Reglstered number: 02556957 Charlty number: 1003426 GROUNDWORK FIVE COUNTIES (A company limlted by guarantee) TRUSTEES. REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guaranlee) CONTENTS Page Refernnco and admlnlstratlve detalls of tho Charlty, Its Trustees and advl8ors Chalrman's statornenl Trustee8' feport Ind•pondént auditors, r•port on th• financlal 8tat•monts Statement ol financlal actlvltle8 4-22 23-26 27 Balance sheet 28 stst4m•nt of ¢a$h flows Notes to the flnanGlo1 statem•nt• 30-47 GROUNDWORK FIVE COUNTIES (A company Ilmlt•d by guarantee) REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY. ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 MARCH 2024 Trustees Mr A Court Councillor J Creamer Mr K Daniell Mr D Ibell Ms E Idoin8 (resigned 6 February 2024) Ms M J Madin Ms H Skinner Mr G Wright (appointed 24 July 2023) Ms S Bull (rèsignad 31 May 2023) Mr R Fernandes (resigned 31 July 2023) Mr G James (reslgned 4 August 2023) Councillor S Longford (resigned 31 July 2023) Company regl8lered number 02556957 Charlty rnglst•r•d number 1003426 R•glstérad office 16 Commerce Square Lace Market Nottlngham NG11HS Page 1 GROUNDWORK FIVE COUNTIES (A company Ilmltad by guarant88) CHAIR'S STATEMENT FOR THE YEAR ENDED 31 MARCH 2024 The chairman presénts thelr statemenl for the year. Over the last year we have contlnued lo pursue our Strategy of People. Place and Planet. We are passionate about creating a future where every neighbourhood is vibrant and green, every communlty is strong and able to shape its own destiny. and nfron8 is held back by their background or circumstances. Oui strategy defines our high-level purpose logether we can support more people to flourish, 8njoy and care for the places around them, whllst being better guardians of our planet. 202312024 was a signlflcant perlod of change for us. We started the year wllh our March 2023 restructure being put into place, due to some major programmes ending al the end of 202212023. This saw a renewed Senior Management Team and Operational Management Team belng formed, wilh Haads ol SeNice for each of our new Strategic Objectives. The revised staffing structure was built on an agr88d Behavioural Framework, with conn8Ctlon and collaboration across the l8am at its heart, designed to rebuild moral8 across our wonderlul staff team. With a focus on increased public profile and partnershlp. we also cre8t8d a new Area Partnership team, to embed and connect us Sn the communltlas we are based wlthln, and build partnershlps as we moved Into new areas of our expanded geography. As our significant Building Better Opportunities (BBO) and Community Renewal Fund programmes ended. we focused on relraining delivery staff lo enable us to retain our skilled and experiènced staff team and move to our new Communlty Coach model a holistic approach to supporting indivlduals on a range of seNices, personal needs and barriers. Our rebrand of Groundwork Five Counties went Ilve in July and we brought in a Marketing Manager to join our Operational Management Team In August, with a clear remlt to increasé and maximise our visibllity and credibility. Thls has had a huge impact through h8r work on improved and consistent branding and messaging, communlcatlons, soclal media and w8bsile work (In Ilne with Groundwork UK'S agreed Illustrallons and icons). Demonstrating our value and Impact and sharlng the chang&9 we make to individuals. Ilvas continues to be a key focus. Wlth our new structure in place, we saw hugo grovrflh and success in some areas of our work. Our Green Doctor service most notably grew from one Green Doctor to a team of eleven. Along with increased team slze, our producl range also grew, wlth us trialling our Damp and Disrepair offer In Bassetlaw and Staffordshire. and movlng into new lechnologies to further sustain thls growing area of work. We also expanded into Derbyshlre and Leicestershire. and cairied out localised contracts for Amber Valley, Rushcliffe and Broxtow• Borough Councils. funded Ihrough the UK Shared Prosperily Fund. The Communities Team. along with thelr usual programmes of work also began a localised BBO follow-on programme of support, Beyond Barrlers, in South Derbyshlre and movéd Into a new aréa of work supporting Hong Kong BNO'S to settle and integrate into the UK. The Environment Team moved into our green hub development work during the ￿ar. wlth The Llttle Walled Garden on short term lease from Nottingham Cily Council and Cheapside Community allotment in Worksop being agreed for a longer 25-y8ar lease from Bassetlaw Distrlcl Council. These sites encompass our longer-term green communily hub development ambitions, where we can showcase how people and place come together lo enable individuals and Iheir local communities to flourish. We are exciled to see these develop over the coming ye8rs. Our development focus, led by our new Head of Development, enabled the above growth areas whilst also increasing our commercial leads and corporate partnerships and volunteering. We saw some new relationships and developments belng foSte￿d and a significantly increas8d level of collaboration with Groundwork UK. Our Devek)pm8nt Sub Committee was also created. led by our Deputy Chalr and with a focus on dlversifying income sourc8s. tracking the pipelin8 of opportunities and developlng new priO￿ty areas of work. Despite many successes. we were faced with significant change and challenge Ihioughout the year. Our transition year saw us move away from two major funders which represented 88% of our annual income. We also lost the delivery of our Area Based Grants due to Nottingham City Council's financial position, had to Close down our much-loved SMILE befriending projecl and the funding for ftjlure VCS support in Nottingham 1$ unknown. Page 2 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) CHAIR'S STATEMENT (CONTINUED} FOR THE YEAR ENDED 31 MARCH 2024 Keith Daniell stood down as Chair on 29th November but stsyed on as a valued Board member. Margot Madin took up this role as his replacement. We had consld8rable changes in our leadership. wllh our Chief Executive Officer, Emma Atkins, movlng on In August 2023. and the Interim Chief Exacutlve Officer Gareth James also leaving us in February 2024. Our long- standing HR, Gov8rnanc8 and Flnance lead and Head of Operations, Jo Kerry, also ratlr&d at the end of December 2023. A r88tructure w8s launched on 15 March 2024 with the Groundwork Flve Counlles staff team s8ttlng out a range of proposed changes. deslgned to: streamline the Senlor Management team to a18v81 commensurate wlth the size of the organisation, remove the dedicated Development function and replace the Operations Team with a smaller Support Seniices team. again in line with th8 size of the organisation. reduce the cost and maxlmlse th8 effectivéness of the Communitles and Environment delivery tèams to improve financial viability. A clear strategic busines8 plan following restructure, allowing for recovery and growth, Is now in place and progresslng ￿￿11. Our new Executiv8 Director. Penny Halewood, is in post and with support from our natlonal Federation Groundwo￿ UK, along wlth a sound financial plan, we are positioned for a successful 202412025. Wè will build on our areas of growth during 2023124 for certain work str88ms. Our focus Is to stabilise the organlsatlon and rebulld reserves, followlng the dlfficull financial plctura at the end of 202312024, glvlng security for our own staff team and for the beneflclaries whom we support. The Tnjst Is agaln grateful for the financial support of all our funders as without them we could not serve our b8neficlaries. Fundraising for all charities contlnues to be the biggest challenge but the changing funding environment brings opportunlties as well. With a new govèrnment and the East Midlands Combined County Authority in plac8, both closely aligned to our work, many new opportunitles are possible. We will continue to dlverslfy our income streams and increase our 8U8tainability through commercial and corporate opportunltles. Th8 SUPPOrt from Groundwork UK over the last year has been instrumental In our r8covery plans. W8 look forNard to a contlnued positive working relatlonshSp wblh them through our strat8glc VKJrk, emerglng new opportunities through the Federallon nelwork, and through contlnuatlon of our core product fur￿Ing. I would Ilke to conclude this report by thanklng all my fellow Board m8mb8rs lor their work on behalf of the Trusl and Ihe staff team who continu8 to deliver great projects and programmes and work extremely hard to ensure the success of the organisatlon. Ms M J Madln Chair Date,. 20 November 2024 Page 3 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT FOR THE YEAR ENDED 31 MARCH 2024 The Trusteas present their annual report together with the audited financial statem8nts of the Charity for the 1 Aprll 2023 to 31 March 2024. The Annual report serves th8 purposes of both a Trustees, report and a dlreclors, report under company law. The Trustee5 conflmi that the Annual report and financial statements of the charitabl& company comply with the Current statutory requirements. the requir&ments of the charitable companvs governing documenl and the provisions of the Statement of Recommended Practlce (SORPI applicable to charities preparing their accounls in accordance wilh the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2019). Since the Charlty qualffjies as small under section 382 of the Companles Act 2006, the Str818gic report required of medium and large companies under th8 Companles Act 2006 (Strategic Report and Directors, Report) Regulations 2013 has been omitted. Thè focus thls year was the Impl8m8nt8tion of our naw strategy, business plan, and growth to truly cover our five countles around our core slrateglc areas of People, Plac8 and Planet. We contlnued to work wlth the ft)Ilowing vision. mlsslon and oblectlves whllst we put into place a new organlsatlonal structure agreed at the end of March 2023. ObJ•ctlv•s and actlvltl•$ . Vlslon and ObJ•ct8 Groundwork Five Counties has a vision whereby togather we can support more people to flourish, enjoy and care for the places around them, whilst belng better guardians of our plan8t. Mls$lon To empower local communllles to IIv8 thelr lives more sustainably, We achieve our vision by: Engaglng: People are at the heart ol what we do. Understandlng: We Ilsten to the wants, needs and aspirations of local people and their communities, Rospondlng: We design appropriate solutions in partnershlp. Enabllng: People, communltles and organlsations are empowered to be part of Iheir own solullon. In Setting objectives and planning for activities. the Trustees have given due consideration lo general guidance published by the Charity Commission relatlng to public benefit, including the guldance 'Public Benefit.: running a Charity (PB2)'. In working towards our mission, the Trust is governed by its Memorandum and Artid8s of Association 8dopled on November 12th 1990 (as amended by special resolution on 15th Sepi&mber 2010, by special resolution on 22nd June 2016 and by special resolution on 17th Oclober 2022), which outline ils purpose. Our objectives are to: Promote the conservation. protection and improvement of the physical and natural environment anytrvhere in the areas of Nottinghamshire. Derbyshire and the surrounding areas and. Provide facllities in the interests of soclal welfare for recreation and leisur8 time occupation wlth the objective of improving the conditions of life for Ihosè living In or working in or r8SOrting to the areas of Nottinghamshire. Derbyshire and the surrounding areas and; Advanc8 public education in 8nvironmonlal matters and of th8 ways of better conserving, protecting and improving the same whosesoever and. Page 4 GROUNDVVORK FIVE COUNTIES (A company Ilmll•d by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Objecllves and acllvltle8 (contlnued) Promote. for the public benefit. urban and rural reg8neration in areas of social and economlc deprlvatlon Sn the areas of Nottinghamshire, Derbyshire and the surrounding arèas by: the rellef of povety Sn such ways as may be thought flt: the rellef of unemployment in such ways as may thought to be frt including asslstance to find employment., iii.) Ihe advancemenl of education, tralnlng or re-training, particularty amongst th8 unemployed. and provldlng unemployed people with work experience. Iv.) the creation of training and employment opportunities by the provision of workspace andlor land for use on favourable terms; tho provlslon of houslng for those who a￿ in conditions of need and the Improvemenl of housing in the public sector or in charitable ownership provided that such power shall not extend lo reliéving any local authorities or other bodSes of a statutory duty lo provlde or Improve housing., vi.1 the maintenance, improvèmènt or provision of public am8nitl8S; vll.) the praseNatlon of buildlngs or sltes of histoiical or archltectural Importanca. vlll.) the provlslon or asslstance in the provision of rècreatlonal facilities for tha publlc at large andlor those who, by reasons of thelr youth, age, Inflrmiiy or disablement, poverty, social or economlc clrcumstances, have need of such facilities; ix.) the protecllon or conservation of ihe environmanl, and x.) the promotlon of public safety and preventlon of crime, In the context of its charitable objectives, 'environment' is defined to encompass all 'quality of life, factors that Imp8cI on the well-being of people including, for example, health, housing, employment, learnlng, citizenship. Inclusion as well as the physical and global environment. The Charity is a participating member of the umbrella body, the Fed8ratlon of Groundwork Trusts, whlch compri58s of GrOUndv￿rk UK and fourtaen Indopendent Groundwo￿ Trusts across England, Wales and Northem Iraland. Achl•v•m•nts and p•rformanc• . R•vl•w of th• Y•ar 2023-24 The 202312024 year marked a perlod of signrficent transition lor our organisation. Al the outset, we launched newly restructured Senior Management Team and Op8ratlonal Man8gemenl Team, along with a refreshed 5tralegy centred on three clear Strategic Objectlves. With dedicated Heads of Communilias. Envlronmenl, D8velopment and Operations, w8 succ8ssfully redefined our vision and approach. Page 5 GROUNDWORK FIVE COUNTIES (A company limited by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achlevemenls and performance (conlSnued) -PL4Ci- iwo ondvO*Jhl• w• *•d•v•bpo polh¥VVrf• gppvknity•¥ 1¢ h•bp•opl• w••n h•* p•W Ih g•W• 14 prtsl•el and ¥Mpfe* IMiTbxaly••Th spde•s ￿ Ihtsl olfvth Ws1(wl)kn W4lh O l•orn i•vK•i b•l*w.IMl•rth• lalh• n••di•l lh• lh• •ll•c15 01 ckn¢bt• chow to4•*Tr •¥wM•thol •ll•n*wk ty1vfjili•S wlh• Iv lh• Jrnwocv lrycornrnuNI,•l*ilhl•¢ql •al•bl•. by W•rkn• I•¢￿￿Vi￿1 iYPPtyYiAO 4Xè1 10 •54d•ns• lo m••1 IW n••th. ly ortd eoh¥*w•ty IC* IV ot*•v )o•fiei•l. h•1 Throughout the year, Our focus was on establishing our new Idantlty, securing new contracts, and expandlng our OP8ratlons to address the funding gaps lefl by rna}or programmes that concluded In March 2023. By enhanclng our external outreach and fosterlng new partnarshlps, we effectlvely broadened our core offerings and introduced innovatlve services in new areas of operation. We also introduced a new Area Partnership team to enhance our public Profile and strengthen our community engagement. Thls team was instrumenlal In ernbedding us within the communities seDie and establlshing partnerships as we extended our geographical reach. Programmatlc changes and achlevement8 Wllh the concluslon of our Bulldlng Better Opportunltles IBBO) and Cornmunlty Renewal Fund programmès. w8 shlfted focus lo retraln our delivery staff and Implement our new Communlty Coach model. Thls model offers holistic approach to addressing a range of personal needs and barrl8rs faced by indfvlduals. Our rebranding efforts for Groundwork Five Counlies launched successfully in July 2023. accompanied by the additlon of a MarkelSng Manager in August 2023. This role has been pivotsl in enhancing our visibility and credibility through improved branding. consistent messaging, and effective communication strategies. Over the past year. our team has driven several key outcomes that have significantly advanced our organisation's goals., Talent Retentlon; We successfully retained key talent wilhin the organlsation, conlrlbutlng lo our long-term SU5tainability and effectiven8SS. Standardlsed SaNlc• Dellvory: We successfully Implemented a n8W team stwcture and retrained all delivery staff, ensuring a consistent and high-qualily service across all programm8s of work. S•rvlc• Innovatlon: Through reflection and review of our delivery, we identified and developed new servlces that better meet the needs of our b&n8ficiaries. We also evolv8d new commerclal products which will contribute towards our Teduced reliance on funding. Strengthened Partnerships: Our relationship with Groundwork UK has deepened, providing invaluable support, and opening new opportunities for income generation and collaboration. Increased Local Engagement: We strengthened our local proflle through strategic events. nehvorking, and Page 6 GROUNDWORK FIVE COUNTIES (A Company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achiévemonts and performancè (conllnued) relationshlp management. lèadlng to greater communty Involv8m8nt and support. Enhanced Team Dynamlcs: Wlth our new strudure, we embedded our 88havlours Framework into 8V8ry- day praclice, fostering a positive and collabor81iv8 work environment. Governance Improvement: We acted on the recommendations from our governance review, enhancing our organisalional overslght and decision-making procasses. Pollcy Mod•rnlsatlon: W8 updated pollcles to be more user-friendly and relevant, ensuring they bettar meet the needs of both staff and beneficiaries. Enhanced Fundralslng Plannlng: We Improved our pipeline monltorlng and reportlng tools, whlch hav8 ènabled us to bettew plan and dlv8rslfy our fundraising efforts, th8r8by reducing financlal rfsk. Bld Wrlllng Capablllty: Our bid writing capabilltles were significantly 8xpanded through targeted upskilling of our development team and managers, Increasing our success rate in securing funding. Optlmls•d Fundlng Ass•ssm•nt: Our Research and Fundraising Lead transitioned lo a trlaga role, enhancing our ability lo assess and prioritis8 fundlng opportunitiès based on potential succe&s before engaging in bid writing. R•brandlng'. We launched a new name and brand after extenslve consultatlon, which more accurately represents our expanded reach across the East Midlands. Wobslle Development: We successfully devaloped and launched a new website, improving our onllne presence and accessibility for slakeholdars. Rlsk Management: We updated our risk register. whSch is now regularly revlewed at the board and executlve levels to ensure we stay on track and effectively manage potenlial cha118nges. Desplle a great many successes and growth within the year, we faced some challengas. Towards tha and of th8 financial year, in response to Ihe projected loss faclng our organisats'on. the trustees took d8clslve action by reaching out to Groundwork UK for support, lev8raging Iheir network of experts to help us navigate this challenging situation. On 15 March 2024, we18unched a restructure within the Grourthyork Five Countles staff team, implemenling series of proposed chang85 aimed at: Streamlining the Senior Managemenl team to better align with thè organlsallon's slze. Dlssolving the Development team and repladng the Operations Team vrflth a more compact Support Services team, refl8CtiV8 of the or9anisatlon's scale. Reducing costs and maximlzing the effectiveness of the Communities and Envlronrnent delivery teams to enhance financial viability. We are now well into our recovery. post restructure. which Is detailed In our 202412025 plans below. Page 7 GROUNDWORK FIVE COUNTIES IA company Ilmltod by guarantee) TRUSTEES, REPORT (CONTINUEDI FOR THE YEAR ENDED 31 MARCH 2024 Ach5evements and perfomiance (contlnuedl b. Ensurlng operatlonal excéllènce Operallons and Governanc• Regular SMT meetings continued along wlth newly established quarterfy Operalional Management Team meetings, to ensure strategy and dellvery were aligned and new teams were on track. Increasad Board level representation at the Federatlon Board followlng the appointm8nt of Margot Madin. Implemenlation of the govemance review induding the departure of some long-s&Nlng Truste8s and onboarding of Ed Wright. Continuatlon of Pollcy revlew framework to ensure that we have policies that are frt for purpose, revlewed. and updated regularly in tarms of organisational need and18gislative requlrements. Incre85ed18vel of Impact data collected to capture results of our hard work, and the impect on people, place, and planét. Emma Atkin8, Chief Exacutlvo Offlcer, left us in August 2023 and. following a handover périod, Gareth James was appolnled as Interim Chief Executive Officer lo raplace her. Rlsk Register reviewed and updated and included as a standing agenda item of each board meeting. Appointment of Margot Madin as Chair In November 2023. following on from Kelth Daniell stepplng down. Head of Operations and long.standing HR, Gov6rnance & Finance Lead, Jo Korry, retired in December 2023 on complelion of an extended and comprehensive handover to the Operations Team and new Head of Operatlons, Adam West. Wllh the departure of our Interim CEO, Gareth James, in February 2024, our ramalnlng SMT stepped up lo Jolntly run the organisation, undar the instructlon of the Board of Trustees. People Implemented the new structure from April 2023 and supported Ihe craation and transillon of the 25 new roles created and 12 roles remaining with some minor changes. This included the trdnsllion of d81ivery staff from oxplred contracts to exciting nèw d811very roles wllhln the Flve Counties. We also introduced and onboarded new post holders to the néw senior roles - Head of Communilies and Impact, Head of Development. and Head of Operations, to add to the existing Head of Envlronment role. Increased development and partnerships roles wlthln the structure to drive collaborative approach to fundralslng and Income generation. Quarterly Team Days contlnued to enable new teams and colleagues to get to know each other. understand new roles and contlnue to collectively d8V81op of our new mission, vision, and strategy. Fortnlghtly sharing sessions for all staff continued, to enable updates. trainlng, and Informal sharing across the organisation. Updated and improved our recruitmant and onboarding process. resulting In increased interest and competitSon for vacancie5 to work for Groundwork Five Countles. Modernised perfom)ance management practlS8S to underpin our people's Behaviours Fram8WOTk. Enhanced marketing and communications Ihrough stsff Iraining on standardised brandlng, social media angagemenl. sharing success8s, and the creation of a volunteer newsleiter. Flnan Annual audit to March 2023 took place in August 2023. The audit went well, and the audited accounts were approved at the November AGM. Charity Commission and Companies House returns both completed within the required timescales. Bedded in new finance workflows with accountants UHY. our newly appointed finance advi50r, William Howarth, and new bookkeeper role. Finalised streamlining and modemisation of banking arrangements and accounting processes. Page 8 GROUNDWORK FIVE COUNTIES (A company Ilmltéd by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achlevemenls and performance (contlnu•d) c. Enabllng local peopl• Towards Work - Bulldlng Bfjlter Opportunltle• Closing down and final reporting for thls slgnificant programme. Financial reconciliation with all extern81 delivery partners and The National Lottery Communlty Fund. Core staff team carrled out archiving and office closure in th8 first quarter of this year- a huge undertaklng. Relained rnost of Ihe outgoing BBO staff as part of the restructuré, lo keep lalent and momentum for the new strategy. Gr••n Doctor Huge expansion of the team, growing from one Green Doctor to a team of eleven following upskllllng of wider Coach leam. Expandad product range: Trialled Damp and Disrepair offer Sn Bassetlaw and staff￿dSh1re. Int8grated new technologies lo enhanca seDAce sustainabillty. Geographic expansion.. Entered markets In Derbyshire and Leicastershlre. Undertook localised Gonlracts for Amber Valley, Rushcliffe, and BroXt0v￿ Borough Councils. Fundlng from a range of new and establlshed sources: Cadent extension of new 3-y8ar programme. through Groundwork UK, commencing January 2024. Continued Redress fundlng through Groundwork UK and our own successful application for area expansion to Derbyshire and Lelcestershlre. National Grid and National Grld Energy Affordability fundlng. UK Shared Prosperlty Fund additsonal funding in Amber Valley. Broxtowe, and Rushcllffe. British Gas new national funding via Groundwork UK. Natlonal Lottery Cosl of Llvlng Fund. Efficiencies intri)duced to increase productlvity resulting in record level results. 220 homa visits carried out with an esllmated savlng of £41,187 on household energy bills as a result. Smllo B•frlendlng ProJ•ct Contlnued lo recruit. traln, and manage volunteers to the rol8 of b&friender and manage referrals from variety of sources, supporting people to make communlty connections and frlendships, and lessen negative effects of loneliness and isolation. Supported 225 people to not feel socially isolalad by recruiting and training 18 volunteer befrienders across Nottingham City. 84 people supported to attend communlty-based actlvlt18s, lunch clubs etc. 167 participating in sport and physical aclivlty. Sadly, this project ended at th8 8nd of this financial year. due to lack of lunding. We hope to reinstate thi5 prolèct In the future. Page 9 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achlevem•nts and performance Icontinued Now Programm•8 of Work Boyond Barrl•r8~ Soulh Dorby8hlra Set up new holistic employability programme, supporting individuals wllh VI￿rk readiness. as a localise follow on lo Towards Work. Recrulted dedlcated Community Coach to work from wlthln the local communlty. Actively working with 21 aconomically inactive participants, and supported 4 people into employmént, through weekly face to face meetings, Supported people lo access Iralnlng, debt advlce. mental health and houslng support lo ramove barrlers. Hong Kong Brltlsh Natlonals Overseas support programme Set up new slream of work to support BNOS Settle and integrate into the UK New partnershlps set up with this community and er68ted a successful project running September 2023 - March 2024. R8sults Includ8d 129 paopl8 developing language skllls for socialising andlor employment, 104 people accessing employment skills and 8mploym8nt. 44 accessing educalion and 19 accesslng mental health support. 247 people were supported with inlegration into thelr local community. W8 hope to conilnue to support thls community in future years. Grant Manag•m•nt S•rvl¢oslProgramm•8 T•8co Communlty Gran18 (d•llv•r•d vla th• Envlronmont t•am curr•nlly) Supported over 408 grant applications for 34 Tesco regions whlch cover th8 whole of Five Counties. Arranged and Chaired shortlisting meetings with Tesco colleagues. Provide promotional support for Tesco stores and Tesco Community Champions, Indudlng in store events. Provide support for all slore Nominated organisations to achleve applicatlon. Area Based Grants (Nottingham Clty Councll) Maintained our role as Area 3 Lead coverlng the wards Aspley, Bilborough and L88n Valley. Fomied a partnership with 12 local organisations lo deliver the services across these wards for 202312024, delivering Area Based Grants on behalf of Nottingham City Council. Delivery Plan detailing targets and ffinancial allocatlons managed for the Cty Council over the year. Supported partners to develop their own direct offers with the closing of Ihis funding at the end of March 2023. No further funds or programme of delivery available through Nottingham City. Save Our Wild Isles Bid enabler role for the SOWI Community Fund from Aviva, in partnership wilh WWF and RSP8. Worked ag part of a Groundwork UK wide grant support initlative to ald local communities wlth their applicalions, to take action for nature in their local areas. Work8d with 248 individuals through 15 promotional events. 43 networking events, and resulting in 58 engagement opportunities. Page 10 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT ICONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 A¢hlevements and perfomiance (contlnued) Hollday Adbvlty Fund (Nottlngham Clty Councll) Nottlngham Clty Council's Holiday Activities grant funding managed by Grounihvork for a further year. The Area 3 Partnership carrles out dellvery, The aims of the fundlng are for children eliglbla for free school meals or vulnerabl8, to attend provlsion to 8at heallhlly and be mora active durlng school holidays: take part in engaging and enrichin9 activities supporting personal development and educational attainment; be safe and nol socially isolated. Supported local delivery partners thelr localised offers as due to fundlng cuts, Y￿ have exited trom our C(>ordination role for next financial year, Playzone Project Managemonl Contract Playzone project management contract completed. 3 potential localions progressing to full sites across Nottingham city with slronger applications. d. R•Juv•natlng local gr••n plac•s Con88rvatlon manag•m•nt & communlty •ngag•m•nt Derbyshlre County Councll SLA d•llv•r•d •u¢ce•sfully Carried out access Improvemen18 and habilat management to agreed sites Includlng recrultment and rnanagement of local volunteers. Carried oul maintenance of Archaeologlcal Way on behalf of the Bolsover Partnershlp wSth local volunteers, 337.25 volunteer days delivered. Equivalent lo £29,199. Ambor Valley Borough Coun¢ll SLA d•llv•red $ucc•8sfully Mainiained 6 local nature reser4es wilh volunte8rs and frlends. groups. ensuring siles are malntained to increase biodlverslty, new habitals are created as appropriate, species surveys carried out lo monltor success. access routes ar8 malntalned and repaired. 212,445m? land maintained and improvad for blodiversity and access. wllh volunteers - the equivalent of 18 Trafalgar Squaresl Autumn Footprints Walklng Festival - 2 W￿kS of guided walks organised and promoted. Matlock T¢)wn Councll SLA dellvered $u¢cessfully Completed malntenance of various wild sites owned by Matlock Town Councll, working wlth Denesfield Rangers volunteer group. Works include habitat management and ¢￿atIOn. improvemènts and maintenance of access routes, wildlif8 recording and events including pond dipping session wilh local school. 40.200m' land malntalned and improved for biodlverslty and access. wilh volunteers. The equivalent of 1005 bowling greens! Heanor and Loscoe Town Councll SLA dellvered Successfully Red River Local Nature Res8rve managed and maintained with the Friends Group. Improving biodiversity and habitats. carrying out species recordings and mainlaining access. Page11 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Achlevemenl$ and performance (contlnued Natlonal Forest SLA dellvered ¥u¢¢o8sfully Carried out maintenance $8ssions to trails and sites within the National Forest wilh volunteers. Organlsed èvents to Increase participation in the natural environment by the local community. Arranged training sessions for community groups operatlng in the National For8St. Forest work sessions wlth volunteers, facilitation of woodland group training and support. 8EGRO- Grtsn Sklll8 Employment programm• Successfully delivered, with 10 people upskllled and Iralned. Completion of boardwalk and vegetstion maintenance at Nature ReseNe in National Forest. Bolsover Beyond Barrler8 - Green Skllls Employm•nt Programm• Cohort 1 delivered, wlth 4 people upskilled and tralned to Lev812 Brush-cutters and Irlmmers. Dellvery of habitat management including woodland coppiclng lo Archaeologlcal Way within Brook Park. 8rook Parl( Communlty Engag8m8nt Events and conservatlon sessions successfully delivered. Local walks, tslks, children's sesslons and family events. Belng a¢Qlv• outdoor8 Welll•s In Ihe Woods and Got Into Nature Programmes dellvered successfully. 87 adults and childr8n feellng more connected to nalure. 87 people felt Smprovemenls to their manlal health and wellbeing. 24 adults feel more connected lo thelr community. 59 people have made new frier)dships and frlendship groups. CEMEX Educallon Programm• 2 schools engaged in education s8ssions about Ilmestone quarries in operation, re51orallon of quarries and envlronmental Issues. Landscape deglgn Co-op Bretby Cremalorium Sustainable Space design and implementation of capital works successfully compleled. Co-op Dudloy Sustalnable Space design and implementation of capltal works successfully completed. Nottingham City Council's Tree & Woodland Strategy, initial surley compl8te: 1400 responses. Community Workshops completed. Report completed. Belper Community Orchard sketch scheme completed. Consullation phase with Town Council completed, Playzone consultation completed: data collaled, analysed and report produced. Selston Country Park design and implementation of capital v￿rkS completed, Coxmoor Estate Feasibllity Sludy completed. Page 12 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES, REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 hlevemenl$ and performance lcontlnued) Business development Damp and Dlsrepalr Commenced worklng wlth Bassetlaw Districl Council to deliver 300 Damp and Disrepair reports. Created the foundatton to mak8 a wider offer to other dlslrict and borough councils with housing slock. Ashfield and Mansfield have both shown a level of Interest, Other complementary produGts In development Begun lo negotiale complemeniary Oamp and Disrepair offars to idenlify proactlve approaches to other areas of housing stock wher8 our service could be of value. A draft proposal under devalopmoni. to concanlrale our efforts on new r8sidents taking up propertles - this We hope will combat the homes already in a stale of mould and dlsrepair and concenlrat8 more on: the education of bast to look after a property; keep energy efficiencies maximlsed for cost benefits; less fuels used lo support environmental issues,, batter kept housing for health and wellbeing. Ch•apgld• allotments Successful in leaslng, long tèrm, t4VO allotment plots In Cheapside to create a communlty hub, More opportunity to attract différènt lunds. grow a local area and potentially move to managlng the whole slt8 in time for the local councll. UKSPF bid successful to start the consullalion and 3-day events for the community hub. VCSE Energy Efficl•ncy Schem• Workad wlth and developed pathways to be able to dellver DCMS programme In collaboratlon wlth our wlder Groundwork Fedaratlon collea9ues, for furlher training and certification support. Water Llteracy Worked along Groundwork Easl to be part of the suppty chain for th8 8volving Water Literacy training programme. Corporate fundlng Received donations from Enterprise towards the purchase of equipment to support low-income families. Corporate volunteerlng British Gas Zero corporate volunteering day. Enthusiasm and success of the day has led to closer working relalionshlp with Groundwork UK and the corporate volunteerlng team. Sharing of good practice. pap8péiork, and opportunilies to grow Ihis area of the business. Developmonl Sub Commlttee Created thls Sub Committe8 of the board to focus on growth and opportunlty. Development instrumental In the growth demonstrated within th8 Communities and Environment leams during the year. Page 13 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Flnanclal revlèw a. Flnanclal As is apparent from th8 accounts, the year ended 31 March 2024 was a very difficult one. Going into the year wlth the loss of two major contracts which had previously brought in £2.7m or 88% of the organlsation's incomé thls was always going to b8 a challeng8 but there was a clear plan to.. diversify revenues str8ams to r8duce the Trust's dependency on major grants and create unreslriot8d funds that can be used as matched funding for futur8 projects: set a target to deliver activity lo the value of approxlmately £3.0 milllon, maxlmising the charitable impact of th8 Ofganisation. conialn any deficil to around £50k before any addilional penslon costs arfsing from the defined benefit pension scheme's next actuarial valuation; Continuo to identify ways to reduce our cost base whlle rnalntainlng or Improving the quallty of our acilvltlos. Whllst a number of potentSal funding opportunltles were identlfied, these were not secured at the levels requir8d and as the year progressed it became apparent thal conllrmed funding opportunities wer8 unllkely to reach the £3m level in the medium term, It was deaded at the end of the year that resources would need to be signlficantly reducéd lo create a smaller and sustainable organisalSon. A major reslruclure was completed In May 2024 vknich will see the organisation relurnlng to surplus generation in quarter three of Ihe financial year ending 31 Marth 2025. b. 2024 porformanc• Net expendlture before actuarlal gain5 on the Trust's pensions schames of £589,061 was considerably above the level of the prevlous year (£108.957). This ongoing operational loss reinforces thg decislon to develop the new 5trateglc framework for the Tru3t to create a sustalnable financial base from whlch to deliver our charitable objectives. c. Incom• Income reduced from £4.6m last year to £1.4m. The Trust's biggest funders in 2023 were the Natlonal Lottery with £2.4m of income for the Bullding Better Opportunities programme and £1.6m of incomé from Iha UK government's Community Renewal Fund delivered through both Nottingham City Council and Nottinghamshire County Council. On completion of these Iwo m8jor projects there was just £0.3m of residual Income received thls year on thes8 projecls. Whllst Income from other sources doubled from £0.6m In 2023 to £1.2m in 2024 thls VIPS some short of Ihe target levels set. d. Exp•ndlture Expendilure in 2024 decreased to £2.Om from £4.7m in 2023. Within this. £0.7m <44°h). (2023 £3.1 m {65%)) was the direct cost of delivering the piojects. The other major cost was our stsff team which decreased Irom £1.4m {30°/o of total spend in 2023) to £1.2m {SO % The staff team was reduced l018V8ls required to deliver the new slrategy, but wlth the grcmth levels not achi8ved this level of resource was not sustalnable going forward and has been reduced further in the latest restructure. Page 14 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES, REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Llquldlty Cash at bank and In hand at the end of the year was £94,441 providing a small buffer whilst the lale5t restructure takas effecl. f. Golng con￿rn The Trustees have revlewed a forecast for a perSod of Iwelve months from Ihe date of approval of these flnanclal statements and balleve that It is appropriate for the Company's financlal statements to be prepared on a golng oncern bas15. How&var, Ihe Trustees also recognise that following this year's performance existing cash reserves have reduced significantly. The forecest producèd for the next Iwelve months shows that profitability and cash levels will reach a sustainable level, However, whilst the restructure has 3ignificantly reduced the overall cost basè, the loss of the National Lottery '8uilding Better Opportunities, funding has created a need to find alternatlve sources of income and we must racognise that as the for8casts stlll r8quir8 some growth over this year's achieved income levels. there is materlal unc8rtalnty thal If thls gr0￿rth Is not delivered any remalnlng cash reservès could be exhausted. Please refer to the Trustees report for further détsil and context. The Trustees contlnue to ensure that projecled ¢ashflows ara monltored based on confirmed Income on weekly basis and. working dosely with Groundwork UK. wlll take such Steps as necessary to secure addltlonal funding or amend the cost base as approprlate to ensure the charity remains a going concem. g. Reserve8 poIIcy Historically the Trust's agreed Reservès Policy has been to provide three months cover for all staff salarie8 and cash overheads (i.e. excludlng depreciation ar•d other non-cash items) as well as covering all liabilili8s on outslanding contracts. Additionally in 2022 the Trust also agraed to continue to provide a conlingency of approximately £50.000 to guard the Trust agalnst unforeseen risks includlng: laklng professlonal advlce in relatlon to governance and compllance matters, and safeguarding agalnst contracl risks. L8St year the Board noled that In setting out to dellver Its new strategy reserves Sevels mighl fall b&low this level in the short term, but careful monitoring of cash forecasts should ensure our obligations to salaries, suppliers and fvnders can contlnue to be met. This remains the position for Ihe financial year ended 31 March 2025, with reserve levels forecasl to increase across the year but still below the pr8viously agreed targets. Page 15 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT ICONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Structure, govemance and managemont a. Constitutlon Groundwork Five Counties is registered as a charltable company limited by guarantee and was sel up by a Trust deed. Th8 management of the Charlty is the responslblllty of the Trustees who are elected and C￿0p1ad under the terms of the Trust deed. The Board are responsible for Ihe overall governance of the Trust in accordance with Company and Charity Law. The Trusl88s may al any time appoint any individual who is eligible as a Trustee by a resolution passed at properly convened meetlng of the Trustees. Trustees other than the Groundwork UK Trustee shall hold offic8 lor such terms determined by the Trusl8es provided that no Trtsstee shall serv8 longer than three temis of three years (In excepts'onal cases). The 8oard continuos to move to a more repres8ntstive structure on a skills basls and representative of the much larger new geographical coverage of th8 organlsatlon. Further trustee iecruitment Is planned for 202412025. The Groundwork UK Trustee shall be an Individual nomlnat8d by Groundwork UK. The Gioundwork UK Truslee Shall hold office for such terms detemlned by Groundwork UK provided thal no Groundwork UK Trustee shall serve longer than three temis of three years (in exceptional cases). All new Directors undergo an induction piocess lo acquainl them with the Trust's Charitable Objects; pollcles and praclise,. aims and objectives: management and govemancè., and whal is expected of them under legislation. with reference to Charity Commission guidance. Govemance Training is provided, and all Directors are expecled to commit to the Principles of Public Office. The Board operates In an open and transpar?nt manner, balanclng opportunity against risk with the objective of ensuring the long-tem sustainability of the Trust. It delegates certain powers in connection with th8 manag8m8nt and administration of the Trust as sat out b8k)w. Thls Is controlled by regular reportlng back to the Board so that all declsions made under delegated powers can be ratified by the full Board In due coursa. b. Commltteos ol the Board Th8 Board has thre8 sub-commih889 vA)o work withln paramel8rs d8fined by their respective approved Terms of Reference. As dlrected by the Board, 811 Committees regularfy report back to and provide recommendations to the Board. The overall purpose of each committee is set oul below: Audil and Finance Commillee to ensure that there is a framework for aC￿untabl1ity. for examining and revlewing all systems and methods of control both financial and otherwise including risk analysis and rlsk management: and ft)r ensuring Ihe Trust is cornplying with all aspects of the law. relevant regulations and good practice. The Committee 15 SUPPOrted by the appolnted Finance Advisor. Human Resourc8s Committee - to assist the Board in the dlscharge of their responsibllltles for agreeing the staff plan, remuneraling employees, reviewing HR systems and policies, ensuring that the Board has a full complement of members and ensuring the Trust is complying with all aspects of the law, relevant regulations and good practice. The Committe8 IS supported by the Chief Executive Officer. This Sub-committee, following a short pause, is to be reconvened with the increase in new Trustees in 202412025. Development Commitee - started in September 2023 to ensure a joined up and collaborative approach lo new developmenls. marketing and fundraislno strategy betsveen the Board and Senior Management Team. and to monitor compliance and risk within. This committee replaced the previous Compliance Committee whose responsibilities were dispersed amongsl the remaining sukFcommittees. Page 16 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT ICONTINUEDI FOR THE YEAR ENDED 31 MARCH 2024 Structure, govornance and managemént Icontlnued) c. Chlof Execu15ve Offlcer The Chief Execulive OfficerlEx8CUtive Dlfector is responsible for the day-to-day management of the Trust's affairs and for implementing the policies agreed by the Board of Directots. Tha Chief Executiv8 Officer is assSsted by a small team of Senlor Managers. d. Rlsk manag•m8nt The Board and its sub committees lead in assessing potentlal business risks fac5ng the Charity. 11 works with the Senior Management team to minimise those risks. During th8 year, under the guidanc8 of the committees, Ihe Board was able to consider how the Trust mlght respond to identified risk. In terms of overall risks. the biggest risk to the Trusl Is In securlng funding to continue its activities, In the Charlty's case its reliance on one or two major funders left it vulnerable as we moved into 202312024. Thereforé, the Charity is working hard lo diversify Its funding to ensure its sustainability going forward. Outslde of the risks associalgd with securing income, the Trust r8cognlses that the followlng major rlsks exlst.. In terrns of its people, wher8 because of Its size there is 8 dangèr thal key skills and knowledge are held by a single person: In terms of its syslems, where a key part of the Trust's success Is bas8d upon Its syslems which if disrupted would have a slgnificant ability on the Trust lo opeiate; and The liabllity on Ils former defined benefit penslon scheme, In recognising the above risks, tha Trust's Dliectors and Senior Management have put in place actions to mitigate against thésé risks as well as regular review of both the risks and rnitigallng actions. •. Tralnlng and communleatlon The Trust recogniges the valua of Its people and is commltted to the trainlng and career development of all employees. Employe8s are kept fvlly informed of (and contribute to) development of strategy, objectives and dellvery of stretching targets as well as news of day-to-day activities and evenls. Regular Information about the organisation Is available through various methods. All employees are encouraged to contribut8 their suggestions for improving the or9anisation. The Trust has comprehensive Human Resources policies and procedures. wilh particular attention paid to Health, Safety and Welfara. The Trust supports equal opportunitie5 and diverslty and has a pollcy of recruitmént and promotion at all levels based on aptltude and ablllty. Th& Trust Health, Safety and Welfare policy. supported by the staff training plan. sets out minlmum standards of H8alth and Safely Iraining for all staff. This Includes Health and Safety Overview, Risk Assessment, Manual Handling and Fire Training componenis. The policy is review8d regularly in order to ensure compliance with latest guidance. The Trust has an approved Equality and Diverslty Policy. Staff and subcontractors are expected not to discriminate on th8 grounds of race, gender, ethnicity, nation8lity, religious belief, disability, and marital stalus. and sexual orientation, responsibilities for dependanls or unrelated criminal Convictions. Induction training and our Behaviours Framework provides a vehicle for ensuring that diversity is valued by all staff. The Trusl is committed to ensuring that both equal opportunity and div8rsity agendas are reflected in all Its activities. Page 17 GROUNDWORK FIVE COUNTIES {A company Ilmltéd by guaranle•) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Structure. governance and management (contlnuedl f. Penslons All employBes are encouraged lo loin the Trust's pension scheme. For those who join8d Ihe Trust after April 2008 this is a mon6y purchase scheme provided through AEGON Scottish Equitable and is a federation-wid8 schem8 arranged by Th8 Groundwork Federation. Historically the organisatlon has been part of the Local Governm8nt Pansion Scheme (LGPSI, adminlstered by Nottinghamshire County Council, which is 8 deflned benefil pension scheme. During the year the last contributing employee left the organlsatlon, this employe8-cessation event wlll result in an amortSsalion of future The Charity is in dialogue with Nottinghamshire County Councll to establish the final liability figure. An in- principle agreement has been made lor a Deferred Debt, and whilst we still await final figures on the ov8rall liability we are confident that thera wlll be no short term request to recover the fvll liability. The auditorfs report notes Ihat in the absence of a final figure or accurat8 estlmale from thè Councll, an amount cannot be shown on the balanc8 shaet but will appear as a Contingent Liability. Page 18 GROUNDWORK FIVE COUNTIES (A company Ilmlt•d by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Structure, govemance and management Icontlnu•d) . Advlsers to tho board (as at 31 March 2024) Executlve Offlcers: Interim Chief Executive Officer Head of Communities and Impact Head of Environment Head of Development Head of Operations (Extemal) Financial Adviser Gareth James (until February 2024) Penny Halewood Jo Phelan Darryl Plumrner Adam West William Howarth Charter•d Accountants UHY Hacker Young LLP 14 Park Row Nottingham NG16GR Sollcltors Browne Jacobson 44 Castle Gate Nottingharn NG16EA Insurance Advlser PIB Insurance Brokers Crown House, Wesl Carr Road Refford DN22 7SW Ext6rnal Audltor PKF Smith Cooper Audit Limlted 2 La￿ Market Squa Nottingham NG1 1PB Value Added Tax Advlser County VAT Consultancy Pippin Cottage Broadlane Bishampton Worceslershire WR10 2LY Health and Safèty Advls•r PIB Risk Management. Rossington Business Park West Carr Road Nottinghamshire DN22 7SW Employmant Lawyer Gunnercooke LLP 1 Cornhill London EC3V 3ND Bankers National Westminster Nottingham Smiths Branch 16 S Parade Nottingham NG12JX Lloyds TSB 12-16 Parliament Street Nottingham NG13DA Page 19 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee} TRUSTEES, REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Plans for futurè perlods Looklng ahead to the futur• 2023 - 2025 and beyond April 2024 saw the swift implem8ntation of our reslruclure wilh this process complete and a new leadership and organisalional structure in place from the end of that month. We now hava an operating model and financlal plan aligned to our reduced turnover target of £1.265m for 202412025. A Busln8ss Plan is In place, with recovery and growth at Its cora. Recovery and growth buslness plan priorits'es Now Leadershlp: Appolntlng a new Executlva Director frorn Aprll 2024 with support from Groundwork UK and a solld financial plan for a successful 2024125, Staff Focus: Priorilisin9 Staff morale and security post-reslructure through improved communScation and engagement. Flnanclal Stablllsatlon: Prioritizlng the stabilisation of th6 organisation and rebuilding reseNes to ensur8 security for slaff and ben8ficiaries following financlal challenges in 2023124. Expanding 8uc¢•8sful servlces: Sacurlng funding to enhance and expand the Green Doctor se￿1¢0 across new regions. Geographlc Expanslon: Targeting growth into new areas whlle evolving the Green Doctor and commercSal offerings, including tha Damp and Disrepair Se￿ice. Efflclency Flrst: Focusing on optimlslng current income and dallvery mod8ls before expandlng the staff team. Green Communlty Hub.. Launchin9 8 community garden project at Worksop Cheapsido, aimed at hosting volunleer days, family engagement and educational events. Corporat• Engag•m•nt: Expanding partner3hlps wilh local buslnesses to grow our corporate volunteerlng program and build a supporter base for additional income. Enhancod Marketlng.. Improved marketing strategy and presence, focuslng on showcasing our impact, Collaboratlve Advocacy: Working wllh Groundwork UK'S Pollcy and Public Affalrs team to engage with thè Ea8t Midlands Combined County Authority and adapt to Chang￿ after Ihe general 818clion. Income DSv•rslflcatlon: Driving efforls lo dlversify income and create flexible funds for delivery and recovery. whlle testing new products and sep4ices. Strateglc Program D•velopmfjnt: Managing programmes that allgn wllh our objectives: enhanclng lives and communities. protecting green spaces, and creating pathways to green Jobs and volunteering. Publlc Affalrs Focus: Prloritizing public affairs to enhance visiblllty and credibllity with public sector stakeholders. Impact Sharlng: Strengthening impacl sharing and learning to improve local delivery. Dlverslty and Growth: Building an effective, diverse organisation Ihat reflects our communities and supporls career development. Page 20 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Acknowledgèment8 We are indebted to the following trusts, foundations and donors for their invaluabl8 help in providing funds to support our charitable work this yèar.. Amber Valley Borough Council Bassetlaw District Council Bolsover CVS Boots CharStable Trust British Gas Warmer Homes 8roxtowe Borough Councll Cadent Foundation Cemex Central Government via Inspire Culture Charities Aid Foundatlon - Watburtons Comlc R81ief Community Vaccine Champions Fund D8partm8nt for Levellin9 Up. Houslng and Communltles. Education and Skills Funding Agency- Community and Family Learning- Nottlngham City Council Energy Industry Voluntary Redress Scheme Enterprise Car Renial Football FoundatSon vla Actlve Partnerships Tiugt Groundwork East Groundwork UK Independence At Home Jones 1986 Charitable Trust Lady Hind Trust National Energy Action Centre for Sustalnable Energy - Natlonal Grid (Community Matters Fund- Fuel Povety and Energy Affordability Fund) Nallonal Lottèry Communlty Fund European Soclal Fund National Lottery Heritag8 Trust via Groundwork UK NottSngham City Councll Nottlngham College R Nuttall Ridge Clean Energy Ltd RS Logistlcs Rushcliffe Borough Council Save our Wild Isles SEGRO Shakespeare Martineau Tesco Slronger Starts The Gray Trusl The National Forest Company The Warburtons Foundation Thomas Farr Charlty vla Nottinghamshire Community Foundation UK Shared Prosperity Fund Page 21 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) TRUSTEES. REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2024 Statement of Tru$lee8' responslbllltlés The Trustees (who are also the directors of the Charity for the purposes of company law) are responsible for preparlng the Trustees. report and the financial statemenls in accordance with applicable law and United Kingdom Accourbting Standards (United Kingdom Generally Accepted Accounling PracU￿>. Company law requires the Trustees to pr8par8 financlal statements for each financial year. Under company law, the Trustees must not approve the financial statements unl8SS they are satisfled Ihat they give a true and falr vlew of the stale of affalrs of the Charity and of its irbcomlng resources and applicatlon of resources, Including its Income and expenditure, for that perK)d. In preparlng these financlal statements, the Trustees are required to: select suitable accounting pollcies and then apply them consistently; obsenle the methods and piinciples of th8 Charlt18s SORP {FRS 102)" make judgments and accounting estimates that are reasonable and prudanl: state whether applicable UK Accounting Standards (FRS 1021 have been followed, subject to any ma18ri81 departures disdosed and explained in the financial statements., prepare the financlal statements on the going ¢oncem basls unless it is Inapproprlate to presume Ihal the Charity will continue in business. Th8 Trust888 ar& responsible lor keeping adequate accounting record5 that are sufficient lo show and explain the Charltys transactions and disclose wilh reasonable accuracy al any tlme the financlal posltlon of th8 Charlty and enable them lo ensure that the flnanclal statements comply wlth the Companles Act 2006, They are also rèsponslble for safeguardlng the assets of the Charity and hence for taking reasonable steps for tho prevention and detection of fraud and other irregularltles. Dlsclo•ure of Informallon to audllors Each of the petsons who are Trustees at the Ilme when thls Trustees, report Is approved has confirmed that.. so far as that Truslee Is aware. there Is no relevant audlt Informatlon of which thé charltls auditors are unaware. and that Trustee has taken all Ihe sleps that oughl to have been taken as a Truslee In order lo be aware of any relevant audit information and to establSsh that the charitys audltors are aware of that information. Audltors Thè auditors, PKF Smith Cooper Audit Limiled, have indicated their willingness to continue In office. The designated Trustees will propose a molion reappointing the auditors al a meeting of the Trust88S. Approved by order of the members of the boaid of Truslees and signed on their behalf by: Ms M J Madln Chair Oate: 20 November 2024 Page 22 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) INOEPENDENT AUDITORS. REPORT TO THE MEMBERS OF GROUNDWORK FIVE COUNTIES Oplnlon We have audlted the tlnanclal statements of Groundwork Five Counties (the 'charitable company,) for the year ended 31 March 2024 whlch compri58 the Statement of financial activitles. Ihe Balance sheet, the Statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in Ihelr preparation is appllcable law and United Kingdom Accountlng Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ir81and' (United Kingdom Generally Accepted Accouniing Practice). In oui opinion th8 financial statements: give a true and lair view of th8 State of the chafitable companvs affairs as at 31 March 2024 and of ils incomlng resources and application of ￿$OurceS. Sncluding its Income and expenditure for the year thèn have b88n properly prepared In accordance wlth Uniled Kingdom Generally Accepted Accounting Practlce,, and have been prepared in accordance with the requirements of Ihe Charities Acl 2011. Basls for oplnlon We conducted our audit in accordance with Intèrnatlonal Standards on Auditing {UK) {ISA8 (UK)) and appllcablo law. Our responsibilities under those slandards are further descrlbed In the Auditors, respon$ibilitl8s for the audit ol the Ilnanclal statements sectlon of our r&port. W8 ara Independent of the charltable company In accordance wlth the elhlcal requirements that are r81evant to our audit of the finandal statements In the United Klngdom, including the Financial Reportlng Council's Ethical Standard. and we have fulfilled our other ethical responsibilities in accordance with these requifernenis. We belleve that the audlt evidence we have obtained is sufficient and approprlale to provide a basls for our opinion. Mat•rlal unc•rtalnty rnlat•d to golng concern We draw attentlon to note 2.2 in the financial statements. which indicates that new funding streams in 2024 have not yet r8ached sustainable levels and 8XlStlng cash r8serves have reduced. As stated In noto 2,2. these 8vents or conditions, along with the other matters as set forth in the note 2.2. indicate Ihat a malerial uncertalnty exists that may cast slgnlflcant doubt on the charitablè companvs ablllty to contlnue as a going concern. Our opinion is not modlfied In respect of Ihis matter. In audltlng Ihe financlal statements. we have concluded that the Trustees, use of the going concem basis of accountlng in the preparation of the financial ststements Is appropriale. Our r8sponsibilities and the responslbllSties of Ihe Trustees with respect to going concern are described in the relevant sections of this report. Page 23 GROUNDWORK FIVE COUNTIES (A Company Ilmltod by guarant88) INDEPENDENT AUDITORS. REPORT TO THE MEMBERS OF GROUNDWORK FIVE COUNTIES (CONTINUED) Other Informatlon The othor Informatlon comprfses the informalion Included In the Annual report other Ihan the flnanclal statements and our Auditors. report thereon. The Trustees are responsible for the other information contained within the Annual report. Our opinion on the financial statements does not cover the other informalion and, except to the extent oth8rnise 8xplicilly stated in our report, we do nol express any form of assurance conclusion thereon. Our responsibility is to read the other information and. in doing so, conslder whether the other information is materially inconsistent with th8 financial ststement5 or our knowledge obtained in the course of th8 audlt, or otherwise appears to be mat6rially misstated. If we identlfy such malerial inconsistencies or apparenl material misstatements. are required to determina whéther this gives rise to a material misstalemenl in Ihe financial ststements themselves. If. based on th8 v￿rk we have performed, we conclud& that there is a mat8ri81 mlsstatement of this other Infomiatlon, we are requir8d to report that fact. We have nothing io report In thSs regard. Matt•rs on whlch w• are rèqulred to report by exceptlon We have nolhlng lo reporl In respect of thè following matters where the Charities (Accounts and Reports) Regulalions 2008 requires us to report to you if, in our opinion.. the information given in the Trustees, report 18 inconsistent in any material r8SPeCt with the financial statements. or sufficient accounting records have nol been kept: or the financlal statements are not In agreement with the accounting r8cords and returns: or we have nol recelved all Ihe infomiation and explanations w8 requlre for our audit. R•sponslbllltl•s of tru8t••8 As explaSned more fully in th8 Trustees, rasponsibilities stalem8nt, the Trustees (who are also the dlrectors of the charltabl8 company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that Ihey glve a true and falr vlew, and for such Internal control as the Truslees determine is necessary to ènablè the preparation of financial statements that are free from material mlsstalemenl, whether due to fraud or error. In preparlng the financlal statements, the Trustees are responsible for as5assing Ihe charitable compansls ability to continue as a going concern, disdosing, as appllcable, matters related lo going concern 8nd using the going concern basis of accounting unless the Trust88s eilher intend to Ilquid8te the charitable company or to cease operations, or have no realistic alternative but to do so. Page 24 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) INDEPENDENT AUDITORS, REPORT TO THE MEMBERS OF GROUNDWORK FIVE COUNTIES (CONTINUED) Audltors. responslbllltles for th• audlt of tho financlal stalements We have been appointed as audltor undar section 144 of th8 Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder. Our objectives are to obtaln reasonable assurance about whether the financial statements as a whole are free from mat8rlal misstatement, whether due to fraud or error, and lo issue an Auditors, r8POrt Ih8t includes our opinion. Reasonable assurance is a hlgh level of assuranc8, but is nol a gu8ranle8 that an audil conducted in accordance with ISAS (UK) will always detect a material missiatement when it exlsts. Misstatèments can arise from fraud or 8rror and are considered material If. Individua15y or in tha aggregate. thay could reasonably be expected to influence the economic d8clslons of us8rs taken on lh8 basis of these financial statements. Irregularltles, Includlng fraud, are instances of non-compliance with laws and regulations. We design procedures In Ilne wlth our responsibilities, outlined abov8, to detect malerlal mlsstatemenls In respect of Irr8gularltles. including fraud. The extent to whlch our procedures are capable of detecting Irregularities. Includlng fraud is detailed below.. Based on our understanding of the company and industy. wa Identify the key laws and regulatlons affecting the company. We identified that Ihe principal risk of fraud or non-compliance with laws and regulatlons related lo.. management blas In respect of accounting estlmates and judgemenls made; management override of control: posting of unusual journals or transaclions. We focussed on those areas Ihal could give rise lo a material misstatement in Iha Soclety's fin8ncl81 siatements. Our procedures included, but were nol limited to: enquiry of management and those charged with govemance around aclual and polential litigation and clalms, IncludSng Instances of non-compllance wlth laws and regulatlons and fraud., reviewing minutes of meetings of thos8 charged with govemance where available; reviewing legal expenditure in the year to idaniify instances of non-compllance wilh laws and regulations and fraud; revl8wlng financlal statement disclosures and testlng to supporting documentation to assess complianc8 wlth applicable laws and regulations; performing audil work over the risk of management overrlde of controls, including testing of joumal entries and olhor adjustments for appropriateness, evalualing Ihe business rationale of slgnificant transactions outside Ihe nornial course of business and reviewing accounting éslimales for bias. It is the primary responsibility of management, with the oversight of those charged wilh governance, to ensure that th6 enlilws operations are conducted in accordanc8 with the provisions of law3 and regulations and lor the prevention and deteclion of fraud. Because of the inherent limitations of an audit. there is a risk that W8 will nol detect all irregularities, Sncluding those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more Ihat compliance viith a law or regulation is removed from the events and transactions flected in the financial stalemenls, as we will be less likely to become aware of inslances of non-compliance. The risk is also greater regarding Irregularities occurring due to fraud rather than error. as fraud involves intenlional concealmenl, forgery, collusion, omission or misrepresentalion. A further description of our responsibilities for the audil of the financial statements is located on the Financial Reporting Council's website at: Mvw.frc.o udilorsres onsibilities. This description foms parl of our Auditors. report. Page 25 GROVNDWORK FIVE COUNTIES IA com￿nY Ilrnll•d by guarant••) INDEPENDENT AUDITORS. REPORT TO ThE MEMBERS QF GROVNDWORK FIVE COUNTIES (COIITINUED) UM of our r•port Thls repx)rt Is mada 8010ty io the charkable cornpanvs trustees, as a body. In a¢cordarKe wlth Part 4 of Iho Chathi'es (Accounts and Reports) Regulallons 2008. Our audil woik has been undertakén 80 th81 VKJ mlghl Slate to Ihe chafllabb companjls tiustoes those matters wa arn wuired lo slal¢ to thom in an Audllors. report and lor no other purpos8. To Ihé fullest extent perniltted by law, ￿ do not acce￿ or a89￿7e respor￿[bIlIty lo anyone olher than Ihe charlt8ble company and 5t8 members. as a body. for our audll wort(, foi Ihl8 report, ow ftjr Ihe oplthns wo have lomied. PkF &.ft/ PKF Coop•r Audtt Llmlt•d ststutory Audtors 2 LÉC• Mathet Squarn Nottlrvjharn NG11P8 27 November 2024 PKF Smoth Cooyr Audll Llmlled are ellglblg lo 88 audltorn In terms of 8•ctlon 1212 of the Compan￿9 Acl Page 28 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) STATEMENT OF FINANCIAL ACTIVITIES {INCORPORATING INCOME AND EXPENDITURE ACCOUNn FOR THE YEAR ENDED 31 MARCH 2024 Restrfcted Unrestrlcted funds funds 2024 2024 Total funds 2024 Total lunds 2023 Note Incom• from: Charltabla actlvltS0s Other trading activitiés Investments 1.386,668 1,386.668 7,664 5,808 4, 604, 031 t3,770 1, 523 7,664 5,808 Total Incom• 1.386,668 13,472 1,400.140 4,619,324 Expondltur• on: Ralslng funds Charitable activitles 5.119 1,984.082 5.119 1,984.082 13,039 4,715,242 Total •xp•ndltur• 1,989,201 1,989,201 4. 728,281 Not l•xp•ndltur•lllncom• Transfers between funds (602,5331 331.564 13,472 (331,5641 (589,061) (108,957) 14 Net movement In funds befor• other recognlfjed galns1(105ses> (270,9691 (318,0921 (589,061) (108,957) Othgr r•cognlB•d gainsl(losses): Actuari81 gains on defined benefit pension schem8S 21 138.000 138,000 852.000 Not mov•m•nl In funds (132,9691 (318,092) (451,061) 743.043 Reconclllatlon of fund8: Total funds brought forward Net movement in funds (40.8431 {132.969) 473.968 {318,092) 433,125 1451,0611 (309,918) 743,043 Total funds carrfed forward (173,812) 155,876 (17,936) 433,125 The Stat6ment of financial aclivilies includes all gains and losses recognised in the year. The notes on pages 30 to 47 fom part of these flnancial stat8m6nts. Page 27 GROUNDWORK FIVE COUNTIES (A Company Ilmlted by guarantee) REGISTERED NUM8ER: 02556957 BALANCE SHEET AS AT 31 MARCH 2024 2024 2023 Note Flxed assets Tangible assets Current assets 17,840 20.212 Debtors Cash at bank and In hand 12 209.643 94.441 370, 742 513,567 304,084 884.309 Creditors: amounts falling due within ona year 13 (339,860) (339,396) Not current Ilabllltles l assets (35,776) 544,913 Total a•8•t$1•88 ¢urrgnt Ilabll•tl•a N•t Ilabllltleg l as$•ts •xcludlng penslon asset I Ilablllty Defined benefit pension scheme asset i Ilablllty (17,936) 565,125 (17,938) 565. 125 21 (132,000) Total net a8SOt8 (17,936) 433. 125 Charlty fund8 Reslrlcted funds Unrestrlded funds 14 14 (173,812) 155.876 (40, 843) 473.968 Total funds {17.936) 433. 125 The entity was entilled to exemption from audit under section 477 of Ihe Companies Act 2006. The rnembers have not required the entity to obtain an audit for the yeaw in question in accordance with section 476 of the Companies Act 2006. However. an audit is requlr8d In accordance with sectlon 144 of th6 Charities Act 2011. The Trustees acknowledgè their responsibilities for complying With the requirements of the Act with respecl to accounting r8cords and preparation of financial statements. The financial ststernents have baen prepared In accordance with th8 provisions appllcable to entltles subject to the small companies reglme. The financial statements were approved and authorised for issue by the Truslees and signed on their behalf by.. Ms M J Madin Chair Dale: 20 November 2024 The notes on pages 30 to 47 form part of these financial statements. Page 28 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guaranlgè) STATEMENT OF CASH FLOWS FOR THE YEAR ENDEO 31 MARCH 2024 2024 2023 Cash flows from operatlng actlvltles Net cash used in operating acllvitles (note 17) (416,112) (342.837) Cash Ilows from Investlng actlvltle$ Dlvodends, interests and rents from investments Purchase of tangible fixed assets 5,808 (8,822) 1,523 (813) Nat cash (usèd in)Iprovld•d by Inve8tlng actlvltle• (3,014) 710 Change in cash and cash equlvalonts In thé y•ar Cash and cash equlvalents at the beginning ol the year (419,126) (342,127) 513,567 855,694 Cash and cash •qulval•nt$ at the end of th• year (note 18) 94,441 513,567 The noles on pages 30 10 47 form part of these financial statements Page 29 GROUNDWORK FIVE COUNTIES (A Company Ilmltèd by guarantee NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Genèral Informatlon The Trust Is an incorporated Charity. reglstered In England. Its regist8red office is 16 Comm8rc8 Squar8, Lace Market, Nottingham, NG11 HS and tho charSty number is 1003426. The presentation currency of the financial statements is pounds sterling (£), and the financial stalernenls are rounded to the nearest £1. Accountlng pollclfjs 2.1 Basls of preparatlon of flnanclal statements The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - Accounting and Reportlng by Charilies.. Statement of Recommended Practice applicable to charities pr8parlng their accounts in accordance wilh the Financial Reporting Standard applicablè in the UK and Republic of Ireland {FRS 102) (effeclive 1 January 2019), the Financial Reporting Standard applicable in Ihe UK and R8publSc of Ireland {FRS 102) and th8 Companies Act 2006, Groundwork Flve Counlios meets the definltlon of a publlc benefit entity under FRS 102. Ass8ts and liabilities are initially recognls8d at hlstorlcal cost or transaclion value unless othep•vlse stated in the relevant accountlng pollcy, 2.2 Golng concern The Truslees have reviewed a forecast for a period ol twelve months frorn Ihe date of approval of these financlal statements and belleve that it is appropriate for the Company's financlal statements to be prepared on a going concern basis. HOV￿Ver, the Trustees also racognise Ihal following this yearfs performance existing cash resoNes have reduc8d significantly. The forecast produced for the next twelve months shows that profitablllty and cash levels will reach a sustainable level. How8v8r, whllst thè restructure has significantly reduced Ihe overall cost base, Ihe loss of the National Lottery 'Building Better Opportunities, funding has created a need to find altematlve sources of income and we must recognlse that as the foracasls still require some growth over this year's achieved incoma lèvels, there is a material uncertalnty that if this grovrth is not delivered any remalnlng cash reserves could be exhausted. Please refer to the Truslees report for further detail and context. The Trustees continue lo ensure that projecled cashflows are monitored based on confirmed income on a weekly basis and, working closely with Groundwork UK, will take such st8ps as Decessary lo secur8 addltlonal fundlng or amend the cost base as appropriate to ensure the charity remalns a going concern. 2.3 Income All income is recognised once the Charity has ents'tlement to the income, it is probable that the income will be received and the amount of income receivable can be measured rellably. Granls are included in the Statement of financial ackn'vities on a r8ceivable basis. The balance of income received for specific purposes but not expended during the period is shown in the relevant funds on the Balance sheet. Where income is received in advance of entill8ment of receipt. its recognition is deferred and included in creditors as d8ferred income. Where entitlement occurs before incom8 is received. the income is accrued. Gifts in kind donated for distribution are Induded at valuaiion and r@CO9nised as Income when they are distributed to the Projects. Gifts donated for resale are included as income when they are sold. Page 30 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Accountlng pollcle$ (contlnued) 2.4 Expendlture Expenditure is recognised once there 15 8 legal or constructive obligation to transfer economic benefit to a third party, it is probable that a Iransfer of economic benefils will be requir8d in settlement and the amounl of the obligation can be measured reliably. Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs. including support costs involved in undertaking each aclivily. Direcl costs attributable to a single aclivity 8re allocated directly to Ihat actlvity. Shared costs which conlribute to mor8 than one activity and support cosls which are not attribulable to a single activity are apportioned between thoso aclivities on a basis consistent with the use of resources. Central slaff costs ara allocated on the b8sls of time spent, and depreciation chargas allocatad on the portion of th8 asset's use. Expenditure on ralslng funds Includes all expendlture Incurred by the Charity lo raise funds for its charitsble purposes and Includes costs ol all fundralslng activities events and non-charllablo trading. Expendilure on charitable activitios Is incurred on diréctly undertaking the activities which further the Chafity's objectiV8s, as well as any associated support costs. All expenditure is inclusivé of irracoverable VAT. 2.5 Intor•8t r•c•lvabl• Interest on funds held on deposit is included when receivable and the 8mount can be measured rellably by the Charity; this is normally upon notification of the interesl pald or payabl8 by the Institution with whom the funds are deposited, 2.6 Tanglble flxod asset8 and d•pr•clatlon Tangible fixed assets are initially reco9nised al cost. After recognition. und8r the cost model, tangible fix8d assats are measured at cost18ss accumulaled depreciation and any accumulated impairm8nt losses. All costs incurred to bring a tangible fixed asset into Its intended working condition should be included in the measurement of cost. Depredation is charged so as to allocate the cost of tanglble fixed ass8ts less thelr residual value over their estsmaled useful Ilves. using the slraight-lin8 mèthod. Depreclatlon Is provlded on the followlng basls: Motor vehicles Office equipment 200/0 Stralght Ilne 20% Stralght line 2.7 Debtors Trade and olher d&btors are recognised at thé sèttlement amount after any trade discount offered. Prepayments are valued 8t the amount prepaid net of any trade discounts due. 2.8 Ca$h at bank and In hand Cash at bank and In hand includes cash and short-term highly liquid investments wlth a short maturlty of three months or less from the daté of acquisition or opening of the deposit or slmSlar accounl. Page 31 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDEO 31 MARCH 2024 Accountlng pollcl88 Icontlnued) 2.9 Llabllltl•s and provlslons Liabllltles are recognised when there is an obligation at the Balance sheet date as a resull of a past event. it is probable that e transfer of 8conomlc benefit will be requir8d in settlement, and the amount of the seitlement can be estimated reliably. Liabilities are recognised at the amount that the Charily anticipates it will pay to settle the debt or the amount it has received as advanced paymenls for the goods or servlces it must provide. Provisions are measured at the best 8Stimat8 of the amounts required to settle the obligation. Wh8r8 th8 effect of the tirne value of money is material, the provision is based on Ihe pres8nt value of thosa amounts, dlscounted at the pre-tax discount rate that refl8Cts the risks speciflc to the IlabllSty. The unwlndlng of the discount is recognised in the Statement of flnancial activitles as a finance cost. 2.10 Operatlng l•aso• Renlals paid under operating leases are charged to Ihe Statement of financial activities on a strai9ht- line basi$ over the18ase term. 2.11 P•nslon• The Charlty operates a defined contribution pension scheme. Contributions to the scheme ar8 charged against profits as they arè paid and tha only liability in respect of this scheme is any unpaid Contributions al the y8ar end. The Charlty operates a defined benefit pension sch8mè and the assets are held separately from those of the Company In separate tiustee admlnlstered funds. Pension scheme assets are measured at fair value and liabilltles are measured on an actuarial basis using the projected unit method and discounled al a rate equivalent lo ihe currenl rate of return on a high quality corporate bond of equlvalent term and currency to tha Ilabilities. The 8ctuari81 valuations are obtalned at least triennially and are updaled at e8ch balance sheet date. The amounts charged lo operating surplus are the current service costs and gains and losses on the settlements and curtailments. They ara Included as part of staff costs. Pasl servlce costs are recognised immediately in the Statem8nt of Financial Activities il the benefits have vested, If Ihe beneflts have not Vested immedlalely, Ihe costs are recognised over the perfod vestlng occurs. Th8 exp8Cted return on ass81s and the interest cost are shown as a nèt finance amount of other flnance costs or credits adjacent to Interest. Actuarial gains and losses are recognlsed Immediately in other galns and losses. The penslon charge for the defined benefits pension schéme Is based on a full actuarial valuation dated 31 March 2023. Page 32 GROUNDWORK FIVE COUNTIES (A company Ilmltod by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Accountlng pollcl•s (contlnued) 2,12 Fund a¢countlng General funds are unreslricled funds whlch are available for use at the discretion of the Trustees in furtherance of the general objecllves of the Charity and which have not been designated for other purposes. Restrlcted funds are funds which are lo be used in 8ccordance wilh specific restrictions imposed by donors or which hav8 b8en raised by the Charlty for particular purposes. The costs of raising and administering such funds are charged against the specific fund. The aim and use of each restricted fund is set out in the notes to th8 financial slatements. Investment Income, galns and10s889 ar8 allocated to the approprlate fund. Judgements In applylng accountlng pollcles and koy sourc•s of estlmallon uncertalnty The preparatlon of the financial slatem8nls requires management to make judgèments. estlmates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and th8 amounts r8port8d lor revenues and expenses during the year. However, the nature of estimation means that aclual outcomes could diffèr from those estimatés. Slgnlflcant areas of estimalion for the Company include the calculatlon of the pension Ilablllty. Infomatlon is induded in the pension acounting policy above and Noté 20. Income from charltabl• actlvltl•s Re•lrl¢ted funds 2024 Total funds 2024 National Lottery Cenlral & Local Govemment Voluntary Sector Private Sector Other Income 299.814 567,300 51.400 434.289 33,865 299,814 567.300 51,400 434.289 33.865 Total 2024 1,386,668 1,386.668 Page 33 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Income from charltable actlvltles (contlnuod) Restrlcted funds 2023 Total funds 2023 National Lottery Central & Local Government Voluntsry Sector Private Sector Other Income 2.455. 785 1,9T2.098 27,170 126, 798 22.180 2,455. 785 1,972,098 27.170 126. 798 22, 180 Total 2023 4,604.031 4,604,031 Incom• from other tradlng actlvltl•$ Other trading aclivities can be analysed as belng recieved from th8 followlng sources.. Unrestricled funds 2024 Total fundg 2024 Other 7,664 7.664 UnTrstricted funds 2023 Total funds 2023 Other 13,770 13,770 Page 34 GROUNDWORK FIVE COUNTIES IA company Ilmlt•d by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Investment Income Investments can be analysed as being r8c&lved from the following sources: Unrestrlcted funds 2024 Total funds 2024 Interest recieved 5.808 5,808 Unrestricted funds 2023 Total funds 2023 Interest recieved 1,523 1,523 Page 35 a> aJQ) Q f a) c ) o Lt> O o) * 12* o N)0 O th Cts6> 0 -￿￿ O) ) ¢v a>co (o c4 ti> QJN) GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 Audltors. rnmuneratlon 2024 2023 Fees payable to the Charitys auditor for the audil of Ihe Charitys annual accounts 10,600 7,107 Staff ¢08ts 2024 2023 Wages and salaries Social security costs Contribution lo defined conlrlbutlon pension schemes 1,058,514 99,351 54,263 1,225,182 114,232 103,965 1,212,128 1,443,379 The average number of persons employed by tha Charity during the year was as follows.. 2024 No. 2023 No. Paople Places Generating Funds Support and govemance 12 27 14 32 36 In 2024 no employee received remun8ratlon amounting lo more than £60,000 per annum (2023: Nil), Key management personnel were pald a total of £291,87212023: £216.920). 10. Trustees, remuneratlon and expense• During the year, no Trustees received any remuneration or olher benefits (2023 - £NIL). During the year ended 31 March 2024. expenses tolalling £NIL V￿re reimbursed or paid directly to Trustee (2023 - £112 to Truslees). Page 37 GROUNDWORK FIVE COUNTIES (A company Ilmllèd by guarante81 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 11. Tanglble flxèd assets Motor vehlcles Offic• equlpm•nt Total Cost or valuatlon At 1 April 2023 Additions 31,950 8,750 32,767 72 64,717 8,822 At 31 March 2024 40,700 32,839 73,539 Depreclatlon At 1 Aprll 2023 Charge for the year 17,987 6,903 26,518 4,291 44.505 11.194 At 31 March 2024 24.890 30,809 55,699 N•t book valu• At 31 March 2024 15,810 2.030 17,840 At 31 March 2023 13,963 6,249 20,212 12. Debtor8 2024 2023 Du• wlthln on• yéar Trade debtors Amounts owed by Groundwork UK Olher debtors Pr8payments and accrued income 107,493 214.746 26. 194 16,163 85,987 129,802 209,643 370, 742 Page 38 GROUNDWORK FIVE COUNTIES (A company IlmOt•d by guarantèe) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 13. Cr•dltors: Amounts falllng due wlthln one year 2024 2023 Trade creditors Other taxation and social security Other creditors Accruals and deferred income 69,449 45.065 33,270 192,076 126,220 48.134 10,973 154.069 339,860 339.396 2024 2025 Deferred income at 1 April 2023 Resources deferred durlng the year Amounts r8leas6d from pr8vious pariods 140,099 441,683 105,569 140.099 1140,0991 (441,683) 105,569 140.099 Page 39 GROUNDWORK FIVE COUNTIES (A Company Ilm5t•d by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 14. Statemént of funds Statement of fund$ - ¢urrent y•ar Balance at 1 Aprll 2023 Transfers Inlout Galnsl Balance at 31 (Losses) March 2024 Incom• Exp•ndlture Unreglrlcted funds General Funds 473,968 13,472 (331,564) 155,876 Restrlct•d funds Restricted Funds Pension reserve 91,157 (132,000) 1,386.668 {1,983,201) (6,000) 331.564 (173.812) 138,000 (40,843) 1,386.668 {1,989,201) 331,564 138,000 1173,812) Total of fund• 433.125 1.400.140 (1,989,201) 138,000 (17,936) Page 40 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 14. Statement of funds (contlnuedl stat•m•nl of funds - prlor year B818nce at 31 March 2023 8818nce at l Apnl 2022 Gain (Lossgs) Income Exp8ndilura Unr•strlcted funds General Funds 458,675 15,293 473,968 Reslrlcled fund8 Restricted Funds Pension r8S8pie 176,407 (945,000) 4, 604,031 14,689,281) (39,000) 91,157 (132,000) 852,000 (768.593) 4,604,031 (4, 728,281) 852.000 (40,843) Total of funds (309,918) 4,619,324 (4, T28.281J 852, 000 433. 125 15. Summary of funds Summary of fund• - Gurront y•ar Balance at 1 Aprll 2023 Transfer8 Inlout Galnsl Balance at 31 (Losses) March 2024 Incom• Expendlturn General funds Restricted funds 473.968 13,472 {40.843) 1.386,668 (1.989.201) (331,564) 331,564 155,876 {173,812) 138,000 433.125 1.400,140 (1.989,201) 138,000 (17,936) Summary of funds- prlor year Balance al 31 March 2023 Balance 81 1 Apnl 2022 G8ins/ (Losses) Income Expenditurn General funds 458, 675 15.293 (768,593) 4.6fM.031 473,968 (40,843) Restricted funds (4, 728, 281) 852,000 (309,918) 4.619,324 (4, 728,281) 852, 000 433, 125 Page41 GROUNDWORK FIVE COUNTIES (A company Ilmlled by guarant••) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 16. Analysls of net asset$ botween funds Analy$l$ of net assets betw•en funds - ¢urrent perlod R•strlct•d Unrestrl¢t•d funds funds 2024 2024 Total funds 2024 Tangible fixed assels Curranl asséts 17,840 17.840 146.869 304.084 (8,833) (339.860) 157,215 (331.027) Creditors due wtthin one y8ar Total (173,812) 155,876 {17.936} Analy$l8 of net assols bet￿On funds . prlor p•rfod Restrtcted Unrestrlcted funds funds 2023 2023 Total funds 2023 Tangible fixed assets Current assets Creditors due within one year Provisions for liabilities and charges 20,212 453, 756 20,212 884,309 (339,396) (132,000) 430,553 (339,396) {132.000) Total (40,843) 473,968 433. 125 17. R•conclllatlon of net movement In fund8 to nel cash flow from opgratlng actlvltlos 2024 2023 Net expenditure for the period (as per Statement ol Financial Activities) (589.061) (108.957) Adjustments for: Gain on penslon scheme Depreclatlon charges Dividends. interests and rents from investments Non•cash pension changes Decreasel(increase) in debtors Increasel(decrease) in creditors 53.000 852.OQO 11,194 10.074 (5,808) (1.523J {47.tKJO) (908,362) 161,099 (59,302) 464 {126,767) N•t cash usad In operatSng activitiwa (416,112) (342,837) Page 42 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 18. Analysls of cash and cash •qulvalents 2024 2023 Cash in hand 94,441 513,567 19. Anatysls of changes In net debt At 1 Aprfl 2023 Cash flows At 31 March 2024 Cash at bank and in hand 513.567 (419,126) 94,441 513,567 (419,126) 94,441 20. Contlng•nt Ilablllll•s The entity is an employer within the Local Government Penslon Scheme. The opening actuarial balance of £132.000 has been femoved from the balance sheet as this is no longer an ongoing obligation of the entity. In December 2023. the last pension fund conlributor left the scheme invoking an employer- cessation event. Management are Guriently in negotiations wilh Ihe Local Government Pension Scheme Admlnlsterlng Aulhorily to determinè Ihe value and appropriale settlement tarnis for the cessation liability that is now due. This liability does not meet Iha Ihird condits'on set out wlthin 21,4 of FRS 102 with regaids to recognition of provislons, as a reliable estlmale cannot be made of the amount to b8 paid. It has teen datermlned by the Adrnlnistering AuthorSty that the cessallon Ilability will be In the rdnge of £168,001> £829,IKIO with no agreed amount as at the balance sheet date. Page 43 GROUNDWORK FIVE COUNTIES (A company Ilmlled by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 21. Penslon commltm¢nts The Charity operates a defined benefit pension scheme. As per note 20. In December 2023. Ihe last pension fund contributor left the scheme invoklng an employer-c8ssation event. Management are currently in negotlatlons with the Lwal Government Pension Scheme Administering Authority to determine the value and appropriat8 settlement terms for the cessation liability Ihat is now due. The following sets out the position as at 31 March 2024, the year in which the de- racogntion of the Ilability occurred. The Groundwork Federation Scheme is a money purchase scheme,, its assets are held in 8 separately adminislered fund. Contributions were made by employ88s at a minimum rate of 3Vo of salary, Employer conlwlbutions were made at the rate of 3% where an 8mployee contributes up to 4.5Yo of their salary (2023- up to 4.50A). Where an employee contributes at least 4.50A ol th•lr salary. the 8mployer contributlon was 5% of salary (2023: 5%). At 31 March 2024 £Nil (2023: £9,655) was outstanding in relatlon to these transactions and tha charge for the year was £5.547 {2023.. £64.965}. Relirement benefits lo some employees of th8 Trust are provided by the Local Government Pension Scheme (LGPS). The company Is an admitted body of the LGPS, admitted by Nottinghamshire County Council. The LGPS is a defined benefit funded scheme and the assets are held separately from those of the Company in separate Irusteè administered funds, Pension scheme assets are measured at fair value and liabililies are m8asur8d on an actuarial basis uslng the projecied unil method and discounted At a rale equivalent to the current rate of return on a hlgh quality corporala bond of 8qulval8nt term and currency to the 1Sabllltles. The actuarial valuatlons are obtained at18ast triennially and are updalad at each balance sheet date. The amounts charged to operating surplus are the cuNent seNic8 Costs and gains and losses on the setUem8nts and curtailmenls. They are included as part of staff costs. Past service costs are re¢ognls8d Immedlately in the Statoment of Flnanclal Acllvltles If the beneflls have vested. If the benefits have not vested immediatety. the costs are recognise(l over the period vesting occurs. The expected return on assgts and the Interest cost are shown as a net finance amount of other finance costs or credits adjacent to inlarest. Actuarial gains and Ioss8s are recognised immediately in other gains and losses. The pension charg8 for the defined benefit pension scheme is based on a full actuarlal valuation dated 31 March 2023. The Nottinghamshire County Council Pension Scheme is a defined benefit schame; Its assets af8 held in 8 sep8rat8ly admlnlst8red fund. Contributions were made by employees at the rale of b8tween 50/0 and 12.5Ok of salary. Employer contributlons were made at th8 rate of 20.2Vo of salary {2023'. 20.2%). Prlndpal actuarlal assumptlons at the Balance sheet date (expressed as weighted avèrag85).' At 31 March At 31 March 2024 2023 Discount rate Fulure salary Increases Future pension increases CPI Increases 4.80 3.90 2,90 2.90 Page 44 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantso) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 21. P•nslon commltments {contlnued) At 31 March At 31 March 2024 2023 Years Years Mortality rates (ln years) - for a male aged 65 now - at 65 for a male 8g8d 45 now - for a femal8 aged 65 now - at 65 for a femsle aged 45 now 20.7 22.0 23.5 25,0 The Charit￿3 share of the assets in the scheme was,, At 31 March At 31 March 2024 2023 Equltles Gilts CorF)orale bonds Property Cash and olher Ilquid assets Other 887,000 32,000 90,000 181,000 80,000 254,000 Total falr value of as8el• 1,524,000 The actual return on scheme assets was £67.000 (2023 - £29,O¢XI loss). The amounts recognised in Ihe Statement of financial activities are as follows: 2024 2023 Current service cost Net interesl on the d8fined liability (asset) Admlnlstrative expenses {8.000) {5,000) (1,000) (34,000) (25.000) (1,000) Total amount recognlsed In th• Statemont of flnanclal actlvltle• (14,000) (60.000) Page 45 GROUNDWORK FIVE COUNTIES (A company Ilmlted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024 21. Penslon commltm•nts {¢ontlnuedl Movements in the present value of the defined beneflt obligalion wer8 as follows: 2024 2023 Opènlng defined b8neflt obllgation Contributions by schem8 participants Benefits paid Change In flnancial assumptions Chang8 in demographic assumptions Actuarial gain Current sen41ce cost Interest cost Derecognilion of pension liability on cessallon 1,656,000 2.341,000 2,000 5,000 (134,000) (33,000) (26,000) (996,000) (20,000) (125,000) 8.000 369, 000 8,000 34, 000 57.000 61,000 (1,551.000) Closlng dellnod benefit obllgatlon 1,656.000 Movements In the falr value of the Charitls shale of schem8 assets were as loll<)ws: 2024 2023 Opening fair valuè of sch8m& agsets Interest income Expacted r•lum on assets Contributions by employer Contributions by schema partSclpants Other actuarlal gains Bènéfits pald Admin expensas Derecognrtion of pension liability on cessation 1,524,000 52,000 15,000 8,000 2,000 1,396,000 36,000 (65.000) 21,000 5,000 165.000 (33.000) (1.000) (134,000) (1.000) (1.466.000) Closlng falr value of scheme asjets 1, 524,000 22. Op•rat5ng l•as• commltmonts At 31 March 2024 th8 Charity had commitrnents to make future minimum 18as8 paymènts under non- cancellable operatlng leases as follows: 2024 2023 Not later than 1 year 735 1.365 Page 46 GROUNDWORK FIVE COUNTIES (A company Ilm5ted by guarantee) NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDEO 31 MARCH 2024 23. R•latèd party transactlons The Charfty has not entered inlo any related paty transaction during the year, nor are there any outstanding balances owing between related partles and the Charity at 31 March 2024. Total k8y management personnel compensalion has been disclosed within Note 9. Page 47