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2023-06-30-accounts

Company registration number: 02548804 Charity registration number: 1000796

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Trustees’ Report and Annual Financial Statements

Year Ended 30 June 2023

Praxis 1 Poultry London EC2R 8EJ

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Financial Statements

Year Ended 30 June 2023

Page
Charity Reference and Administrative Details 1
Trustees’ Annual Report 2 to 3
Independent Examiner’s Report 4
Statement of Financial Activities 5
Balance Sheet 6
Notes to the Financial Statements 7 to 10

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Reference and Administrative Details

Year Ended 30 June 2023

Charity registration number 1000796
Company registration number* 02548804
Trustees Mr S N Seaton, Chair of Trustees
Ms J Murtagh, Independent trustee
Ms K J Darlington, Staff trustee
Mr S Barrett, Partner trustee
Registered office Level 14
The Leadenhall Building
122 Leadenhall Street
London
EC3V 4AB
Accountant Praxis
1 Poultry
London
EC2R 8EJ

Page 1 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Trustees’ Annual Report

Year Ended 30 June 2023

The trustees present their report and the financial statements of the charity for the year ended 30 June 2023.

The financial statements have been prepared in accordance with the accounting policies set out in notes to the accounts and comply with the charity’s governing document, the Charities Act 2011 and 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 published in October 2019.

Trustees of the charity

The directors of the charitable company are its trustees for the purposes of charity law. The trustees who have served during the year and since the year end, known as the Council of Management, were as follows:

D P H Burgess, Chair of Trustees (Resigned: 28 July 2023) Ms A O H Gale, Independent trustee (Resigned: 28 July 2023) Ms K J Darlington, Staff trustee Mr S Barrett, Partner trustee Ms J Murtagh, Independent Trustee (Appointed: 28 July 2023) Mr N Seaton, Chair of Trustees (Appointed: 28 July 2023)

Objectives and activities

To promote the advancement of education and learning and dissemination of knowledge for the benefit of the Public in relation to the art and science of architecture by the making of grants for research and training, the establishment of collections and drawings, papers, books and works of art, the establishment of and maintenance of art galleries, lecture and exhibition facilities, museums, libraries, research centres and similar facilities.

Generally to promote the advancement of education and learning and the dissemination of knowledge through teaching research and the making of grants to institutions or individuals.

To promote the welfare, and research into such welfare, of persons who are suffering from mental or physical illness of whatever kind or of old infirm sick or wounded persons or other persons in conditions of need, hardship and distress requiring assistance.

Public benefit statement

The Council of Management confirm that they have complied with the duty in Section 4 of the Charities Act 2006 to have due regard to the Charity Commission’s general guidance on public benefit Charities and Public Benefit.

Grantmaking

The charity receives dividends from RSHP Group Limited, which under the Constitution of that company and its group at the discretion of the Council of Management, is to be distributed to registered charities guided by the expressed wishes of the employees of that company and its group. Any surpluses are distributed at the discretion of the Council of Management.

Page 2 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Trustees’ Annual Report

Year Ended 30 June 2023

Achievements and performance

The charity’s dividend receivable for the year was £49,805. RSHP staff, partners and the Council of Management nominated donations to registered charities totalling £320,564 (2022: £367,435) in the year.

Financial review (including reserves policy)

The Council of Management are satisfied with the financial position of the charity.

Reserves at the year-end were at a level of £426,839 of which £371,989 was, at the discretion of the Council of Management, to be distributed to registered charities guided by the expressed wishes of the employees and directors/partners of RSHP Group Limited and its group. The balance of £54,850 was available for discretionary distribution by the Council of Management in accordance with the wishes expressed at the charity’s Annual General Meeting.

Plans for future periods

The charity expects to receive payment of the dividend receivable of £49,805 within the next 12 months. Further distributions from RSHP Group Limited are expected in subsequent years.

Structure, governance and management

The company is registered as a charitable company limited by guarantee and was incorporated on 16 October 1990.

The articles of the company require that there be no less than three and no more than five trustees, including a director of RSHP Group Limited, a representative of the employees and a minimum of one trustee not connected with RSHP Group Limited or its group.

The Council of Management has assessed the major risks to which the charity is exposed and are satisfied that systems are in place to mitigate exposure to them.

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

On behalf of the board

Neil Seaton (Mar 26, 2024 18:04 GMT)

S N Seaton, Chair of Trustees

26 March 2024

Page 3 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Independent Examiner’s Report to the Trustees of Roger Stirk Harbour and Partners Charitable Foundation

Year Ended 30 June 2023

I report to the charity trustees on my examination of the accounts of the company for the year ended 30 June 2023 which are set out on pages 5 to 11.

Responsibilities and basis of report

As the charity 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 company’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

I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me 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; or

  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 have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Alexander Shall, FCA

Praxis 1 Poultry, London, EC2R 9EJ

26 March 2024

Page 4 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Statement of Financial Activities (Including Income and Expenditure Account)

Year Ended 30 June 2023

Note
Income and endowments
from:
Donations and legacies
2
Investment income
Total income and
endowments
Expenditure on:
Charitable activities
3,4
Disposal of investment in
Subsidiary
Total expenditure
Net income / (expenditure)
Reconciliation of funds:
Total funds brought forward
10
Total funds carried forward
10
2023
Unrestricted
funds
£
51,131
49,805
100,936


330,557
-
330,557

(229,621)

656,460

426,839
2022
Total
£
70,000
147,518
217,518
376,893
-
376,893
(159,375)
815,835
656,460

Page 5 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Balance Sheet

Year Ended 30 June 2023

Note
Fixed assets
Investments
7
Current assets
Debtors
8
Cash at bank and in hand
Creditors: amounts falling due within one year
9
Net current assets
Total assets less current liabilities
Net assets
Charity Funds
Unrestricted funds:
General fund
10
RSH+P Partners
10
RSH+P Staff
10
Total charity funds
10
2023
£
1
1
49,805
468,392
518,197
(91,359)

426,838
426,839
426,839
31,608
371,989
23,242
426,839
2022
£
1
1
147,518
656,787
804,305
(147,846)
656,459
656,459
656,460
45,470
533,478
77,512
656,460

For the year ending 30 June 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Director’s responsibilities:

The financial statements were approved and authorised for issue by the Board on 26 March 2024.

Signed on behalf of the board of directors/trustees

Neil Seaton (Mar 26, 2024 18:04 GMT)

S N Seaton, Chair of Trustees

The notes on pages Page 7 to Page 11 form part of these financial statements.

Page 6 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Notes to the Financial Statements

Year Ended 30 June 2023

1 Summary of significant accounting policies

(a) General information and basis of preparation

Rogers Stirk Harbour + Partners Charitable Foundation Limited is a public benefit entity and company limited by guarantee incorporated in the United Kingdom. The address of the registered office is given in the charity information on page 1 of these financial statements.

The charity constitutes a public benefit entity as defined by FRS 102. The financial statements have been prepared in accordance with 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 issued in October 2019, the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102), the Charities Act 2011, the Companies Act 2006 and UK Generally Accepted Accounting Practice.

The financial statements are prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value. The financial statements are presented in sterling which is the functional currency of the charity and rounded to the nearest £.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

(b) Funds

Unrestricted funds are available for use at the discretion of the trustees in furtherance of the general objectives of the charity and which have not been designated for other purposes.

(c) Income recognition

All incoming resources are included in the Statement of Financial Activities (SoFA) when the charity is legally entitled to the income after any performance conditions have been met, the amount can be measured reliably and it is probable that the income will be received.

For donations to be recognised the charity will have been notified of the amounts and the settlement date in writing. If there are conditions attached to the donation and this requires a level of performance before entitlement can be obtained then income is deferred until those conditions are fully met or the fulfilment of those conditions is within the control of the charity and it is probable that they will be fulfilled.

(d) Expenditure recognition

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Expenditure is recognised where there is a legal or constructive obligation to make payments to third parties, it is probable that the settlement will be required and the amount of the obligation can be measured reliably.

Page 7 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Notes to the Financial Statements

Year Ended 30 June 2023

(e) Investments

Investments in subsidiaries and associates are measured at cost less impairment.

(f) Debtors and creditors receivable / payable within one year

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in expenditure.

(g) Tax

The charity is an exempt charity within the meaning of the Charities Act 2011. It meets the definition of a charitable company for UK Corporation Tax purposes.

2 Income from donations and legacies

Donations
Investment income
2023
£
51,131
49,805
100,936
2022
£
70,000
147,518
217,518

All donations were attributable to unrestricted funds.

3 Analysis of expenditure on charitable activities

Charitable activities 2023
Charitable donations
Activities
undertaken
directly
Support
costs
Total
£
£
£
320,564
9,993
330,557

All of the above costs were attributable to unrestricted funds.

4 Allocation of support costs

Support cost 2023

Governance
Finance
Total
Charitable
donations
Total
£
£
-
-
9,993
9,993
9,993
9,993

Page 8 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Notes to the Financial Statements

Year Ended 30 June 2023

5 Trustees' and key management personnel remuneration and expenses

The trustees neither received nor waived any remuneration during the year (2022: £Nil) The total amount of employee benefits received by key management personnel is £nil (2022 - £nil).

6 Net income/(expenditure)

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

Independent examination of these financial statements
Other accounting services by the independent examiner
2023
£
4,800
4,495
9,295
2022
£
4,800
4,495
9,295

7 Fixed asset investments

Shares in group undertakings £ Cost or valuation At 1 July 2022 1 Additions - Disposals - Revaluation - At 30 June 2023 1 Carrying amount: At 30 June 2023 1 At 30 June 2022 1

There were no investment assets outside the UK.

The company’s investments at the balance sheet date in the share capital of companies include the following:

RSHP Group Limited

Registered office: Level 14, The Leadenhall Building, 122 Leadenhall Street, London, EC3V 4AB

Class of share: % holding
Preference 100

Page 9 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Notes to the Financial Statements

Year Ended 30 June 2023

7 Fixed asset investments (continued)

The preference shares in RSHP Group Limited are an inalienable asset of the charity. It is impractical to attribute a market value to these shares, which are measured at cost less impairment. These shares carry full winding up rights in RSHP Group Limited. Under the group’s constitution, in a liquidation, ownership of the practice’s archives would also pass to the charity.

8 Debtors

Other debtors
9
Creditors: amounts falling due within one year
Other creditors
10
Fund reconciliation - Unrestricted funds
Balance
01/07/2022
Income
Expenditure
Transfers
£
£
£
£
Unrestricted
funds:
General fund
45,470
-
(10,993)
(2,869)
RSHP Partners
533,478
77,694
(239,183)
-
RSHP Staff
77,512
23,242
(80,381)
2,869
656,460 100,936
(330,557)
-
Other debtors
9
Creditors: amounts falling due within one year
Other creditors
10
Fund reconciliation - Unrestricted funds
Balance
01/07/2022
Income
Expenditure
Transfers
£
£
£
£
Unrestricted
funds:
General fund
45,470
-
(10,993)
(2,869)
RSHP Partners
533,478
77,694
(239,183)
-
RSHP Staff
77,512
23,242
(80,381)
2,869
656,460 100,936
(330,557)
-
2023
2022
£
£
49,805
147,518
2023
2022
£
£
91,359
147,846
Gains /
(losses)
Balance
30/06/2023
£
£
-
31,608
-
371,989
-
23,242
-
426,839
2022
£
147,518
2022
£
147,846
656,460 100,936
(330,557)
-

The RSHP Partners fund holds investment income designated by the trustees for donations to charities at the instigation of current RSHP partners.

The RSHP Staff fund holds investment income designated by the trustees for donations to charities at the instigation of individual members of RSHP staff.

Amounts neither designated nor subject to any restrictions are held in the General fund.

Page 10 of 11

Rogers Stirk Harbour + Partners Charitable Foundation Limited

Notes to the Financial Statements

Year Ended 30 June 2023

11 Related party transactions

Information about related party transactions and outstanding balances is outlined below:

Income Debtors Creditors
£ £ £
Other related parties
At 31 December 2023 49,805 49,805 -
At 31 December 2022 147,518 147,518 -

Outstanding balances due from related parties are unsecured, interest free and repayable on demand.

Page 11 of 11