BSA Group will hold its annual general meeting (AGM) online via Zoom at 10:30 on Monday, June 08, 2026. This pack contains key information for voting members.
Voting member means the following:
• Full members of BSA and BAISIS (not including affiliate or supporting members, or members of a certified scheme)
• Professional, charity or organisation members of HIEDA, IELA and SACPA
• Members and fellows of TIOB (not including supporting or associate members).
Members are inv AGM attendanc
info@bsagro by 17:00 on Ju
vited to confirm ce by emailing oup.org.uk
une 02, 2026
Part 1
Confirmation of officers for the BSA Group Services Ltd from June 2026 to December 2027.
• Chair, BSA Group: Neil Mahapatra
• Vice Chair, BSA Group & Chair, FINSTAR: Nick Winther FTIOB
• Vice Chair, FINSTAR: Nina Bailey Phinn
• Chair, ORENO: Ian Tomlinson-Roe
• Vice Chair, ORENO: Gavin Horgan (until August 2026) Natalie Dalvarez (from September 2026)
• Chair, BSA: Henry Price FTIOB (until August 2026) Chris Wheeler FTIOB (September 2026-December 2027)
• CEO, BSA Group: Robin Fletcher MTIOB
• Other Non-Executive Directors: Verity Davidge
Sue Hannam
Karl Hopwood (reappointment)
Emma McKendrick
Dinusha Weerawardane (from September 2026)
Part 2
Reappointment of auditors for 2026-27
• Price & Company
5
From the Chair
Neil Mahapatra Chair, BSA Group
The financial year 2024-25 was very challenging for BSA Group’s main customers, UK boarding schools, as they adjusted to the impact of VAT on fees, the loss of business rate relief and falling boarder numbers. Due to these pressures, some BSA UK members were sadly forced to close or stop boarding, while all others dealt with a far tighter financial environment.
Given this backdrop, it was therefore encouraging that BSA Group revenues matched the previous year and, through good cost control, a positive surplus was achieved. BSA Group continued to deliver a wide range of member services across all its associations in the UK and overseas, including once again the world’s largest CPD programme for boarding staff. It also launched initiatives such as a dedicated forum for UK state boarding school bursars, its first in-person digital conference hosted by Eton College, and BSA Legal’s new immigration toolkit for schools.
Alongside, there was increasing public affairs activity to support members, with the development of BSA’s virtual Boarding Schools’ Parliamentary Network. The support of Lord Black of Brentwood, Honorary President of BSA and TIOB, was also greatly appreciated. BSA Group’s work, through its six membership associations, also continued to focus strongly on health education, inclusion and safeguarding.
Membership of the group’s newest association IELA grew encouragingly as it started to deliver training and guidance in the increasingly complex area of EDI. SACPA marked its fifth birthday and continued to offer expert support to more than 400 members of the safeguarding community worldwide. And HIEDA launched the HIEDA Advisory Network, convening specialists from across the health spectrum.
All this, as well as the support for the boarding sector championed by BSA, TIOB and BAISIS, demonstrates the continued value of BSA Group across its network of more than 1,700 members and many other customers globally.
None of these achievements would have been possible without the hard work of the group’s executive team supported with wisdom and guidance by the BSA Group board.
I would like to pay special tribute to Ed Jones, who completed his term as Chair of BSA Group at the end of October 2025. During Ed’s three years as Chair, BSA Group expanded its services, increased its revenues and reserves, reviewed and renewed its strategy and governance and laid solid and sound foundations for the future. As BSA itself marks its Diamond Jubilee in the year 2025-26, it owes a debt to Ed for his dedication and support as BSA’s first-ever, non-executive Chair. We wish him well for the future.
From the CEO
Robin Fletcher MTIOB CEO, BSA Group
In 2024-25, BSA Group focused on delivering value, stability and support.
Despite a challenging year, demand for professional development remained strong, with CPD bookings rising. We were heartened to support several UK schools looking to open or expand boarding provision.
We also saw growth in new markets, including internationally and in new sectors. The launch of our newest association – the Inclusion and Equity Leadership Association (IELA) – provided additional opportunities for diversification, as well as offering more targeted support for existing members.
Alongside core services, BSA Group expanded its public affairs work, networking opportunities and member benefits. For the first time, the BSA Annual Heads’ Conference was included within the membership subscription fee, making it more accessible to smaller schools. We saw record entries to our annual awards and shared member news with a larger audience than ever before.
As we head into our 60th anniversary year, there is much to celebrate. I would like to thank Ed Jones for his wise leadership over the last three years and warmly welcome our new chair, Neil Mahapatra.
PERSONAL
Remembering it’s always about people
PROFESSIONAL
Upholding high standards with honesty and integrity
COMMITTED
Passionately focused on BSA Group and our customers
BSA GROUP THE
WAY
Making the right decisions and choices
CREATIVE
Finding new ways to do things better
Where our members are
The global home of boarding since 1965-66
In 2024-25, BSA welcomed 22 new members, including from Brunei, China, Italy, Malaysia, Switzerland and the USA, and accredited four overseas schools. A new Asia Pastoral Care accredited training course was attended by 20 practitioners.
To support UK schools with international student recruitment, BSA certified more than 40 agents and guardians and launched a Family Guardian Scheme. Free legal guidance for UK members doubled to 90 minutes per year and the scope of guidance widened
1,205 webinar, seminar and online conference bookings
beyond immigration to i as HR. An expanded in-p programme saw succes Nottingham and York, as College, Wellington Colle College, Ireland. The Eto was new and considered and understand the dig
Public affairs work conti launch of a Boarding Sc Network (BSPN) compris Peers. The BSA State Bo
5 consultancy projects d
nclude issues such person conference
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ege Prep and Blackrock on College conference
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nued apace, with the hools’ Parliamentary sing 100 MPs and oarding Forum (SBF)
y and INSET delivered
Heads continued to meet termly and engage with UK government. SBF Chair Dr Chris Pyle became BSA Chair 2025, handing over SBF leadership to Alex Foreman.
We also celebrated 10 years of the BSA Boarding Orchard – possibly the world’s largest orchard by distance – and prepared for the BSA’s 60th anniversary in 2025-26. Ahead of the Diamond Jubilee, more than 120 schools signed up to the BSA Boarding School Book of Remembrance (BOBOR), a digital archive honouring the service and contribution of the boarding community.
new Accredited Boarding Practitioners (total 2,567)
Public
Government engagement focused on the introduction of VAT on school fees, supporting military families and international students, and avoiding the erosion of soft power.
A virtual Boarding Schools’ Parliamentary Network (BSPN) was set up and regular briefings sent to member MPs and Peers, supported by BSA/TIOB Honorary President Lord Black.
With established connections and influence in the boarding space, a public affairs strategy was developed to consider the impact of the wider BSA Group, with a focus on safeguarding and inclusion. Verity Davidge, Director of Policy and Public Affairs at Make UK, was appointed to the BSA Group Board.
Listen to Lord Black speak about the BSA’s public affairs work
UK immigration guidance and support for schools.
In 2024-25, all BSA members were able to access 15 minutes of free immigration advice per term from BSA Group Legal. Many also signed up to receive ongoing support, were audited for UKVI compliance or received help with visa applications.
Highlights included continued stakeholder engagement and direct influence in shaping Home Office policy on safeguarding international Child Students, which led to huge changes in the UK immigration rules and guidance in May 2025.
The team also represented a BSA member school in a successful challenge to UKVI compliance action.
25,526
PUPILS WITH OVERSEAS PARENTS ATTEND ISC SCHOOLS, WITH 93% CHOOSING TO BOARD.
Supporting schools and colleges with international students since 1997.
BAISIS welcomed new members and focused on member value in 2024-25. Resources were uploaded regularly to the new member hub and the free termly meetings and EAL/SEND member forums continued to be well received.
The popular BAISIS/BSA International University Day for students was repeated and a second day focusing on the US as a higher education destination introduced.
A cultural considerations CPD boxset offered UK schools insights into the five biggest student markets, receiving positive feedback and interest from prospective members.
A new benchmark was launched for schools to evidence their commitment to excellent care for international students: the BAISIS International Student Care Standard (ISCS). DLD College London became the first to achieve this in November 2024.
Towards the end of the year, BAISIS joined BSA in discussions with the British Universities' International Liaison Association (BUILA) about the UK Agent Quality Framework and Home Office guidance and policy activity.
137 MEMBERS +23 SUPPORTING MEMBERS
36 EVENTS
241 DELEGATES
BAISIS
The professional association for boarding school staff.
TIOB gained nearly 80 new members in 2024-25.
The two-day TIOB/BSA boarding conference in Nottingham was a great success, with highlights including a fireside chat on proactive inclusion with writer and TV personality Candice Brathwaite
The TIOB CPD programme covered topics ranging from crisis management to moving to senior leadership. A coffee morning held at St George’s School Windsor Castle was well attended.
14 people completed the accredited Certificate in Career Coaching and Mentoring between January and March.
Membership benefits were expanded to include discounted access to the CSSC Sports and Leisure programme.
50+
ATTENDED A COFFEE MORNING HELD AT ST GEORGE’S SCHOOL WINDSOR CASTLE
Championing excellence in health and wellbeing education.
HIEDA appointed senior nurse advisors to manage an advisory network for members, and a Health and Wellbeing Advisory Board (HEWAB) to assist with governance. The second edition of the HIEDA Journal, sharing best practice and thought leadership from practitioners, was published.
Four schools were awarded the HIEDA Seacole Standard, which assesses health and wellbeing provision and is named after pioneering nurse Mary Seacole. The Swiss Scientific School in Dubai became the first international school to be awarded the Standard.
20 NEW MEMBERS
42 EVENTS
180 DELEGATES
HIEDA
Supporting excellence in equity, diversity and inclusion (EDI).
The Group’s newest association launched in September 2024, supported by an Inclusion Advisory Board (INCAB). Shortly after, BSA Group was shortlisted as a finalist in the EDI category of the Association of Association Executives (AEE) awards for creating IELA.
In its first year, 62 members joined IELA. A varied CPD programme included webinars on culture, the Equality Act, mental health, and disability, as well as an online one-day conference with 16 delegates. IELA participated in the Independent Schools Conference and an IAPS/ISC SEND conference.
Regular news, resources, blogs and podcasts were shared with members and followers, and a HIEDA BRIDGE (Belonging, Representation, Inclusion, Diversity, Growth and Equity) Standard designed to evidence commitment to EDI.
Advocating for safeguarding of children and adults.
SACPA gained 52 new members in 2024-25, from education and other sectors.
SACPA supported members with implementation of the Online Safety Act, and was pleased to see the Crime and Policing Bill introduced into Parliament. This will mandate reporting of child sexual abuse, something the BSA Group has long campaigned for.
Claire Dan stepped down as SACPA Director and was thanked for her service. Dr Mariya Ali was welcomed as the new SACPA Director. Mariya is a safeguarding and child protection expert with more than 30 years’ experience across advisory, academic, legal and leadership roles.
SAFEGUARDING AWARDS 2024
Winners of the third Safeguarding Awards were announced on November 27.
• Safeguarding Inclusion Award DENSTONE COLLEGE
• Crisis Safeguarding Award IASPIRE CARE SERVICES
• International Safeguarding Award DYSON INSTITUTE OF ENGINEERING AND TECHNOLOGY
• Outstanding Commitment to Safeguarding Award BREDON SCHOOL
• Safeguarding Initiative Award BRIDGEND COLLEGE
48,708
FOLLOWERS (^ 20%)
NEW MEMBERS
Introducing our bo
In 2024-25, Mark Lauder was thanked for his longstanding service. Andrew Ashton, Eleanor Sharman and Sarah Belotti have since been thanked for their contribution. Jo Cameron handed the baton of BSA Chair over to Chris Pyle at the end of the 2025 calendar year, which has since passed to Henry Price. As 2024-25 drew to a close, we prepared to thank Ed Jones for his leadership and to welcome Neil Mahapatra as Chair.
(September 2026-December 2027)
All board members are non-executive directors, except for Group CEO Robin Fletcher who represents the BSA Group Executive Team on the board.
NEIL MAHAPATRA Group Chair
NICK WINTHER MTIOB Group Vice Chair + FINSTAR Chair
NINA BAILEY PHINN FINSTAR Vice Chair
IAN TOMLIN ORENO
CHRIS WHEELER FTIOB BSA Chair
ROBIN FLETCHER MTIOB Group CEO
VERITY DAVIDGE Non-Executive Director
SUE HA Non-Executi
NSON-ROE
Chair
GAVIN HORGAN LESTAR Chair
NATALIE DALVAREZ ORENO Vice Chair (from September 2026)
HENRY PRICE FTIOB BSA Chair (until August 2026)
NNAM
Director
KARL HOPWOOD Non-Executive Director
EMMA MCKENDRICK Non-Executive Director
DINUSHA WEERAWARDANE Non-Executive Director (from September 2026)
Board committees
Governance was strengthened to prepare for a more diverse Group future and to better support customers in challenging times.
Ian Tomlinson-Roe Chair
Gavin Horgan Vice Chair (until August 2026)
Natalie Dalvarez Vice Chair (from September 2026) Robin Fletcher MTIOB
Since 2024-25, LESTAR (Legal, Standard and Regulatory) committee merged with ORENO committee and Andrew Ashton FTIOB, Sue Gold, Gavin Horgan, Eleanor Sharman and Ed Jones MTIOB were thanked for their contribution to board committees.
Nicholas Winther Chair
Nina Bailey Phinn Vice Chair
Neil Mahapatra
Dinusha Weerawardane (from September 2026)
Robin Fletcher MTIOB
New advisory committees were established to provide non-binding guidance and support.
James Greenham
Marrie Jolly
Erica Papaglimis
D )
Naheed Bardai Chair
Naima Charlier
Mutisunge Edwards
Jemma Holroyd
Sadia Hussain-Şavuk
Yasmina Koné
Ben Mearhart
Dr Anna Reed I N C A B ( I N C L US I O N A D VI S O R Y B O A R D )
Karl Hopwood Chair
Alison Alexander
Senior Vice Chair
Dale Wilkins FTIOB
Vice Chair
Mark Bramah
Marcus Erooga
Delyth Lynch FTIOB
Fiona Scolding KC
Our team
GROUP
• ROBIN FLETCHER MTIOB CEO and Chair/Director BSA Legal Services
AILEEN KANE FTIOB Deputy CEO and Chief Operating Officer and Director, BSA Legal Services
• KATE HOLLYER MTIOB Executive Director, Legal and Partner, BSA Legal Services
BETH HUDSON MTIOB
Executive Director, Specialist Services and Director, BAISIS (maternity leave)
• DAVID WALKER FTIOB
Executive Director, Boarding & Education and Director BSA/TIOB
• DALE WILKINS FTIOB
Executive Director, Scotland/Wales and Accredited/Compliance
• JAMES GREENHAM
Acting Executive Director, HIEDA, Consultancy and INSET
DR MARIYA ALI Director of Safeguarding and Director, SACPA
• GAELLE SULLIVAN MTIOB Director of Research and Inclusion
• DANIELLE CUTHBERT Head of Corporate Services
• LIZ MCDONALD Head of Accredited Training
• NEIL RUST Head of Commercial
• NICOLA PURCELL Head of Marketing and Membership
• LOTTIE ANDREWS
Communications and Engagement Manager
CLAIRE SCRIMGEOUR
Business Support Manager
• LAURA BRAIN
Senior Commercial Consultant
• JESS MCARDLE
BEDS (Boarding and Education Services) Manager (maternity leave from September)
• ELLA WADDINGTON
Business Support Executive from November
• LILY BOYDEN
Communications Executive
• EMILY SMITH
Finance and Administration Executive (maternity leave)
• LEIGH STEER
Immigration Executive
• OSCAR MORRIS
Business Support Executive
GERI PICK
Business Support Executive
• CHRISTINE OGBOLU
Finance and Admin Executive
• MARK MORTIMER
Director, Defence & Military Services
Team community work
61,28457,548 206,699229,662
1,700,5821,547,007
The directors of the company have elected not to include a copy of the income and expenditure account within the financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 2 April 2026 and are signed on its behalf by:
Mr H Winther Director
Company Registration No. 04676107
1Accounting policies
Company information
The BSA Group Services Limited is a private company limited by guarantee incorporated in England and Wales. The registered office is 167-169 Great Portland Street, 5th Floor, London, W1W 5PF.
1.1Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2Income and expenditure
Income and expenses are included in the financial statements as they become receivable or due.
Expenses include VAT where applicable if the company cannot reclaim it.
1.3Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.4Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
BSA Group accounts - year end August 31, 2025
1Accounting policies (Continued)
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Office equipment3 year straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to surplus or deficit.
1.5Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in surplus or deficit.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cashgenerating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in surplus or deficit, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
1Accounting policies (Continued)
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in surplus or deficit, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8Taxation
The company is only chargeable to corporation tax on its investment income. The remaining income is exempt from corporation tax as the company is not carrying on a business for the purposes of making a profit.
1.9Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
2Employees
The average monthly number of persons (including directors) employed by the company during the year was:
3Intangible
5Fixed asset investments (Continued) Movements in fixed asset investments
6Debtors
982,4421,038,158
8Members' liability
The company is limited by guarantee, not having a share capital and consequently the liability of members is limited, subject to an undertaking by each member to contribute to the net assets or liabilities of the company on winding up such amounts as may be required not exceeding £1.
9Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements: give a true and fair view of the state of the company's affairs as at 31 August 2025 and of its surplus 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.
Senior Statutory
Auditor:Mr Michael Neilan BSc FCA CTA
Statutory Auditor:Price & Company
Date of audit report:2 April 2026
167-169 Great Portland Street 5th Floor
London W1W 5PF
+44 (0)20 7798 1500 info@bsagroup.org.uk
bsagroup.org.uk
The BSA Group mission is to support excellence in boarding, safeguarding, inclusion + health education