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Registered number: 14232201










MORETON HALL EDUCATION LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024

 
MORETON HALL EDUCATION LIMITED
 
 
COMPANY INFORMATION


Directors
Y Chen 
Y Guan 
D Murphy 
Q Su (resigned 6 June 2024)
Xin Lu (appointed 6 June 2024)




Company secretary
Ruth Brown (Resigned 27 March 2024)
Joanna Jones (Appointed 27 March 2024)



Registered number
14232201



Registered office
Moreton Hall
Weston Rhyn

Oswestry

Shropshire

SY11 3EW




Independent auditors
WR Partners
Chartered Accountants & Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG





 
MORETON HALL EDUCATION LIMITED
 

CONTENTS



Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditors' report
6 - 9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 28


 
MORETON HALL EDUCATION LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2024

Introduction
 
The Directors present the strategic report for the year ended 31 August 2024.
This is the second set of Financial Accounts for Moreton Hall Education Limited under new ownership by Ascend International Education Group Co Limited (hereinafter Ascend). The initial period is judged as the transition year, a shortened 10 month period to better align with the academic year, and this report reflects the first full 12 months set of accounts, which, as expected, has seen a proportional increase in operating expenditure. 
Coinciding with this settling period is the wider political uncertainty across the independent schools sector, with the introduction of VAT on the horizon, which has continued to stifle growth for many schools in terms of pupil numbers. Moreton Hall has remained committed to holding a positive longer term view, strengthened under new ownership. This has been demonstrated throughout this period with targeted investment in facilities, an increased focus on efficiency and the rebalancing of the fee structure to ensure particular value for money for our pupils and parents, driving to establish Moreton Hall as the all-through girls boarding school and co-educational prep school of choice both regionally and  in the UK. 
 

Business review
 
Moreton Hall is a school set in 111 acres of Shropshire countryside, established in 1914. The school provides boarding and day education for girls from nursery through to sixth form, and boys through foundation prep school years with a culture and ethos of nurturing the individual to achieve their best. In addition to notable academic achievements, the school has particular specialisms in sports, art, drama and music.  Moreton Hall are the current National Lacrosse Champions.
The School serves to provide an education and environment in which pupils embrace a wide range of opportunities, achieve the best of which they are capable, and enjoy a childhood that prepares them for a happy, fulfilling life. Our pupils will have access to expert tuition, outstanding facilities, and a boarding school ethos that allows Moreton to be a home for the diverse talents, interests, and personalities that enrich our community.
The wide curriculum also reflects impressive academic results. In 2024, Moreton Hall A level pupils achieved a 100% pass rate, 45% with an A or A*with 92% obtaining their University of choice. At GCSE, 99% of pupils achieved a Grade 4 or above. The value added through increased grade results at Moreton Hall is particularly notable at 0.9 to 1 whole grade at GCSE for EAL students and is regularly ranked in the top 5% of independent schools in the UK on ‘Value Added’ by Cambridge University’s MidYIS assessments. Moreton Hall is also proud to host the regional Careers Fair. 
The Academic Attainment and Representation of Girls in STEM, a report commissioned by the Girls School Association,  found that girls in all-girls sixth forms were four times as likely to apply for mathematics courses at university and 40 per cent more likely to apply for engineering courses than their co-educated peers. This  is certainly reflective of Moreton Hall.
At the heart of the success at Moreton Hall is the pastoral and boarding provision; the school is fortunate to have six boarding houses, tailored to the needs of the various year groups and each providing all week around activities and support. There is a sense of community, crafted over many years, and includes the provision of flexi boarding for day pupils to support academic and extracurricular opportunities, helping to further develop friendships and independence.



 
Page 1

 
MORETON HALL EDUCATION LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024


Fees and Investment 
This accounting period, following particular analysis and investment support from the Ascend board,  has also seen the school deliver on the intent to adjust tuition fees so that the day fees were aligned more effectively to year group progression and in proportion to any boarding increment. This translated to a decrease in day fees in the majority of cases and increased value for money.  
The continued development of school facilities, backed by significant financial commitment by the Ascend Board, has started to produce a tangible difference to the onsite facilities available. During this Accounting period the Swimming Pool has seen a total refurbishment, with a new professional gym facility in addition to commencement of works to refit all 51 rooms in one of the six boarding houses available and with personal study spaces.       
This investment has in turn invited increased interest in our lettings programme and use of the estate outside of term time. This attracts important supplementary revenue. The increased use of our Swimming Pool by local schools and clubs demonstrates our reach out to support the community.  
There has been progress this period in increasing our breadth of nationalities for international pupils. Maintaining the traditional UK boarding school experience, international pupil share maintained to very rarely exceed 25%, opportunities for immersion programmes in addition to full year and permanent placements have increased the experience for all pupils. 
The International Summer School, primarily focused on a Parent and Child template, is built on over 20 years experience of delivering such a programme and the reputation of the School in that market has ensured important revenue during this reporting period. The next reporting period will see considerable growth in this area as the length of the programme increases to meet demand. 
 

Principal risks and uncertainties
 
The political uncertainty that may have been experienced through this reporting period will have impacted on pupil inflow across the sector;  Moreton Hall will not have escaped this pressure, it has managed better than the market average and remarkably so while managing a period of transition.  There is now certainty for parents and with careful management of our fee structure, reducing where appropriate with the more recent impact of  VAT to our parent group at the forefront of our decision making, the value proposition is now made more convincing for an education at Moreton Hall. 
In creating the conditions for success, as a business, the priority moving forward is to control operational costs inline with pupil growth. The change and investment in iFinance for the new academic year, as the new accounting software system, will bring sharper focus in financial reporting and budget management. Key continues to be the sensible consideration and review of staffing costs as the main cost driver, and the pension provision where applicable. It is reasonable to expect material change in this area moving forward although this will need to be balanced with the commitment to attract and retain the very best teachers in support of the academic provision.    
The School will further explore our reputation as a market leader in the Summer School provision, a growth area that continues to offer a diverse range of opportunities and fantastic facilities that will invite interest and retain the very best pupils both internationally and across our region. 

Page 2

 
MORETON HALL EDUCATION LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024

Financial key performance indicators
 
The Board monitors the operational performance of the school through termly Board meetings at which Key Performance Indicators are reported and reviewed. These include Surplus/(Deficit) percentage of revenue, the percentage of bursaries and scholarships awarded, average grant levels and the analysis of recharges to parents. This management, and best use of timely data, has helped sharpen our operational understanding of critical business areas at Moreton Hall. 
The School has more recently conducted its triennial strategic review which focused on maturing the key indicators under the central pillars of the Academic provision, Finance, Pastoral and the Boarding provision.       
The Senior Leadership Team, in addition to the termly Board meetings, meets weekly to consider the development of the school in terms of both curriculum and staff support activities. 

 
We feel privileged at Moreton Hall to continue the legacy of our founders and foster a nurturing and inclusive environment where every student is empowered through an aspirational academic framework that encourages intellectual curiosity, whilst equipping each student with the confidence, resilience and skills to thrive beyond our school gates and find joy in their lives.
We are confident that the foundation has now been set for the school to progress and outperform regionally, and to build on its reputation as the school of choice.    


This report was approved by the board on 15 August 2025 and signed on its behalf.



D Murphy
Director

Page 3

 
MORETON HALL EDUCATION LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2024

The directors present their report and the financial statements for the year ended 31 August 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £2,897,136 (2023 - loss £1,619,062).



Directors

The directors who served during the year were:

Y Chen 
Y Guan 
D Murphy 
Q Su (resigned 6 June 2024)
Xin Lu (appointed 6 June 2024)

Future developments

During the year the Company paid dividends of £NIL (2023: £NIL)

Page 4

 
MORETON HALL EDUCATION LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsWR Partnerswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 15 August 2025 and signed on its behalf.
 





D Murphy
Director

Page 5

 
MORETON HALL EDUCATION LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MORETON HALL EDUCATION LIMITED
 

Opinion


We have audited the financial statements of Moreton Hall Education Limited (the 'Company') for the year ended 31 August 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 31 August 2024 and of its loss 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.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 6

 
MORETON HALL EDUCATION LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MORETON HALL EDUCATION LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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.


Opinion 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 Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 4, the directors 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 directors 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 directors are responsible for assessing the 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 directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
MORETON HALL EDUCATION LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MORETON HALL EDUCATION LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

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 Auditors' 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS102 and the Companies Act 2006), the relevant tax compliance regulations, employment law, Health and Safety Regulations and the EU General Data Protection Regulation (GDPR).
We understood how the Company is complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed board minutes to identify any recorded instances of irregularity or non compliance that might have a material impact on the financial statements.
We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there was susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with governance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditors' report.


Page 8

 
MORETON HALL EDUCATION LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MORETON HALL EDUCATION LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Andrew Malpass BA FCA (Senior statutory auditor)
  
for and on behalf of
WR Partners
 
Chartered Accountants
Statutory Auditors
  
Belmont House
Shrewsbury Business Park
Shrewsbury
Shropshire
SY2 6LG

26 August 2025
Page 9

 
MORETON HALL EDUCATION LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2024

2024
2023
Note
£
£

  

Turnover
 4 
7,326,163
7,311,903

Cost of sales
  
(5,226,072)
(4,759,689)

Gross profit
  
2,100,091
2,552,214

Administrative expenses
  
(5,335,553)
(4,465,056)

Operating loss
  
(3,235,462)
(1,912,842)

Other finance income
  
338,326
293,780

Loss before tax
  
(2,897,136)
(1,619,062)

Loss for the financial year
  
(2,897,136)
(1,619,062)

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

The notes on pages 14 to 28 form part of these financial statements.

Page 10

 
MORETON HALL EDUCATION LIMITED
REGISTERED NUMBER: 14232201

BALANCE SHEET
AS AT 31 AUGUST 2024

2024
As restated
2023
Note
£
£

Fixed assets
  

Intangible assets
 9 
(2,751,157)
(3,089,483)

Tangible assets
 10 
8,567,975
8,223,377

Investments
 11 
13,263
13,263

  
5,830,081
5,147,157

Current assets
  

Debtors: amounts falling due within one year
 12 
471,469
506,426

Cash at bank and in hand
 13 
552,681
772,830

  
1,024,150
1,279,256

Creditors: amounts falling due within one year
 14 
(7,353,487)
(4,245,474)

Net current liabilities
  
 
 
(6,329,337)
 
 
(2,966,218)

Total assets less current liabilities
  
(499,256)
2,180,939

  

Net (liabilities)/assets
  
(499,256)
2,180,939


Capital and reserves
  

Called up share capital 
 16 
1
1

Capital contribution
 17 
4,016,941
3,800,000

Profit and loss account
 17 
(4,516,198)
(1,619,062)

  
(499,256)
2,180,939


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 August 2025.




D Murphy
Director

The notes on pages 14 to 28 form part of these financial statements.

Page 11

 
MORETON HALL EDUCATION LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024


Called up share capital
Capital contribution
Profit and loss account
Total equity

£
£
£
£


At 1 September 2022
1
-
-
1


Comprehensive income for the year

Loss for the year

-
-
(1,619,062)
(1,619,062)

Capital Contribution (as restated)
-
3,800,000
-
3,800,000


Other comprehensive income for the year
-
3,800,000
-
3,800,000


Total comprehensive income for the year
-
3,800,000
(1,619,062)
2,180,938


Total transactions with owners
-
-
-
-



At 1 September 2023
1
3,800,000
(1,619,062)
2,180,939


Comprehensive income for the year

Loss for the year

-
-
(2,897,136)
(2,897,136)

Capital contribution
-
216,941
-
216,941


Other comprehensive income for the year
-
216,941
-
216,941


Total comprehensive income for the year
-
216,941
(2,897,136)
(2,680,195)


Total transactions with owners
-
-
-
-


At 31 August 2024
1
4,016,941
(4,516,198)
(499,256)


The notes on pages 14 to 28 form part of these financial statements.

Page 12

 
MORETON HALL EDUCATION LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2024

2024
As restated
2023
£
£

Cash flows from operating activities

Loss for the financial year
(2,897,136)
(1,619,062)

Adjustments for:

Amortisation of intangible assets
(338,326)
(293,780)

Depreciation of tangible assets
21,152
323,035

Loss on disposal of tangible assets
(8,758)
420

Decrease/(increase) in debtors
34,957
(506,426)

Increase in creditors
508,056
2,295,474

Net cash generated from operating activities

(2,680,055)
199,661


Cash flows from investing activities

Purchase of intangible fixed assets
-
3,383,263

Purchase of tangible fixed assets
(368,592)
(8,552,832)

Sale of tangible fixed assets
11,600
6,000

Purchase of listed investments
-
(13,263)

Net cash from investing activities

(356,992)
(5,176,832)

Cash flows from financing activities

Capital contribution
216,941
3,800,000

Other new loans
2,599,957
1,950,000

Net cash used in financing activities
2,816,898
5,750,000

Net (decrease)/increase in cash and cash equivalents
(220,149)
772,829

Cash and cash equivalents at beginning of year
772,830
1

Cash and cash equivalents at the end of year
552,681
772,830


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
552,681
772,830

552,681
772,830


Page 13

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

1.


General information

Moreton Hall Education Limited is a limited Company, limited by shares, incorporated and domiciled in England and Wales, with its registered office and principal place of business at Moreton Hall, Weston Rhyn, Oswestry, Shropshire, SY11 3EW.
The principal activity of the Company is the provision of educational services.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

The Company's forecasts and projections, taking into account of reasonably possible changes in trading performance, show that the company will continue to rely upon the financial support of Ascend International Education Group Holding Co.Limited beyond the next 12 months. 
The Company has net current liabilities of £6,329,337 (2023: £2,966,218).
Ascend International Education Group Holding Co.Limited, the Company's ultimate parent, has confirmed its commitment to support the Company financially for the foreseeable future.

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 14

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.4

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.5

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Defined benefit pension plan

The Company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the Balance sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS102 fair value hierarchy and in accordance with the Company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

a) the increase in net pension benefit liability arising from employee service during the period; and

b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

Page 15

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)


2.5
Pensions (continued)

Multi-employer pension plan
The Company is a member of a multi-employer plan. Where it is not possible for the Company to obtain sufficient information to enable it to account for the plan as a defined benefit plan, it accounts for the plan as a defined contribution plan.

 
2.6

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

  
2.7

Goodwill

Negative goodwill has been recognised on the acquisition of assets from Moreton Hall Educational Trust Limited. It has been determined by the directors that the negative goodwill be released to the income and expenditure account over a period of ten years.

 
2.8

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both straight line and reducing balance basis.

Depreciation is provided on the following basis:

Freehold property
-
2% - 10% straight line on cost
Motor vehicles
-
25% on reducing balance
Fixtures and fittings
-
20% - 33.3% on cost, 10% to 25% on reducing balance

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 16

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.13

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Page 17

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)


2.13
Financial instruments (continued)


Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 18

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations or future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future, The resulting accounts estimates will, by definition, seldom equal the related actual results. In the opinion of the Directors there are no estimates or assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
Negative Goodwill
Negative goodwill has been recognised on the acquisition of assets from Moreton Hall Educational Trust Limited. It has been determined by the directors that the negative goodwill be released to the income and expenditure account over a period of ten years. This will be kept under review by the Directors. 


4.


Turnover

The whole of the turnover is attributable to the Company's principal activity.

All turnover arose within the United Kingdom.


5.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
13,300
12,800
Page 19

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

6.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
6,022,353
4,951,422

Social security costs
578,607
477,072

Cost of defined benefit scheme
634,966
559,536

Cost of defined contribution scheme
72,495
52,715

7,308,421
6,040,745


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Employees
221
197

Key Management Personnel
During the year, key management personnel, including the directors, received remuneration including employer pension contributions totalling £423,531 (2023:£392,696).


7.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
63,788
-

63,788
-


Page 20

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

8.


Taxation


2024
2023
£
£



Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Tax on loss
-
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 21.5%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(2,897,136)
(1,619,062)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - %)
(724,284)
(348,098)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
(84,582)
(63,163)

Capital allowances for year in excess of depreciation
86,000
69,453

Book profit on chargeable assets
-
90

Unrelieved tax losses carried forward
722,866
341,718

Total tax charge for the year
-
-


Factors that may affect future tax charges

No factors identified that may affect future tax charges. 

Page 21

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

9.


Intangible assets




Negative goodwill

£





At 1 September 2023
(3,383,263)



At 31 August 2024

(3,383,263)





At 1 September 2023
(293,780)


Charge for the year on owned assets
(338,326)



At 31 August 2024

(632,106)



Net book value



At 31 August 2024
(2,751,157)



At 31 August 2023
(3,089,483)

Negative goodwill has been recognised on the acquisition of assets from Moreton Hall Educational Trust Limited. It has been determined by the directors that the negative goodwill be released to the income and expenditure account over a period of ten years.



Page 22

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

10.


Tangible fixed assets





Freehold property
Motor vehicles
Fixtures and fittings
Total

£
£
£
£



Cost or valuation


At 1 September 2023
8,446,129
33,330
66,790
8,546,249


Additions
334,617
22,500
11,475
368,592


Disposals
-
(5,562)
-
(5,562)



At 31 August 2024

8,780,746
50,268
78,265
8,909,279



Depreciation


At 1 September 2023
305,333
6,869
10,670
322,872


Charge for the year on owned assets
-
9,335
11,817
21,152


Disposals
-
(2,720)
-
(2,720)



At 31 August 2024

305,333
13,484
22,487
341,304



Net book value



At 31 August 2024
8,475,413
36,784
55,778
8,567,975



At 31 August 2023
8,140,796
26,461
56,120
8,223,377


11.


Fixed asset investments





Listed investments

£



Cost or valuation


At 1 September 2023
13,263



At 31 August 2024
13,263





Listed investments


The fair value of the listed investments at 31 August 2024 was £13,263 (2023 - £13,263).

Page 23

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

12.


Debtors

2024
2023
£
£


Trade debtors
395,897
452,193

Other debtors
41,039
38,743

Prepayments and accrued income
34,533
15,490

471,469
506,426



13.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
552,681
772,830

552,681
772,830



14.


Creditors: Amounts falling due within one year

2024
2023
£
£

Other loans
4,549,957
1,950,000

Payments received on account
1,378,817
1,456,490

Trade creditors
240,854
89,536

Other taxation and social security
141,625
176,758

Other creditors
166,282
152,112

Accruals and deferred income
875,952
420,578

7,353,487
4,245,474


Page 24

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

15.


Loans


Analysis of the maturity of loans is given below:


2024
As restated
2023
£
£

Amounts falling due within one year

Other loans
4,549,957
1,950,000


4,549,957
1,950,000




4,549,957
1,950,000


Included within other loans are balances due to Ascend International Education Group Co.Limited, the parent company of Moreton Hall Education Limited. There is no interest charged on the loan and is repayable on demand. 
Restatement 
Other loans in the comparitive period have been restated to reflect the receipt of up to date information in respect of monies received by the Company which has been treated as a capital contribution. £3,800,000 was initially treated as a loan in the prior year. 
Amounts disclosed within other loans in the prior year totalled £5,750,000 with £3,800,000 included in amounts falling due between 1-2 years. 
 

Page 25

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

16.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1 (2023 - 1) Ordinary share of £1.00
1
1



17.


Reserves

Capital contribution

The capital contribution reserve represents funds received from Ascend International Education Group Co.Limited, the Company's parent, which do not require repayment. 

Profit and loss account

The profit and loss account represents the accumulated profits of the Company since incorporation less distributions made to shareholders.

18.


Analysis of net debt




At 1 September 2023
Cash flows
At 31 August 2024
£

£

£

Cash at bank and in hand

772,830

(220,149)

552,681

Debt due within 1 year

(1,950,000)

(2,599,957)

(4,549,957)


(1,177,170)
(2,820,106)
(3,997,276)

Page 26

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024


19.


Pension commitments

The Teacher's Pension Scheme (TPS) is a statutory, contributory, defined benefit scheme, governed by the Teacher's Pensions Regulations (2010) and from April 2014, by the Teacher's Pensions Regulations 2014. Membership is automatic for full-time teachers and lecturers and from 1 January 2007 automatic too for teachers and lecturers in part-time employment following appointment or a change of contract. Teachers and lecturers are able to opt out of the TPS.
The TPS is an unfunded scheme and members contribute on a 'pay as you go' basis - these contributions along with those made by employers are credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliament
Valuation of the Teacher's Pension Scheme
The Government Actuary, using normal actuarial principles, conducts a formal actuarial review of the TPS in accordance with the Public Service Pensions (Valuations and Employer Cost Cap) Directions 2014 published by HM Treasury every 4 years. The aim of the review is to specify the level of future contributions. actuarial scheme valuations are dependent on assumptions about the value of future costs, design of benefits and many other factors. The latest actuarial valuation of the TPS was carried out as at 31 March 2020. The valuation report was published by the Department of Education on 30 October 2023. The key elements of the valuation and subsequent consultation are:
- Employer contribution rates set at 28.68% of pensionable pay (including a 0.08% administration    levy).
- Total scheme liabilities (pensions currently in payment and estimated cost of future benefits) for    service to the effective date of £262,000 million and notional assets (estimated future contributions   together with the notional investments held at the valuation date) of £222,000 million, giving a    notional past service deficit of £39,800 million.
- The SCAPE discount rate, set by HMT, is used to determine the notional investment return. The    current SCAPE rate is 1.7% above the rate oif CPI, and is baded on the Office of Budget's     Responsibility's forecast for long-term GDP growth.
The next valuation result is due to be implemented from 1 April 2027.
A copy of the valuation report and supporting documentation is on the Teacher's Pensions website (https://www.teacherspensions .co.uk/news /employers/2023/10/valuations -result.aspx ).
Under the definitions set out in FRS 102, the TPS is an unfunded multi-employer pension scheme. The Company has accounted for its contributions to the scheme as if it were a defined contribution scheme. The Company has set out the below information available on the scheme.
The pension charge for the period represents contributions payable to the scheme of £634,966 (2023: £559,536).
The Company also contributes to personal pension schemes for some non-teaching staff. They are defined contribution schemes. The total pension charge for the period was £72,495 (2023: £52,715).

Page 27

 
MORETON HALL EDUCATION LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

20.


Related party transactions

During the year the Company engaged in transactions with 1 Director (2023: 1), the fees paid to a Company which has a common Director totalled £21,170 (2023: £10,122). There were no balances outstanding at year end (2023: £Nil).


21.


Controlling party

Ascend International Education Group Holding Co.Limited is the ultimate controlling party, a Company registered in Hong Kong.  
 
Page 28