DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 ## **THE DAWSON AND FOWLER FOUNDATION** ## **ACCOUNTS AND REPORT** **FOR THE YEAR ENDED 31 DECEMBER 2022** **A REGISTERED CHARITY NO: 527867** **Cound & Co LLP Chartered Accountants 1 Princes Court Royal Way Loughborough Leics LE11 5XR Tel: 01509 214163** DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 1 -** ## **THE DAWSON AND FOWLER FOUNDATION** ||**Page**| |---|---| |**Contents**|**1**| |**Trustees’ Report**|**2 - 6**| |**Independent Examiner’s Report**|**7**| |**Receipts and Payments Account**|**8**| |**Statement of Assets and Liabilities**|**9**| |**Notes to the Accounts**|**10 - 12**| DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 2 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **TRUSTEES’ REPORT** ## **1) REFERENCE AND ADMINISTRATIVE DETAILS** ## i) Trustees - a) The Scheme stipulates that there should be twelve Trustees: Five Representative Trustees serving three year terms appointed by Loughborough Borough Council (now Charnwood Borough Council) and Seven Co-optative Trustees serving five year terms to be appointed by resolution of the Trustees. - b) The Trustees during the year ending 31 December 2022 were: Mrs Sam Biswas (Co-op until January 2024) Mrs Joanne Blyth (Co-op until September 2023) Cllr Leigh Harper-Davies (Rep until June 2023) Elliot Stephen Harris Esq (Co-op until August 2027) Mrs Ann Maddocks (Co-op until November 2027) (Chairman) Cllr Pauline Ranson (Rep until June 2023) Mrs Christine Scoggins (Co-op until September 2025) Kieron Dermot Shaw Esq MBE, (Resigned November 2022) Cllr Margaret Smidowicz (Rep until June 2023) Mrs Laura-Jane Ryves (Co-op until November 2027) DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 3 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **TRUSTEES’ REPORT** ## **1) REFERENCE AND ADMINISTRATIVE DETAILS (continued)** ## i) Trustees The Trustees give their services freely and do not claim expenses. - ii) The charity registration number is 527867 ## iii) Clerk to the Trustees: The Clerk is responsible for the day to day administration of the Foundation and receives an honorarium for this service. This is listed in the accounts. ## iv) Bankers The Royal Bank of Scotland, Edinburgh ## v) Reporting Accountant D R Gradon, Esq, Cound & Co LLP, 1 Princes Court, Royal Way, Loughborough, LE11 5XR ## vi) Other Professional Advisers to the Trustees. Legal Adviser: Pattersons Commercial Law Property Management: Mather Jamie Ltd, Chartered Surveyors and Huntley’s Estate Agents Investments: Nathan Darby, Rathbones, Birmingham, Stockbroker Insurance: David Brown, Esq, Independent Insurance Bureau Ltd DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 4 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **TRUSTEES’ REPORT** ## **2) STRUCTURE, GOVERNANCE AND MANAGEMENT** The Dawson & Fowler Foundation was formed by a scheme dated 23 August 1956 by the amalgamation of: a) John and Joseph Dawson’s Apprenticing Foundation founded by Deed on 1 January 1678 and b) John Fowler’s Foundation, founded by Will dated 25 November 1680. The founders bequeathed the properties in Churchgate to a ‘competent number of trustees, not less than twelve’ and charged them with the financial duty of supporting ‘an apprentice to learn some trade in the city of London or elsewhere.’ Since the original bequest made in the seventeenth century, and particularly since its revision in 1956, the aims of the Foundation have been extended to embrace all young people in Loughborough and Hathern from needy backgrounds with residential qualifications in their pursuit of higher education. The Trustees endeavour to use the rents from the Churchgate properties according to the wishes of the founders. Any significant surplus is invested and, as a result, there is now a portfolio of shares producing dividends for distribution or further investment. Sums held at the bank also earn interest. ## ii) Recruitment and Appointment of Trustees. Of the twelve trustees, five are appointed by Charnwood Borough Council and are termed Representative Trustees. The others are Co-optative Trustees and these are chosen either because of their knowledge of the area’s schools and colleges or their general commercial expertise. A candidate for a vacancy is given an over-view of the Foundation together with copies of the Trust Deeds, minutes of recent meetings and the last annual report. An informal meeting is also arranged with the Clerk to answer any questions the candidate may have. Decisions are made according to the majority vote on a resolution at a meeting of the trustees. Occasionally, where time is short, a decision will be delegated to a sub-committee appointed by the trustees. This is reported to the next meeting for approval. ## iii) Organisation **Meetings of the Trustees:** The Trustees have meetings quarterly. There is also an annual meeting in January to review the performance of the previous year and to decide on expenditure levels for the current year. ## **Sub-committees:** - a) Investment and Financial matters are considered by the investment sub-committee (Ann Maddocks, Elliot Harris, Kieron Shaw and the Clerk), decisions made are reported at the Trustees’ meetings. - b) School uniform applications are considered by the Clerk under the set guidelines or are referred to the subcommittee. - c) The Chairman, with the support of the Clerk, is empowered to make decisions on property matters when they are deemed urgent. ## iv) Risk Identification and Management. The Trustees confirm that the major risks to which the charity is exposed have been reviewed and systems have been established to mitigate those risks. - a) The properties are properly insured and well maintained. The last insurance valuation was dated 6 February 2020. - b) Any transactions involving the Charities investments or bank accounts have to be authorised by any one of the Trustees and the Clerk. No cash is handled by the Foundation. - c) Trustees’ Indemnity Insurance is now in place. DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 5 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **TRUSTEES’ REPORT** ## **3) OBJECTIVES AND ACTIVITIES** The Trustees believe their task is to distribute available funds according to the wishes of the original benefactors, albeit according to the current needs of young people and not those of 300 years ago when the charity was founded. However, distribution is always made within the rules of the charity. Indeed, recent requests have been received from individuals using the internet or who have researched directories of charities offering grant-aid. In practice, however, the bulk of the applications are received as a result of supportive members of staff in high schools and colleges approaching parents and/or pupils in confidence and pointing them in our direction. The Trustees confirm that they have referred to the Charity Commission’s guidance on public benefit when reviewing the Charity’s aims and objectives and in planning future activities and policies. The Trustees carry out these objectives by: - ## i) School Uniform Support. Pupils in Years 7, 8, 9, 10 and 11 can apply once in every 12 months for assistance with the purchase of school uniform. Grants currently have a maximum value of £100. ## ii) Other School Grants Amounts are allocated annually to the local Senior Schools and Academies, to be used to support students in need. Grants may be awarded for the cost of residential courses, educational visits, interview expenses, textbooks and equipment for sport, music and other activities. The maximum grant per individual should not exceed £200 without permission of the Trustees. The sums allotted for 2022 were: |Loughborough Schools Foundation|£7000| |---|---| |Charnwood College|£2500| |De Lisle College|£1000| |Limehurst Academy|£2000| |Rawlins Academy|£1000| |Woodbrook Vale School|£2000| |Ashmount School|£500| |Trinity College|£500| |Maplewell Hall School|£500| ## iii) Scholarships to the Loughborough Schools Foundation. The following grants for fees are committed: a) £1200 per term. b) £1460 per term. ## iv) Other Grants. The Trustees consider applications from students in higher education, apprentices, young people involved in Scouting, Guiding, sports activities, the Duke of Edinburgh Award Scheme etc in the usual way and make awards as they deem appropriate. Where these are school based, they may be funded from the lump sum. Young people who join voluntary organisations that require a uniform may also be helped with its provision. DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 6 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **TRUSTEES’ REPORT** ## **4) ACHIEVEMENTS, PERFORMANCE AND FINANCIAL REVIEW** ## i) Income and Distribution of Funds The Trustees have been pleased to note that the local secondary schools have once again been able to run educational trips and residential courses. The Foundation has assisted with grants towards the costs when the schools have applied on behalf of student’s families. During this year of high inflation and interest rate rises, the number of applications for grants towards the cost of school uniform increased. The Foundation was able to offer a grant to all applicants. The Trustees were aware that one of the suppliers providing school shoes had administrative problems and had not been able to invoice for goods supplied to applicants, therefore it was noted that invoices for a considerable sum should be received early in 2023. The Foundation continued to support two students attending The Loughborough Schools Foundation with contributions towards their fees. ## ii) Fund Raising Income comes from the rental of the Church Gate properties, dividends from our quoted investments and bank interest. The properties’ income is reviewed periodically to ensure the rents are at the market rate. ## iii) Reserves Policy, Designated Funds and the Foundation’s Future Plans. The Trustees aims are: - to continue the good works of the Foundation - to keep the properties in good order - to hold designated funds for any future property maintenance or repair costs - to arrange the management of the investment portfolio by an investment company The investment portfolio was transferred to Rathbones, Birmingham at the end of the year, as was agreed by the Trustees after their review in 2019. As the Foundation’s main sources of income are their investments, the free reserves consist of the current bank balances, less the designated fund. The Trustees believe that it is appropriate to have free reserves of not less than one year’s expenditure plus £15,000 as an additional reserve for emergency property repairs. Therefore, at current levels free reserves of not less than £50,000 are appropriate. ……………………………… Mrs Ann Maddocks 25 April 2023 Chairman DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 7 -** ## **INDEPENDENT EXAMINER’S REPORT TO THE TRUSTEES OF** ## **THE DAWSON AND FOWLER FOUNDATION** I report on the accounts of the Charity for the year ended 31 December 2022 which are set out on pages 8 to 12. ## **Respective Responsibilities of Trustees and Examiner** The Charity’s trustees are responsible for the preparation of the accounts. The Charity’s trustees consider that an audit is not required for this year under section 144(2) of the Charities Act 2011 (the 2011 Act) and that an independent examination is needed. It is my responsibility to: - examine the accounts under section 145 of the 2011 Act; - follow the procedures laid down in the General Directions given by the Charity Commissioners under section 145(5)(b) of the 2011 Act; and - state whether particular matters have come to our attention. ## Basis of independent examiner’s statement My examination was carried out in accordance with the General Directions given by the Charity Commission. An examination includes a review of the accounting records kept by the charity and a comparison of the accounts presented with those records. It also includes consideration of any unusual items or disclosures in the accounts, and seeking explanations from you as trustees concerning any such matters. The procedures undertaken do not provide all the evidence that would be required in an audit, and consequently no opinion is given as to whether the accounts present a “true and fair view” and the report is limited to those matters set out in the statement below. ## Independent examiner’s statement In connection with my examination, no matter has come to my attention: 1. which gives me reasonable cause to believe that, in any material respect, the requirements: - to keep proper accounting records in accordance with section 130 of the 2011 Act; and - to prepare accounts which accord with the accounting records and comply with the accounting requirements of the 2011 Act have not been met; or 2. to which, in my opinion, attention should be drawn in order to enable a proper understanding of the accounts to be reached. D R Gradon MCA FCA Cound & Co LLP Chartered Accountants 1 Princes Court Royal Way Loughborough Leics LE11 5XR 25 April 2023 DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 8 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **RECEIPTS AND PAYMENTS ACCOUNT - FOR THE YEAR ENDED 31 DECEMBER 2022** |RECEIPTS
Rents 55,55a, 56, 56a Churchgate & Car Park to rear
Insurance Receipts
Bank Interest
Dividends
Sales of Investments
PAYMENTS
Direct Charitable Expenditure:
Grants
Repairs & Building Insurance
Purchase of Investments
Other Expenditure:
Management & Administration
Surplus of receipts over payments
Bank balance b/fwd
Bank balance c/fwd|Notes
2
3|2022
2021
36550.08
29733.99
-
815.97
269.58
5.16
9266.66
8456.45
26511.31
118732.52
_________
_________
72597.63
157744.09
_________
_________
27575.56
23849.45
4963.25
3711.43
12444.11
119560.79
14285.52
14481.73
________
________
£59268.44
£161603.40
________
________
13329.19
(3859.31)
69100.57
72959.88
________
________
£82429.76
£69100.57
________
________| |---|---|---| Approved by the trustees on 25 April 2023 and signed on their behalf by: ……………………………… Mrs Ann Maddocks Chairman DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 **- 9 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **STATEMENT OF ASSETS AND LIABILITIES AS AT 31 DECEMBER 2022** |FIXED ASSETS
Investment Properties
Investments in Quoted Shares
CURRENT ASSETS
Cash at Bank
NET ASSETS
FUNDS
Unrestricted Funds
General Funds
Designated Fund|Notes
2022
2021
6
395000.00
395000.00
4
203733.00
229792.00
_________
_________
598733.00
624792.00
5
82429.76
69100.57
_________
_________
£681162.76
£693892.57
_________
_________
7
681162.76
693892.57
7
-
_________
_________
£681162.76
£693892.57
_________
_________|2021| |---|---|---| DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 ## **- 10 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **NOTES TO THE ACCOUNTS - FOR THE YEAR ENDED 31 DECEMBER 2022** ## **1) Accounting Policies** - a) These accounts have been prepared on a cash basis and include income and expenditure as cash is received or paid. - b) The accounts have been prepared in accordance with: - i) The Charities SORP (2015) (Accounting and Reporting by Charities). However, since all income is considered ‘unrestricted’ and is available for distribution after the payment of necessary expenses, the columnar approach advocated in SORP (2015) has not been adopted. - ii) The Charities Act 2011 - iii) The historic cost basis of accounting, except for quoted shares and investment properties, which have been included at their market value. |**Direct Charitable Expenditure**|**2022**|**2021**| |---|---|---| |**Grants:**||| |Scholarships & Grants: Loughborough Schools Foundation|7980.00|6260.00| |Grants to State Schools|3958.00|2158.25| |Grants to Individuals|259.18|400.00| |Grants for School Uniform|15378.38|15031.20| ||________|________| ||£27575.56
________|£23849.45
________| ## **2) Direct Charitable Expenditure** |**Management and Administration of the Charity**|**2022**|**2021**| |---|---|---| |Computer Repairs|20.00|-| |Rent Collection|2823.00|2562.22| |Clerk’s Honorarium|4980.00|5000.00| |Postage, Stationery and Gifts|256.40|288.01| |P O Box No|283.50|283.50| |Accountancy Fee|948.00|888.00| |Trustees’ Indemnity Insurance|204.20|204.20| |Lease Renewal Fee|-|300.00| |Website Cost|48.00|43.00| |Investment Management Fees|3000.00|2250.00| |Legal Fees|1722.42|2662.80| ||_______|_______| ||£14285.52
_______|£14481.73
_______| ## **3) Management and Administration of the Charity** DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 ## **- 11 -** ## **THE DAWSON & FOWLER FOUNDATION** ## **NOTES TO THE ACCOUNTS - FOR THE YEAR ENDED 31 DECEMBER 2022** |**4)**
a)|**Investments in Quoted Shares**
Portfolio schedule (Market Value)
Prudential (500 Ord)
HSBC Holdings (1600 Ord)
Vodaphone (4359 Ord)
GlaxoSmith Kline (560 Ord)
BP (1500 Ord)
Admiral Group Plc (160 Ord)
Aberdeen Standard Equity (2050 Ord)
Unicorn Asset Mgmt (2500 Ord)
Anglo Pacific Group (4100 Ord)
M + G Plc (2000 Ord)
Unilever Plc (110 Ord)
Haleon Plc (700 Ord)
GCP Infrastructure (4000 Ord))
Supermarket Income (10000 Ord)
Rio Tinto (225 Ord)
Shell (405 Ord)
Aberdeen Plc (1431 Ord)
BB Healthcare Trust (9500 Ord)
Aberdeen Standard Fund Mars bond (11000)
Fidelity Investment Services Bond (4000)
Franklin Templeton Inv Mgmt Bond (440)
Legg Mason Global Funds (35)
M + G Investment Mgmt (5000)
Muzinch Funds (50)
NB Global Monthly Income Fund (5000)
SPDR Series Trust (240)
Treasury 2 ½% (1350)
Treasury 4 ¼% (3900)
Blackrock Fund Mars (2000)
Findley Park Plc (60)
Jupitar Unit Trust Mars (4600)
Roche Holdings (10 shares)
HICL Infrastructure (3600 Ord)
Link Fund Solutions – Ruffer Total (2289)
Link Fund Solutions – Trojan X (6000)
M + G Securities Ltd – Global Macro (4677)
Schroder Investment Mgmt (50)
Wisdomtree Metal Secs Ltd (40)
Schroder Investment Mant-Asian Inc. (6200)|**2022**
**Market Value**
5638.00
8251.00
3672.00
8051.00
7124.00
3419.00
-
-
-
3757.00
4600.00
2291.00
4080.00
10250.00
13046.00
9420.00
2708.00
14554.00
5606.00
-
4316.00
3190.00
4628.00
4432.00
3580.00
5830.00
5132.00
4015.00
3448.00
7868.00
5245.00
2610.00
5918.00
8753.00
7434.00
4189.00
6353.00
5668.00
4657.00
_________
£203733.00
_________|**2021**
**Market Value**|**2021**| |---|---|---|---|---| ||||6373.00
7178.00
4893.00
11246.00
4957.00
-
7298.00
10378.00
5527.00
3990.00
4340.00
-
-
12200.00
11007.00
6571.00
3447.00
19095.00
7072.00
5188.00
4272.00
3460.00
4933.00
5003.00
4480.00
6356.00
4988.00
4689.00
3849.00
8860.00
5725.00
3072.00
6358.00
5976.00
7725.00
4434.00
4899.00
5075.00
4878.00
_________
£229792.00
_________|| DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 ## **- 12** - ## **THE DAWSON & FOWLER FOUNDATION** ## **NOTES TO THE ACCOUNTS - FOR THE YEAR ENDED 31 DECEMBER 2022** |**4)**
**Investments in Quoted Shares (Continued)**
b)
Portfolio reconciliation
Valuation b/fwd
Sales in year at valuation
Purchases in year at cost
Unrealised (loss)/profit during the year
Valuation c/fwd
**5)**
**Cash at Bank**
Royal Bank of Scotland - Business A/c
Current A/c
CCCA Investment Management – COIF Charities Deposit Fund
Rathbones Client Account
Mather Jamie Client Account
**6)**
**Investment Properties**
55 & 55a Churchgate (at valuation)
56 & 56a Churchgate (at valuation)
Land at rear of Churchgate (at cost)
Total valuation|**2022**
**Market Value**
229792.00
(28537.08)
12444.00
(9966.00)
_________
£203733.00
_________
**2022**
27473.04
3561.52
21565.45
29329.75
500.00
________
£82429.76
________
**2022**
-
-
-
395000.00
_________
£395000.00
_________|**2021**
**Market Value**
205009.00
(108023.00)
119561.00
13245.00
_________
£229792.00
_________
**2021**
25611.82
4001.79
21357.09
18129.87
-
________
£69100.57
________
**2021**
-
-
-
395000.00
_________
£395000.00
_________| |---|---|---| The properties were valued by Mather Jamie on 6 February 2020. The valuation is for all the properties. |**7)**|**Analysis of Net Assets Between Funds**|Unrestricted|Unrestricted|| |---|---|---|---|---| |||General|Designated|Total| |||Funds|Funds|Funds| ||Investment Properties|395000.00|-|395000.00| ||Quoted Investments|203733.00|-|203733.00| ||Cash at Bank|82429.76|-|82429.76| |||_________|________|_________| |||£681162.76
_________|£ -
________|£681162.76
_________| DocuSign Envelope ID: 01D87C55-E1A5-4EB5-9E60-4126FB2107E7 Our ref: DRG/DAW 001 ## **PRIVATE & CONFIDENTIAL** Mrs L Cutler Dawson & Fowler Foundation Century House Breedon Lane Tonge Derbys DE73 8BA 2023 Dear Lesley ## **ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2022** I enclose: - a) your signed copy of the accounts, b) our fee note. With best wishes. Yours sincerely D R Gradon MA FCA **for Cound & Co LLP**