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COMPANY REGISTRATION NUMBER: 02387386
CHARITY REGISTRATION NUMBER: 1073593
Memhay Limited
Company Limited by Guarantee
Unaudited Financial Statements
31 March 2023
Memhay Limited
Company Limited by Guarantee
Financial Statements
Year ended 31 March 2023
Page
Trustees' annual report (incorporating the director's report)
1
Independent examiner's report to the trustees
4
Statement of financial activities (including income and expenditure account)
5
Statement of financial position
6
Notes to the financial statements
8
Memhay Limited
Company Limited by Guarantee
Trustees' Annual Report (Incorporating the Director's Report)
Year ended 31 March 2023
The trustees, who are also the directors for the purposes of company law, present their report and the unaudited financial statements of the charity for the year ended 31 March 2023 .
Reference and administrative details
Registered charity name
Memhay Limited
Charity registration number
1073593
Company registration number
02387386
Principal office and registered
2nf Floor Parkgates
office
Bury New Road
Prestwich
Manchester
M25 0TL
The trustees
C S Lebrecht
S Lebrecht
M Y Lebrecht
Independent examiner
A L Haffner ACA
2nd Floor - Parkgates
Bury New Road
Prestwich
Manchester
M25 0TL
Structure, governance and management
Memhay Limited is constituted by Memorandum and Articles of Association and is a company limited by guarantee. It was incorporated 22 May 1989 as a company and the company number is 02387386 . It was registered as a charity on 28 January 1999 with a charity number 1073593 . The charity is run by the trustees who all act in a honorary capacity. A new trustee would receive copies of the previous years' Annual Report and Accounts and a copy of the Charity Commission leaflet 'The Essential Trustee : What you need to know.
Group structure and Relationships
The charity has the following wholly owned non-charitable subsidiary : Broomgreen Limited – a property investment company.
Risk Management
The Trustees have assessed the major risks to which the charity is exposed, in particular those related to the operations and finances of the Trust, and are satisfied that systems are in place to manage our exposure to the major risks.
The risks faced by the trust are principally operational risks from ineffective grant making. These risks are managed by the trustees researching potential beneficiaries before granting donations.
Report back and review procedures strengthen these safeguards to ensure public benefit is achieved from all grants.
Other risks are associated with the trading subsidiaries and are operational in terms of losing market share and being unable to pay liabilities as they fall due.
The subsidiaries monitor cash flow and reputation regularly to ensure they maintain their market position so that cash flow is not an issue.
Objectives and activities
The charity has established its grant making policy to achieve its objects for the public benefit. The charity utilises funds received from the subsidiaries to pay out grants that are appropriate for the charities objects.
The application of the funds by way of grants is to either institutions or individuals and is mostly to institutions.
The trustees consider they have met the public benefit test and outline these achievements below.
The trustees measure the success of achieving the stated aims by the number and value of grants paid out for each objects. The grants paid out in the year are detailed in the notes to the accounts and the trustees consider they have met their aims successfully this year. Additionally, the trading subsidiary furthers the objects of the charity by employing staff as mentioned above.
The trustees consider the shorter term aims to be similar to the longer term aims and assess the achievement of the charity in the same way.
Investment Policy
The trustees have considered the most appropriate policy for investing funds and have invested in property. These investments are kept under constant review. The trustees are satisfied that property investment is the optimum method of raising funds in the current market, and this has been well borne out over time, with a highly satisfactory return on investments.
These investments have yielded average returns of approximately 5% in the year which is a very favourable rate when compared to average returns on property investments in the current market. For further detail see below in 'Achievement and performance'.
Strategic report
The following sections for achievements and performance and financial review form the strategic report of the charity.
Achievements and performance
During the year under review the charity received income of £249,530 including investment income of £220,695. There was a net expenditure for the year of £162,700.
During the year £371,256 was distributed to other charities in accordance with this charity's objectives.
Financial review
At 31 March 2023 the group had free reserves of £181,877 (2021 : £30,525). Although overall there are net liabilities of £436,893 there are no material uncertainties about the charity's ability to continue. There are over £3m of loan creditors from connected parties who have provided written assurances that they will not call in their loans to the detriment of the cash flow of the charity. Therefore the trustees consider the charity not to be financially exposed. The company and its group have adequate resources to continue distributing funds to other charities in accordance with its objectives.
Reserves Policy
It is the policy of the charity to hold free reserves sufficient to maintain grants at a reasonable level. As the charity is partially reliant on donations received, the trustees feel it would be prudent to maintain reserves at such a level that would enable the charity to take advantage of investment opportunities arising so as to generate its own income to meet this aim.
The trustees' annual report and the strategic report were approved on 3 April 2024 and signed on behalf of the board of trustees by:
C S Lebrecht
Trustee
Memhay Limited
Company Limited by Guarantee
Independent Examiner's Report to the Trustees of Memhay Limited
Year ended 31 March 2023
I report to the trustees on my examination of the financial statements of Memhay Limited ('the charity') for the year ended 31 March 2023.
Responsibilities and basis of report
As the trustees of the company (and also its directors for the purposes of company law) you are responsible for the preparation of the financial statements in accordance with the requirements of the Companies Act 2006 ('the 2006 Act’).
Having satisfied myself that the accounts of the company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of the charity’s accounts as carried out under section 145 of the Charities Act 2011 (‘the 2011 Act’). In carrying out my examination I have followed the Directions given by the Charity Commission under section 145(5)(b) of the 2011 Act. Independent examiner's statement
I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe:
1. accounting records were not kept in respect of the charity as required by section 386 of the 2006 Act; or
2. the financial statements do not accord with those records; or
3. the financial statements do not comply with the accounting requirements of section 396 of the 2006 Act other than any requirement that the accounts give a ‘true and fair' view which is not a matter considered as part of an independent examination; or
4. the financial statements have not been prepared in accordance with the methods and principles of the Statement of Recommended Practice for accounting and reporting by charities applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).
I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.
A L Haffner ACA Independent Examiner
2nd Floor - Parkgates Bury New Road Prestwich Manchester M25 0TL
3 April 2024
Memhay Limited
Company Limited by Guarantee
Statement of Financial Activities
(including income and expenditure account)
Year ended 31 March 2023
2023
2022
Unrestricted funds
Total funds
Total funds
Note
£
£
£
Income and endowments
Donations and legacies
5
28,835
28,835
69,477
Investment income
6
220,695
220,695
161,023
---------
---------
---------
Total income
249,530
249,530
230,500
---------
---------
---------
Expenditure
Expenditure on raising funds:
Investment management costs
7
37,839
37,839
43,383
Expenditure on charitable activities
8,9
374,391
374,391
497,812
---------
---------
---------
Total expenditure
412,230
412,230
541,195
---------
---------
---------
---------
---------
---------
Net expenditure
( 162,700)
( 162,700)
( 310,695)
---------
---------
---------
Other recognised gains and losses
Gains from revaluation of fixed assets
150,000
---------
---------
---------
Net movement in funds
( 162,700)
( 162,700)
( 160,695)
Reconciliation of funds
Total funds brought forward
( 436,893)
( 436,893)
( 276,198)
---------
---------
---------
Total funds carried forward
( 599,593)
( 599,593)
( 436,893)
---------
---------
---------
The statement of financial activities includes all gains and losses recognised in the year.
All income and expenditure derive from continuing activities.
Memhay Limited
Company Limited by Guarantee
Statement of Financial Position
31 March 2023
2023
2022
Note
£
£
Fixed assets
Investments
16
3,492,394
3,447,111
Current assets
Debtors
18
254,800
126,161
Cash at bank and in hand
6,439
74,065
---------
---------
261,239
200,226
Creditors: amounts falling due within one year
19
79,362
86,550
---------
---------
Net current assets
181,877
113,676
------------
------------
Total assets less current liabilities
3,674,271
3,560,787
Creditors: amounts falling due after more than one year
20
( 4,273,864)
( 3,997,680)
------------
------------
Net liabilities
( 599,593)
( 436,893)
------------
------------
Funds of the charity
Unrestricted funds:
Revaluation reserve
150,000
150,000
Other unrestricted income funds
(749,593)
(586,893)
---------
---------
Total unrestricted funds
( 599,593)
( 436,893)
---------
---------
Total charity funds
21
( 599,593)
( 436,893)
---------
---------
For the year ending 31 March 2023 the charity 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 financial statements 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 financial statements .
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies' regime.
Memhay Limited
Company Limited by Guarantee
Statement of Financial Position (continued)
31 March 2023
These financial statements were approved by the board of trustees and authorised for issue on 3 April 2024 , and are signed on behalf of the board by:
C S Lebrecht
Trustee
Memhay Limited
Company Limited by Guarantee
Notes to the Financial Statements
Year ended 31 March 2023
1. General information
The charity is a public benefit entity and a private company limited by guarantee, registered in England and Wales and a registered charity in England and Wales. The address of the registered office is 2nf Floor Parkgates, Bury New Road, Prestwich, Manchester, M25 0TL.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland', the 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) (Charities SORP (FRS 102)) and the Companies Act 2006.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through income or expenditure.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Going concern
There are no material uncertainties about the charity's ability to continue. We refer the reader to the note on the trustees report (pg 4) with regard to the connected loans which will not be called in to the detriment of the cash flow of the charity.
Consolidation
The entity has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of the Companies Act 2006 on the basis that the entity and its subsidiary undertakings comprise a small group.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements did not require management to make judgements, estimates or assumptions that affect the amounts reported at the year end.
Foreign currencies
Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the statement of financial activities.
Fund accounting
Unrestricted funds are available for use at the discretion of the trustees to further any of the charity's purposes. Designated funds are unrestricted funds earmarked by the trustees for particular future project or commitment. Restricted funds are subjected to restrictions on their expenditure declared by the donor or through the terms of an appeal, and fall into one of two sub-classes: restricted income funds or endowment funds.
Incoming resources
All income is included in the statement of financial activities when entitlement has passed to the charity, it is probable that the economic benefits associated with the transaction will flow to the charity and the amount can be reliably measured. The following specific policies are applied to particular categories of income: - income from donations, grants and rents is recognised when there is evidence of entitlement to the gift, receipt is probable and its amount can be measured reliably.
Resources expended
Expenditure is recognised on an accruals basis as a liability is incurred. Expenditure includes any VAT which cannot be fully recovered, and is classified under headings of the statement of financial activities to which it relates: - expenditure on raising funds includes the costs of all fundraising activities, events, non-charitable trading activities, and the sale of donated goods. - expenditure on charitable activities includes all costs incurred by a charity in undertaking activities that further its charitable aims for the benefit of its beneficiaries, including those support costs and costs relating to the governance of the charity apportioned to charitable activities. - other expenditure includes all expenditure that is neither related to raising funds for the charity nor part of its expenditure on charitable activities.
All costs are allocated to expenditure categories reflecting the use of the resource. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs are apportioned between the activities they contribute to on a reasonable, justifiable and consistent basis.
Investments
Unlisted equity investments are initially recorded at cost, and subsequently measured at fair value. If fair value cannot be reliably measured, assets are measured at cost less impairment.
Listed investments are measured at fair value with changes in fair value being recognised in income or expenditure.
Investment property
Investment property is initially recorded at cost, which includes purchase price and any directly attributable expenditure. Investment property is revalued to its fair value at each reporting date and any changes in fair value are recognised in profit or loss. If a reliable measure of fair value is no longer not available without undue cost or effort for an item of investment property, it shall be transferred to tangible assets and treated as such until it is expected that fair value will be reliably measurable on an on-going basis. Investments in joint property syndicates This represents capital introduced by the company into the syndicates plus accrued surpluses less deficiencies but without revaluing the syndicate properties. Some of the syndicates in which the company is a participator have borrowings which are secured on the syndicate properties. The company accounts for its syndicate investments under the 'equity accounting' basis and thus the company's share of such borrowings are not included in these accounts.
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the charity are assigned to those units.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the amount receivable or payable including any related transaction costs, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Current assets and current liabilities are subsequently measured at the cash or other consideration expected to be paid or received and not discounted.
4. Limited by guarantee
The Charity is a company limited by guarantee and has no share capital. The liability of each member in the event of winding up is limited to £l0.
5. Donations and legacies
Unrestricted Funds
Total Funds 2023
Unrestricted Funds
Total Funds 2022
£
£
£
£
Donations
Donations
28,835
28,835
69,477
69,477
--------
--------
--------
--------
6. Investment income
Unrestricted Funds
Total Funds 2023
Unrestricted Funds
Total Funds 2022
£
£
£
£
Income from investment properties
220,695
220,695
161,023
161,023
---------
---------
---------
---------
7. Investment management costs
Unrestricted Funds
Total Funds 2023
Unrestricted Funds
Total Funds 2022
£
£
£
£
Rates
4,613
4,613
13,838
13,838
Professional fees
1,800
1,800
Loan interest
33,226
33,226
20,709
20,709
Heat & Light
7,036
7,036
--------
--------
--------
--------
37,839
37,839
43,383
43,383
--------
--------
--------
--------
8. Expenditure on charitable activities by fund type
Unrestricted Funds
Total Funds 2023
Unrestricted Funds
Total Funds 2022
£
£
£
£
Charitable activities
371,256
371,256
494,772
494,772
Support costs
3,135
3,135
3,040
3,040
---------
---------
---------
---------
374,391
374,391
497,812
497,812
---------
---------
---------
---------
9. Expenditure on charitable activities by activity type
Grant funding of activities
Support costs
Total funds 2023
Total fund 2022
£
£
£
£
Charitable activities
371,256
486
371,742
495,411
Governance costs
2,649
2,649
2,401
---------
-------
---------
---------
371,256
3,135
374,391
497,812
---------
-------
---------
---------
10. Analysis of support costs
Analysis of support costs activity 1
Total 2023
Total 2022
£
£
£
General office
486
486
639
Governance costs
2,649
2,649
2,401
-------
-------
-------
3,135
3,135
3,040
-------
-------
-------
11. Analysis of grants
2023
2022
£
£
Grants to institutions
A B C Trust
11,500
Amud Hatzdoko Trust
400
12,000
Bait Limud Vchesed
12,400
B C G C T
33,600
Beth Jitzchok
15,050
Choimel Dalim
10,000
Friends of Boyan Trust
98,000
Friends Of Toldos Avrohom Yitzchok
11,000
11,000
Grants £10,000 and under
77,396
77,396
Kesser Torah
12,500
Kolyom Trust
15,000
MH Trust
36,000
28,430
Mikve Trust
57,000
T T T
35,500
113,500
The Beth Hamedrash Satmar Trust
13,000
Tov Vochessed
5,000
40,600
U T A
14,500
10,523
Yesamach Levav
10,960
14,450
Yetev Lev Dsatmar
13,820
---------
---------
371,256
419,269
---------
---------
Total grants
371,256
419,269
---------
---------
The above grants were made to institutions and went towards the following purposes; the relief of poverty, relief of those in need by reason of ill health or disability, the advancement of Jewish religion and the advancement of Jewish religious education.
12. Net expenditure
Net expenditure is stated after charging/(crediting):
2023
2022
£
£
Foreign exchange differences
(590)
(43)
----
----
13. Independent examination fees
2023
2022
£
£
Fees payable to the independent examiner for:
Independent examination of the financial statements
2,650
2,400
-------
-------
14. Staff costs
The average head count of employees during the year was Nil (2022: Nil).
No employee received employee benefits of more than £60,000 during the year (2022: Nil).
15. Trustee remuneration and expenses
No remuneration or other benefits from employment with the charity or a related entity were received by the trustees.
16. Investments
Investment properties
Other investments
Total
£
£
£
Cost or valuation
At 1 April 2022
1,350,043
2,097,068
3,447,111
Additions
131,695
131,695
Disposals
(86,412)
(86,412)
------------
------------
------------
At 31 March 2023
1,350,043
2,142,351
3,492,394
------------
------------
------------
Impairment
At 1 April 2022 and 31 March 2023
------------
------------
Carrying amount
At 31 March 2023
1,350,043
2,142,351
3,492,394
------------
------------
------------
At 31 March 2022
1,350,043
2,097,068
3,447,111
------------
------------
------------
All investments shown above are held at valuation.
Investment properties
The investment properties are stated at fair value as per the trustees valuation at the year end.
Other Investments
Other Investments are joint property syndicates. This is comprised of capital introduced by the charity into the syndicates plus accrued surpluses less deficiencies but without revaluing the syndicate properties.
Unlisted Investments
The unlisted investments are stated at fair value at the year end.
17. Investment entities
Subsidiaries and other investments
Registered office
Class of share
Percentage of shares held
Subsidiary undertakings
Broomgreen
2nd Floor Parkgates
Ordinary
100
Bury New Road
Prestwich
Manchester
M25 0TL
The results for subsidiaries and other undertakings are as follows:
Capital and reserves
Profit/(loss) for the year
2023
2022
2023
2022
£
£
£
£
Subsidiary undertakings
Broomgreen
(293,222)
(1,454)
----
---------
----
-------
18. Debtors
2023
2022
£
£
Other debtors
254,800
126,161
---------
---------
19. Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans and overdrafts
55,670
55,670
Accruals and deferred income
13,692
20,880
Other creditors
10,000
10,000
--------
--------
79,362
86,550
--------
--------
20. Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans and overdrafts
583,223
634,565
Amounts owed to group undertakings
19,191
19,191
Other creditors
3,671,450
3,343,924
------------
------------
4,273,864
3,997,680
------------
------------
21. Analysis of charitable funds
Unrestricted funds
At 1 April 2022
Income
Expenditure
Gains and losses
At 31 March 2023
£
£
£
£
£
General funds
(586,893)
249,530
(412,230)
(749,593)
Revaluation reserve
150,000
150,000
---------
---------
---------
----
---------
(436,893)
249,530
(412,230)
(599,593)
---------
---------
---------
----
---------
At 1 April 2021
Income
Expenditure
Gains and losses
At 31 March 2022
£
£
£
£
£
General funds
(276,198)
230,500
(541,195)
(586,893)
Revaluation reserve
150,000
150,000
---------
---------
---------
---------
---------
(276,198)
230,500
(541,195)
150,000
(436,893)
---------
---------
---------
---------
---------
22. Analysis of net assets between funds
Unrestricted Funds
Total Funds 2023
£
£
Investments
3,492,394
3,492,394
Current assets
261,239
261,239
Creditors less than 1 year
(79,362)
(79,362)
Creditors greater than 1 year
(4,273,864)
(4,273,864)
------------
------------
Net liabilities
(599,593)
(599,593)
------------
------------
Unrestricted Funds
Total Funds 2022
£
£
Investments
3,447,111
3,447,111
Current assets
200,226
200,226
Creditors less than 1 year
(86,550)
(86,550)
Creditors greater than 1 year
(3,997,680)
(3,997,680)
------------
------------
Net liabilities
(436,893)
(436,893)
------------
------------
23. Related parties
During the year aggregate donations totalling £3,750 were received by the charity from trustees and related parties. Included in other creditors are amounts due to the following charities/companies whose directors/trustees are also trustees of this charity or closely related to trustees of this charity.
2023 2022
£ £
CSBS Trust 10,000 10,000
Included in other creditors falling due after more than one year are amounts due to the following companies whose directors are also trustees of this charity or closely related to trustees of this charity.
2023 2022
£ £
Ventnor Limited 559,978 559,978
Cartleach Limited 193,500 193,500
Nailsbourne Limited 1,203,500 1,185,000
Sevode Limited 543,422 370,396
Ventnor Management Limited 360,000 355,000
Shulem Ltd 50,000 50,000
Quadrex Ltd 10,000 10,000
Medden Estate Co 50,000 50,000
Avenue 25,000
Also included in other creditors is £543,422 (2022 : £370,396) owing to Mr B J Lebrecht the husband of Mrs S Lebrecht . All the above loans are interest free and repayable on demand.