REGISTERED COMPANY NUMBER: 05908862 (England and Wales)

REGISTERED CHARITY NUMBER: 1119621

Report of the Trustees and

Financial Statements for the Year Ended 31st August 2025

for

ESO (2006) Limited

Page

Report of the Trustees

1

to

3

Independent Examiner's Report

4

Statement of Financial Activities

5

Balance Sheet

6

Cash Flow Statement

7

Notes to the Cash Flow Statement

8

Notes to the Financial Statements

9

to

17

The trustees who are also directors of the charity for the purposes of the Companies Act 2006, present their report with the financial statements of the charity for the year ended 31st August 2025. The trustees have adopted the provisions of Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019).

OBJECTIVES AND ACTIVITIES

Objectives and aims

The principle aim of the company is to advance, improve, develop and maintain public education in and appreciation of, the arts and science of music, in particular the art of classical music by any means as the directors see fit.

The tagline of the company has recently changed to "The International Orchestra of Elgar Country". This line embodies the orchestra's current trajectory - enjoying international renown for its highly acclaimed recordings and world-wide reputation while staying true to its West Midlands/Share roots. The company engages musicians and hires venues in order to promote concerts at its own risk. It also seeks funding from a variety of sources ranging from Trusts and Foundations to individual donations in order to provide a secure funding base for its concert and recording activities and to fund the administration of the orchestra.

The orchestra is also engaged to perform at concerts promoted by other organisations and to record classical repertoire. The company has an active education programme. Examples of these activities include the development of a beginners' orchestra (for music students studying grades 1 - 3) and an intermediate orchestra (for students studying grades 4 - 7). The company also takes music into the community through its Homes and Hospices programme whereby musicians perform for the elderly and infirm who find it difficult to leave the home to attend concerts.

Public benefit

The trustees have complied with their duty to have a regard to public benefit guidance published by the Charities Commission, the trustees consider that the charity meets the public benefit requirements of the Charities Act 2011 by carrying out its normal activities.

ACHIEVEMENTS AND PERFORMANCE

Charitable activities

During the year the charity participated in the Elgar Festival 2025, with the Elgar Gala Concert organised by the charity being considered the heart of the Elgar Festival.

Other performances undertaken by the charity in the year include Jupiter's Fairground; Vienesse Magic; Enchanting Enigma; Hero Worship; Kings Place; Musical Metamorphosis; and Wizards, Witches & Warriors.

The charity continued to arrange for Corinne Frost and Stephen Warner (aka "DownsideUp") and the ESO Wind Ensemble to perform a selection of music for various Dementia Meeting Centres.

The charity also continued to organise ESO Youth autumn, spring and summer orchestra courses for beginner, intermediate and advanced levels. Orchestral discipline is matched by improvisation and sheer fun with the primary aim of helping children develop musicianship, confidence and sociability. The varied activities on each course include full and sectional orchestral rehearsals as well as singing, group improvisation, solo masterclasses and games and every course concludes with an informal concert.

This year the charity also organised for the orchestra to record Oxford Music Online for Florida State University.

The charity also runs a digital library of past concerts that members have access to in exchange for a monthly donation to the charity. Membership includes other benefits, including exclusive content, discounted tickets and regular newsletters.

The charity also sells CDs of its productions, available on its online store.

FINANCIAL REVIEW

Financial position

Total income from the year was £378,837 (2024 - £467,899). The current year's level of income is comparable to pre-pandemic levels.

Total expenditure for the year was £419,868 (2024 - £501,895). The level in expenditure has decreased at a lower rate than income.

Principal funding sources

The charity is funded by a mixture of income generated from concerts, ESO Youth, sale of CDs and other charitable activities undertaken and grants and donations received from Arts Council England, various charitable trusts and members of the public.

Reserves policy

Unrestricted reserves at the year end were £50,132 (2024 - £134,232). Excluding funds held as tangible fixed assets of £2,679 (2024 - £2,820), free reserves were in a surplus position of £47,453 (2024 - surplus position of £131,412).

Restricted reserves at the year end were £65,280 (2024 - £22,211).

The trustees have reviewed the charity's needs for reserves in accordance with the guidance issued by the Charity Commission and have taken into account the desirability of holding sufficient funds to meet unexpected disruption of the income flow.

The trustees aim to hold unrestricted reserves to approximately three month's expenditure, with the level of unrestricted funds held at the year end being approximately 1.5 months of expenditure (2024 - approximately 3 months of expenditure).

The trustees are aware that the level of the charity's reserves have fallen below the required level and are monitoring the situation. The trustees are planning to reduce the number of unfunded performances undertaken and are planning to concentrate only on those performances funded either by tickets sales and / or by grant funding. The trustees are also looking for ways to reduce management support costs.

FUTURE PLANS

The charity plans to participate in the 2026 Elgar Festival and continue putting on concerts.

STRUCTURE, GOVERNANCE AND MANAGEMENT

Governing document

The charitable company is controlled by its governing document, its Memorandum and Articles of Association, and constitutes a limited company registered in England and Wales, limited by guarantee, as defined by Companies Act 2006.

Recruitment and appointment of new trustees

Appointments are made by election as the Annual General Meeting following requests from members.

Organisational structure

The charity is run by its board of trustees, who delegate the day-today running of the charity to it's chief executive officer Susan Voysey who replaced Seb Lovell-Huckle in July 2025.

The charity engages The Music Agency to assist with the booking of musicians who perform at the charity's concerts.

Induction and training of new trustees

New trustees receive an induction from the chair of trustees.

Key management remuneration

Key management remuneration is determined by the board of trustees.

Risk management

The trustees have a duty to identify and review the risks to which the charity is exposed and to ensure appropriate controls are in place to provide reasonable assurance against fraud and error.

Trustee indemnity provisions

The Articles of Association state that the charity shall indemnify the trustees against any liability incurred by them in their capacity as trustees, to the extent permitted by Companies Act 2006.

REFERENCE AND ADMINISTRATIVE DETAILS

Registered Company number

05908862 (England and Wales)

Registered Charity number

1119621

Registered office

16-20 Deansway

Worcester

Worcestershire

WR1 2ES

Trustees

Mr R J Adey

Dr C A Barnett (resigned 3.12.25)

Mr D Blake

Mr N Capaldi OBE (appointed 26.9.24)

Dr J T Godfrey OBE

Mr F A J Heathfield (appointed 26.9.24)

Ms M G Mueller

Dr G Sheffield (resigned 28.11.24)

Mr J Summers (resigned 6.3.25)

Ms M D Bisset (appointed 1.9.25)

Ms J Koos (appointed 30.10.25)

Ms J A Britton (appointed 1.9.25)

Independent Examiner

Melissa Jean Godwin ACA ACCA

Richards Sandy Partnership Ltd

Chartered Certified Accountants

Thorneloe House

25 Barbourne Road

Worcester

Worcestershire

WR1 1RU

Chief Executive Officer

Mrs S M Voysey

Appointed 21 July 2025

Mr S W Lovell-Huckle

Resigned 20 June 2025

Musician booking agent

The Music Agency

Crynallt

Llancarfan

Vale of Glamorgan

CF62 3AD

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

Approved by order of the board of trustees on 7th January 2026 and signed on its behalf by:

Dr J T Godfrey - Trustee

Independent examiner's report to the trustees of ESO (2006) Limited ('the Company')

I report to the charity trustees on my examination of the accounts of the Company for the year ended 31st August 2025.

Responsibilities and basis of report

As the charity's trustees of the Company (and also its directors for the purposes of company law) you are responsible for the preparation of the accounts 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 your 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

Since your charity's gross income exceeded £250,000 your examiner must be a member of a listed body. I can confirm that I am qualified to undertake the examination because I am a member of the Association of Chartered Certified Accountants, which is one of the listed bodies.

I have completed my examination.

I draw your attention to the going concern note included within the account policies on page 9 of the financial statements.

I confirm that no other matters have come to my attention in connection with the examination giving me reasonable cause to believe that in any material respect:

1.	accounting records were not kept in respect of the Company as required by Section 386 of the 2006 Act; or

2.	the accounts do not accord with those records; or

3.	the accounts 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; and

4.

the accounts 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 confirm that there are no other matters to which your attention should be drawn to enable a proper understanding of the accounts to be reached.

Melissa Jean Godwin ACA ACCA

Richards Sandy Partnership Ltd

Chartered Certified Accountants

Thorneloe House

25 Barbourne Road

Worcester

Worcestershire

WR1 1RU

7th January 2026

2025

2024

Unrestricted

Restricted

Total

Total

funds

funds

funds

funds

Notes

£

£

£

£

INCOME AND ENDOWMENTS FROM

Donations and legacies

3

93,780

68,206

161,986

214,526

Charitable activities

6

Concerts

103,347

-

103,347

78,091

Education

50,243

-

50,243

89,591

Other trading activities

4

-

-

-

288

Investment income

5

498

-

498

120

Tax credits

62,763

-

62,763

85,283

Total

310,631

68,206

378,837

467,899

EXPENDITURE ON

Charitable activities

7

Concerts

271,723

22,518

294,241

359,039

Education

47,214

-

47,214

64,835

Support Costs

75,794

2,619

78,413

78,021

Total

394,731

25,137

419,868

501,895

NET INCOME/(EXPENDITURE)

(84,100

)

43,069

(41,031

)

(33,996

)

RECONCILIATION OF FUNDS

Total funds brought forward

134,232

22,211

156,443

190,439

TOTAL FUNDS CARRIED FORWARD

50,132

65,280

115,412

156,443

2025

2024

Unrestricted

Restricted

Total

Total

funds

funds

funds

funds

Notes

£

£

£

£

FIXED ASSETS

Tangible assets

15

2,679

-

2,679

2,820

CURRENT ASSETS

Debtors

16

78,990

29,849

108,839

125,091

Cash at bank

38

35,431

35,469

51,759

79,028

65,280

144,308

176,850

CREDITORS

Amounts falling due within one year

17

(31,575

)

-

(31,575

)

(23,227

)

NET CURRENT ASSETS

47,453

65,280

112,733

153,623

TOTAL ASSETS LESS CURRENT LIABILITIES

50,132

65,280

115,412

156,443

NET ASSETS

50,132

65,280

115,412

156,443

FUNDS

18

Unrestricted funds

50,132

134,232

Restricted funds

65,280

22,211

TOTAL FUNDS

115,412

156,443

The charitable company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st August 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st August 2025 in accordance with Section 476 of the Companies Act 2006.

The trustees acknowledge their responsibilities for

(a)	ensuring that the charitable company keeps accounting records that comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the charitable company as at the end of each financial year and of its surplus or deficit for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the charitable company.

These financial statements have been prepared in accordance with the provisions applicable to charitable companies subject to the small companies regime.

The financial statements were approved by the Board of Trustees and authorised for issue on 7th January 2026 and were signed on its behalf by:

Dr J T Godfrey - Trustee

Cash flows from operating activities

Cash generated from operations

1

(16,788

)

20,574

Net cash (used in)/provided by operating activities

(16,788

)

20,574

Cash flows from investing activities

Interest received

498

120

Net cash provided by investing activities

498

120

Cash flows from financing activities

Concessionary loans received

15,000

20,000

Concessionary loans repaid

(15,000

)

(33,000

)

Net cash provided by/(used in) financing activities

-

(13,000

)

Change in cash and cash equivalents in the reporting period

(16,290

)

7,694

Cash and cash equivalents at the beginning of the reporting period

51,759

44,065

Cash and cash equivalents at the end of the reporting period

35,469

51,759

1.	RECONCILIATION OF NET EXPENDITURE TO NET CASH FLOW FROM OPERATING ACTIVITIES

2025

2024

£

£

Net expenditure for the reporting period (as per the Statement of Financial Activities)

(41,031

)

(33,996

)

Adjustments for:

Depreciation charges

141

149

Interest received

(498

)

(120

)

Decrease in debtors

16,252

37,584

Increase in creditors

8,348

16,957

Net cash (used in)/provided by operations

(16,788

)

20,574

2.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.9.24

Cash flow

At 31.8.25

£

£

£

Net cash

Cash at bank

51,759

(16,290

)

35,469

51,759

(16,290

)

35,469

Total

51,759

(16,290

)

35,469

1.	ACCOUNTING POLICIES

BASIS OF PREPARING THE FINANCIAL STATEMENTS

The financial statements of the charitable company, which is a public benefit entity under FRS 102, have been prepared in accordance with the Charities SORP (FRS 102) 'Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019)', Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in sterling, which is the Charity's functional currency. All financial information presented in sterling has been rounded to the nearest pound, except when otherwise indicated.

GOING CONCERN

During the year the charity made a significant unrestricted fund deficit, which significantly reduced the level of unrestricted funds held. At the year end the level of unrestricted reserves held by the charity was significantly less than the current year's unrestricted fund deficit.

If the charity incurs another significant deficit in the next financial year, then there is a risk that the charity will then no longer have sufficient unrestricted fund reserves to be able to continue operating.

Because of this, whilst these financial statements have been prepared on a going concern basis, there exists a material uncertainty as to the charity's ability to continue operating as a going concern.

INCOME

All income is recognised in the Statement of Financial Activities once the charity has entitlement to the funds, it is probable that the income will be received and the amount can be measured reliably.

Income from grants and donations is recognised in the period in which the charity is entitled to receipt and the amount can be measured with reasonable certainty. Income from grants is only deferred when the charity has to fulfil conditions not yet met before becoming entitled to it or where the donor has specified that the income is to be expended in a future period.

Legacy income is recognised when the Charity has confirmed entitlement of the legacy, when the amount can be accurately measured and when it is probable that they will receive the income. Where the charity's residual share in a legacy cannot be reliably measured, no amounts are accrued for until such time that it can be reliably measured.

Income from the provision of sponsorship, courses, performances and other services are recognised on delivery of those services.

Income from the sale of CDs is recognised when the customer takes ownership of the CD.

EXPENDITURE

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the charity to that expenditure, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all cost related to the category. Where costs cannot be directly attributed to particular headings they have been allocated to activities on a basis consistent with the use of resources.

TANGIBLE FIXED ASSETS

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Music library

-

5% on reducing balance

Computer equipment

-

20% on cost

TAXATION

The charity is exempt from corporation tax on its charitable activities.

FUND ACCOUNTING

Unrestricted funds can be used in accordance with the charitable objectives at the discretion of the trustees.

Restricted funds can only be used for particular restricted purposes within the objects of the charity. Restrictions arise when specified by the donor or when funds are raised for particular restricted purposes.

Further explanation of the nature and purpose of each fund is included in the notes to the financial statements.

PENSION COSTS

The charitable company operates a defined contribution pension scheme. Contributions payable to the charitable company's pension scheme are charged to the Statement of Financial Activities in the period to which they relate.

DONATED SERVICES

Donated facilities and services when received, provided the value of the gift can be measured reliably, on the basis of the value that the charity would pay in the open market for an alternative item that would provide a benefit to the charity equivalent to the donated service. Where the value of the gift cannot be measured reliably, no provision is included within the accounts.

FINANCIAL INSTRUMENTS

The charity has elected to apply the provisions of Section 11' Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised when the charity becomes party to contractual provisions of the instrument.

Financial assets are offset, with the net amounts presented in the accounts where 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 receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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.

Basic Financial Liabilities

Basic financial liabilities, including trade and other payables, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of future receipts, discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of the operations from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction.

CONCESSIONARY LOANS

Concessionary loans received from third parties on which no interest is to be charged are measured at historical cost.

2.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Key sources of estimation uncertainty

The valuation of donated services (both within income and expenditure) is based on estimations of what the charity would pay in the open market for an alternative item that would provide a benefit to the charity equivalent to the donated service. Donations were in the form of room hire, marketing and other concert costs and were provided by various donors.However, these valuations are subject to a number of assumptions that cannot be directly verified and may vary to the actual prices that the charity would pay for acquiring equivalent services on the open market.

During the year ESO (2006) Limited received donated services & facilities valued at £4,000 (2024 - £59,306).

3.	DONATIONS AND LEGACIES

2025

2024

£

£

Donations

56,111

18,343

Legacies

5,000

-

Grants

96,875

136,877

Donated services & facilities

4,000

59,306

161,986

214,526

Grants received, included in the above, are as follows:

2025

2024

£

£

Arts Council England

29,350

69,750

Eveson Trust

20,000

15,000

Stephen Geber Trust

-

11,020

Grants from charitable trusts less than £10,000 each

47,525

41,107

96,875

136,877

4.	OTHER TRADING ACTIVITIES

2025

2024

£

£

Sponsorship income

-

288

5.	INVESTMENT INCOME

2025

2024

£

£

Bank interest

91

120

HMRC interest

407

-

498

120

6.	INCOME FROM CHARITABLE ACTIVITIES

2025

2024

Activity

£

£

Performance income

Concerts

103,347

78,091

Course fees

Education

41,420

86,865

Shop sales

Education

8,823

2,726

153,590

167,682

7.	CHARITABLE ACTIVITIES COSTS

Direct

Support

Costs (see

costs (see

note 8)

note 9)

Totals

£

£

£

Concerts

294,241

-

294,241

Education

47,214

-

47,214

Support Costs

-

78,413

78,413

341,455

78,413

419,868

8.	DIRECT COSTS OF CHARITABLE ACTIVITIES

2025

2024

£

£

Musician's & courses fees

224,541

219,147

Soloists & conductor's fees

72,015

68,420

Hire of halls, music and instruments

13,937

53,173

Marketing & publicity

9,286

57,957

Other production costs

4,947

8,021

Event management fees

16,729

17,156

341,455

423,874

9.	SUPPORT COSTS

Governance

Management

costs

Totals

£

£

£

Support Costs

73,673

4,740

78,413

Support costs, included in the above, are as follows:

2025

2024

Support

Total

Costs

activities

£

£

Wages

43,872

49,080

Pensions

909

1,004

Subcontractors - general administration

4,500

-

Subcontractors - grant manager

12,428

13,287

Bookkeeper

5,200

4,211

Insurance

1,088

1,614

Subscriptions and licences

2,506

2,393

Other support costs

2,156

1,391

Bank charges

873

452

Depreciation on tangible fixed assets

141

149

Independent examiner's fees

4,740

4,440

78,413

78,021

10.	NET INCOME/(EXPENDITURE)

Net income/(expenditure) is stated after charging/(crediting):

2025

2024

£

£

Depreciation - owned assets

141

149

Donated services

(4,000

)

(59,306

)

11.	INDEPENDENT EXAMINER'S FEES

Fees payable to the charity's independent examiner is as follows:

2025

2024

£

£

Independent examination

2,520

2,220

Assurance work regarding grant funding returns

2,220

2,220

Theatre tax credit and gift aid claim submissions

2,385

990

Bookkeeping and payroll services

2,733

3,139

Companies House filings

82

82

9,940

8,651

12.	TRUSTEES' REMUNERATION AND BENEFITS

There were no trustees' remuneration or other benefits for the year ended 31st August 2025 nor for the year ended 31st August 2024.

TRUSTEES' EXPENSES

There were no trustees' expenses paid for the year ended 31st August 2025 nor for the year ended 31st August 2024.

13.	STAFF COSTS

2025

2024

£

£

Wages and salaries

43,872

49,080

Other pension costs

909

1,004

44,781

50,084

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

2025

2024

Chief Executive Officer

1

1

Administrator

1

1

2

2

No employees received emoluments (excluding pension costs) in excess of £60,000.

Total remuneration (including pension costs) paid to key management for the year was £37,668 (2024 - £43,004).