The Grace Trust and UBT
The Grace Trust is the Plymouth Brethren Christian Church's main fundraising charity in the UK. In 2021 it had total income of approximately £130 million. Almost £98 million of that income — 75% of the total — came from its trading subsidiary UBT (EU) Ltd (Universal Business Team), based in Leamington Spa.
The Grace Trust uses these funds to operate OneSchool Global across the UK, to fund the Rapid Relief Team (RRT) in the UK, and to make grants to hardship funds within the Brethren community. Approximately 1–2% of its total donations and grants go to non-Brethren charities. The National Assistance Fund received £12.5 million from The Grace Trust and UBT EU combined in its last reported accounts.
£98m
UBT (EU) Ltd contribution to Grace Trust income (2021)
£130m
Total Grace Trust income (2021)
£12.5m
Grants to National Assistance Fund from Grace Trust & UBT EU
1–2%
Share of donations & grants going outside the Brethren community
The Transaction — What Changed
UBT (EU) Ltd was previously a subsidiary of The Grace Trust via its trading arm, The Grace Trading Company. It is now owned by UBT Holdings Ltd — a company incorporated on 12 November 2021 with two named directors and minimal assets.
Previously — Charity Structure
The Grace Trust
Registered charity · £130m income
→
Trading Arm
The Grace Trading Company
Charity trading subsidiary
→
Operating Company
UBT (EU) Ltd
£98m annual income
↓ transferred to
New Structure — Private Company
UBT Holdings Ltd
Incorporated Nov 2021 · Directors: Michael Besley & Graham Whitbourn · Minimal assets at incorporation
The transaction structure was revealed on 12 July 2022 when Companies House showed the filing of Memorandum & Articles of Association for UBT Holdings Ltd. The Memorandum referenced a Share Purchase Agreement (SPA) involving the following entities:
The Grace Trading Company
Seller
UBT Holdings Ltd
Buyer — incorporated Nov 2021
UBT Gateway Ltd
Transaction vehicle
UBT Rockbridge Ltd
Transaction vehicle
UBT (EU) Ltd
The company being sold
Allerbrook Ltd
Corporate trustee of The Grace Trust
Scribefort Ltd
Corporate trustee of The Grace Trust
The resolution of adoption of Articles of Association was filed the following day — 13 July 2022 — signed by Stephen Turner of UBT Gateway Ltd. Stephen Turner is a director of Arpo Global (Southgate Packaging) and a former director of UBT Rockbridge Ltd and UBT Gateway Ltd. His presence in this transaction connects the UBT sale directly to the wider PBCC commercial network.
The use of corporate trustees for The Grace Trust had already attracted scrutiny: the Charity Commission raised concerns about this structure back in 2013. Allerbrook Ltd and Scribefort Ltd — both named in the SPA — were the corporate entities serving as trustees of The Grace Trust.
UBT Holdings Ltd — The Buyers
Covid Contract Winner — AUK Supplies
Michael Besley
Director of AUK Supplies Ltd (Covid contract winner — missed from our original 100-company list) and its parent Brookside Group Ltd, both showing assets over £2 million each. Also director of Birchclay Ltd, Future Technology Innovation Ltd and Future Technology Holdings Ltd (both incorporated within the previous two years). Former director of Tamar Valley School Ltd (now dissolved) and former secretary of Oakdene Trading Ltd. Michael Besley holds 100% of UBT Holdings at incorporation.
Covid Contract Winner — Occura Healthcare
Graham Whitbourn
Director of Occura Healthcare (Covid contract winner) and Occura Holdings (combined assets over £5 million). Also a former director of Scribefort Ltd and Allerbrook Ltd — the two corporate trustees of The Grace Trust that are parties to the SPA. Whitbourn was appointed to both within three months of their incorporation in 2010, resigning from both in 2012. His presence as both a former corporate trustee of The Grace Trust and as a director of the new private owner of UBT is notable.
Both directors of the acquiring company — UBT Holdings Ltd — have connections to Covid contract-winning PBCC businesses. The company that purchased a £98 million-turnover operation from a registered charity was itself incorporated weeks before the transaction and had minimal assets at the time.
Questions Raised
We have referred our findings to the Charity Commission. We are not suggesting that any of the parties involved have done anything untoward. The questions we have raised are matters of transparency and public accountability for a registered charity:
Unanswered Questions — Referred to the Charity Commission
What valuation was placed on UBT (EU) Ltd — a company with almost £100 million annual turnover — at the point of sale?
Why would a business that is part of the trading arm of a registered charity, whose profits are given to that charity, be sold to a private limited company?
Will The Grace Trust retain responsibility for reporting on and deciding where UBT's profits are donated?
Will UBT Holdings Ltd show transparency about where it donates its profits — and to what standard?
Will UBT Holdings operate as a not-for-profit entity, or will its profits be distributed commercially?
What will this mean for the National Assistance Fund, which previously received £12.5 million jointly from The Grace Trust and UBT (EU) Ltd?
Update — March 2024 & June 2026
In March 2024 the Australian Tax Office raided UBT's Sydney Olympic Park offices alongside OneSchool Global, the Rapid Relief Team and four other PBCC entities. See the full investigation:
ATO Raids Plymouth Brethren — UBT Sydney Precinct Searched. In June 2026, the Daily Telegraph (Australia) reported that UBT made a voluntary disclosure to the ATO, paying several million dollars over FBT and salary splitting matters, with two further matters still ongoing.
Disclaimer: This investigation is based on publicly available Companies House filings for UBT Holdings Ltd, UBT Gateway Ltd, UBT Rockbridge Ltd, The Grace Trust charity commission accounts, and the Memorandum & Articles of Association filed July 2022. It does not allege wrongdoing by any named individuals. The questions raised have been referred to the Charity Commission. Originally published by Brethren Exposed, 2022.