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2025-07-31-accounts

Charity registration number SC051300 (Scotland)

The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Annual report and financial statements

for the year ended 31 July 2025

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Legal and administrative information

Trustees Grant Macrae
Katie Ridland
Robert Armour
Brian McGhee
Irene Archer
Frank Ross
Liz Flockhart
Hilary Turnbull
Hamish Wilson
Mary McIntosh
Andrew Swan
Les Banks
Mark Quinn
Alexander Lamley
Grahame Walker
Joe Goldblatt
Hew Mathewson CBE
Callum Seale
Charity number (Scotland) SC051300
Principal address The Merchants Hall
22 Hanover Street
Edinburgh
EH2 2EP
Auditor Henderson Loggie LLP
Level 5
The Stamp Office
10-14 Waterloo Place
Edinburgh
EH1 3EG
Bankers The Royal Bank of Scotland Plc
36 St Andrew Square
Edinburgh
EH2 2YB
Solicitors Morton Fraser MacRoberts LLP
9 Haymarket Square
Edinburgh
EH3 8RY

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Contents

Page
Trustees' report 1 - 3
Statement of trustees' responsibilities 4
Independent auditor's report 5 - 7
Statement of financial activities 8
Balance sheet 9
Statement of cash flows 10
Notes to the financial statements 11 - 15

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Trustees' report

for the year ended 31 July 2025

The Trustees present their annual report and financial statements for the year ended 31 July 2025.

The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the financial statements and comply with the charity's constitution, the Charities and Trustee Investment (Scotland) Act 2005, the Charities Accounts (Scotland) Regulations 2006 (as amended) 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 UK and Republic of Ireland (FRS 102)".

Objectives and activities

The purpose of the Trust is:

Achievements and performance

Significant activities and achievements against objectives

During the year under review the Trustees focused on grants and donations as follows:

The total donated in line with our charitable purposes in this financial year was £63,800.

Financial review

The income of the Trust is derived from the invested funds. The Trustees were satisfied with the level of income. The Trustees consider the performance of the Trust to be satisfactory.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Trustees' report (continued)

for the year ended 31 July 2025

Reserves policy

It is the Trustees’ policy to maintain a level of reserves that will provide sufficient income to cover the Trusts’ regular commitments. Trustees have the authority to vary these regular commitments if required. Reserves in excess of commitments are available for disbursement. Overall, the Charitable Trusts have unrestricted reserves of £4,336,715.

Investment policy

It is the Trustee’s policy to invest in such a way that both investment growth and regular investment income is available to meet the needs of the Trust. This has been achieved by keeping the portfolio under regular review.

Investment Performance

The investments achieved a level of capital growth and income generation that the Trustees considered to be in accordance with investment policy and satisfactory when compared with standard benchmarks.

Risk Management

The Trustees recognise their responsibility to regularly assess main risks and aim to mitigate exposure to these risks.

The key risk is the loss of income from investments. This is mitigated by diversification of the investment portfolio and could be resolved by the Trustees deciding to reduce regular commitments.

Plans for future periods

The Trustees have considered the future strategy of the Trust and are looking to increase the amount of grants it makes each year, selecting 3 new charities per year to work with on a 2-year rolling basis.

Structure, governance and management

The Trust is a registered charity and is formed from the amalgamation of the Sundry Trusts which were 8 separate charities fulfilling the above charitable objectives and activities, but individually. It was deemed that by bringing all these into one place, the impact could be bigger.

These Sundry Trusts were:

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Trustees' report (continued)

for the year ended 31 July 2025

The Trustees – The Master’s Court of the Royal Company of Merchants of the City of Edinburgh – ex officio

Grant Macrae Master of the Royal Company From November 2024
Katie Ridland Treasurer of the Royal Company From November 2024
Josh Miller Until November 2024
Graham Harper Until November 2024
Marcella Macdonald Until November 2024
Maidie Cahill Until November 2024
Robert Armour Until November 2025
Brian McGhee Until November 2025
Irene Archer Until November 2025
Frank Ross Until November 2025
Liz Flockhart From November 2023
Hilary Turnbull From November 2023
Hamish Wilson From November 2023
Mary MacIntosh From November 2023
Andrew Swann From November 2024
Les Banks From November 2024
Mark Quinn From November 2024
Alexander Lamley From November 2024
Joe Goldblatt From November 2025
Hew Mathewson CBE From November 2025
Callum Seale From November 2025
Grahame Walker From November 2025

Recruitment and appointment of trustees

The Trustees ( ex officio ) of the Trust on which the following report is given are the Master’s Court of the Royal Company of Merchants of the City of Edinburgh, a Court of volunteers elected by the Members of the Company. The Trust is therefore connected with the Royal Company of Merchants. On appointment, Trustees are provided with full information regarding the history and objectives of the Trusts and encouraged to develop the knowledge of the duties and responsibilities expected of them.

The administration of the Trust is carried out by the Chief Executive Officer, the Director of Finance, the Almoner and the team of the Royal Company of Merchants. The Trust is registered as a charity.

Disclosure of information to auditor

So far as each person who was a trustee at the date of approving this report is aware, there is no relevant audit information of which the Trust’s auditor is unaware. Additionally, the trustees individually have taken all the necessary steps that they ought to have taken as trustees in order to make themselves aware of all relevant audit information and to establish that the Trust’s auditor is aware of that information.

On behalf of the Trusts

| Grant Macrae - 2026-01-05, 11:53:52 UTC Grant Macrae

.............................. Grant Macrae

Trustee

Date: .............................................

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Statement of trustees' responsibilities

for the year ended 31 July 2025

The trustees are responsible for preparing the Trustees’ Annual Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

The law applicable to charities in Scotland requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charity and of the incoming resources and application of resources of the charity for that period.

In preparing these financial statements, the trustees are required to:

The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the financial statements comply with the Charities and Trustee Investment (Scotland) Act 2005, the Charities Accounts (Scotland) Regulations 2006 (as amended) and the provisions of the charity’s constitution. 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 trustees 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 financial statements may differ from legislation in other jurisdictions.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Independent auditor's report

to the Trustees of The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Opinion

We have audited the financial statements of The Royal Company of Merchants of the City of Edinburgh Charitable Trust (the ‘charity’) for the year ended 31 July 2025 which comprise the statement of financial activities, the balance sheet, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

Basis for opinion

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

Conclusions relating to going 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 statements 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 financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The Trustees are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of 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 this gives rise to a material misstatement in the financial statements themselves. 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.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Independent auditor's report (continued)

to the Trustees of The Royal Company of Merchants of the City of Edinburgh Charitable Trust

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 Accounts (Scotland) Regulations 2006 (as amended) require us to report to you if, in our opinion:

Responsibilities of Trustees

As explained more fully in the statement of trustees' responsibilities, the Trustees are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Trustees are responsible for assessing the 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 Trustees either intend to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

We have been appointed as auditor under section 44(1)(c) of the Charities and Trustee Investment (Scotland) Act 2005 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 financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, are detailed below.

As part of our planning process:

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Independent auditor's report (continued)

to the Trustees of The Royal Company of Merchants of the City of Edinburgh Charitable Trust

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. The primary responsibility for the prevention and detection of irregularities and fraud rests with the trustees.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https:// 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 trustees, as a body, in accordance with regulation 10 of the Charities Accounts (Scotland) Regulations 2006. Our audit work has been undertaken so that we might state to the charity's trustees 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 trustees as a body, for our audit work, for this report, or for the opinions we have formed.

| Diana Penny - 2026-01-07, 09:45:52 UTC Diane Penny

Henderson Loggie LLP (Senior Statutory Auditor) for and on behalf of Henderson Loggie LLP

.........................

Chartered Accountants Statutory Auditor Level 5 The Stamp Office 10-14 Waterloo Place Edinburgh EH1 3EG

Henderson Loggie 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.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Statement of financial activties including income and expenditure

for the year ended 31 July 2025

Unrestricted
funds
2025
Notes £
Income from:
Donations and legacies 4,012,878
Investments 78,858
Total income 4,091,736
Expenditure on:
Raising funds 3 17,426
Charitable activities 4 109,194
Total expenditure 126,620
Net gains/(losses) on investments 371,599
Net income and movement in funds 4,336,715
Reconciliation of funds:
Fund balances at 1 August 2024 -
Fund balances at 31 July 2025 4,336,715

The statement of financial activities includes all gains and losses recognised in the year. All income and expenditure derive from continuing activities.

The charity was not active during the prior year. It received no income and incurred no expenditure, and therefore made neither surplus nor deficit.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Balance sheet

as at 31 July 2025

2025 2024
Notes £ £ £ £
Fixed assets
Investments 7 4,162,640 -
Current assets
Debtors 8 558 -
Cash at bank and in hand 189,141 -
189,699 -
Creditors: amounts falling due within 9
one year (15,624) -
Net current assets 174,075 -
Total assets less current liabilities 4,336,715 -
Net assets 4,336,715 -
The funds of the charity
Unrestricted funds 4,336,715 -
4,336,715 -

The financial statements were approved by the Trustees on ......................... | Grant Macrae - 2026-01-05, 11:53:52 UTC Grant Macrae

..............................

Grant Macrae

Trustee

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Statement of cash flows

for the year ended 25 July 2025

2025 2024
Notes £ £ £ £
Cash flows from operating activities
Cash generated from/(absorbed by) 13
operations 110,283 -
Investing activities
Investment income received 78,858 -
Net cash generated from/(used in)
investing activities 78,858 -
Net cash used in financing activities - -
Net increase in cash and cash equivalents 189,141 -
Cash and cash equivalents at beginning of year - -
Cash and cash equivalents at end of year 189,141 -
Relating to:
Cash at bank and in hand 189,141 -

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Notes to the financial statements

for the year ended 31 July 2025

1 Accounting policies

Charity information

The Royal Company of Merchants of the City of Edinburgh Charitable Trust is a charitable trust registered in Scotland.

1.1 Accounting convention

The financial statements have been prepared in accordance with the charity's constitution, the Charities and Trustee Investment (Scotland) Act 2005, the Charities Accounts (Scotland) Regulations 2006 (as amended), FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the Charities SORP "Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)" (effective 1 January 2019). The charity is a Public Benefit Entity as defined by FRS 102.

The financial statements are prepared in sterling, which is the functional currency of the charity. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2 Going concern

At the time of approving the financial statements, the Trustees have a reasonable expectation that the charity has adequate resources to continue in operational existence for at least the next twelve months. Thus the Trustees continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3 Charitable funds

Unrestricted funds are available for use at the discretion of the Trustees in furtherance of their charitable objectives.

1.4 Income

Income is recognised when the charity is legally entitled to it after any performance conditions have been met, the amounts can be measured reliably, and it is probable that income will be received.

Donations are recognised once the charity has been notified of the donation, unless performance conditions require deferral of the amount. Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation.

Income from investments is accounted for when receivable.

1.5 Expenditure

Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement, and the amount of the obligation can be measured reliably.

1.6 Fixed asset investments

Fixed asset investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Notes to the financial statements (continued)

for the year ended 31 July 2025

1 Accounting policies (continued)

1.7 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.

1.8 Financial instruments

The charity has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the charity's balance sheet when the charity becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are measured at transaction price including transaction costs.

Basic financial liabilities

Basic financial liabilities, including creditors are recognised at transaction price.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of operations from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the charity’s contractual obligations expire or are discharged or cancelled.

2 Critical accounting estimates and judgements

In the application of the charity’s accounting policies, the Trustees are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Valuation of investments

The investments held by the Fund are administered by investment advisors Cazenove Capital Management Limited. In line with note 1.6 the investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. The transaction price, transaction costs and fair value of the investments are based upon the regular investment portfolio reports obtained from the investment advisors.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Notes to the financial statements (continued)

for the year ended 31 July 2025

3 Expenditure on raising funds
Unrestricted Unrestricted
funds funds
2025 2024
£ £
Investment management 17,426 -
4 Expenditure on charitable activities
Total
2025
£
Direct costs
Donations 70,520
Costs recovered by The Merchant Company 30,900
Insurance 442
Bank charges 46
Miscellaneous expenses 1,009
Audit fees 4,777
Accountancy fees 1,500
109,194
Analysis by fund
Unrestricted funds 109,194

5 Trustees

None of the Trustees (or any persons connected with them) received any remuneration or benefits from the charity during the year.

6 Taxation

The charity is exempt from taxation on its activities because all its income is applied for charitable purposes.

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

Notes to the financial statements (continued)

for the year ended 31 July 2025

7 Fixed asset investments
Listed Cash in Total
investments portfolio
£ £ £
Cost or valuation
At 1 August 2024 - - -
Additions 3,656,153 134,888 3,791,041
Valuation changes 371,599 - 371,599
At 31 July 2025 4,027,752 134,888 4,162,640
Carrying amount
At 31 July 2025 4,027,752 134,888 4,162,640
At 31 July 2024 - - -
8 Debtors
2025 2024
Amounts falling due within one year: £ £
Other debtors 558 -
9 Creditors: amounts falling due within one year
2025 2024
£ £
Other creditors 2,250 -
Accruals and deferred income 13,374 -
15,624 -

10 Unrestricted funds

The unrestricted funds of the charity comprise the unexpended balances of donations which are not subject to specific conditions by donors and grantors as to how they may be used.

At 1 August At 1 August At 1 August Incoming Resources Gains and At 31 July
2024 resources expended losses 2025
£ £ £ £ £
General funds - 4,091,736 (126,620) 371,599 4,336,715

11 Related party transactions

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The Royal Company of Merchants of the City of Edinburgh Charitable Trust

for the year ended 31 July 2025

Notes to the financial statements (continued)

11 Related party transactions (continued)

Management charges are paid to the Royal Company of Merchants of the City of Edinburgh for administration and accounting services are provided by the company. The cost of these services this year was £30,900 of which £2,250 remains outstanding at year end.

12 Ultimate controlling party

The ultimate controlling party is The Royal Company of Merchants of the City of Edinburgh, a company incorporated under Royal Charter in the United Kingdom.

13

Cash generated from operations 2025 2024
£ £
Surplus for the year 4,336,715 -
Adjustments for:
Non-cash donation (3,791,041) -
Investment income recognised in statement of financial activities (78,858) -
Fair value gains and losses on investments (371,599) -
Movements in working capital:
(Increase) in debtors (558) -
Increase in creditors 15,624 -
Cash generated from/(absorbed by) operations 110,283 -

14 Analysis of changes in net funds/(debt)

The charity had no material debt during the year.

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