UBT Sold

We noted in the last couple of months, the interesting change to the ownership of UBT (Universal Business Team) in the UK. We thought it would be worthwhile digging a little deeper into the current ownership. UBT in the UK was a subsidiary of The Grace Trust via it's trading arm, it is now owned by a company called UBT Holdings Ltd.

The Grace Trust is the main Plymouth Brethren Christian Church fundraising charity with income in 2021 of almost £130 million, of which UBT EU Ltd accounted for almost £98 million. The Grace Trust funds the operation of OneSchool Global across the UK, it is the major source of income for the Rapid Relief Team (RRT) in the UK, and it also funds via grants a number of hardship funds within the Brethren community. The Grace Trust also supports a number of non brethren charities, with approximately 1 to 2% of its total donations & grants, going outside the brethren.  

Annual report The Grace Trust

UBT Holding Ltd

UBT Holdings Ltd was incorporated on 12th November 2021, the two named directors are Michael Besley & Graham Whitbourn. The company was formed with 100 shares, all owned by Michael Besley. On the 12th July, 2022. Companies house shows, the adding of the Memorandum & Articles of Association. In the Memorandum & Articles of Association, there is mention of an SPA involving, The Grace Trading Company, UBT Holdings Ltd, UBT Gateway Ltd, UBT Rockbridge Ltd, UBT (EU) Ltd, Allerbrook Ltd & Scribefort Ltd. The latter two, Allerbrook & Scribefort were the corporate trustees of The Grace Trust.
The Trustees being corporate entities had previously caused some concern at the Charity Commission back in 2013.  The following day on the 13th July the resolution of adoption of Articles of Association was added. The resolution was signed by Stephen Turner of UBT Gateway Ltd. 
Our research shows that Michael Besley is a director of a further five companies, AUK Supplies Ltd, Birchclay Ltd, Future Technology Innovation Ltd, Future Technology Holdings Ltd & Brookside Group Ltd. He is also a former director of now dissolved Tamar Valley School Ltd and is also a former secretary of Oakdene Trading Ltd.  Birchclay & Future Technology are companies incorporated in the last 2 years. The major income generator for Besley & the wider Besley family comes from AUK supplies & it's parent the Brookside Group, both companies showing assets of over £2 million each. We must admit that AUK supplies is missing from our Covid Contracts (they did win one).
Through our earlier research we have come across Graham Whitbourn previously, he is a director of Ocura Healthcare, a company we have flagged as winning covid contracts. Ocura Holdings & Ocura Healthcare reported combined assets of over £5 million. Whitbourn was also a director of Scribefort & Allerbrook within 3 months of both companies being incorporated back in 2010. He resigned from both in 2012.  

Charity Commission Concerns

Questions

The more we look at this transaction, it raises a number of questions. Though we are not suggesting that any of the parties involved have done anything untoward, we will be asking the charity commission to review our findings. These questions include:

What value was put on UBT (EU) Ltd, a company turning over almost £100 million, at the point of sale?
Why would a business, that is part of the trading arm of a charity, whose profits are given to a registered charity be sold?
Will The Grace Trust continue to have responsibility for reporting and deciding where the profits are donated?
Will UBT Holdings show any transparency in where they donate their profits?
Will UBT Holdings be "a not for profit" entity?
Where will this leave the registered charity National Assistance Fund? The fund received it's donations of £12.5 million, from two sources (The Grace Trust & UBT (EU) Ltd), on its last accounts.

In summary we have concerns, particularly around the transparency of a business with a circa £100 million turnover being sold to a recently incorporated limited company, showing minimal assets.