Texel Sheep Society AGM Booklet 2019

AGM 2019 18.00 on Friday 8th November at The Dunadry Hotel, Co Antrim, BT41 2HA

Further information available at texel.uk

Contents Page 3 AGM Notice and Agenda 8 Directors attendance record - 1st April 2018 - 31st March 2019 9 Minutes of the Annual General Meeting held 17th November 2018 13 Accounts for the period ending 31st March 2019 15 Report of the Trustees 20 Report of the Independent Auditors 23 Statement of financial activities 24 Balance sheet 26 Statement of cash flows 27 Notes to the financial statements

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Notice of the Annual General Meeting Notice is hereby given that the forty seventh Annual General Meeting of The British Texel Sheep Society Limited will be held at The Dunadry Hotel, 2 Islandreagh Drive, Dunadry, Co Antrim, BT41 2HA, on Friday 8th November 2019 at 18.00 1.

2.

3.

4.

5.

To Receive apologies for absence RESOLUTION: Approval of the minutes and Matters Arising of the AGM which took place on Saturday 17th November 2018, at North Lakes Hotel, Ullswater Road, Penrith, Cumbria, CA11 8QT To receive the Chairman’s report To receive the Chief Executives report SPECIAL RESOLUTION: To amend - Articles of Association - Article 41.

DISCIPLINARY PROCEDURES The Board of Directors have revised Article 41 to ensure it is fit for purpose in supporting a fair disciplinary process. The amended article is published within this document and available at texel.uk/agm The Board seek the memberships acceptance by way of ballot, either for or against the amended article.

6.

7.

8.

9.

RESOLUTION: To receive, consider and adopt the income and expenditure account for the year ended 31 March 2019 and the balance sheet as at that date and; to receive, consider and adopt the reports of the Board of Directors and the Auditors for the year ended 31 March 2019.

RESOLUTION: To confirm the appointment of Dafferns LLP as the Auditors for the Society and to authorise the Board of Directors to fix their remuneration.

Announcement of Board of Directors election results Area 1 - North of Scotland - Graeme Knox - unopposed Area 4 - South West of Scotland & Cumbria - Roy Campbell - unopposed Area 13 - Mid Wales & Borders -Steve Smith - Unopposed Any other business that has been approved by the Chairman for discussion.

By order of the board John Yates MBA Chief Executive & Company Secretary 1st October 2019 The Mechanics Workshop, New Lanark, Lanark, ML11 9DB

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Special Resolution to Article of Association - 41 - Disciplinary Procedures Proposal - to amend/update text and process of the Disciplinary procedure to ensure it is fit for purpose for all members, the disciplinary committee and the governing body.

This includes referring to those involved in the Disciplinary process as he, she or them/they (currently referred to as ‘him/he’).

Ensuring all involved in any individual disciplinary case/s are kept aware of the status of the case as stated in the amended process as detailed in the amended Article 41.

The complete Article 41 (as amended) - Disciplinary Procedures, is available within this AGM booklet and on the Society website at texel.uk/agm

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Articles of Association - Article 41.

DISCIPLINARY PROCEDURES In the first instance, all matters of discipline are to be put in writing and submitted to the secretary and referred to the Board of Directors for consideration as to whether to be referred to the Disciplinary Committee (hereinafter defined) to decide if there is a case to answer to or to be dealt with directly by the Board of Directors at its discretion.

Standing Committee The Board of Directors shall appoint a Standing Disciplinary Committee ("the Disciplinary Committee") composed of not less than three nor more than five members of the Society, who shall not be members of the Board of Directors at any time that they are members of the Disciplinary Committee. Members of the Disciplinary Committee shall be appointed on an annual basis. One member of the Disciplinary Committee shall be appointed as its chairman and a quorum for any meeting of the Disciplinary Committee shall be three members.

Terms of Reference (a) The terms of reference of the Disciplinary Committee shall be to receive from the Board of Directors, any complaints or allegations regarding the conduct of members that the Board of Directors require to be heard and investigated by the Disciplinary Committee. To investigate such complaints or allegations, to make findings of fact in relation thereto and to report such findings of fact to the Board of Directors and if thought fit, to make recommendations to the Board of Directors on what penalties should be imposed on the member or members concerned.

Initial Consideration (b) If the Board of Directors refer a case to the Disciplinary Committee, it shall decide whether there is a case to answer in respect of any particular complaint and whether an investigation should be carried out.

Power to Co-opt (c) The Disciplinary Committee shall have powers to co-opt further members onto the Disciplinary Committee who have special expertise to assist them with any particular investigation and such co-opted members shall be regarded as full members of the Disciplinary Committee for the purpose of the particular complaint which they have been co-opted onto the Disciplinary Committee to investigate.

Provisions re Co-optees (d) Co-opted members of the Disciplinary Committee need not be members of the Society and shall not be members of the Board of Directors. If they are engaged in a professional capacity the Chairman of the Disciplinary Committee and the Secretary of the Society shall have power to agree such fees and expenses to be paid to them as may be necessary in consultation with the appropriate professional associations.

Personal interests (e) If any member of the Disciplinary Committee has a personal interest or business relationship with the member who is the subject of an investigation, that member of the Committee shall stand down and the Committee shall have the power to co-opt another member to take up the vacancy thereby created for that particular investigation.

Appointment of Clerk (f) The Disciplinary Committee shall, when it considers it appropriate, appoint any person to act as clerk to the Committee for each meeting or hearing and to assist the Committee in the preparation of its reports to the Board of Directors.

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Notice of Hearings (g) Before any formal hearing of the evidence of a complaint by the Disciplinary Committee takes place, the Disciplinary Committee shall give the person against whom the complaint has been made reasonable notice of the date, time and place of the hearing and shall send him or her a written statement setting out full details of the allegations made against him or her. Any person appearing before the Disciplinary Committee shall be entitled to be legally represented and/or to appear in person and to call oral evidence. If he or she decides not to attend, a written statement may be sent by him or her to the Disciplinary Committee setting out his or hers answers to the allegations which have been made against him or her and the matter may be dealt with in his or her absence, or otherwise as the Disciplinary Committee may decide.

Admission of Evidence (h) Subject to the above provisions, the Disciplinary Committee may adopt such procedures and admit such evidence as it thinks fit provided that the person against whom the allegations are made has a proper opportunity of answering them, and making such other representations to the Disciplinary Committee as theyshall reasonably request.

Recommendation to Board (i) The Disciplinary Committee may, on finding that an allegation against a member has been proved in whole or in part, make such recommendation to the Board of Directors in relation to such matter as it shall consider appropriate, including but without limitation: • Expulsion of the Member from membership of the Society. Suspension of the Member from membership of the Society for a period.

• Suspension of the Member for a period from entering sheep for Society shows and sales and taking part in other Society sponsored activities.

• Cancellations of registrations of the member in the Flock Book, or temporary de-registration of his sheep for a period, or disqualification of his sheep from any Society show event or activity for an unlimited period.

• The payment of any fine.

• A reprimand.

Provided always that the Disciplinary Committee may (in its absolute discretion and taking into account all the circumstances of the case) further order that any member found guilty by the said Disciplinary Committee of the allegation(s) against him or her shall be liable for the whole or such part of the costs incurred by the Company in connection with the disciplinary procedures set out above which may include not only any legal costs and expenses (including VAT and disbursements) but also the cost of any administrative and executive time spent by the Disciplinary Committee or its members or other officers of the Company in preparing for, attending and acting upon and decision of the Disciplinary Committee.

Consideration by Board (j) The Board of Directors shall receive a report from the Disciplinary Committee on its investigation into any allegations of misconduct against a member. They shall note the disciplinary Committees findings of fact and consider any recommendations as to what penalties, if any, should be imposed on the member concerned.

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The member who is the subject of such report shall then be given copies of the report by the Society Secretary on instruction from the Board of Directors, and advised what penalties, if any, should be imposed on them.

They shall have the opportunity to attend a Board meeting, at their own expense, with or without legal representation, and to make a plea in mitigation. No new evidence may be admitted at the Board of Directors meeting which considers the report of the Disciplinary Committee into the complaint against the member.

The Board of Directors shall not be bound, in any way, by the Disciplinary Committee's recommendations on penalties, but shall be required to give reasons for any different penalty to that recommended which it decides to impose on the member prior to informing the member.

Within five working days of this meeting the Board of Directors will inform the member of its decision and any penalty issued against him or her (by Royal Mail registered mail). The decision of the Board of Directors is final.

The Board of Directors shall be entitled to make regulations on such matters as are referred to in this Article 41 which shall be binding upon the members of the Society unless and until set aside by a resolution of the Society in General Meeting.

(Draft, November 2019)

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DIRECTOR

List of Directors’ attendance at Board meetings - 1st April 2018 - 31st March 2019 AREA BOARD MEETINGS

Graeme Knox

1

5 of 5

Andrew Barr

2

4 of 5

David McKerrow

3

4 of 5

Roy Campbell

4

4 of 5

Steve Richardson

5

5 of 5

Jeff Aiken

6

5 of 5

Steve Martin

7

5 of 5

Peter Mitchell

8

5 of 5

Graham Hill

9

4 of 5

Dafydd Jones

10

5 of 5

Adrian Windsor

11

2 of 2

11

1 of 2

12

2 of 4

12

1 of 2

13

5 of 5

April 31st - November 16th 2018 Tomos Evans November 16th 2018 - March 31st 2019 Elliott Bell April 31st - November 16th 2018 Alastair Gault November 16th 2018 - March 31st 2019 Steve Smith

Meeting dates.

Board - July 17th, October 9th, November 16th 2018, March 23rd 2019 Office Bearers - November 16th 2018 Page | 8

Minutes of the Texel Sheep Society AGM that took place at 17.30 on Saturday 17th November 2018 at North Lakes Hotel, Ullswater Road, Penrith, Cumbria, CA11 8QT In Attendance Steve Richardson - Chairman & President Roy Campbell – Vice Chairman & Vice President John Yates – Chief Executive Gil Burton – Minute taker Members in attendance...

Name

Flock

A & S Andrews

Miserden

Mrs J Aiken

Coniston

Mr Andy Barr

Parkhouse

Mr Steve Martin

Broomhall

Mr P R Barlow

Moorclose

Mr D J McKerrow

Nochnary

Mr Alastair Gault Messrs Selwyn & Tomos Evans

Forkins

Mr Dafydd Jones

Kitrob

Messrs R & B Smith

Slapton

Mr Iolo P Jones

Llangwm

Welsh

Name

Flock

Mr David Chestnutt

Bushmills

Procter’s Farm Ltd Mr James Theyer

Procter’s/Tatham Hall Clanfield

Mr Owen Watkins

Caenantmelyn

Messrs Usk Vale Pedigrees

Usk Vale

Messrs James H Wilkinson

Ballygroogan

Mr S J & H Smith

Penparc

Ms Lowri Reed Mr & Mrs P A Kermode

Tyngwndwn Orrisdale

Mr Alwyn Phillips

Penygelli

Messrs J M, C E & P Mitchell

Avon Vale

Chairman, Steve Richardson, welcomed all to the AGM and thanked those present for attending he declared the AGM open at 17.39 1.

To Receive apologies for absence The Chairman advised apologies had been received from the following members...

Name

Flock

Messrs Barclay Bell

Kiltariff

Messrs T & A Laird

Cambwell

Mr P & L Phillips

Kimbolton

Mr William J Knox

Haddo

Messrs W L & A Windsor

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Mr G M Hill

Rolle

Messrs R M & E A Payne

Handbank

Messrs R P & S Whiteley

Thorncliffe

Messrs Hamill

Ballynadrenta

Mr G D Fleck

Ballymarlow

The Chairman asked for any further apologies. None Forthcoming.

2.

RESOLUTION: to approve the minutes of the Annual General Meeting held on Saturday 11th November at Oulton Hall, Oulton, Leeds.

The Chairman asked for any comments, none forthcoming.

Proposed by Jeff Aiken Seconded by David McKerrow

3.

To receive the Chairman’s report The Chairman delivered his annual report in which he referred to Shows, sales and agricultural events, high averages, high clearances and the Societies research projects. He advised that the Society is now the sole owner of Basco Data Ltd which brings its own challenges, with genetic improvement services coming in-house next year and database upgrades hopefully in the pipeline in the not too distant future. He believed the commitment will improve Society services to our members. The Chairman spoke of the Society’s governance and initiatives which remain at the forefront of the Boards remit.

He then thanked Adrian Windsor and Elliott Bell, as they stood down from their positions on the Board, for their hard work and dedication to the Texel Society, and welcomed Tomos Evans and Alistair Gault onto the Board.

The Chairman asked for any comments. None forthcoming.

The full report is available to view online at texel.uk/our-society/agm

4.

To receive the Chief Executives report The CE welcomed all to the AGM. He referred to the PowerPoint presentation which included an update on the following • Texel Sheep Society is a well-respected organisation.

• The Society is in a strong position in our industry with robust financial performance.

• Our focus is to deliver pedigree, performance, show and sale reporting and • Event management services to benefit our membership. innovation and investment to grow our services to meet with the ever-changing demands placed on our industry. Driving research into our breed and the advancement of technologies to benefit both breed & industry is becoming ever more important.

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Improve and develop our sales & breed promotion whilst providing breed development tools. Investment in staff who have the necessary skills to support our business aims and our membership. Industry leadership Value creation.

He explained the Society mission, “Through leadership and collaboration, increase the financial, animal health and welfare, and environmental benefits of Texel sheep to breeders, commercial farmers, industry, and the public. ”The full presentation is available to view online at texel.uk/agm 5.

SPECIAL RESOLUTION: to amend Article 10. Subscriptions Current Article: Every member shall pay to the Society in advance such annual subscription (if any) as may from time to time on the recommendation of the Board of Directors be fixed by the Society in General Meeting and such subscription shall be due and payable on the 1 st day of October in every year.

Amendment: [A] Every member shall pay to the Society in advance such annual subscription (if any) as may from time to time be fixed by the Board of Directors.

OR [B] Every member shall pay to the Society in advance such annual subscription (if any) as may rise or fall by the annual retail price Index* [RPI] in the month of September in the preceding year and be fixed by the Board of Directors. *[The Retail Price Index [RPI] measures the change in the price of goods and services purchased by consumers for the purpose of consumption]

The CE advised the special resolution had been included in the AGM notice distributed to all members prior to this meeting. He explained that the Board can change the Society fees for services at their discretion, however annual subscriptions have to be amended with a special resolution at the AGM. This provided a challenge for the Board in ensuring the Members subscription fees are managed effectively, especially in regard to inflation.

He explained the Board had proposed three options. Leave as is, amendment A or B. He explained option A. Every member shall pay to the Society in advance such annual subscription (if any) as may from time to time be fixed by the Board of Directors. He then explained option B. Every member shall pay to the Society in advance such annual subscription (if any) as may rise or fall by the annual retail price Index* [RPI] in the month of September in the preceding year and be fixed by the Board of Directors.

He asked those attending for a show of hands for option A or option B Option A – FOR = 0

AGAINST = 6

He then moved to ask those attending for a show of hands for option B. Option B – FOR = 20 AGAINST = 0 It was noted that no proxy voting forms had been received at the Society or the Society’s registered office.

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Option B carried by Ballot.

The CE said this provides the Board discretion to implement change when necessary, with any subscription increased capped at the rate of RPI. 6.

RESOLUTION: To receive, consider and adopt the income and expenditure account for the year ended 31 March 2018 and the balance sheet as at that date and; to receive, consider and adopt the reports of the board of Directors and the Auditors for the year ended 31 March 2018.

The CE presented a PowerPoint presentation providing an analysis of the profit & loss and balance sheet. He asked for any questions or comments on the financial statements and added that they are available to view on the Society website at texel.uk/agm No comments forthcoming.

Proposed by David McKerrow Seconded by Peter Mitchell 7.

RESOLUTION: To confirm the appointment of Daffern’s LLP as the auditors for the Society and to authorise the Board of Directors to fix the remuneration of the Auditors.

The Chairman asked for any questions, none forthcoming Proposed by Aubrey Andrews Seconded by Steve Smith 8.

Announcement of the Board of Directors election results The Chairman advised the following result Area 8 – Southern Midlands of England - Mr Peter Mitchell – Avon Vale - reelected unopposed Area 9 – South West of England - Graham Hill – Rolle - re-elected unopposed Area 11 – South Wales & Borders – Tomos Evans – Welsh – elected unopposed Area 12 – Northern Ireland – Alastair Gault – Forkins – successful by regional election and ballot.

9.

Any other business that has previously been agreed by the Chairman.

The Chairman asked for any further comments, none forthcoming.

The Chairman, Steve Richardson, thanked all for attending and wished all an enjoyable evening and a safe journey home. He declared the meeting closed at 18.04

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REGISTERED COMPANY NUMBER: SC055423 (Scotland) REGISTERED CHARITY NUMBER: SC007271

REPORT OF THE TRUSTEES AND CONSOLIDATED FINANCIAL STATEMENTS for the year ended 31 March 2019 FOR THE BRITISH TEXEL SHEEP SOCIETY LIMITED (A COMPANY LIMITED BY GUARANTEE AND NOT HAVING A SHARE CAPITAL)

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THE BRITISH TEXEL SHEEP SOCIETY LIMITED CONTENTS OF THE FINANCIAL STATEMENTS for the year ended 31 March 2019

Page Report of the Trustees

1 to 5

Report of the Independent Auditors

6 to 8

Consolidated Statement of Financial Activities

9

Consolidated Balance Sheet

10

Balance Sheet

11

Statement of Cash Flows

12

Notes to the Financial Statements

13 to 21

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1 THE BRITISH TEXEL SHEEP SOCIETY LIMITED REPORT OF THE DIRECTORS AND TRUSTEES for the year ended 31 March 2019 The Trustees present their report and the financial statements of the charity and its subsidiary for the year ended 31 March 2019. The trustees have adopted the provisions of the Statement of Recommended Practice (SORP) “Accounting and Reporting by Charities” (FRS 102) in preparing the annual report and financial statements of the charity.

REFERENCE AND ADMINISTRATIVE DETAILS Charity name: The British Texel Sheep Society Charity known as:

Texel Sheep Society

Charity registration number:

SC007271

Company registration number:

SC055423 (Scotland)

Registered office:

The Mechanics Workshop New Lanark Lanark South Lanarkshire ML11 9DB

Operational address:

Unit 74 4th Street Stoneleigh Park Kenilworth Warwickshire CV8 2LG

Directors / Trustees S Richardson - President and Chairman R Campbell – V President and V Chairman A Barr – Hon Treasurer J Aiken E Bell T T Evans A R Gault G M Hill D R Jones G Knox S Martin D J McKerrow P J Mitchell S J Smith W A Windsor

resigned 17.11.18 appointed 17.11.18 appointed 17.11.18

resigned 17.11.18

Company Secretary and Chief Executive Officer J A Yates Our advisers Auditors Bankers Solicitors Investment advisers

Dafferns LLP The Royal Bank of Scotland Lodders Solicitors LLP Sterling Financial Advisers Ltd

One Eastwood, Binley Business Park, Coventry, CV3 2UB Wavertree Technology Park, Liverpool, L13 1HE 10 Elm Court, Arden Street, Stratford upon Avon, CV37 6PA James House, Newport Road, Albrighton, Wolverhampton, WV7 3FA

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2 THE BRITISH TEXEL SHEEP SOCIETY LIMITED REPORT OF THE DIRECTORS AND TRUSTEES for the year ended 31 March 2019 OBJECTIVES AND ACTIVITIES The principal activity of the Society in the year under review was that of encouraging, promoting and improving the breeding of Texel sheep. The Society assists its members in the maintenance and promotion of the breed and its influence for the advancement of the arts, heritage, culture and science. The Society consistently and regularly reviews and improves where appropriate the level of services offered to its members.

ACHIEVEMENTS AND PERFORMANCE The Society is a leading and respected organisation within the livestock sector.

The Society has had a successful year with major events concluded: Taking ownership of Basco Data Limited to ensure sustainability of Society core database services.

This was a reactive measure as the two other existing shareholders chose to move to alternative provider and/or take the service in house within their own organisation. The new Basco Board are engaged with a 3rd party technical audit of the software, which is maintained and developed by SRUC, the Scottish Rural College. The Basco Board will report to the Texel board with costed options to support the society’s future requirements for digital first database, both improving the current provision to members and enable feasible future proofing where affordable.

The Society knowledge transfer responsibility has been increased during the year in review, with increased use of digital media, whilst providing professional hard copy publications to assist members in the promotion and further education about the breed. A major Industry conference was delivered by the Society “itexel” with widescale engagement from industry stakeholders and members, with national press reporting the innovative Research and Development programme the Society has engaged in. The Society has become a major partner in largescale projects, working closely with both UK and International researchers. This activity ensures the Society is engaged in the most innovative genomic research carried out in the global sheep industry. R&D income in the year totalled £243,091, a rise of 23% (£45,693).

The Boards approach to financial management has ensured the Society’s activity is supported from operating income and research funds, to support necessary expenditure in key areas of the Society’s charitable objects. A rise in total income and expenditure is due to the increased activity in R&D projects. Income from charitable activities remains similar for 2019 with £965,499 achieved compared to previous year income of £956,918 (£8,581 increase). Pedigree Registrations income has increased by 2.2% (£8,535) to total £394,634. Membership income to the Society has been maintained at a similar level of £104,854, all other areas of income remain unchanged or with modest variances.

Expenditure has increased by 0.89% from £967,877 to £976,487 (£8,610).

Support costs have risen from £489,139 to £501,404 (£12,265), again largely influenced by the R&D projects impacting on salaries which rose from £252,710 to £306,014 (£53,304) including the associated social security and revision of pension costs. The Board expect these costs to mirror the change in research activity. All other costs have remained similar to previous year other than a significant reduction in legal & professional fees reducing from £56,869 to £11,290 (£45,579).

Meeting costs associated with both governance and projects reduced from £17,958 to £14,715 (£3,243).

Net expenditure for the Society ended at £30,988 after impairing its investment in its subsidiary (Basco Data Limited) by £20,000. Return on investments during the period totalled £7,394.

Collectively resulting in a net expenditure for the period under review of £23,594.

The Society’s total funds carried forward total £1,021,333.

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3 THE BRITISH TEXEL SHEEP SOCIETY LIMITED REPORT OF THE DIRECTORS AND TRUSTEES for the year ended 31 March 2019 Following Basco Data Limited becoming a wholly owned subsidiary in March 2018, the consolidated results include the income and expenditure of the subsidiary for the year ended 31 March 2019. The subsidiary incurred a loss of £47,396, primarily due to the depreciation of the Basco database asset.

This loss when added to the Society’s net expenditure (before investment impairment) of £3,594 results in a Group net expenditure of £50,990. Further details of the results of each entity can be found in notes 20 and 21 to these financial statements.

The Consolidated total funds carried forward total £1,021,975.

Financial review The net expenditure for the year amounted to £50,990. This amount has been deducted from reserves brought forward leaving fund balances of £1,021,975 at the end of the year. The trustees consider the results to be satisfactory.

Reserves policy It is the policy of the Society to maintain unrestricted funds, that are not designated, which are free reserves of the Society of approximately eighteen months of unrestricted expenditure. This is intended to provide sufficient funds to cover management, administration and promotional costs. Free unrestricted reserves at 31 March 2019 stood at £816,053 compared with unrestricted expenditure in the year of £536,153.

Investment policy The Board of Trustees considered the most appropriate policy for investing funds during the period to be the use of managed Share Portfolio accounts for long term investment opportunity as well as short term cash held within the Direct Reserve Account.

Plans for future periods Maintaining core services to membership that are fit for the future is essential, if the Society is to remain successful and of purpose. The Society will increase its activity in areas of promotion & genetic improvement of the breed. Improvements in data collection and storage and the exploitation of genomic technologies for breed development are aimed at enhancing core services. These activities will require the Society’s own investment and where appropriate and available, grant support will be sought and utilised for R&D activity, in collaboration with strategic partners. The Society taking ownership of Basco Data Limited fits with this vision and offers further risk mitigation as it now has direct control on the essential database services that it requires to fulfil its core services.

STRUCTURE, GOVERNANCE AND MANAGEMENT Governing document The Society is a registered Charity No: SC007271. Annual Reports and accounts are submitted to the Office of the Scottish Charity Commissioners following formal approval by the membership at the Annual General Meeting. The Society is a Company limited by guarantee and not having a Share Capital, incorporated on the 10 April 1974. The Society is governed by its Articles of Association (Company No: SC055423), which includes wide investment powers. For the purposes of the Companies Act 2006 members of the Board are treated as directors for which services they receive no remuneration.

A full copy of the Society's Articles of Association is available to all members at www.texel.co.uk/oursociety and also from the Company Secretary at the Society's operational address.

Organisational structure The Board of Trustees administers the Charity. The Board meets on a regular basis. Within the Board, trustees are nominated to represent specific areas covering Breed Development, Shows, Sales and Promotions, Finance & Governance. A Chief Executive is appointed by the Board of Trustees to manage the day-to-day operations of the charity. To facilitate effective operations and accountability the Chief Executive has delegated authority, within terms of delegation approved by the trustees, for operational and strategic matters including finance and employment.

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4 THE BRITISH TEXEL SHEEP SOCIETY LIMITED REPORT OF THE DIRECTORS AND TRUSTEES for the year ended 31 March 2019 Recruitment and appointment of new trustees The Articles of Association allows for the appointment of twenty trustees (Directors), with effect from October 2011, directors are eligible to serve for a period of four years and if successfully re-elected to a maximum of 12 consecutive years before having to step down for a minimum of four years prior to further re-election. The Board resolved to reduce their number to thirteen, each of which is elected by members on a regional basis. The Trustees also have the power to co-opt further members to the Board to fill specialist roles, always provided that the total Board size does not exceed twenty members. All members within the region of the retiring trustees are circulated with invitations to nominate trustees prior to the AGM. All new Trustees undergo orientation and training to brief them on their legal obligations and compliance under charity and company law, the content of the Articles of Association, the committee and decision-making process, the business plan and recent financial performance of the charity.

Employee involvement The Society has a well-established structure to communicate with employees at every level and to encourage their involvement regarding the company's performance and future development.

Pay policy for key management personnel The pay policy is reviewed annually and normally increased in accordance with average earnings.

Risk Management The trustees continually examine the major strategic, business and operational risks which the charity faces and confirm that systems have been established to enable regular reports to be produced so that necessary recommendations can be made to lessen these risks. The trustees also consider non-financial risk arising from fire, and the health and safety aspects of the employment of its staff.

A key element in the management of financial risk is the setting of a reserves policy. The Society Chief Executive meets regularly with NFU Insurance broker to discuss areas of risk and to ensure satisfactory insurance cover is provided for the Society.

STATEMENT OF TRUSTEES RESPONSIBILITIES The trustees (who are also the directors of The British Texel Sheep Society Limited for the purposes of company law) are responsible for preparing the Report of the Trustees and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law 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 charitable company and the group, and of the incoming resources and application of resources, including the income and expenditure, of the charitable group for that period. In preparing those financial statements, the trustees are required to:• • • • •

select suitable accounting policies and then apply them consistently; observe the methods and principals in the Charity SORP 2015 (FRS 102); make judgements and estimates that are reasonable and prudent; state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company 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 charitable company and to enable them to ensure that the financial statements comply with the Companies Act 2006, the Charities and Trustee Investment (Scotland) Act 2005 and the Charities Accounts (Scotland) Regulations 2006 (as amended). They are also responsible for safeguarding the assets of the charitable company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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5 THE BRITISH TEXEL SHEEP SOCIETY LIMITED REPORT OF THE DIRECTORS AND TRUSTEES for the year ended 31 March 2019 STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS We, the directors of the company who held office at the date of approval of these Financial Statements as set out above each confirm, so far as we are aware, that: -

there is no relevant audit information of which the charitable company’s auditors are unaware; and

-

we have taken all the steps that we ought to have taken as directors in order to make ourselves aware of any relevant audit information and to establish that the auditors are aware of that information.

AUDITORS The auditors, Dafferns LLP, will be proposed for re-appointment at the forthcoming annual general meeting.

This report has been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

S Richardson - Chairman - Trustee

17 July 2019

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6 INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES AND MEMBERS OF THE BRITISH TEXEL SHEEP SOCIETY LIMITED Opinion We have audited the financial statements of The British Texel Sheep Society Limited (the ‘parent charitable company’) and its subsidiary (the ‘group’) for the year ended 31 March 2019 which comprise a consolidated statement of financial activities, a consolidated balance sheet, a balance sheet, statement of cash flows and notes to the financial statements, including a summary of 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: •

give a true and fair view of the state of the group’s and parent charitable company’s affairs as at 31 March 2019, and of the group’s incoming resources and application of resources, including its income and expenditure, for the year then ended;

•

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

•

have been prepared in accordance with the requirements of the Companies Act 2006, the Charities and Trustee Investment (Scotland) Act 2005 and regulation 8 of the Charities Accounts (Scotland) Regulations 2006.

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 group and parent charitable company 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 We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where: •

the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

•

the trustees have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group’s and parent charitable company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Page | 20

7 INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES AND MEMBERS OF THE BRITISH TEXEL SHEEP SOCIETY LIMITED Other information The trustees are responsible for the other information. The other information comprises the information included in the trustees’ annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, 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 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 financial statements 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.

Opinions on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audit: •

the information given in the trustees’ report (incorporating the directors’ report) for the financial year for which the financial statements are prepared is consistent with the financial statements; and

•

the directors’ report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception In the light of our knowledge and understanding of the group and parent charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors’ report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 and the Charities Accounts (Scotland) Regulations 2006 require us to report to you if, in our opinion: •

adequate and proper accounting records have not been kept by the parent charitable company, or returns adequate for our audit have not been received from branches not visited by us; or

•

the parent charitable company’s financial statements are not in agreement with the accounting records and returns; or

•

certain disclosures of directors’ remuneration specified by law are not made; or

•

we have not received all the information and explanations we require for our audit. ; or

•

the trustees were not entitled to prepare the financial statements in accordance with the small companies’ regime and take advantage of the small companies’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report.

Page | 21

8 INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES AND MEMBERS OF THE BRITISH TEXEL SHEEP SOCIETY LIMITED Responsibilities of trustees As explained more fully in the trustees’ responsibilities statement, set out on page 4, the trustees (who are also the directors of the charitable company for the purposes of company law) 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 charitable company’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 liquidate the charitable company or 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 under the Companies Act 2006 and report in accordance with regulations made under those Acts.

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.

A further description of our responsibilities for the audit of the financial statements 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 charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006, and to the charitable company’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 charitable company’s members and 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 charitable company, the charitable company’s members as a body and the charitable company’s trustees as a body, for our audit work, for this report, or for the opinions we have formed.

Geoffrey Cox BA FCA (Senior Statutory Auditor) For and on behalf of Dafferns LLP Chartered Accountants Statutory Auditor Dafferns LLP is eligible to act as an auditor in terms of Section 1212 of the Companies Act 2006 One Eastwood Harry Weston Road Binley Business Park Coventry 17 July 2019 CV3 2UB

Page | 22

9 THE BRITISH TEXEL SHEEP SOCIETY LIMITED CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING INCOME AND EXPENDITURE ACCOUNT) for the year ended 31 March 2019 2019 Total funds £

2018 Total funds £

41,057 243,091 -

41,057 919,833 77,250 4,609 -

80,631 870,932 5,355 28,038

758,601

284,148

1,042,749

984,956

124,646 2,089 534,064

440,334

124,646 2,089 974,398

2,795 965,082

660,799

440,334

1,101,133

967,877

97,802

(156,186)

(58,384)

17,079

7,394

-

7,394

12,029

Unrestricted funds £

Restricted funds £

676,742 77,250 4,609 -

Total income EXPENDITURE ON: Raising funds – BASCO Data Investment broker’s fees Charitable activities

Note INCOME FROM: Donated services Charitable activities Other trading activities – BASCO Data Investment income Other income – negative goodwill

3 4

5

Total expenditure

Net gains on investments Net income / (expenditure) for the year

105,196

(156,186)

(50,990)

29,108

Transfer between funds

(175,444)

175,444

-

-

Net movement in funds

(70,248)

19,258

(50,990)

29,108

1,068,539

4,426

1,072,965

1,043,857

998,291

23,684

1,021,975

1,072,965

Total funds brought forward TOTAL FUNDS CARRIED FORWARD

8

The notes on pages 13 to 21 form an integral part of these financial statements

Page | 23

10 THE BRITISH TEXEL SHEEP SOCIETY LIMITED (REGISTERED NUMBER: SC055423 - SCOTLAND) CONSOLIDATED BALANCE SHEET At 31 March 2019

Unrestricted funds £

Restricted funds £

2019 Total funds £

2018 Total funds £

82,101 496,998 579,099

-

82,101 496,998 579,099

149,399 679,416 828,815

4,387 162,910 441,106 608,403

23,684 23,684

4,387 162,910 464,790 632,087

3,682 131,542 269,933 405,157

(189,211)

-

(189,211)

(161,007)

NET CURRENT ASSETS

419,192

23,684

442,876

244,150

NET ASSETS

998,291

23,684

1,021,975

1,072,965

998,291 23,684

1,068,539 4,426

1,021,975

1,072,965

Note FIXED ASSETS Tangible assets Investments

CURRENT ASSETS Stocks Debtors Cash at bank and in hand CREDITORS Amounts falling due within one year

FUNDS Unrestricted funds Restricted funds

12 13

14

15

18

TOTAL FUNDS

These financial statements have been prepared in accordance with the provisions applicable to small companies subject to the small companies regime and in accordance with Charity SORP 2015 (FRS 102).

The financial statements were approved by the Board of Trustees on 17 July 2019 and were signed on its behalf by

S Richardson - Chairman - Trustee The notes on pages 13 to 21 form an integral part of these financial statements.

Page | 24

11 THE BRITISH TEXEL SHEEP SOCIETY LIMITED (REGISTERED NUMBER: SC055423 - SCOTLAND) BALANCE SHEET At 31 March 2019

Unrestricted funds £

Restricted funds £

2019 Total funds £

2018 Total funds £

21,596 556,998 578,594

-

21,596 556,998 578,594

46,416 759,416 805,832

4,387 163,544 402,689 570,620

23,684 23,684

4,387 163,544 426,373 594,304

3,682 129,502 233,467 366,651

(151,565)

-

(151,565)

(127,556)

NET CURRENT ASSETS

419,055

23,684

442,739

239,095

NET ASSETS

997,649

23,684

1,021,333

1,044,927

997,649 23,684

1,040,501 4,426

1,021,333

1,044,927

Note FIXED ASSETS Tangible assets Investments

CURRENT ASSETS Stocks Debtors Cash at bank and in hand CREDITORS Amounts falling due within one year

FUNDS Unrestricted funds Restricted funds

12 13

14

15

18

TOTAL FUNDS

These financial statements have been prepared in accordance with the provisions applicable to small companies subject to the small companies regime and in accordance with Charity SORP 2015 (FRS 102).

The financial statements were approved by the Board of Trustees on 17 July 2019 and were signed on its behalf by

S Richardson - Chairman - Trustee The notes on pages 13 to 21 form an integral part of these financial statements.

Page | 25

12 THE BRITISH TEXEL SHEEP SOCIETY LIMITED STATEMENT OF CASH FLOWS For the year ended 31 March 2019 The Group

2019 £

2018 £

(50,990)

29,108

87,913 (7,394) (4,609) (705) (31,368) 28,204

40,156 (28,038) (12,029) (5,355) 609 (9,750) 8,246

Net cash provided by (used in) operating activities

21,051

22,947

Cash flows from investing activities: Investment income Cash introduced from subsidiary Proceeds from sale of investments Purchase of investments Purchase of fixed assets

4,609 194,089 (4,277) (20,615)

5,355 36,466 2,795 (5,255) (54,544)

Net cash provided by / (used in) investing activities

173,806

(15,183)

Change in cash and cash equivalents during year Cash and cash equivalents at beginning of year

194,857 269,933

7,764 262,169

Cash and cash equivalents at end of year

464,790

269,933

(23,594)

1,070

45,435 20,000 (7,394) (4,609) (705) (34,042) 24,009

40,156 (12,029) (5,355) 609 (9,750) 8,246

Net cash provided by (used in) operating activities

19,100

22,947

Cash flows from investing activities: Investment income Proceeds from sale of investments Purchase of investments Purchase of fixed assets

4,609 194,089 (4,277) (20,615)

5,355 2,795 (5,255) (54,544)

Net cash provided by / (used in) investing activities

173,806

(51,649)

Change in cash and cash equivalents during year Cash and cash equivalents at beginning of year

192,906 233,467

(28,702) 262,169

Cash and cash equivalents at end of year

426,373

233,467

Cash flows from operating activities: Net (expenditure) / income for the year Adjustments for: Depreciation charge Negative goodwill (Gains) on investments Investment income (Increase) / decrease in stocks (Increase) in debtors Increase in creditors

-

The Company Cash flows from operating activities: Net (expenditure) / income for the year Adjustments for: Depreciation charge Impairment of investment (Gains) on investments Investment income (Increase) / decrease in stocks (Increase) in debtors Increase in creditors

Page | 26

13 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS For the year ended 31 March 2019 1. General information and basis of preparation The British Texel Sheep Society is a private company, limited by guarantee, registered in Scotland. The address of the registered office is given in the charity information on page 1 of these financial statements. The nature of the charity’s operations and principal activities was that of encouraging, promoting and improving the breeding of Texel sheep in the United Kingdom of Great Britain and Northern Ireland. The Society assists its members in the maintenance and promotion of the breed and its influence for the advancement of the arts, heritage, culture and science. The Society consistently and regularly reviews and improves where appropriate the level of services offered to its members.

The charity constitutes a public benefit entity as defined by FRS 102. The financial statements 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 UK and Republic of Ireland (FRS 102) issued on 16 July 2014 (as updated through Update Bulletin 1 published on 2 February 2016), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Charities Act 2011 and the Companies Act 2006, and UK Generally Accepted Practice as it applies from 1 January 2015.

The financial statements are prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value. The financial statements are presented in sterling (£) which is the functional currency of the charity and rounded to the nearest pound.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

2. Accounting policies Group financial statements The financial statements consolidate the results of the charity and its wholly-owned subsidiary, BASCO Data Limited. A separate Statement of Financial Activities and Income and Expenditure Account for the charity has not been presented because it has taken advantage of the exemption afforded by section 408 of the Companies Act 2006.

Fund accounting Unrestricted funds are those available at the discretion of the Trustees in furtherance of the charitable aims of the Charity.

Designated funds comprise unrestricted funds that have been set aside by the trustees for particular purposes. The aim and use of each designated fund is set out in the notes to the financial statements.

Restricted funds are those available solely for the specific purposes of the donors.

Income recognition All incoming resources are included in the SoFA when the charity is legally entitled to the income after any performance conditions have been met, the amount can be measured reliably and it is probable that the income will be received. .

For donations to be recognised the charity will have been notified of the amounts and the settlement date in writing. If there are conditions attached to the donation and this requires a level of performance before entitlement can be obtained then income is deferred until those conditions are fully met or the fulfilment of those conditions is within the control of the charity and it is probable that they will be fulfilled.

Page | 27

14 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 2. Accounting policies (continued) Income recognition (continued) Donated facilities and donated professional services are recognised in income at their fair value when their economic benefit is probable, it can be measured reliably and the charity has control over the item. Fair value is determined on the basis of the value of the gift to the charity. For example the amount the charity would be willing to pay in the open market for such facilities and services. A corresponding amount is recognised in expenditure.

For legacies, entitlement is the earlier of the charity being notified of an impending distribution or the legacy being received. At this point income is recognised. On occasion legacies will be notified to the charity however it is not possible to measure the amount expected to be distributed. On these occasions, the legacy is treated as a contingent asset and disclosed.

Income from trading activities includes income earned from fundraising events and trading activities to raise funds for the charity. Income is received in exchange for supplying goods and services in order to raise funds and is recognised when entitlement has occurred.

The charity receives government grants in respect of specific projects. Income from government and other grants are recognised at fair value when the charity has entitlement after any performance conditions have been met, it is probable that the income will be received and the amount can be measured reliably. If entitlement is not met then these amounts are deferred.

Investment income is earned through holding assets for investment purposes such as shares. It includes dividends and interest. It is included when the amount can be measured reliably. Interest income is recognised using the effective interest method and dividend and rent income is recognised as the charity’s right to receive payment is established.

The subscription year runs to 30 September. Subscription income is accounted for on an accruals basis, with six months’ income deferred at the accounting year end.

Expenditure recognition All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Expenditure is recognised where there is a legal or constructive obligation to make payments to third parties, it is probable that the settlement will be required and the amount of the obligation can be measured reliably.

Support costs allocation Support costs are those that assist the work of the charity but do not directly represent charitable activities and include office costs, governance costs, and administrative payroll costs. They are incurred directly in support of expenditure on the objects of the charity and include project management carried out at Headquarters. Where support costs cannot be directly attributed to particular headings they have been allocated to cost of raising funds and expenditure on charitable activities on a basis consistent with use of the resources. Support costs have been allocated based on a percentage of staff time spent on each activity.

Page | 28

15 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 2. Accounting policies (continued) Tangible fixed assets Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life: Long leasehold 5% straight line BASCO database 33% and 10% straight line Show equipment 33% straight line Office equipment 33% straight line Grant related 67% straight line Stocks Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Investments Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value with changes recognised in ‘net gains / (losses) on investments’ in the SoFA if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.

Debtors and creditors receivable / payable within one year Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment Operating leases Rentals payable and receivable under operating leases are charged to the SoFA on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits The charitable company operates defined contribution pension scheme. Contributions payable to the charitable company’s pension scheme are charged to the SoFA in the period to which they relate.

3. Income from charitable activities

Subscriptions Gift aid Registrations Performance recorded texels Publications Auctions Breed development Grant Income Sundry income

2019 £

2018 £

104,854 15,477 394,634 31,308 12,898 108,663 2,320 243,091 6,588 919,833

105,636 16,869 386,099 38,022 11,308 110,393 1,975 197,398 3,232 870,932

Income from charitable activities was £919,833 (2018 £870,932) of which £243,091 (2018 £197,398) was attributable to restricted funds and £676,742 (2018 £673,534) was attributable to unrestricted funds.

Page | 29

16 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 4. Income from investments 2019 £ Dividends Interest

2018 £

4,300 309 4,609

5,254 101 5,355

Income from investments was all attributable to unrestricted funds.

5. Analysis of expenditure on charitable activities Activities undertaken directly £ Sales, shows and publications Registrations Breed development Projects

Support costs £

153,914 22,205 296,875 472,994

53,692 239,822 64,431 143,459 501,404

Total £ 207,606 262,027 64,431 440,334 974,398

£440,334 (2018 £397,975) of the above costs were attributable to restricted funds and £534,064 (2018 £567,107) was attributable to unrestricted funds.

6. Allocation of support costs

Governance Payroll Travelling Office costs Leasing Legal and professional Other costs Bank charges Depreciation

Sales, shows and publications £

Registrations £

Breed development £

Projects £

Total £

3,056 32,834 5,283 8,485 386

13,651 146,658 23,599 37,898 1,725

3,668 39,401 6,340 10,182 464

87,121 704 18,358 -

20,375 306,014 35,926 74,923 2,575

1,694 316 414 1,224 53,692

7,564 1,412 1,848 5,467 239,822

2,032 379 497 1,468 64,431

37,276 143,459

11,290 2,107 2,759 45,435 501,404

7. Governance costs

Auditor’s remuneration Meetings

2019 £

2018 £

5,660 14,715 20,375

5,300 17,958 23,258

Page | 30

17 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 8. Net income / (expenditure) Net income / (expenditure) is stated after charging the following:

Depreciation – owned assets Operating lease costs Auditors’ remuneration

2019 £

2018 £

87,913 11,009 5,660

105,482 10,217 5,300

9. Auditors remuneration The auditor’s remuneration amounts to an audit fee of £3,200 (2018 £3,100) and a fee for assistance with the accounts preparation of £2,460 (2018 £2,200).

10. Trustees' and key management personnel remuneration and expenses There were no trustees’ remuneration or other benefits for the year ended 31 March 2019, nor for the year ended 31 March 2018.

2019 2018 £ £ Trustees’ expenses Travel expenses 6,570 5,582 The total amount of employee benefits received by key management personnel is £120,839 (2018 £80,892). The Trustees consider its key management personnel to be the Chief Executive.

11. Staff costs and employee benefits The average monthly number of employees and full time equivalents (FTE) during the year was as follows: 2019 2019 2018 2018 Ave FTE Ave FTE Administration Chief executive

6 1 7

5 1 6

6 1 7

5 1 6

The total staff costs and employee benefits was as follows:

Salaries Social security Defined contribution pension costs Other employee benefits

£

£

244,638 22,442 38,934 5,358 311,372

228,353 19,642 4,715 3,642 256,352

The number of employees who received total employee benefits (excluding employer pension costs) of more than £60,000 is as follows: £80,001 - £90,000 1 1

Page | 31

18 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 12. Tangible fixed assets Long leasehold

Equipment

£

£

Grant related

Company total

£

£

£

Group Total £

-

168,218 2,215 (7,200)

62,594 18,400 -

391,205 20,615 (7,200)

1,142,725 -

1,533,930 20,615 (7,200)

160,393

163,233

80,994

404,620

1,142,725

1,547,345

160,393 -

152,609 8,159 (7,200)

31,787 37,276 -

344,789 45,435 (7,200)

1,039,742 42,478 -

1,384,531 87,913 (7,200)

160,393

153,568

69,063

383,024

1,082,220

1,465,244

NET BOOK VALUE At 31 March 2019

-

9,665

11,931

21,596

60,505

82,101

At 31 March 2018

-

15,609

30,807

46,416

102,983

149,399

COST At 1 April 2018 Additions Disposals At 31 March 2019 DEPRECIATION At 1 April 2018 Charge for year Disposals At 31 March 2019

160,393

Equipment

13. Fixed asset investments

Market value As at 1 April 2018 Purchases at cost Sales proceeds Revaluation As at 31 March 2019 The group Shares in subsidiary (2019: £20,000 impairment) The company

2019 £

2018 £

679,416 4,277 (194,089) 7,394

664,927 5,255 (2,795) 12,029

496,998 60,000 556,998

679,416 80,000 759,416

Cost £

Valuation £

313,957 503,770

496,998 679,416

Shares in subsidiary Name: BASCO Data Limited Company number: 05024739 (England and Wales) Nature of business: Development of Livestock Systems Class of shares: Ordinary - Holding: 100% Trading results for the year are detailed in note 20.

Listed investments

At 31 March 2019 At 31 March 2018

Page | 32

19 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 13. Fixed asset investments (continued) Listed investments comprise the following:

2019 £

2018 £

NFU Mutual balanced portfolio fund Old Mutual Wealth multi-fund investment portfolio Farmers first

411,420 85,278 300

406,207 272,909 300

496,998

679,416

Sundry listed investment The company holds a small listed investment of 300 ordinary 50p shares in Farmers First plc.

This company is incorporated in the United Kingdom and registered in England and Wales. Its Principal activity is to give assistance to UK livestock producers. The market value of these shares at the year end is not materially different to the cost of £300.

14. Debtors: amounts due within one year

Trade debtors Value added tax Other debtors Gift aid Prepayments

The group 2019 2018 £ £

The company 2019 2018 £ £

36,469 5,167 58,930 15,594 46,750 162,910

46,464 1,880 43,890 16,844 22,464 131,542

36,469 5,801 58,930 15,594 46,750 163,544

43,573 3,980 43,890 16,844 21,215 129,502

53,676 177 3,335 53,675 50,144 161,007

72,851 2,301 59,271 17,142 151,565

42,544 177 3,335 53,675 27,825 127,556

15. Creditors: amounts falling due within one year Trade creditors Social security and other taxes Other creditors Deferred income – subscriptions Accruals

81,469 2,301 59,271 46,170 189,211

16. Operating leases Total future minimum lease payments under non-cancellable operating leases are as follows:

Not later than one year Later than one and not later than five years Later than five years

2019 £

2018 £

9,398 17,437 34,094

8,522 10,305 36,305

60,929

55,132

Page | 33

20 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 17. Related party transactions There were no material related party transactions during the year.

18. Movement in funds

Unrestricted funds General fund Designated fund - Breed development

Restricted funds Taste v Waste project VIA project Smarter project Eastern Texel Breeders Club

TOTAL FUNDS

At 1.4.2018 £

Net movement in funds £

Transfers £

At 31.3.2019 £

968,539

105,196

(175,444)

898,291

100,000 1,068,539

105,196

(175,444)

100,000 998,291

4,426 4,426

(25,440) (150,004) 19,258 (156,186)

25,440 150,004 175,444

19,258 4,426 23,684

1,072,965

(50,990)

-

1,021,975

Gains and losses £

Movement in funds £

Net movement in funds, included in the above are as follows: Incoming resources £ Unrestricted funds General fund Restricted funds Taste v Waste project VIA project Smarter project

TOTAL FUNDS

Resources expended £

758,601

(660,799)

7,394

105,196

140,755 120,453 22,940 284,148

(166,195) (270,457) (3,682) (440,334)

-

(25,440) (150,004) 19,258 (156,186)

1,042,749

(1,101,133)

7,394

(50,990)

19. Purpose of funds The Breed Development fund is an unrestricted designated fund, created for the purpose of supporting genetic improvement of the breed.

Three separate restricted funds have been created for the purpose of managing the specific research projects each funded separately and in part by Innovate UK or Horizon 2020 grants.

Project, 1. Taste Vs Waste, Project 2. VIA Project and Project 3. Horizon2020 SMARTER Project Eastern Texel Breeders Club Committee closed their Club in 2018. This was a separate organisation not affiliated to the Texel Society. A restricted fund of £4,426 has been set up for the purpose of supporting the Clubs constitution which states “in the event of the clubs closure for any reason any credit of money shall be transferred to the funds of the British Texel Sheep Society for them to hold for a reasonable time in the hope that the club would be reformed at a future date”.

Page | 34

21 THE BRITISH TEXEL SHEEP SOCIETY LIMITED NOTES TO THE FINANCIAL STATEMENTS - CONTINUED For the year ended 31 March 2019 20. Related company and consolidation The company owns 100% of the issued ordinary share capital of BASCO Data Limited (incorporated in the United Kingdom) which provides the development of livestock systems.

Its trading results for the year, as extracted from the accounts, are summarised below:

Turnover Cost of sales Gross profit Administrative expenses (Loss) before tax Taxation Net (expense) after tax Reserves brought forward Reserves carried forward

2019 £ 77,250 29,145 48,105 95,501 (47,396) (47,396) 108,038 60,642

2018 £ 136,856 43,407 93,449 98,888 (5,439) (5,439) 113,477 108,038

21. Parent company results The results for the year, as extracted from the accounts, are summarised below:

Total incoming resources Resources expended Impairment of investment Net (outgoing) resources Net (losses) / gains on investments Net movement in funds Fund balance brought forward Fund balance carried forward

2019 2018 £ £ 965,499 956,918 976,487 967,877 20,000 (30,988) (10,959) 7,394 12,029 (23,594) 1,070 1,044,927 1,043,857 1,021,333 1,044,927

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