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← Bill Brown's Charitable Settlement Of 1989

2025-06-30-accounts

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

ANNUAL REPORT AND ACCOUNTS

30TH JUNE 2025

PAYNE HICKS BEACH LLP

Solicitors 10 New Square Lincoln's Inn London WC2A 3QG

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

CONTENTS

Reports

3 Administrative information about the charity, its directors and advisers 4 - 10 Directors' report 11 - 14 Independent auditor's report

Accounts

15 Statement of financial activities 16 Balance sheet 17 Statement of cash flow

Appendix

29 Grants payable

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 3

ADMINISTRATIVE INFORMATION ABOUT THE CHARITY, ITS TRUSTEE AND ADVISERS

CORPORATE TRUSTEE : Bill Brown Charity Trustees
DIRECTORS OF THE CORPORATE TRUSTEE : Graham Stephen Brown
(THE DIRECTORS) Anthony John Barnett
Neil John Wingerath
PRINCIPAL ADDRESS : 10 New Square
Lincoln's Inn
London WC2A 3QG
WEBSITE ADDRESS : www.billbrowncharity.org
CHARITY REGISTRATION NUMBER : 801756
AUDITOR : Bright Grahame Murray
Emperor's Gate
3rd Floor, 114a Cromwell Road
Kensington, London, SW7 4AG
INVESTMENT MANAGER : Rathbones Investment Management
30 Gresham Street
London EC2V 7QN
BANKERS : CAF Bank
25 Kings Hill Avenue
Kings Hill
West Malling
Kent ME19 4JQ
PROPERTY MANAGEMENT : Hall Barn Estates Limited
The Estate Office
Home Farm
Hall Barn
Beaconsfield
Bucks HP9 2SG
Bidwells LLP
Bidwell House
Trumpington Road
Cambridge CB2 9LD
SOLICITORS AND ADMINISTRATORS : Payne Hicks Beach LLP
10 New Square
Lincoln's Inn
London WC2A 3QG

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 4

DIRECTORS' REPORT - 30TH JUNE 2025

The directors of the corporate trustee (the directors) presents its statutory report together with the accounts of Bill Brown's Charitable Settlement of 1989 (also referred to as "The Bill Brown 1989 Charitable Trust") for the year ended 30th June 2025.

The accounts have been prepared in accordance with the accounting policies set out on pages 18 to 22 of the attached accounts and comply with the Charity's trust deed, applicable laws, applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), and 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 United Kingdom and Republic of Ireland (FRS 102), second edition (October 2019).

GOVERNANCE, STRUCTURE AND MANAGEMENT

Governance

The Bill Brown's Charitable Settlement of 1989 is governed by a trust deed dated 2nd May 1989. The unincorporated charity is registered under the Charities Act 2011, Charity Registration No. 801756.

The statutory power of appointment of new directors of the corporate trustee lies with the continuing directors themselves.

The names of the trustees/directors who served during the year are set out as part of the administrative information on page 3 of this Annual Report and Accounts. Brief biographical details are given below:

Graham Stephen Brown

Mr. Brown was a trustee since inception until his resignation as an individual trustee of the Charity on 11th December 2020. He was a partner in Payne Hicks Beach from 1972 until 2009, and was senior partner from 1994 to 2008, and was a consultant with the firm until retiring on 31st May 2014. He is an Honorary Bencher of the Honourable Society of Lincoln's Inn. Mr. Brown is not related to the late settlor.

Anthony John Barnett

Mr. Barnett was appointed a trustee on 26th September 1997 until his resignation as an individual trustee of the Charity on 11th December 2020. He is a Chartered Accountant and retired as finance director of Verlingue Limited on 30th September 2020.

Neil John Wingerath

Mr. Wingerath was appointed a director in January 2024. He was for many years employed as Head of the Trust and Tax Department of Payne Hicks Beach LLP.

Bill Brown Charity Trustees

On 11th December 2020, Bill Brown Charity Trustees was appointed the sole trustee of the Trust. The directors of the corporate trustee are Graham Stephen Brown, Anthony John Barnett and Neil John Wingerath. Mr. Brown and Mr. Barnett were appointed as directors on 8 April 2020.

The corporate trustee holds title of the investment properties belonging to the trust.

On agreeing to their appointment, the directors are thoroughly briefed by their co-directors on the history of the trust, the day-to-day management, the responsibilities of the directors, the current objectives and future plans.

Directors' responsibilities statement

The directors are responsible for preparing the directors' report and accounts in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 5

DIRECTORS' REPORT - 30TH JUNE 2025

GOVERNANCE, STRUCTURE AND MANAGEMENT (Continued)

Directors' responsibilities statement (continued)

Charity law in England and Wales requires the directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the charity at the year end and of its income and expenditure during that year. In preparing accounts giving a true and fair view, the directors are required to:

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the charity and which enable them to ensure that the accounts comply with the Charities Act 2011, applicable Charity (Accounts and Reports) Regulations and the provisions of the trust deed. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the charity and financial information included on the charity's website. Legislation in the United Kingdom governing the preparation and dissemination of accounts may differ from legislation in other jurisdictions.

Structure and management reporting

The directors are ultimately responsible for the policies, activities and assets of the charity. They meet twice a year to review the developments with regard to the charity, its grant giving activities and make any important decisions. When necessary, the directors seek advice and support from the charity's professional advisers including investment managers, solicitors and accountants. The day to day management of the charity's activities, and the implementation of policies, is delegated to the Private Client Department of Payne Hicks Beach LLP. The directors are continuing to review and develop the process of managing grant applications and Payne Hicks Beach LLP administers payments and keeps the books and records of the charity.

At their meetings the directors review the investment performance, and the investment managers attend the meetings to update the directors in detail on the portfolio. The directors review the proposals for grants to be made and approve such grants as appropriate.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 6

DIRECTORS' REPORT - 30TH JUNE 2025

GOVERNANCE, STRUCTURE AND MANAGEMENT (Continued)

Risk management

In line with the requirement for charity directors to undertake a risk assessment exercise and report on the same in their annual report, the directors have looked at the risks the Bill Brown's Charitable Settlement of 1989 currently faces and have reviewed the measures in place, or needing to be put in place, to deal with them. The directors have identified three main areas where risks may occur:

Governance looks at the continuity of trusteeship, the skills and background of the directors and the policies of regular meetings of the directors to review their aims and activities.

Operational looks at the risk inherent in the delegation of statutory and legal requirements of the charity, its management and secretarial functions and delegation of certain of those functions, and its grant giving activities.

Financial risks include those inherent in delegation of management and custody of listed investments to independent investment managers, the financial record keeping of the charity, its investment policy, audit and review procedures.

Having assessed the major risks to which the charity is exposed, in particular those relating to its investments and its finances, the directors believe that by ensuring controls exist over key financial systems incorporating the systems and controls implemented by Payne Hicks Beach LLP, and by delegating the listed investment management function to investment managers, subject to regular monitoring, including periodic reviews of performance against benchmarks, they have established effective systems to mitigate those risks.

The risk assessment is kept under regular review and is fully reassessed every three years.

The keys risks faced by the charity, as identified by the directors, are described below together with the principal ways in which they are mitigated.

The value of the listed investments is dependent on movements in UK and world stock markets. The investments are managed by reputable investment managers who adhere to a policy agreed by the directors. The directors meet twice a year with the investment managers and the manager's performance and that of the portfolio are monitored. The investment strategy is assessed regularly to ensure it remains appropriate to the charity's needs - both now and in the future.

Having completed a programme of investment in commercial properties in Beaconsfield, Buckinghamshire, the charity now has properties informally valued at 30th June 2025 at £7,440,000 before set off of a loan from CAF Bank secured against the properties. The directors carry out regular reviews of the properties in conjunction with their property agents Bidwells LLP who remain engaged to carry out regular strategic reviews.

The charity carries out its objectives by providing grants to institutions that are also UK registered charities, whose objects comply with the charity's criteria. There is a risk that a grant provided by the charity may not reach the intended recipient and/or may be used for purposes not consistent with the charity's objects. Whilst the directors are mindful of their own obligation to ensure that the charity benefits the public generally, they take some assurance from the fact that recipients of grants are themselves regulated to ensure that they operate for the public benefit.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 7

DIRECTORS' REPORT - 30TH JUNE 2025

ACTIVITIES, SPECIFIC OBJECTIVES AND RELEVANT POLICIES

Activities and specific objectives

The directors operate a grant giving policy, providing funds for such charitable objects or institutions as the directors think fit.

Institutions intending to make an appeal are directed to the website www.billbrowncharity.org where more detailed information concerning particular areas of support, application guidelines, exclusions and grants can be found.

The directors aim to make annual equivalent distributions of approximately £200,000, excluding substantial bursary commitments. After taking account of the bursaries and grants regularly made, there are limited funds available for distribution to other charities in accordance with the guidelines set out in the grant giving policy as summarised on the charity's website.

Objectives and activities for the public benefit

The directors take their inspiration in identifying their areas of interest from the life of the Settlor, and his own thoughts and wishes, so far as they are known.

The directors confirm that they have referred to the guidance contained in the Charity Commission's guidance on public benefit when reviewing the Trust's aims and objectives and in planning future activities and setting the grant making policy.

The Trust carries out these objectives by providing grants and commitments to institutions that are also UK registered charities, whose objects comply with the Trust's criteria. Whilst the directors are mindful of their own obligation to ensure that the Trust benefits the public generally, they take some assurance from the fact that recipients of grants are themselves regulated to ensure that they operate for the public benefit.

Potential recipients of grants are identified by the directors individually in areas where it is perceived that public benefit will be achieved. The opportunity to benefit is not restricted in any way except that grants are restricted to bodies registered in the UK, not least to facilitate the director being able to follow up on the efficacy of the grants made. In all other respects grants are not limited in any way except that the recipients should have a charitable need.

The directors therefore consider that the Trust's activities are for the benefit of the public generally.

Key management

The directors of the corporate trustee consider that they alone comprise the key management personnel of the charity in charge of directing and controlling, running and operating the Trust on a day-to-day basis. All directors give of their time freely and no directors received any remuneration in the year. Details of directors' expenses and remuneration and any related party transactions are disclosed in notes 3 and 4 to the accounts. As noted above, the day-to-day management of the charity's activities, and the implementation of policies, is delegated to the Private Client Department of Payne Hicks Beach LLP.

Listed investment policy

The charity has portfolios of listed investments with an aggregate market value as at 30th June 2025 of £6,811,885.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 8

DIRECTORS' REPORT - 30TH JUNE 2025

ACTIVITIES, SPECIFIC OBJECTIVES AND RELEVANT POLICIES (Continued)

Listed investment policy (Continued)

There are no restrictions on the charity's power to invest. Separate investment strategies are agreed between the directors and the two firms of investment managers and are regularly reviewed. These are the subject of separate policy statements which have been completed by the directors and form an integral part of the agreements with the investment managers to provide investment management services.

The investment managers are invited to attend each formal meeting of the directors to provide a report on the performance of the portfolios, comparison against the benchmarks and general market issues.

ACHIEVEMENTS AND PERFORMANCE

Commercial property

The directors have four commercial properties and details of these are shown in the attached accounts. Improvement works to the properties have been undertaken and the properties are let. At the period end the properties were valued at £7,440,000. The property investment, including the improvement works, have been funded by a loan of which £1,186,013 remains repayable at 30th June 2025 and is secured on three of the commercial properties.

Review of activities

Total income received in the period from the charity's investment assets and cash deposits amounts to £623,470 which equates to a yield of 4.4% (based on the market valuation of the assets at the year end). The directors awarded grants totalling £56,400 during the year, in accordance with the charity's grant giving policy set out above. A detailed list of all grants made in the period is included in the Appendix on page 29.

The directors maintain a list of charitable organisations which the charity regularly supports and they are currently undertaking a comprehensive review of their grant giving policy as set out above.

The directors feel that their objectives have been adequately met during the period.

However, the directors are aware that there are external factors, which could affect the achievement of their objectives as a significant part of the charity's assets are made up of investments and cash, the result of which are dependent on the general performance of the UK and overseas stock markets. As noted above under risk management, in order to minimise this, the directors have set prudent investment policies and place reliance on the investment managers to monitor and advise on the necessary investment changes and suitable asset allocation.

Investment performance

The yield from the combined income of listed investment assets and cash deposits was 2.8%, and there was a capital decrease of 0.8% (based on the valuation of assets at the period end). At the end of the period the charity's portfolio of investments comprised of 7% UK equities and unit trusts, 19% UK fixed interest, 74% overseas equities and fixed interest.

The aggregate rents for the period from the lettings of the properties at London End was £379,802 (with rent arrears of £17,352) which equates to a gross yield of 5.1% p.a. (excluding arrears).

In view of the current volatility in financial markets, the directors are satisfied with the performance of the listed investments and they are content also with the return from the investment properties. They are satisfied that their investment objectives will be met over the medium term.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 9

DIRECTORS' REPORT - 30TH JUNE 2025

FINANCIAL REVIEW

Results for the year

A summary of the period's results can be found on page 15 of this report and accounts.

During the year ended 30th June 2025, total income amounted to £623,470 (2024 - £533,151), being income arising from the charity's investments including rental income and cash deposits.

The directors made grants and commitments to 8 institutions totalling £56,400 (2024 - £166,250). No new grants were agreed during the year ended 30th June 2025, only regular donations were awarded. Investment manager fees were £36,367 (2024 - £38,119), grant administration costs totalled £60,251 (2024 - £63,128), property expenses amounted to £217,443 (including CAF Loan Interest of £109,070) (2024 - £310,261) and governance costs were £9,152 (2024 - £8,460). Total expenditure was £379,613 (2024 - £586,218).

There were net losses on listed investments and investment property during the year of £847,818 (2024 - gains of £271,327).

This results in net decrease in funds during the year of £603,961 (2024 - net increase in funds of £218,260).

Reserves policy and financial position

Reserves policy

The directors' policy is to operate on the basis of being able to continue to generate sufficient income to use towards meeting their charitable objects and to accord with their principal aims. The directors are of the opinion that the funds remains sufficient to enable them to continue this ongoing objective.

The charity has sufficient, but not excessive, funds to service its objective of making future charitable distributions.

Financial position

The balance sheet shows total funds of £12,288,701 (2024 - £12,892,662). The unrestricted fund comprises amounts which ultimately are free reserves but which are held by the directors for investment so as to ensure the continued generation of income in future periods, thereby helping to safeguard the long term existence of the charity and the achievement of its objectives. The size of the unrestricted fund sustains and supports the levels of donations which the directors wish to maintain and enhance over time. The directors consider free reserves to be adequate but not excessive in the light of the charity's reserve policy set out above.

Future plans

The directors do not anticipate any significant changes to the charity or its activities over the next two to five years. It is their intention to meet the following objectives:

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 10

DIRECTORS' REPORT - 30TH JUNE 2025

FINANCIAL REVIEW (Continued)

Future plans (Continued)

: Signed on behalf of the directors of the corporate trustee:

Neil Wingerath Director of the Corporate Trustee

Approved by the directors. of the corporate trustee O1:........-scccscccssessensessenrereeenerebo Are Raw 2026

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 11

INDEPENDENT AUDITOR'S REPORT - 30TH JUNE 2025

INDEPENDENT AUDITOR'S REPORT TO THE DIRECTORS OF THE CORPORATE TRUSTEE OF THE BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

OPINION

We have audited the accounts of Bill Brown's Charitable Settlement of 1989 (the ‘charity’) for the year ended 30 June 2025 which comprise the statement of financial activities, the balance sheet, the principal accounting policies and the notes to the accounts. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the accounts:

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the accounts section of our report. We are independent of the charity in accordance with the ethical requirements that are relevant to our audit of the accounts in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

CONCLUSIONS RELATING TO GOING CONCERN

In auditing the accounts, we have concluded that the directors of the corporate trustees’ use of the going concern basis of accounting in the preparation of the accounts is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charity’s ability to continue as a going concern for a period of at least twelve months from when the accounts are authorised for issue.

Our responsibilities and the responsibilities of the directors of the corporate trustee with respect to going concern are described in the relevant sections of this report.

OTHER INFORMATION

The directors of the corporate trustee are responsible for the other information. The other information comprises the information included in the Annual Report and Accounts, other than the accounts and our auditor’s report thereon. Our opinion on the accounts does not cover the other information and we do not express any form of assurance conclusion thereon.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 12

INDEPENDENT AUDITOR'S REPORT - 30TH JUNE 2025

INDEPENDENT AUDITOR'S REPORT TO THE DIRECTORS OF THE CORPORATE TRUSTEE OF THE BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

OTHER INFORMATION (Continued)

In connection with our audit of the accounts, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the accounts or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the accounts or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION

We have nothing to report in respect of the following matters in relation to which the Charities Act 2011 requires us to report to you if, in our opinion:

RESPONSIBILITIES OF DIRECTORS

As explained more fully in the directors’ responsibilities statement, the directors of the corporate trustee are responsible for the preparation of the accounts and for being satisfied that they give a true and fair view, and for such internal control as the directors of the trustee determine is necessary to enable the preparation of accounts that are free from material misstatement, whether due to fraud or error.

In preparing the accounts, the directors of the trustee are responsible for assessing the charity’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors of the trustee either intend to liquidate the charity or to cease operations, or have no realistic alternative but to do so.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE ACCOUNTS

We have been appointed as auditors under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder.

Our objectives are to obtain reasonable assurance about whether the accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these accounts.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 13

INDEPENDENT AUDITOR'S REPORT - 30TH JUNE 2025

INDEPENDENT AUDITOR'S REPORT TO THE DIRECTORS OF THE CORPORATE TRUSTEE OF THE BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE ACCOUNTS (Continued)

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the charity’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of noncompliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors of the trustee and administrators and the inspection of regulatory and legal correspondence, if any.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 14

INDEPENDENT AUDITOR'S REPORT - 30TH JUNE 2025

INDEPENDENT AUDITOR'S REPORT TO THE DIRECTORS OF THE CORPORATE TRUSTEE OF THE BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE ACCOUNTS (Continued)

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the accounts is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

USE OF OUR REPORT

This report is made solely to the charity’s directors, as a body, in accordance with section 145 of the Charities Act 2011 and with regulations made under section 154 of that Act. Our audit work has been undertaken so that we might state to the charity’s directors 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 charity and the charity’s directors as a body, for our audit work, for this report, or for the opinions we have formed.

Bright Grahame Murray

Paul Davis FCA (Senior Statutory Auditor) for and on behalf of Bright Grahame Murray Statutory Auditor Chartered Accountants Emperor's Gate 3rd Floor, 114a Cromwell Road Kensington, London, SW7 4AG

Date: 21 April 2026

Bright Grahame Murray 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.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 15

STATEMENT OF FINANCIAL ACTIVITIES

FOR THE YEAR ENDED 30TH JUNE 2025

2024 Notes 2025
£ £
INCOME FROM:
Investments
306,247 Rental income 379,802
36,242 Service charges 46,869
183,770 Income from listed investments 1 191,901
6,892 Interest receivable 4,898
_ _
533,151 TOTAL INCOME 623,470
_ _
EXPENDITURE ON
Raising funds
38,119 Investment management costs 36,367
310,261 Property expenses 217,443
Charitable activities
Promoting and enhancing
237,838 charitable work 2 125,803
___ ___
586,218 TOTAL EXPENDITURE 379,613
___ ___
(53,067) NET (EXPENDITURE)/INCOME BEFORE INVESTMENT 243,857
GAINS/(LOSSES)
Investment gains:
1,381,979 Realised gains/(losses) on listed investments 6 (72,114)
(805,652) Unrealised gains/(losses) on listed investments 6 14,296
(305,000) Unrealised gains/(losses) on investment property 7 (790,000)
____ ___
271,327 NET GAINS/(LOSSES) ON INVESTMENTS (847,818)
___ ___
NET INCOME/(EXPENDITURE) AND NET MOVEMENT
218,260 IN FUNDS (603,961)
RECONCILIATION OF FUNDS
12,674,402 Total funds brought forward at 1st July 2024 12,892,662
____ ____
12,892,662 Total funds carried forward at 30th June 2025 12,288,701
____ ____
All recognised gains and losses are included in the above statement of financial activities.
All of the charity's activities derived from continuing operations during the above two
financial years.
All income and expenditure were attributable to unrestricted funds in the above two
financial years.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 16

BALANCE SHEET - 30TH JUNE 2025

==> picture [468 x 617] intentionally omitted <==

----- Start of picture text -----
|||||||||||| |---|---|---|---|---|---|---|---|---|---|---| |2024|2024|Notes|2025|2025| |£|£|£|£| |FIXED ASSETS| |investments| |7,530,791|Listed|investments|6|6,811,885| |8,230,000|Freehold|Investment|Properties|7|7,440,000| |15,760,791|14,251,885| |CURRENT|ASSETS| |14,548|Debtors|8|26,025| |720,627|Cash|at bank|and|in|hand|9|845,095| |735,175|Total|current assets|871,120| |LIABILITIES:| |Creditors:|Amounts|falling|due| |(816,299)|within one year|10|(835,675)| |(81,124)|NET CURRENT ASSETS/(LIABILITIES)|35,445| |15,679,667|TOTAL ASSETS|LESS CURRENT|LIABILITIES|14,287,330| |Creditors:|Amounts|falling|due| |(2,787,005)|after one year|11|(1,998,629)| |12,892,662|NET ASSETS|{2,288,701| |THE|FUNDS|OF|THE|CHARITY| |Unrestricted|Income|Funds| |12,892,662|General|Funds|12,288,701| |Approved|by the|directors|of the|corporate|trustee and|signed|on|their|behalf|by:| |Neil|Wingerath| |Directors|of the|Corporate Trustee| |Date of Approval: rrr|\Lte|ARR 2026|

----- End of picture text -----

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 17

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30TH JUNE 2025

2024
£
CASH FLOWS FOR OPERATING ACTIVITIES
218,260
Net income/(expenditure) for the year
(271,327)
Net (gain)/loss on investments
(6,892)
Interest receivable
(526,259)
Investment income receivable
2,377
Decrease/(increase) in debtors
(731,311)
Increase/(decrease) in creditors
_
(1,315,152)
NET CASH USED IN OPERATING ACTIVITIES
_
2023
£
CASH FLOWS FROM INVESTING ACTIVITIES
(5,570,222)
Payments to acquire investments
6,251,966
Receipts from disposals of investments
6,892
Interest receivable
526,259
Investment income received
_
1,214,895
NET CASH PROVIDED BY INVESTING ACTIVITIES
_
2023
£
CASH FLOWS FROM FINANCING ACTIVITIES
(149,044)
Repayments of borrowing
_
(149,044)
NET CASH FLOW PROVIDED BY FINANCING ACTIVITIES
_
CHANGES IN CASH AND CASH EQUIVALENTS IN
£
THE REPORTING PERIOD
969,928
Balance at beginning of the period
(249,301)
Movement in cash in the year
_
720,627
Balance at end of the period
_
ANALYSIS OF CHANGES IN NET DEBT
At 1st
Movement
July 2024
in year
£
£
Cash at bank and in hand
720,627
124,468
Debt due within one year
(164,969)
(22,415)
Debt due after one year
(1,287,005)
288,376
_
_____

Net debt
(731,347)
390,429		 2025
£
(603,961)
847,818
(4,898)
(618,572)
(11,477)
(502,384)
_
(893,474)
_
2024
£
(1,605,665)
2,266,753
4,898
618,572
_
1,284,558
_
2024
£
(266,616)
_
(266,616)
_
£
720,627
124,468
_
845,095
_
At 30th
June 2025
£
845,095
(187,384)
(998,629)
____
(340,918)

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 18

PRINCIPAL ACCOUNTING POLICIES - 30TH JUNE 2025

Charity Information

Bill Brown's Charitable Settlement of 1989 is an unincorporated charity registered in England and Wales (Charity Number 801756). The charity is governed by a Trust Deed dated 2nd May 1989. The registered office is 10 New Square, Lincoln's Inn, London, WC2A 3QG.

The principal accounting policies adopted, judgements and key sources of estimation uncertainty in the preparation of the accounts are laid out below.

Basis of preparation

These accounts have been prepared for the year ended 30th June 2025 with comparative information presented in respect to the year to 30th June 2024.

The accounts have been prepared under the historical cost convention modified to include investment properties and certain financial instruments at fair value. The principle accounting policies adopted are set out below.

The accounts have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (Charities SORP FRS 102) second edition (October 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Charities Act 2011.

The charity constitutes a public benefit entity as defined by FRS 102.

The accounts are presented in sterling and are rounded to the nearest pound.

Key Judgements and estimates

The preparation of the financial statements requires the directors to make estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet date. The estimates and underlying assumptions are reviewed on an ongoing basis. Actual results may differ from these estimates. The most significant sources of estimation uncertainty at the reporting date, which carry a significant risk of material adjustment within the next financial year, are outlined below.

Valuation of Investment Properties

The charity’s freehold investment properties are carried at fair value. Fair value is inherently judgemental because it reflects market conditions and assumptions at the reporting date. The directors determine fair value based on informal valuations obtained annually from the charity’s property managers. These valuations rely on:

Because the charity does not commission full formal RICS “Red Book” valuations each year, the fair values rely on the accuracy and reliability of the comparative yield information and rental assumptions provided by the property managers, as well as the directors’ assessment of the local commercial property market.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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PRINCIPAL ACCOUNTING POLICIES - 30TH JUNE 2025

Key Judgements and estimates (continued)

Valuation of Investment Properties (continued)

Given the volatility in commercial property markets and the subjective nature of yield-based valuation, the resulting fair values are subject to material estimation uncertainty. A reasonable movement in market yields or rental assumptions could result in a significant change to the reported fair value of the properties. This may lead to a material adjustment to the carrying value of investment properties in future periods.

Multi-year Grant Commitments

The charity recognises liabilities for multi-year grants when a constructive obligation The charity recognises liabilities for multi-year grants when a constructive obligation such commitments requires judgement about whether conditions attached to grants have been met, and whether the charity remains committed to future payment instalments. These estimates may change as new information becomes available or as grantees meet or fail to meet relevant conditions.

Assessment of going concern

The directors have assessed whether the use of the going concern assumption is appropriate in preparing these accounts. The directors have made this assessment in respect of a period of one year from the date of approval of these accounts.

The directors have concluded that there are no material uncertainties related to events or conditions that may cast significant doubt on the ability of the charity to continue as a going concern. The directors are of the opinion that the charity will have sufficient resources to meet its liabilities as they fall due and therefore there are no concerns regarding the charity's ability to continue as a going concern. The most significant areas of judgement that affect items in the account are detailed above. With regard to the next accounting period, the year ending 30th June 2026, the most significant areas that affect the carrying value of the assets held by the charity are the level of investment return and the performance of the investment markets (see the investment policy and the risk management sections of the directors' report for more information).

Income recognition

Income is recognised in the period in which the charity has entitlement to the income, the amount of income can be measured reliably and it is probable that the income will be received.

Income comprises property rental income and services charges, investment income from listed investments and interest from deposits.

Rental income and service charges from investment properties are recognised when they become due under the relevant tenancy agreement.

Dividends are recognised once the dividend has been declared and notification has been received of the dividend due.

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the bank.

Expenditure recognition

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the charity to make a payment to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligations can be measured reliably.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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PRINCIPAL ACCOUNTING POLICIES - 30TH JUNE 2025

Expenditure recognition (continued)

All expenditure is accounted for on an accruals basis. Expenditure comprises direct costs and support costs. All expenses, including support costs, are allocated or apportioned to the applicable expenditure headings. The classification between the activities is as follows:

Grants payable are included in the statement of financial activities when approved and when the intended recipient has either received the funds or been informed of the decision to make the donation and has satisfied all related conditions. Grants approved but not paid at the end of the financial period are accrued for. Grants where the beneficiary has not been informed or has to meet certain conditions before the grant is released are not accrued for but are noted as financial commitments in the notes to the accounts.

All expenditure is stated inclusive of irrecoverable VAT.

Allocation of support and governance costs

Support costs represent indirect charitable expenditure. In order to carry out the primary purposes of the charity it is necessary to provide support in the form of administration services.

Governance costs comprise the costs involving the public accountability of the charity (including audit costs) and costs in respect of its compliance with regulation and good practice.

Support costs and governance costs are apportioned directly to the one charitable activity.

Fixed asset investments

Fixed asset investments (both listed investments and property) are included on the balance sheet at their market value at the end of the financial period. Realised and unrealised gains (or losses) are credited (or debited), to the statement of financial activities in the year in which they arise.

Listed investments are a form of basic financial instrument and are initially recognised at their transaction value and subsequently measured at their fair value as at the balance sheet date using the closing quoted market price.

The charity does not acquire put options, derivatives or other complex financial instruments.

As noted above the main form of financial risk faced by the charity is that a volatility in equity markets and investment markets due to wider economic conditions, the attitude of investors to investment risk, and changes in sentiment concerning equities and within particular sectors or sub sectors.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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PRINCIPAL ACCOUNTING POLICIES - 30TH JUNE 2025

Investment Properties

Investment properties are properties held to earn rental income and/or for capital appreciation. They are initially recognised at cost, including directly attributable expenditure such as legal fees and transaction costs.

Subsequent to initial recognition, investment properties are measured at fair value at each reporting date. Fair value represents the amount for which the property could be exchanged between knowledgeable, willing parties in an arm’s-length transaction.

Given the nature of the charity’s property portfolio and the directors’ reliance on specialist external input, the fair value of the investment properties is determined using informal valuations obtained annually from the charity’s property managers. These valuations are prepared using:

The directors review the informal valuations for reasonableness, taking into account factors such as lease terms, occupancy levels, property condition, and prevailing market conditions. Where necessary, adjustments are made to reflect known circumstances that may not be fully considered in the informal valuation.

Changes in fair value are recognised in the Statement of Financial Activities in the period in which they arise.

The valuation approach involves a degree of estimation uncertainty due to the use of rental yield benchmarks and management judgement in assessing comparable market information. As such, the fair value may not reflect the amount ultimately realised on disposal.

Loans

Bank loans are a basic financial instruments and are recognised at their transaction value, which is normally the principal amount advanced plus transaction costs. Subsequent to initial recognition, loans are stated at amortised cost with any difference between cost and redemption value being recognised the statement of financial activities using the effective interest method.

Debtors

Debtors are recognised at their settlement amount, less any provision for non-recoverability. Prepayments are valued at the amount prepaid. They have been discounted to the present value of the future cash receipt where such discounting is material.

Cash in bank and in hand

Cash at bank and in hand represents such accounts and instruments that are available on demand or have a maturity of less than three months from the date of acquisition.

Creditors and provisions

Creditors and provisions are recognised when there is an obligation at the balance sheet date as a result of a past event, it is probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be estimated reliably. Creditors and provisions are recognised at the amount the charity anticipates it will pay to settle the debt. They have been discounted to the present value of the future cash payment where such discounting is material.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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PRINCIPAL ACCOUNTING POLICIES - 30TH JUNE 2025

Fund accounting

The unrestricted fund represents funds available for the general charitable purposes of the charity which may be applied at the discretion of the directors.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

1 INVESTMENT INCOME

Income from listed investments arises from the following investments:

2024
£
Direct investments:
67,934
UK Equities and Unit Trusts
36,112
Fixed Interest
-
REITS
64,780
Overseas Equities
14,657
Overseas Interest
287
Excess reportable income
_
183,770
_
OMOTING AND ENHANCING CHARITABLE WORK
2024
£
166,250
Grants payable to institutions
63,128
Grant administration costs
8,460
Governance costs (note 3)
__
237,838
 2025
£
72,219
39,361
-
65,330
14,984
7
_
191,901
_
2025
£
56,400
60,251
9,152
__
125,803

2 PROMOTING AND ENHANCING CHARITABLE WORK

A reconciliation of the grants payable and grant commitments figures shown in these accounts is as follows:

2024
£
2,712,000
Grant commitments at 1st July 2024
166,250
Grants agreed during the year
_
2,878,250
Grants payable
(875,750)
Grants paid during the year
_
2,002,500
Grant commitments at 30th June 2025
 2025
£
2,002,500
56,400
_
2,058,900
(547,500)
_
1,511,400

In addition to the amounts committed and accrued and noted above, the directors from time to time also authorise certain grants which are subject to the recipient fulfilling certain conditions. The total amount authorised but not accrued for in these accounts at 30th June 2025 was £nil (2024 - £nil).

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

3 GOVERNANCE COSTS

VERNANCE COSTS
2024
£
Statutory audit fee
7,990
Audit Fees
470
Directors' expenses
______
8,460
 2025
£
8,220
932
______
9,152

4 STAFF COSTS, DIRECTORS' REMUNERATION AND RELATED PARTY TRANSACTIONS

The charity employed no staff during the year (2024 - none).

No directors received any remuneration in respect of their services during the year (2024 - £nil).

One director was reimbursed £932 for travel and subsistence expenditure incurred in the performance of their duties during the year (2024 - One director was reimbursed £470 for travel and subsistence expenditure incurred in the performance of their duties.

The key management personnel of the charity in charge of directing and controlling the charity comprise the directors.

The total remuneration (including taxable benefits and employer's pension contributions) of the key management personnel for the year was £nil (2024 - £nil).

There were no other related party transactions during the period of the report (2024 - none).

5 TAXATION

The Bill Brown's Charitable Settlement of 1989 is a registered charity and, therefore, is not liable to income tax or corporation tax on income or gains derived from its charitable activities as they fall within the exemptions available to registered charities.

6 LISTED INVESTMENTS

_ 2024
£
Movements in listed investments during the year were as follows:
7,636,208
Market value at 1st July 2024
5,570,222
Additions at cost
Disposals at book value
(4,869,987)
(proceeds: £2,266,753; losses £72,114)
(805,652)
Net unrealised gains/(losses) in year
_

7,530,791
Market value at 30th June 2025
______
_
7,094,400
Cost of listed investments 30th June 2025
 2025
£
7,530,791
1,605,665
(2,338,867)
14,296
___
6,811,885
_ ___
6,361,199

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

6 LISTED INVESTMENTS (Continued)

All investments were dealt in on a recognised stock exchange:

2024
£
Listed investments held at 30th June 2025 comprise the
following investments all listed on a UK stock exchange:
907,051
UK Equities and Unit Trusts
1,401,500
UK Fixed Interest
_
2,308,551
Overseas
4,972,773
Equities
249,467
Fixed Interest
_
7,530,791
__
At 30th June 2025 no individual holdings had a market value in
excess of 5% of the entire portfolio.		 2025
£
473,594
1,329,140
_
1,802,734
4,820,542
188,609
_
6,811,885
__

7 FREEHOLD INVESTMENT PROPERTY

2024
£
8,535,000
Market value brought forward
-
Additions
(305,000)
Revaluation
_
8,230,000
Market value carried forward
_
The market values of the properties as at 30th June are:
995,000
5 London End, Beaconsfield, Bucks
3,800,000
35/37/39 London End, Beaconsfield, Bucks
3,435,000
51/53 London End, Beaconsfield, Bucks
__
8,230,000
 2025
£
8,230,000
-
(790,000)
___
7,440,000
_ ___
850,000
3,200,000
3,390,000
__
7,440,000

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

7 FREEHOLD INVESTMENT PROPERTY (Continued)

2024
£
The historic cost of the properties are:
1,358,150
5 London End, Beaconsfield, Bucks HP9 2HW
570,408
35 London End, Beaconsfield, Bucks HP9 2HW
3,086,630
37/39 London End, Beaconsfield, Bucks HP9 2HW
3,182,628
51/53 London End, Beaconsfield, Bucks HP9 2HW
__
8,197,816
 2025
£
1,358,150
570,408
3,086,630
3,182,628
__
8,197,816

8 DEBTORS

2024
£
-
Dividends awaiting receipt
6,532
Rent arrears
8,016
Accrued interest on investments
_
14,548		 2025
£
426
17,352
8,247
______
26,025

9 CASH AT BANK AND IN HAND

2024
£
544,608
Rathbones Investment Management
62,646
CAF Bank Ltd.
5,249
Payne Hicks Beach LLP
79,483
Philip Marsh Collins Deung
28,641
Hall Barn Estates Ltd.
_
720,627
 2025
£
568,519
79,792
63,578
113,592
19,614
_
845,095

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

10 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024
£
Accruals for grants payable
2,500
Agreed donations in 2024 awaiting payment
-
Agreed donations in 2025 awaiting payment
500,000
University of Bristol - Premier Lecture Theatres
Bank loans and overdrafts
164,969
Loan (note 11)
3,575
CAF Loan repayment interest accrual
Trade creditors
9,671
Investment management fees
33,720
Grant administration costs
Statutory audit fee
7,990
2024
-
-
2025
8,220
_
Accruals and deferred income
67,339
Deferred income (note 13)
Taxation and social security
16,401
VAT payable
Other creditors
-
Lease tenancy deposit
10,134
Other creditors
_____
816,299
 2025
£
-
11,400
500,000
187,384
2,920
9,050
16,980
8,220
72,271
13,632
-
13,818
_
835,675

11 CREDITORS: AMOUNTS FALLING DUE AFTER ONE YEAR

2024
£
Loan
73,239
Within 1 - 2 years
97,702
259,147
Within 2 - 5 years
345,705
954,619
After 5 years
555,222
_
_
1,287,005
Grants
1,500,000
University of Bristol - Premier Lecture Theatres
__
2,787,005
 2025
£
998,629
1,000,000
__
1,998,629

The directors took out a 25 year term repayment loan with CAF of £2,100,000 on the 31st March 2015, secured on 5, 35 and 37/39 London End, Beaconsfield, Bucks HP9 2HW.

The monthly repayments are £14,640.42. The current interest rate has been fixed at 8.17% for 2 years ending 20 July 2026.

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

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NOTES TO THE ACCOUNTS - 30TH JUNE 2025

12 OPERATING LEASE COMMITMENTS (LESSOR)

The Charity has entered into a number of non-cancellable operating leases as lessor for which the total of future minimum lease payments are as follows:

2024
£
334,163
Within one year
298,531
Later than one year but within five years
-
Later than five years
_
632,694
_
13 DEFERRED INCOME
2024
£
50,338
Balance brought forward
(50,338)
Released from previous period
67,339
Deferred during the year
__
67,339
 2025
£
345,840
148,330
-
_
494,170
_
2025
£
67,339
(67,339)
72,271
__
72,271

BILL BROWN'S CHARITABLE SETTLEMENT OF 1989

Page 29

APPENDIX: GRANTS PAYABLE

GRANTS PAYABLE:
Institutions
Crohn's & Colitis UK
Leonard Cheshire Disability
Marie Curie
Multiple Sclerosis Society
RAF Benevolent Fund
Treloar Trust
UK Veterans Hearing Foundation
Wings for Warriors		 Amount
£
7,500
7,500
7,500
7,500
7,500
7,500
3,900
7,500
_
56,400
_

Total grants and donations made to institutions during 2024 amounted to £166,250