Trustees' Report and Financial Statements
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Charity number: 1135007 Westcountry Rivers Trust Registered number: 06545646 Trustees' report and financial statements For the year ended 31 December 2012 WESTCOUNTRY RIVERS TRUST (A Company Limited by Guarantee) CONTENTS Page Reference and Administrative Details of the Charity, its Trustees and Advisers 1 Trustees' Report 2 - 14 Independent Auditors' Report 15 - 16 Consolidated Statement of Financial Activities 17 Consolidated Income and Expenditure Account 18 Consolidated Statement of Total Recognised Gains and Losses 18 Consolidated Balance Sheet 19 Company Balance Sheet 20 Notes to the Financial Statements 21 - 39 WESTCOUNTRY RIVERS TRUST (A Company Limited by Guarantee) REFERENCE AND ADMINISTRATIVE DETAILS OF THE COMPANY, ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 DECEMBER 2012 Trustees K L Hill , Chairman N Allan P Arnott (appointed 11 July 2013) D Botsford (resigned 15 June 2012) Mrs J. Ingham Clark The Lord Clinton R L Constantine Sir Simon Day A Fox-Edwards Sir David Hoare Bt N Hood CBE C Huntington-Whiteley Dr K Lancaster (appointed 17 July 2013) H B Llewellyn The Hon. Massey Lopes The Hon. Mrs George Lopes M D Martin MBE , President C G Pole-Carew (resigned 23 July 2013) R Simpson Dr A Torrance M Wilson J H A Wood W F Wyldbore-Smith Company registered number 06545646 Charity registered number 1135007 Registered office Rain-Charm House , Kyl Cober Parc , Callington , Cornwall , PL17 8PH Company secretary Lynne Hyland Independent auditors Mazars LLP , 8 New Fields , 2 Stinsford Road , Nuffield , Poole , Dorset , BH17 0NF Bankers Duncan Lawrie Ltd , 1 Hobart Place , London , SW1W 0HU Barclays Bank Plc , The Parade , Liskeard , Cornwall , PL14 6AR - 1 - WESTCOUNTRY RIVERS TRUST (A Company Limited by Guarantee) TRUSTEES' REPORT FOR THE YEAR ENDED 31 DECEMBER 2012 The Trustees (who are also directors of the charity for the purposes of the Companies Act) present their annual report together with the audited financial statements of Westcountry Rivers Trust (the company and the group ) for the ended 31 December 2012 . The Trustees confirm that the Annual Report and financial statements of the company and the group comply with the current statutory requirements, the requirements of the company and the group's governing document and the provisions of the Statement of Recommended Practice (SORP) "Accounting and Reporting by Charities" issued in March 2005. STRUCTURE AND GOVERNANCE a. Constitution The Trust was governed by a Trust Deed dated 28 March 1995 executed by the original Trustees under a declaration of trust and as amended by supplemental deeds executed on 22 June 1999, 26 February 2000 and 9 November 2000 respectively; in July 2010 the original charity was transferred to a charitable incorporated company to improve governance and reduce risk. The original deed, with no substantive changes, was used as the governing document of the new entity. In 2012 the definition of the geographic area within which the Trust operates was expanded to cover the whole of the westcountry. b. Legal Structure The Trust is a registered charity and company limited by guarantee governed by its memorandum and articles of association. The Trustees of the charity are also the directors of the company for the purposes of the Companies Act. The Trust has a wholly owned subsidiary, Westcountry Rivers Limited, which trades as Tamar Consulting. The profits of the subsidiary are covenanted to the Trust. c. Trustees' Responsibilities The Trustees are responsible for the overall direction and charitable activities of the Trust and the trading activities of its subsidiary and for ensuring that the Trust complies with the Charity Commission guidance on public benefit. d. Selection and appointment of Trustees The introduction and recruitment of Trustees is by recommendation of existing Trustees and personal contacts with other organisations or landowners with related environmental or rivers trust interests. The overriding objective is to maintain a broadly respected body with sufficient experience to provide strong governance and to add value to the Trust’s decision making. The right to approve the nomination of a Trustee rests with the South West Rivers Association which is an unincorporated association representing the river associations in Devon and Cornwall. The final power of appointment rests with the Trustees in general meeting. One fifth of the Trustees are required to retire by rotation in each year. - 2 - WESTCOUNTRY RIVERS TRUST (A Company Limited by Guarantee) TRUSTEES' REPORT (continued) FOR THE YEAR ENDED 31 DECEMBER 2012 e. Induction and training of Trustees Following the appointment as a Trustee and director each Trustee receives a briefing pack outlining their role. The Trustee will also have several opportunities to meet the management of the Trust and to shadow Trust staff in carrying out their duties should they so wish. The Trust’s website are also available which gives much background information. The briefing pack contains: • A PowerPoint presentation outlining the duties of a Trustee • The memorandum and articles of association • The most recent Trustees’ report and financial statements • The most recent management accounts and board minutes • The latest issue of the Confluence newsletter f. Organisational Structure and Decision Making Trustees meetings The Trustees meet twice a year to consider the overall direction of the Trust and its future development and to receive information about the issues and policies affecting the Trust’s work. One of the meetings includes the annual general meeting of the company. The Trustees receive a summary report following each meeting of the Management Board. Management Board The Trustees have delegated the general management of the Trust to a Management Board normally meeting on a bi-monthly basis. The Management Board provides a key forum for liaison between the Trustees and the management team. The Board receives detailed reports at each meeting, monitors performance of the Trust against targets and budgets for the year and considers development and longer term plans. At the end of the year the Management Board members were: K Hill (Chairman) L Hyland D Bright R Simpson A Fox-Edwards A Torrance C Huntington-Whitely M Wilson Dr Dylan Bright is the Trust Executive Director and Lynne Hyland is the Finance Director of the Trust. Adam Fox- Edwards is Chairman, Dr Bright was a Director and Lynne Hyland is Company Secretary of Tamar Consulting. Divisional Structure The Trust has three main areas of delivery: Fisheries and Recreation, Catchment Management and commercial for profit Consultancy. Each delivery area is headed by a designated manager. There are also three cross-cutting themes: Education, Data Management and Communications, and Fundraising. Each theme is driven forward by a theme leader who coordinates activities.This structure ensures better allocation of resources and identifies cross-cutting responsibilities for all staff. - 3 - WESTCOUNTRY RIVERS TRUST (A Company Limited by Guarantee) TRUSTEES' REPORT (continued) FOR THE YEAR ENDED 31 DECEMBER 2012 g. Risk management The Trustees have established systems to mitigate the significant risks and these are reviewed annually. The Trustees review the major risks facing the organisation with responsibilities specifically allocated as appropriate using a modified Charities Commission template for the risk register. Commercial risk is managed on an overall basis as well as on a project by project basis. Risk assessments are undertaken and periodically updated. Employees receive training to assist in minimising risks to themselves and others particularly related to dangers that may be faced during fieldwork. Insurance cover is reviewed at least annually and the current level of cover is considered adequate for the potential liabilities of the Trust. AIMS AND OBJECTIVES a. Charitable Objectives The objectives of the Trust as set out in the Memorandum and Articles of Association are: • To secure the preservation, protection, development and improvement of the rivers, streams, watercourses and water impoundments in the westcountry. • To advance the education of the public in the management of water. The Trust’s objects correspond with the Charities Act 2011 description of charitable purposes of advancing environmental protection and the advancement of education. The Trust’s activities meet the two key principles of public benefit, as follows: Principle 1 : there must be identifiable benefits which are clear, related to the aims and balanced against any detriment or harm. The Trust’s work is both practical bringing about physical improvements to rivers and riparian habitats and policy led through changing perceptions and opinions in education, the public and government. This includes changing opinions about decoupling food production from subsidy so that future policy fosters good environmental management which benefits society economically and culturally. Other benefits include clean water from catchment restoration, fertile soil, clean air, functioning integrated ecosystems, preservation of endangered species, conserving the environment, preserving landscapes and providing education. Principle 2 : the benefits must be appropriate to the aims and available to the public or a section of the public and private benefits must be incidental. The Trust’s work on improving water quality and the natural environment is of benefit to all. Where a Trustee might indirectly benefit from improved fish stocks or habitats this is incidental. b. Aims and