1. Structure, governance and management

1.1 Governing document

Bristol Charities came into being as a result of the Municipal Corporations Act of 1835, when the trustees assumed responsibility for the administration of the charities that had formerly been under the control of the Corporation of Bristol. These consisted of:

• Three charities that offered ‘accommodation to the poor’; Trinity Hospital South, founded in 1395 and today known as Barstaple House, Trinity Hospital North (founded in 1411 and subsequently sold by the Trustees) and Foster’s Almshouse, (founded in 1485).
• Fifty-three non-educational charities, principally involved in ‘gifts to the poor’.
  They were classified as: loan money (15 charities); money and gifts to parish poor (11); provision of sermons (6); setting the poor to work (4); aid to poor prisoners (4); help to poor tradesmen (3); aid to almshouse poor (3); gifts to the blind (3); almshouses (2); aid for poor lying-in women (2).
• The endowment funds of three Schools, being the Free Grammar School (now known as Bristol Grammar School), The Red Maids’ School and Queen Elizabeth’s Hospital. With effect from September 2004, each of the three schools incorporated and the funds were transferred to those new incorporated bodies.

In the late nineteenth century the charity became known as “Bristol Municipal Charities” but in April 2002 the name of the body reverted to “Bristol Charities.” The change of name reflected the fact that the organization has, since the 1830s, assumed responsibility for additional charities and has developed new services within Bristol.

In April 2005 Bristol Charities was incorporated; in the form of a company limited by guarantee, at which time the trustees became directors of that company. The company “Bristol Charities” serves as sole trustee of the many charities under its control. The Memorandum and Articles of Association now serve as the governing documents of Bristol Charities, whereas each charity has its own charitable scheme, describing its objects.

1.2 Appointment of Trustees

The Nominations Committee, whose membership consists of the Chairman, Vice Chairman and the chairmen of the various committees, has developed a policy for the identification and recruitment of new Trustees. This involves the creation of a matrix of skills and experience required and this is considered in the context of the skills and experience of existing Trustees. The Trustees have agreed that the board of Trustees should consist of between 16 and 19 members. The Nominations Committee meets at least once a year, to review the contents of the matrix, in the light of the changing requirements of Bristol Charities, and anticipates those gaps in the matrix that may be created by retirement or operational changes. Potential Trustees are identified as follows:

• Candidates recommended by existing Trustees.
• Approaching other organizations for recommendations. By way of example, the Nominations Committee identified a need for a Trustee with an understanding of social policy, as it affects older people, and an advertisement was placed on the University of Bristol website.
• Advertising. It was identified that there was a requirement for a Trustee with practical and management experience in the care of older people. An advertisement was placed in the local press and four candidates were interviewed, with the subsequent appointment of two Trustees.

1.3 Trustee induction and training

All potential Trustees are provided with a comprehensive pack of information; annual accounts, Company governing documents, committee structure and the terms of reference, a history of the Charities, sample minutes, reports and budgets. They are also encouraged to consult our comprehensive website and invited to visit our offices and meet with the Chief Executive. All candidates are interviewed by the Chairman and at least one other member of the Nominations Committee. A curriculum vitae and report is then provided to all Trustees and the application is considered at a meeting of the board of Trustees.

Following a Trustee’s appointment, a full briefing is provided by the Chief Executive and new Trustees are encouraged to visit almshouses, day centres and other premises. Appointments to appropriate committees follow, once new Trustees have had an opportunity to observe Committee meetings.

1.4 Organisation and structure

The strategy, long-term planning and monitoring of performance are the responsibility of the board of Trustees, which meets on a two monthly cycle. The implementation of the agreed strategy and the day-to-day management of Bristol Charities are delegated to the Chief Executive. In order to assist in the process of developing strategic matters, the Trustees hold an annual ‘Away Day’, which has proved to be an extremely valuable opportunity for the Trustees to review the role and governance of Bristol Charities, consider its current work and discuss its future objectives.

Trustee responsibility for the operational outputs of Bristol Charities is delegated to three committees, each chaired by a Trustee;

• Orchard Homes Committee
  This Committee is responsible for the residential accommodation.
• Bristol Charities Services Committee
  Responsible for day services for older people,
• Grants Committee
  Responsible for managing the criteria and the process for the grant-giving charities

Each committee meets six times a year and is responsible for developing an annual plan and budget, which is then presented to the board of Trustees. The committees monitor performance against the plans and budgets and their conclusions are reported to the board of Trustees.

Bristol Charities has investments valued at over £14.58 million but these relate to 22 separate but subsidiary charities. The Assets and Finance Committee is responsible for the management performance of these assets, including an assessment of risk, asset allocation, selection of professional advisors, agreeing and reviewing the Trustees’ investment policy, the setting of appropriate benchmarks and monitoring the performance of those advisers during the course of an annual review. The committee meets on a quarterly basis.

The Committee has overall responsibility for all endowment and operational property and non-property investments and assets. In addition, it reviews the consolidated annual operating and capital project budgets, in the context of Bristol Charities’ strategic plans, in addition to the central management income and expenditure.

The Audit Committee is chaired by a Trustee who is an experienced Chartered Accountant. It is responsible for overseeing the external audit of the financial statements, the newly introduced internal audit process and the review of risk management.

The Trustees considered and agreed a risk management strategy at their meeting in March 2004 and since that time the Audit Committee has reviewed risk management on an annual basis each financial year. As agreed by Trustees, “major risks” are those risks that are assessed to have a high likelihood of occurring and would, if they occurred, have a severe impact on operational performance, achievement of aims and objectives or could damage the reputation of the charity. The annual review was carried out in June 2007.

Trustees have therefore established a framework that allowed them to:

• identify the major risks that apply to Bristol Charities;
• make decisions about how to respond to these risks they face and
• make an appropriate statement regarding risk management in the trustees’ annual report.

In 2007/2008 the Committee considered reports from the internal auditors in respect of;

• John Foster’s Almshouse, capital scheme – planning stage.
  • The internal audit report provided ‘substantial assurance’ to the ‘adequacy of the control environment’ and ‘full assurance’ to the effectiveness of those controls relating to the risk areas in relation to the planning stages of the John Foster’s Almshouse capital scheme. The internal auditors reported that there had been a robust tendering process. The internal auditors added that if the tendering process was replicated in any future projects then Trustees should be satisfied.
• Review of key financial controls.
  • The internal audit report provided ‘substantial assurance’ to the ‘adequacy of the control environment’ and ‘substantial assurance’ to the effectiveness of those controls relating to the risk areas examined.  

The Remuneration Committee has the responsibility for the review of the Chief Executive’s remuneration and that of other members of the senior management team. The Chairman and Vice Chairman are appointed at the time of the Annual General Meeting of Bristol Charities with the term of the appointment to run until the next Annual General Meeting. The Trustees have undertaken a ‘committee effectiveness’ review in the spring of 2008 and a new committee structure, reflecting the outcome of that exercise, which was considered at the Trustees’ Away Day held on 20 May 2008, was introduced from June 2008.

2. Objects and activities

Bristol Charities has four main areas of activity:

• Orchard Homes; a Registered Social Landlord, Orchard Homes is primarily a provider of almshouse accommodation for older people but it does also include the ‘Furber Fund’ properties, consisting of 15 flats and houses. There are currently three active groups of almshouses, being Barstaple House, Perrett House and Red Cross Mews. A fourth almshouse, John Foster’s Almshouse, situated at Christmas Steps, was sold in 2007 and proceeds have been reinvested in the construction of the new John Foster’s Almshouse, which is being built in Crow Lane, Henbury, north Bristol. The Trustees are delighted that this late fifteenth century charitable endowment is being “reinvented” to provide the highest level of almshouse accommodation for older people in Bristol.
  
  Bengough’s House, a 40-bed registered residential care home, was closed in January 2008, in anticipation of the re-development of the site to create new “homes for life” almshouse flats for older people.
  
  Since January 2007, the Committee has also considered reports in respect of the almshouse residents of the William Jones’ Almshouse Charity, located in Monmouth and Newland.
• Grant giving. There are a number of grant giving charities but the main ones are ‘Relief in Need’, ‘Relief in Sickness’, the ‘Guild of the Handicapped’ and the ‘Miss Merchant Fund’. There are also a number of smaller charities. Grants are made primarily to individuals, mainly in the form of vouchers that are used to acquire specific goods, although the Trustees have, in recent years, created a ‘retained ownership scheme’, whereby items such as electric wheelchairs and scooters are acquired for named individuals but the ownership is retained so that the items can be re-cycled if the original recipient no longer requires those items. In the year to 31 March 2008, the Trustees awarded grants in excess of £247,243 of which £134,654 consisted of individual grants to over 1,400 people.
• Bristol Charities Services. This activity mainly provides and manages day and other services for older people. The Trustees opened the Henbury Centre as a purpose built day centre in January 2005 and there are plans to develop other similar services for older people. The Trustees have pursued the idea of developing a network of day services for older people across Bristol but to be financially viable these plans are dependent upon Bristol City Council’s strategy, which has stated that it is not planning to fund such a service at the present time.
• Management and consultancy services for other charities. Bristol Charities has been working closely with the Haberdashers’ Company; one of the ‘Great Twelve’ City of London Livery Companies since 2005. The Haberdashers’ Company acts as trustee of the William Jones’s Almshouse Charity, with almshouses in Monmouth, South Wales and Newland, Forest of Dean. Bristol Charities was originally commissioned in July 2005 to carry out a research project, which subsequently resulted in Bristol Charities appointment as ‘development agent’ in July 2006. In January 2007 Bristol Charities assumed direct management responsibility for the William Jones’s Almshouse Charity, as part of the preparations for the proposed redevelopment of the Monmouth almshouse site. In preparation for that redevelopment, Monmouth residents have been temporarily relocated and the almshouse will close in advance of demolition and redevelopment.
  
  In addition, arrangements were put in place to sell the Newland almshouses, with the sale to be completed in January 2009.
  
  St. Augustine’s Consulting Limited
  During the May 2006 ‘Away Day’ it was agreed that the consultancy work should be brought within a separate trading entity and after taking professional advice, St. Augustine’s Consulting Limited was formed in June 2006. There are two directors of the Company, one Trustee and one non-Trustee. The directors meet to review the work carried out under the auspices of the Company and reports are regularly presented to Bristol Charities. The current and future work was reviewed by Trustees during the course of the 2008 Away Day. The income from St. Augustine’s Consulting Limited is transferred to Bristol Charities.

• ? Bristol Charities manages two other Bristol almshouse charities, on behalf of their respective boards of trustees; Bristol and Anchor Almshouse Charity since September 2001 and Lady Haberfield’s Almshouse Charity since April 2002. In addition to the almshouse provision of the Bristol and Anchor Almshouse Charity, Bristol Charities has managed the Beehive Centre since September 2001, providing day services for older people, four days per week. Bristol Charities has a contract with Bristol City Council to supply this service.
• The Bristol Charities website; www.bristolcharities.org.uk provides a comprehensive record of the work of Bristol Charities and its history. The website is viewed as an important way of informing stakeholders, beneficiaries, potential benefactors and those with a general interest in the work of Bristol Charities.

3. Achievements and performance

3.1 Construction of the new John Foster’s Almshouse, Crow Lane, Henbury

The potential benefits that would accrue from the acquisition of this out-dated clinic, which is adjacent to Bengough’s House, were first identified in 2001. Various attempts to acquire the site eventually proved successful and the site was acquired in August 2006. The planning consent provides for the construction of 18 almshouse flats for older people and, within the development, 250m² of net lettable space for a new health clinic, for which the Primary Care Trust will enter into a 25 year lease. Following demolition of the former health clinic in May 2007, construction work commenced in November 2007 and it is anticipated that the new almshouse and health clinic will be completed in February 2009.

3.2 The future of the Bengough’s House site, Crow Lane, Henbury

In May 2006 the Trustees decided that a feasibility study should be carried out in respect of the future of Bengough’s House and it was subsequently agreed, in November 2006, that the care home operation should be brought to an end. The Trustees had reviewed the viability of Bengough’s House, its facilities and the type of care that was provided. Bengough’s House was increasingly devoted to nursing care rather than the mix of residential and nursing beds that was originally envisaged. Trustees came to the conclusion that the use of Bengough’s House did not provide the type of provision that would be required by older people in the future. The care home operation ended in January 2008.

The Trustees have explored the options for redeveloping the existing Bengough’s House site but, more recently, the Trustees have entered into negotiations with the City Council about the possibility of a ‘site swop’, whereby the City Council would acquire Bengough’s House. The Trustees would receive land or land and cash to the value of Bengough’s House. The Trustees would then develop almshouse accommodation on that site.

3.3 The Drapers’ Company
Founded over 600 years ago, the Drapers’ Company is one of the ‘Great Twelve’ Livery Companies of the City of London. The principal role of the Drapers’ Company today is the administration of the many Charitable Trusts that have been left in its care over the centuries and it acts as Trustee for three almshouse charities with some 200 residents. In March 2007 St. Augustine’s Consulting was commissioned to report upon various aspects of their almshouse provision and St. Augustine’s Consulting is continuing to work with the Drapers’ Company.

3.4 The Haberdashers’ Company; William Jones’s Almshouse Charity

The Haberdashers’ Company, another of the ‘Great Twelve’ Livery Companies of the City of London, is trustee of the William Jones’ Almshouse Charity. As mentioned above, Bristol Charities has directly managed the William Jones’s Almshouse Charity since January 2007. By his will of 1615, William Jones, a local man who made his fortune as a merchant venturer in Stade, near Hamburg, founded almshouses at Monmouth and Newland, in addition to various lectureships and Monmouth School. He appointed the Haberdashers’ Company, as Trustee and they have managed the almshouses ever since.

The current set of Monmouth almshouses dated back to 1961 and consisted of 20 flats. It was apparent that the almshouses were no longer fit for purpose and Bristol Charities is working with the Haberdashers’ Company to redevelop the site, to include modern almshouse accommodation. It has been agreed that the trusteeship of the William Jones’ Almshouse Charity will be transferred to Bristol Charities when a planning consent has been obtained in respect of the Monmouth site. 

3.5 Joseph Neeld Almshouse Charity, Leigh Delamere, Wiltshire

Bristol Charities had been invited to advise the trustees of this charity due to a range of financial, management and property related problems that had been experienced by the charity over a number of years. Working with the Charity Commission, the trustees and their legal advisers it was agreed that the trusteeship of the charity would be transferred to Bristol Charities whilst preparations were made for the sale of the almshouse. The trusteeship was transferred on the basis of a Charity Commission Order dated 16 August 2007 and the almshouse building was sold in March 2008. The proceeds are being held whilst Bristol Charities explores the options for the reinvestment of the sale proceeds in almshouse provision in north Wiltshire.

3.6 Management of other almshouse charities

It had been the stated objective of the Trustees that in addition to directly managing other Bristol based charities, such as the Bristol and Anchor and Lady Haberfield almshouses, Bristol Charities should identify other charities for which it could provide services.

3.7 Developing day services

Bristol Charities currently provides a full range of day services at the Henbury Centre and at the Beehive Centre in St. George. A four year lease in respect of the Summerhill social club, Summerhill Road, St. George, at a pepper-corn rent, was agreed with Bristol City Council in 2006 and a range of activities have been made available at that location. The four year lease allows the members of the former BASSC club to continue to utilize the building and it provides Bristol Charities with limited scope to use the building for other community purposes, within the constraints of that short-term lease.

The Trustees already fund a number of the day service clients who attend the Henbury Centre and they meet the recurring deficit created by the comparatively low level of City Council funding for those who are nominated by the Council.  

4. Reserves policy, financial review and investments.

The Charity Commission recommends that Trustees have a Reserves Policy that should take into consideration the provision of future liabilities. The Trustees have considered reserves and concluded that the policy should cover three quite different areas of activity – the provision of housing, the provision of services for older people and grant giving. Overall Bristol Charities is financially strong with Endowment, Restricted and Unrestricted Funds in excess of £22 million. Unrestricted Funds amount to £2.9 million, of which £2.4 is held in cash. Most of this cash represents accrued surpluses from Orchard Homes, our housing charity, which are to be utilised in the construction of the new John Foster’s Almshouse at Henbury, Bristol. Restricted Reserves amount to £0.7 million, of which nearly £0.4 million is in cash, of which £0.373 million represents the undistributed balances from grant giving. Whilst it is the Trustees policy to run these down, approximately half will be retained as a provision against the costs of providing Day Services for older people, which the trustees have decided should be partially funded from grant giving. The trustees have also considered a reserve against the future overheads and have built up a reserve of £0.2 million amounting to approximately six months of the central management costs. The central costs were well controlled, increasing at no more than RPI. These costs are recharged to the Charitable Activities, Grant Giving, Investment Management and the two other charities which we manage.

Of our Charitable Activities the Almshouses operate at a surplus, whilst Bengough’s House, our residential/nursing home, operated at a deficit because the fees paid by Local Authority purchasers increased by no more than RPI, whilst our cost inflation was substantially more. Day Care Services were budgeted to operate at a deficit, which was to be covered by a donation from our grant giving charities of £59,966.

It was agreed that Bristol Charities should embark upon the selection of a new investment manager and after an extensive and thorough process, the Assets and Finance Committee invited short-listed firms to a “beauty parade” held on 17 January 2008. Two firms, Baring Asset Management and Smith & Williamson Investment Management Limited, were subsequently appointed to manage the non-property investments and each has been allocated 50% of the portfolio. The members of the Assets and Finance Committee meet with each of the firms on an annual basis, to review their performance against agreed benchmarks.

5. Future projects

5.1 The development of the Bengough’s House site, Crow Lane, Henbury

The Trustees have entered into negotiations with the City Council about the possibility of a ‘site swop’, whereby he City Council would acquire Bengough’s House. The Trustees would receive land or land and cash to the value of Bengough’s House. The Trustees would then develop almshouse accommodation on that site.

5.2 Development of the William Jones’ Almshouse site, Monmouth, South Wales

A joint venture arrangement with a private developer has been negotiated and it is the intention to submit a planning application in October 2008. It is anticipated that 26 independent-living “homes for life” almshouse flats for older people will be provided at Monmouth.

5.3 Developing services for older people

At their Away Day held in May 2008, Trustees agreed that an increasing proportion of the funds available from the grant-giving charities would be used to fund an additional day services centre. Efforts have been made, and are ongoing, to identify a suitable venue in the Shirehampton/Avonmouth areas.

It is proposed that Bristol Charities should pursue the proposal to create a ‘community hub’ for older people in that area. This would primarily be aimed at those older people who do not require the help of care assistants and are comparatively fit and independent. In particular, this would allow Bristol Charities an opportunity to consider the provision of services to those older people who would not qualify for local authority funded day services, who are socially isolated and for whom such exclusion is likely to cause or exacerbate physical and mental health problems.  

5.4 Further consultancy work on behalf of other charities, particularly almshouse charities.

Bristol Charities, through its consultancy arm, St. Augustines Consulting Limited, is already in discussions with a number of other leading almshouse charities, to provide consultancy and/or possible management services.

Trustees’ responsibilities in relation to the financial statements

The Trustees are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. 

Company law requires the Trustees to prepare financial statements for each financial year. Under that law the Trustees have elected to prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). The financial statements are required by law to give a true and fair view of the state of affairs of the charity and the group and of the surplus or deficit of the group for that period. In preparing those financial statements, the Trustees are required to: 

a. select suitable accounting policies and then apply them consistently;

b. make judgements and estimates that are reasonable and prudent;

c. state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and  

d. prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charity will continue in business. 

The Trustees are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the group and the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the charity and the group and hence taking reasonable steps for the prevention and detection of fraud and other irregularities. 

Statement as to disclosure of information to the auditor 

The Trustees who were in office on the date of approval of these financial statements have confirmed, as far as they are aware, that there is no relevant audit information of which the auditor is unaware. Each of the Trustees have confirmed that they have taken all the steps that they ought to have taken as Trustees in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor.  

Auditor

Baker Tilly UK Audit LLP has indicated its willingness to continue in office.