL INSTRUMENTS 2021 2020 £000 £000 Financial assets measured at fair value Financial assets measured al amortised cost Financial liabilities measured al amortised cost 1.388 2,060 (1541 1,242 2,333 (263) Financial assets measured at fair value comprise of inveslmenls. Financial assets measured al amortised cost comprise of cash, trade debtors, accrued income and other debtors. Financial liabilities measured al amortised cost comprise of trade creditors, accruals, bank credit cards and other creditors. Impairment losses charged to non-financial assets measured al settlement value in the year amounted lo £Nil12020. £Nil). 25. ANALYSIS OF CHANGES IN NET DEBT Balance at I December 2020 £000 Cash- flows New finance leases Fair valug movemgnts other non-cash changes £000 Balance at 30 November 2021 £000 £000 £000 £000 Cash 2,229 2.229 {4091 {4091 1,820 1,820 Loans falling due within one year Loans falling due after more than one year Total (94) 94 1245) (2451 1,568 567 237 18} 1315) 244 34

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEP41BER 2021 26. GRANTS PAYABLE During the current year the Society made no further grant awards however grant awards tolalling £43k {2020.' £34k} were brought forward from the previous year towards show gardens for the RHS Malvern Spring Festival which was subsequently cancelled. £38k was paid out lo 5 small businesses12020.' £13k, 2 businesses)., £5k was paid out lo 4 individuals {2020.. £19k, 6 individuals)., Nothing was paid out lo any schools12020." £2k, 10 schools},' and Nothing was paid out to any flower societies12020.' £Nil) The Society also paid out educational bursary awards in the year tolalling £5k (2020.. £7k). There were no grants commilled to bul outstanding for payment at the yearend (2020.. £Nil). Of these.. 27. OPERATING LEASES As al 30 November 2021 the group had future minimum lease payments under non-C8ncellable operating leases as follows-. 2021 £000 2020 £000 Expiry Dale.. Less than 1 year Within 1 5 years 35

THREE COUNTIES AGRICULTURAL SOCIETY NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2021 28. COMPARATIVE CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES Unrestricted Funds 2020 £000 Restricted Funds 2020 £000 Total Funds 2020 £000 Note INCOME FROM Donations and Legacles Charitable activities AgricullLJral and horticultural shows Other Income Other trading activities Fundraising events Trading subsidiary income Investments 318 320 293 457 293 457 76 353 76 353 24 24 Total 318 1,523 EXPENDITURE ON Charitable activities Agricultural and horticultural shows Educational Bursaries Other Fundraising evenl$ Trading subsidiary expenditure Investment management costs 9A 2,017 2,017 42 9B 42 98 253 253 349 349 9B Totsl 2,626 42 Nel gains I Ilossesl on investments Net income 276 RECONCILIATION OF FUNDS Total funds brought fonvard at l Decemb8r 2019 TOTAL FUNDS CARRIED FORWARD AT 30 NOVEMBER 2020 5,180 826 6,006 19 1,102 4,863 36