Annual Report and Accounts 2014

Report of the Council of Management 2014

The Council of Management presents its Report and the Financial Statements for the year ended 31 December 2014.

The Society is a company limited by guarantee (having no share capital), registered in England and Wales No. 2167853, and a charity registered in England and Wales (No. 298328) and in Scotland (SC037603). The Society is governed by its Articles of Association (adopted on 26 October 2013 and confirmed on 22 March 2014) and these set out the Society’s objects which may be summarised as to preserve in operation paddle steamers, to educate the public in their historical significance and to preserve relics and other materials associated with paddle steamers. The Society’s principal activities are to assist in the preservation in sailing condition of the Paddle Steamers Waverley and Kingswear Castle and to maintain a collection of historical material relating to paddle steamers.

The Society provides public benefit by making grants to charities to enable them to maintain their vessels so the public may sail on them; by maintaining a collection of artefacts accessible for research purposes; by holding public meetings relating to paddle steamers; and by publishing current and historical information relating to paddle steamers. The trustees have paid due regard to Charity Commission guidance on public benefit in deciding what activities the Society should undertake.

The Society operates both at UK and local levels, through five area Branches. The Council of Management controls the Society and normally meets four times a year in London. The five Branch Committees are given delegated authority over 20% of the subscription income attributed to their areas and promote the Society and organise activities locally.

The five Branches organise public meetings in winter and assist in promoting sailings and carry on fund raising in summer. Members also participated in working parties on P.S. Waverley at Glasgow.

Branch	Venues of public meetings
Bristol Channel	Bristol and Cardiff
London and Home Counties	Central London and Southend
North of England and North Wales	York
Scottish	Glasgow
Wessex and Dart	Bournemouth, Dartmouth, East Cowes and Southampton

The Council of Management are the Society’s charity trustees. There may be up to 21 members. The methods of appointment are as follows:
 

Method of Appointment	Number
Members of the Society elected by postal ballot of the membership	9
One member of the Society from each Branch of the Society nominated by the member’s Branch Committee	5
The Chairman of and one other representative appointed by Waverley Steam Navigation Co Limited	2
The Chairman of and one other representative appointed by Paddle Steamer Kingswear Castle Trust Limited	2
One representative appointed by Loch Lomond Steamship Company	1
Co-opted by Council until next AGM	2
Total:	21

P.S. Waverley is owned on behalf of the Society by Waverley Steam Navigation Co. Ltd. (WSN, itself a registered Scottish charity – SC005832) and operated by Waverley Excursions Ltd., a wholly owned subsidiary of WSN.

P.S. Kingswear Castle is owned on behalf of the Society by Paddle Steamer Kingswear Castle Trust Ltd. (PSKCT), a charity registered in England and Wales as no. 299931. Since 2013 she has been chartered on a long term basis to Dart Pleasure Craft Ltd (DPC) who are operating her on Dartmouth harbour cruises and between Dartmouth and Totnes. DPC is a wholly owned subsidiary of Dart Valley Railway PLC and the Society has acquired a small shareholding in the parent company. It should be noted that although DPC, as charterer, is responsible for the bulk of maintenance, PSKCT retains the responsibility as owner to fund major renewals, such as, of the hull, boiler and main engine. During 2014 PSKCT acquired the main engine and some auxiliary equipment from the Engine Room of P.S. Compton Castle which has been on exhibition at Blackgang Chine on the Isle of Wight. It is planned that the main engine will be displayed at Kingswear Station in due course.

The Society also supports financially the preservation of P.S. Maid of the Loch, which is owned by Loch Lomond Steamship Company (LLSC), an independent Scottish charity (SC024062). Links are also maintained with the New Medway Steam Packet Company Ltd (NMSPC) (a charity registered in England and Wales as no. 296236 – also known as Medway Queen Preservation Society) which returned the partially reconstructed P.S. Medway Queen to the River Medway in December 2013.

The Society largely fulfils its aim of supporting the steamers by fund raising to restore and preserve them, with volunteer input also being important. The Society is fortunate to benefit from sometimes very substantial bequests from its members and supporters and in 2014 a total of £8,223 was received.

In 2014 the Society continued its policy of providing financial support to WSN to help keep Waverley in sailing condition. In March 2014 it was agreed to provide a loan of £75,000 to WSN towards the cost of her annual refit. Subject to the production of evidence of equivalent expenditure on the ship’s fabric, this loan was convertible to a grant and this was completed on 31 January 2015. Accordingly provision was made in the 2014 Statement of Financial Affairs (SOFA) to cover the cost of the conversion. A similar loan of £150,000 convertible to a grant was advanced in March 2013 and this was converted to grant during 2014. As this transaction was funded in 2013, it does not appear in the 2014 SOFA. In addition, the net proceeds of the Grand Draw held in 2014 of £19,188 were passed to WSN as a grant.

In 2010 the Society pledged to contribute £50,000 to facilitate LLSC’s planned major appeal to return P.S. Maid of the Loch to service. No request for funding was received from LLSC during 2014 and £17,900 remains available to support this activity.

The Society has a specialised Archive Collection which is currently valued at £106,332. The Collection has been accumulated over the 55 years of the Society’s existence and includes over 49.000 items, of which 34,492 are catalogued: these range from ship models to ship’s furniture and company records. To fulfil its educational role the Society is working to make its collection more accessible for research with a number of objects on loan for display purposes to appropriate museums. It is currently carrying out an audit and is acquiring additional premises to accommodate more sensitive items and provide better working conditions for its volunteers. Following the resignation of its paid archivist the Society has reorganised its archive management structure. A management committee of three Council of Management trustees has been formed with one trustee having responsibility for the day to day running. Long and short term plans have been created and a budget for the next five years has been formulated.

The Society Accounts show net resources expended of £46,759 in 2014, as funds received in previous years were used to fund activities in 2014. Loan transactions with WSN are summarised in the Notes to the Accounts. At 31 December 2014 the General Fund stood at £184,298, the Streatfield Bequest at £38,240 and the Restoration and Preservation Fund (devoted to Paddle Steamers Waverley and Kingswear Castle) at £205,998, of which £15,186 was specifically for Waverley and £6,514 specifically for Kingswear Castle.

The Society has no paid employees so most of its achievements reflect members’ voluntary efforts. These cover a wide range of skills and are essential to the continued successful operation of the Society. An example in 2014 would be the transition to volunteer-led activities in relation to the Archive Collection. The Council of Management acknowledges gratefully all contributions great and small.

The Society’s membership stood at 2,769 at 31 December 2014 made up as shown:

	Bristol Channel	London and Home Counties	North of England and North Wales	Scottish	Wessex and Dart	Total
Full	102	144	54	211	65	576
Senior	261	333	69	325	182	1,170
Associate	87	131	30	155	70	473
Junior	6	2	1	30	4	43
Life	76	171	31	121	71	470
Honorary	7	7	1	17	5	37
Total	539	788	186	859	397	2,769

There was a net reduction of 34 members during 2014.

The Society’s policy is to maintain reserves to fund future restoration of and specific projects for the paddle steamers it supports. Recent events have led to the severe depletion of its reserves and ideally they should be rebuilt to a level approaching £500,000 to provide for possible future requirements. As needs can arise in a relatively short term, the majority of the reserves are invested as cash in banks, a building society and a Common Investment Fund. There is also a lesser investment an equity based Common Investment Fund.

The motor vessel Balmoral was originally purchased to run in support of Waverley and was owned by WSN and operated by WEL. A financial review revealed that it was not appropriate to continue to run the ship and she was laid up at the end of the 2012 season. A separate organisation, M.V. Balmoral Fund Limited (MVBFL), was established (many of whose members were also PSPS members) with a view to acquiring and returning the ship to service. MVBFL acquired charitable status in 2014, business development work continued and agreement was reached with WSN for sale of the ship. Her dedicated team of volunteers continued to put a lot of time and effort into her care and maintenance at her lay-up berth at Bristol and she was successfully refitted and surveyed at Sharpness in order to maintain her certification. All the funds held by the Society for MV Balmoral were transferred to MVBFL in January 2014. As this transaction was funded in 2013, it does not appear in the 2014 SOFA.

The members of the Council of Management (the Society’s Trustees and Directors) during the year, who received no remuneration for their services, are listed below:

Elected Members
Myra Allen
John Anderson (Secretary)
Richard Clammer (Elected 25.10.14) (3)
Iain Dewar (Chairman)
David Haddleton
Martin Longhurst (Treasurer)
Douglas McGowan (3)
Paul Semple (1)
Terry Sylvester (Resigned 15.3.15) (1 to 10.6.14 & 2 to 17.2.14)

Branch Representatives
Richard Engert (Wessex)
David Green (London)
Angela Johnson (North) (Appointed 29.11.14)
Noel Kemp (Bristol Channel) (2 to 12.6.14)
Richard Winfield (North) (Deceased 27.9.14)
Gordon Wilson (Scottish)

Representatives of Waverley S. N. Co. Ltd. (May appoint two trustees)
Nick James (1) (Resigned 30.9.14)
Lawrie Sinclair (1 & 2) (Appointed 1.10.14)

Representatives of P.S. Kingswear Castle Trust Ltd. (May appoint two trustees)
Jeremy Gold (3 & 4)
John Megoran (1 from 19.6.14, 2 from 17.4.14, 3 & 4)

Representative of Loch Lomond Steamship Co. (May appoint one trustee)
John Beveridge (5)

Directorships of related party companies: (1) Waverley Steam Navigation Co Ltd (2) Waverley Excursions Ltd (3) PS Kingswear Castle Trust Ltd (4) PS Kingswear Castle Trust (Trading) Ltd (5) Loch Lomond Steamship Company

JOHN ANDERSON Secretary and Trustee 24 March 2015   Registered Office: 17 Stockfield Close, Hazlemere, HIGH WYCOMBE, HP15 7LA

Statement of Financial Activities for the Year ended 31 December 2014

 

All of the above results are derived from continuing activities. All gains and losses recognised in the year are included above. The surplus/deficit for the year for Companies Act purposes comprises the net incoming resources/net resources expended for the year before unrealised gains/losses on investments and was a deficit of £46,759 (2014 – Deficit of £259,903 owing to the transfer of the KC ring fenced fund to PSKCT).

Balance Sheet at 31 December 2014

 
For the year ending 31 December 2014 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors’ responsibilities:

• the members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476;
• the directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts;
• these accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies’ regime.

They were approved by the Council of Management on 14 March 2015 and signed on its behalf by Martin Longhurst.

Notes to the Accounts

1. Format of Accounts and Accounting Policies
   1. Basis of accounts: These Accounts have been prepared in accordance with the Charity Commission’s publication “Accounting and Reporting by Charities – Statement of Recommended Practice” (SORP 2005), the Accounting Standards Board’s “Financial Reporting Standard for Smaller Entities” (FRSSE), the Companies Acts and the historic cost basis of accounting, except for investments and the Archive Collection, which have been included at revalued amounts. The accounts are prepared on an income and expenditure basis.
   2. Donations, legacies and subscriptions: These items of income, including life subscriptions, are taken into account in full in the year of receipt. No allowance is made for the undistributed part of any legacies due.
   3. Netted off expenses and related income: Where sufficient information is available the netting off of expenses and the related income has been eliminated.
   4. Stocks: Stocks of unsold goods are valued at the lower of cost or realisable value.
   5. Investments: Investments are valued at market value, except as described in Note 3.
   6. Gains/losses on investments: Gains and losses are recognised in the year they arise. Unrealised gains or losses are added to or deducted from the Fund to which the investment relates. Programme investments are shown at their nominal value or value as at the date of acquisition.
   7. Grants: Liabilities arising from grant commitments made by the Society are recognised by creating a provision pending the fulfilment of conditions at which point the obligation becomes binding.
   8. Group accounts: As permitted by Section 405 of the Companies Act 2006, the Council of Management has not prepared group accounts on the grounds that as the subsidiaries are constituted as charities there are severe long-term restrictions over the assets of the subsidiaries and that disproportionate expense would be incurred in the preparation of group accounts.
   9. Archives: During the year, the Museum Collection was re-designated as the Archive Collection.
2. Archive Collection: The Society owns a collection of relics relating to paddle steamers. It was valued at market value at 31 December 2001 and is now depreciated over 20 years on a straight line basis. Movements in 2014 may be summarised as follows:

	Cost or Valuation	Depreciation	Net Book Value
	£	£	£
Balance at 1 January 2014	105,428	(37,973)	67,455
Acquisitions	904	–	904
Charge for year	–	(5,317)	(5,317)
Balance at 31 December 2014	106,332	(43,290)	63,042

1. Subsidiary Undertakings:
   1. The holding of shares in Paddle Steamer Kingswear Castle Trust Limited, the owner of P.S. Kingswear Castle, represents 83% of shares issued. The shares are shown in the Accounts at their nominal value as shareholders in the Trust cannot benefit from their holdings, as it is constituted as a charity (registered in England and Wales as no. 299931). At 30 April 2014 the aggregate amount of its capital and reserves were £897,785 and its excess of income over expenditure for the year then ended was £330,681, including £333,709 transferred from PSPS.
   2. The holding of shares in Waverley Steam Navigation Company Limited (WSN), the owner of P.S. Waverley, represents 65% of shares issued. The shares are shown in the Accounts at their nominal value as shareholders in the Company cannot benefit from their holdings, as it is constituted as a charity (registered in Scotland as no. SC005832). At 31 October 2013 the aggregate amount of its group capital and reserves were £3,883,764 and its group excess of expenditure over income for the year then ended was £433,952.
2. Other Programme Investment: The shares in Dart Valley Railway plc (DVR) were donated to the Society. DVR is the ultimate holding company of Dart Pleasure Craft, charterers of P.S. Kingswear Castle. They are shown at their value at the date of acquisition as there was no change in their value to 31 December 2014.
3. Loans to Waverley Steam Navigation Co Ltd (WSN): The Society’s loan transactions with WSN during 2014 may be summarised as follows:

	£
Balance at 1 January 2014	267,201
Advances	75,000
Converted to grant	(150,000)
Balance at 31 December 2014	192,201

The outstanding loans are interest free and are repayable on 31 March 2015. Advances totalling £150,000 made during 2013 were converted to grant on production of evidence of expenditure on the fabric of P.S. Waverley. Provision had been made in the 2013 accounts to cover this eventuality, so there is no charge in the 2014 Statement of Financial Activities. During 2014 £75,000 was advanced to WSN on similar terms and provision to convert this loan to grant has been made in the 2014 Accounts. This loan was converted to a grant on 31 January 2015. In addition, provision of £117,201 has previously been made to reflect the likelihood of repayment of the long term loan balance.

6. Restricted Funds comprise the Restoration and Preservation Fund, which holds funds received for or allocated to P.S. Waverley and P.S. Kingswear Castle. The Balmoral Fund, which held funds received for M.V. Balmoral, was closed in 2013 and provision for its transfer to M.V. Balmoral Fund Limited (MVBFL) was made in the 2013 Accounts.

7. The Streatfield Bequest is available for the general purposes of the Society.

8. Archive Collection Reserve: This represents the net value of donated items, after deducting accumulated depreciation.

9. Commitments: At 31 December 2014 there were no unprovided commitments (2013: Nil).

10. Related Party Transactions: The Society is related to the following companies because it has a significant interest through interlocking directorships.

a. Paddle Steam Kingswear Castle Trust Ltd (PSKCTL)

i. During the year the Society made a grant of £2,217 to PSKCTL.

b. Waverley Steam Navigation Co Ltd (WSN)

i. The Society has outstanding loans of £192,201 to WSN as explained in Note 5.

ii. During the year the Society made grants of £21,040 to WSN in respect of P.S. Waverley.

c. Trustee Remuneration: No Trustee received any remuneration during the year (2013 – Nil). One person connected with a Trustee received remuneration of £175 (2013 – £210).

d. Trustee Expenses: 15 trustees received reimbursements of fares and accommodation totalling £3,818 (2013 – £4,362).

e. Staff Costs and Emoluments: Nil (2032 – Nil).

f. Cost of Independent Examination and Other Financial Services: Adey Fitzgerald and Walker received £1, 212 for independent examination services (2013 – £1, 154) and provided no other services to the Society (2013 – Nil)

Independent Examiner’s Report to the Trustees of the Paddle Steamer Preservation Society

Respective Responsibilities of Trustees and Examiner

The Trustees (who are also the directors of the company for the purposes of company law) are responsible for the preparation of the accounts. The trustees consider that an audit is not required for this year under section 43(2) of the Charities Act 1993 (the 1993 Act) or under Regulation 10 (1)(a) to (c) of The Charities Accounts (Scotland) Regulations 2006 (the 2006 Accounts Regulations) and that an independent examination is needed and I am qualified to undertake the examination by being a qualified member of the Association of Chartered Certified Accountants.

Having satisfied myself that the charity is not subject to audit under company law and is eligible for independent examination, it is my responsibility to:

• examine the accounts under section 43 of the 1993 Act and section 44(1)(c) of the Charities and Trustee Investment (Scotland) Act 2005 (the 2005 Act);
• to follow the procedures laid down in the general Directions given by the Charity Commission under section 43(7)(b) of the 1993 Act; and
• to state whether particular matters have come to my attention

Independent Examiner’s Statement

In connection with my examination, no matter has come to my attention:

1. which gives me reasonable cause to believe that in any material respect the requirements:

• to keep accounting records in accordance with section 386 of the Companies Act 2006 and section 44(1)(c) of the 2005 Act; and
• to prepare accounts which accord with the accounting records, comply with the accounting requirements of section 396 of the Companies Act 2006, section 44(1)(b) of the 2005 Act and Regulation 8 of the 2006 Accounts Regulations; and
• which are consistent with the methods and principles of the Statement of Recommended Practice: Accounting and Reporting by Charities have not been met; or

2. to which, in my opinion, attention should be drawn in order to enable a proper understanding of the accounts to be reached.

Peter Walker
Fellow of the Association of Chartered Certified Accountants
26 High Street
Barry
South Glamorgan
CF62 7EB

Date: 14 May 2015