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2022-04-05-accounts

The Tellus Mater Foundation Limited

Annual Report and Unaudited Financial Statements

5 April 2022

Company Limited by Guarantee Registration Number 03750774 (England and Wales) Charity Registration Number 1077092

Contents

Reports
Reference and administrative information 1
Directors’ report 2
Report of the Independent Examiner 7
Financial statements
Statement of financial activities 8
Balance sheet 9
Statement of cash flows 10
Principal accounting policies 11
Notes to the financial statements 14

The Tellus Mater Foundation Limited

Reference and administrative information

Directors Mr J Arbib
Mr B Olsén
Company secretary Mr J Whittaker
Registered office 61 Grosvenor Street
London
W1K 3JE
Company registration number 03750774 (England and Wales)
Charity registration number 1077092
Independent Examiner Buzzacott LLP
130 Wood Street
London, EC2V 6DL
Bankers C Hoare & Co
37 Fleet Street
London, EC4P 4DQ
Triodos Bank
Deanery Road
Bristol, BS1 5AS
Solicitors Wilsons LLP
Alexandra House
St Johns Street
Salisbury
SP1 2SB

The Tellus Mater Foundation Limited 1

Directors’ report Year ended 5 April 2022

The directors present their statutory report together with the unaudited financial statements of The Tellus Mater Foundation Limited for the year ended 5 April 2022.

This report has been prepared in accordance with Part VIII of the Charities Act 2011.

The financial statements have been prepared in accordance with the accounting policies set out on pages 11 to 13 of the attached financial statements and comply with the Memorandum and Articles of Association of The Tellus Mater Foundation Limited, applicable laws and Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102),

GOVERNANCE, STRUCTURE AND MANAGEMENT

Constitution

The Tellus Mater Foundation Limited is a company limited by guarantee (Registration Number 03750774) and a registered charity (Registration Number 1077092).

Directors

The names of the directors who served during the period are set out as part of the reference and administrative information on page 1.

The Articles of Association require a minimum of two directors and a maximum of seven. Directors may co-opt any person duly qualified to fill a vacancy in their number or as an additional director. Decisions on investments and donations are taken by all directors.

Directors’ responsibilities statement

The charitable company’s directors (who are also trustees of the Foundation for the purposes of charity law) are responsible for preparing the annual report and financial statements in accordance with applicable law and United Kingdom Generally Accepted Accounting Practice.

Company law requires the directors to prepare financial statements for each financial year, which give a true and fair view of the state of affairs of The Tellus Mater Foundation Limited and of its income and expenditures for the financial year then ended. In preparing these financial statements, the directors are required to:

select suitable accounting policies and then apply them consistently;

The Tellus Mater Foundation Limited 2

Directors’ report Year ended 5 April 2022

GOVERNANCE, STRUCTURE AND MANAGEMENT (continued)

Directors’ responsibilities statement (continued)

The directors are responsible for maintaining proper accounting records which disclose with reasonable accuracy at any time the financial position of the charitable company and which enable them to ensure that the financial statements comply with the Companies Act 2006. The directors are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Risk management

The directors have identified the major risks to which the charity is exposed and remain confident that they have in place systems and procedures to mitigate the risks. They feel that the main risk to which the charity is exposed is the protection of assets and income. The income of the charity is mainly derived from the portfolio of investments held within the charity. The directors monitor the performance of the investments and regularly review their investment policy, meeting on a quarterly basis to consider the investment yields and capital growth.

Key management personnel

The directors are the key management and as such have not received any remuneration for their services.

The Tellus Mater Foundation Limited 3

Directors’ report Year ended 5 April 2022

OBJECTIVES, ACTIVITIES AND RELEVANT POLICIES

Charitable objectives and activities

The charity’s principal activity is its grant-making programme. In accordance with its Articles of Association the charity’s objective is to promote any charitable purpose or support any charity selected by the directors. The directors seek through their grant-making programme to support charitable projects in areas identified as being of particular interest to them. These areas include the environment and supporting forward thinking organisations to put in place a low impact future. The directors do not anticipate any changes to their grant making priorities.

The directors confirm that they have referred to the guidance contained in the Charity Commission’s general guidance on public benefit when reviewing the charity’s aims and objectives and in planning future activities and setting the grant making policy for the year. Whilst the directors are mindful of their own obligation to ensure that the charity benefits the public generally, they take some assurance from the fact that recipients of grants are themselves regulated to ensure that they operate for the public benefit.

Grant making policy

The Tellus Mater Foundation Limited is dedicated to exploring the potential for disruptive technologies to solve critical environmental and social challenges, and to educate key audiences about the solutions. The directors take a strategic approach to grant-making and do not respond to unsolicited applications. Instead, if an organisation identifies that it has strong links to the Tellus Mater Foundation Limited’s funding objectives, the directors would encourage the organisation to contact them via the charity’s website www.tellusmater.org.uk.

The grant making process usually involves an initial conversation followed by the submission of a concept note briefly stating the background, objectives, activities and budget for the project, to be assessed by the directors.

Investment policy

The investment strategy is set by the directors, who consider the charity’s income requirements, the risk profile and the view of economic and market conditions. The investment objectives are to obtain a balanced return from both capital growth and income. The directors meet on a regular basis to consider the charity’s portfolio and investment performance.

Fundraising

The Foundation does not fundraise directly with individuals and therefore is not registered with the Fundraising Regulator. No fundraising activities are undertaken and if donations from individuals were received, the Foundation would aim to protect personal data and would never sell data or swap data with other organisations.

The Tellus Mater Foundation Limited 4

Directors’ report Year ended 5 April 2022

ACHIEVEMENTS AND PERFORMANCE

We have given grants to a number of organisations and also provided funding to support RethinkX, all organisations that are working in the area of speeding the energy transition towards low carbon energy sources.

We have continued to financially support RethinkX who continues to be an impartial and data-driven leading independent think tank that analyses and forecasts the speed and scale of technology-driven disruption and its implications across society. The Foundation continues to support the research in technology disruption to address key issues created by technology convergence and the new business models across key market sectors. The research helps identify pivotal choices to be made by investors, business, policy and civic leaders. The directors are please to report that RethinkX is now receiving grants from other 3[rd] parties and Tellus Mater is no longer only source of funds for the organisation.

Investment performance

The investment portfolio generated unrealised gains on changes in market value of £561,070 (2021 – gains of £1,657,972). There have been no realised gains or losses arising from sales of investments for the year ended 5 April 2022 (2021 – gains of 238,303).

The investment portfolio yielded dividends and interest amounting to £54,771 (2021 - £110,701) in the year. The directors consider investment performance to be in line with market conditions. In addition, interest was earned on cash held in short-term deposit financial statements amounting to £78 (2021 - £204).

The Tellus Mater Foundation Limited 5

Directors’ report Year ended 5 April 2022

FINANCIAL REVIEW

Results for the period

During the year ended 5 April 2022, the unrestricted funds generated income of £54,849 (2021 - £110,905) from investments and incurred expenditure of £1,024,200 (2021 - £867,097) of which 1.5% related to grants payable and 97.8% related to expenditure on the charitable project - RethinkX. After transferring £284,544 from the expendable endowment fund the unrestricted fund totalled £809,179 (2021 - £1,470,212).

After investment gains of £561,070 (2021 – gains of £1,896,275), investment managers fees of £3,253 and the transfer to the unrestricted fund of £284,544, the expendable endowment fund totalled £8,121,123 (2021 - £7,847,850) at 5 April 2022.

Reserves policy and financial position

As at 5 April 2022 total reserves amounted to £8,930,302. The directors’ policy on reserves is to expend the income generated by the endowment fund to the fullest extent possible, in as much that the directors are able to identify suitable recipients during the year. The endowment will be invested with the intent to, as far as possible, retain its capital value and produce an annual income.

FUTURE PLANS

The directors are satisfied with their grant making policy and it is their intention to support a wide and varied number of charities.

Approved by the directors and signed on their behalf by:

Director

Approved on:

The Tellus Mater Foundation Limited

Registered Company Number 03750774 (England and Wales)

The Tellus Mater Foundation Limited 6

Report of the independent examiner Year ended 5 April 2022

Report of the independent examiner to the directors of The Tellus Mater Foundation Limited

I report to the charity trustees on my examination of the financial statements of the charitable company for the year ended 5 April 2022.

Responsibilities and basis of report

As directors of the charitable company and also its trustees for the purposes of charity law, you are responsible for the preparation of the financial statements in accordance with the requirements of the Companies Act 2006.

Having satisfied myself that the financial statements of the charitable company are not required to be audited under Part 16 of the Companies Act 2006 and are eligible for independent examination, I report in respect of my examination of your charity’s financial statements as carried out under section 145 of the Charities Act 2011. In carrying out my examination I have followed the applicable Directions given by the Charity Commission under section 145(5)(b) of the Charities Act 2011.

Independent examiner’s statement

I have completed my examination. I confirm that no matters have come to my attention in connection with my examination giving me cause to believe in any material respect:

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

23 December 2022

Katharine Patel Buzzacott LLP Chartered Accountants 130 Wood Street London EC2V 6DL

The Tellus Mater Foundation Limited 7

Statement of financial activities year to 5 April 2022

Notes Unrestricted
funds
£
54,771
78
54,849
1,024,200
(23,774)
1,000,426
(945,577)
-
(945,577)
284,544
(661,033)
1,470,212
809,179		 Expendable
endowment
£		 Total
2022
£		 Total
2021
£
Income from:
Investment income
1
Interest receivable
2
Total income
Expenditure on:
On charitable activities
3
Net (gains)/losses on foreign exchange
Total expenditure
Net expenditure before gains on
investments
Net gains on investments
7
Net (expenditure)/ income before
transfers
Transfers between funds
Net income/(expenditure) and net
movement in funds for the year
Fund balances brought forward
at 6 April 2021
Fund balances carried forward
at 5 April 2022
11		 -
-		 54,771
78		 110,701
204
- 54,849 110,905
3,253
-		 1,027,453
(23,774)		 870,655
43,711
3,253 1,003,679 914,366
(3,253)
561,070		 (948,830)
561,070		 (803,461)
1,896,275
557,817
(284,544)		 (387,760)
-		 1,092,814
-
273,273
7,847,850		 (387,760)
9,318,062		 1,092,814
8,225,248
8,121,123 8,930,302 9,318,062

All recognised gains and losses are included in the above statement of financial activities.

All of the charity’s activities are derived from continuing operations.

The Tellus Mater Foundation Limited 8

Balance sheet as at 5 April 2022

Notes 2022
£		 2022
£		 2021
£		 2021
£
Fixed assets
Investments
7
Current assets
Cash at bank
8
Current liabilities
Creditors: amounts falling due
within one year
9
Net current assets
Total net assets
The funds of the charity
Capital funds
Expendable endowment fund
Income funds
Unrestricted funds
Total charity funds		 939,524 7,993,638
936,664		 1,874,802 7,445,960
1,872,102
939,524
(2,860)		 1,874,802
(2,700)
8,930,302 9,318,062
8,121,123
809,179		 7,847,850
1,470,212
8,930,302 9,318,062

For the year ended 5 April 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 (“the Act”) relating to small companies. The members have not required the company to obtain an audit of its financial statements for the financial period in question in accordance with section 476 of the Act. The trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements.

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies’ regime.

Approved by the directors and signed on their behalf by:

Director

Approved on:

The Tellus Mater Foundation Limited

Company Registration Number 03750774 (England and Wales)

The Tellus Mater Foundation Limited 9

Statement of cash flows as at 5 April 2022

Notes 2022
£		 2021
£
Cash flows from operating activities:
Net cash used in operating activities
A
Cash flows from investing activities:
Investment income
Interest received
Proceeds from the disposal of investments
Net Capital distributions
Net cash provided by investing activities
Change in cash and cash equivalents in the year
Cash and cash equivalents at 6 April 2021
B
Changes in cash due to exchange rate movements on monetary
assets
Cash and cash equivalents at 5 April 2022
B		 (979,745) (870,625)
54,771
78
-
13,392		 110,701
204
1,571,071
34,967
68,241 1,716,943
(911,504)
1,874,802
(23,774)		 846,318
1,072,195
(43,711)
939,524 1,874,802

Notes to the statement of cash flows for the year to 5 April 2022.

A Reconciliation of net movement in funds to net cash used in operating activities

----- Start of picture text -----
2022 2021
£ £
Net movement in funds (as per the statement of financial activities) (387,760) 1,092,814
Adjustments for:
Interest receivable (78) (204)
Investment income (54,771) (110,701)
Gains on movements in market value of investments (561,070) (1,657,972)
Gain on disposal of investments - (238,303)
Net gains on foreign exchange translation of monetary assets 23,744 43,711
Increase in creditors 160 30
Net cash used in operating activities (979,745) (870,625)
----- End of picture text -----

B Analysis of cash and cash equivalents

Analysis of cash and cash equivalents
2022
£		 2021
£
Cash at bank and in hand
Short term deposits (less than three
months)
Total cash and cash equivalents		 812,038
127,486		 1,472,912
401,890
939,524 1,874,802

The Tellus Mater Foundation Limited 10

Principal accounting policies 5 April 2022

The principal accounting policies adopted, judgements and key sources of estimation uncertainty in the preparation of the financial statements are laid out below.

Basis of preparation

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102) (Charities SORP FRS 102), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Charities Act 2011. The financial statements have been prepared under the historical cost except for the modification to a fair value basis as specified in the accounting policies below.

The charity constitutes a public benefit entity as defined by FRS 102.

All financial information is presented in British Pounds Sterling (£), the charity’s functional currency, and has been rounded to the nearest pound (£).

Critical accounting estimates and judgements

The preparation of financial statements requires the use of certain critical accounting estimates and judgements.

The directors do not consider that there are any sources of estimation uncertainty or key judgements made in the preparation of the financial statements.

Assessment of going concern

The directors have assessed whether the use of the going concern assumption is appropriate in preparing these financial statements. The directors have made this assessment in respect to a period of one year from the date of approval of these financial statements.

The directors consider that the expected investment returns and investment performance of the charity’s investment portfolio will be sufficient to generate financial resources to allow the charity to continue its charitable activities for the foreseeable future and meet liabilities as they fall due.

Income

Investment income comprises dividends and interest on the charity’s portfolio of listed investments. Dividends are recognised once the dividend has been declared and the charity has received notification that the dividend is due.

Interest on the charity’s investment portfolio and funds held on deposit is recognised when receipt is probable and the amount can be measured reliably using the effective interest method.

The Tellus Mater Foundation Limited 11

Principal accounting policies 5 April 2022

Expenditure

Expenditure is recognised once there is a legal or constructive obligation to make a payment to a third party, it is probable that settlement will be required and the amount of the obligation can be measured reliably. It includes VAT which cannot be recovered.

Expenditure on charitable activities comprises grants payable, charitable project costs and related support and governance costs.

Grants payable

Grants payable are recognised when approved and when the intended recipient has either received the funds or been informed of the decision to make the donation and has satisfied all related conditions. Grants approved but not paid at the end of the financial year are accrued for. Grants where the beneficiary has not been informed or has to meet certain conditions before the grant is released are not accrued for but are noted as financial commitments in the notes to the financial statements.

Charitable project costs

Project costs are recognised when the obligation to make a payment arises.

Support and governance costs

Support costs are those functions that assist the work of the charity but do not directly undertake charitable activities. Support costs include administration, personnel and governance costs. Governance costs include audit costs and legal costs relating to the charity’s compliance with regulation and good practice.

Investment management fees incurred in managing the investments of the endowment are charged against the endowment fund.

Fixed asset investments

The charity’s investment in quoted shares and similar investments are initially measured at cost and subsequently at market value. Investment gains and losses, whether realised or unrealised, are recognised in the statement of financial activities in the period in which they arise.

The charity’s investment in unquoted shares and similar investments are initially carried at cost and subsequently at market value using an appropriate valuation methodology determined by the directors.

Financial instruments

The charity only holds basic financial instruments as defined in FRS102. The financial assets and financial labilities and their measurement basis is as follows:

Financial assets –debtors and accrued income are basic financial instruments and are debt instruments measured at amortised cost. Prepayments are not financial instruments.

Cash at bank – is classified as a basic financial instrument and is measured at face value.

Financial liabilities – grant creditors and accruals are financial instruments and are measured at amortised cost.

The Tellus Mater Foundation Limited 12

Principal accounting policies 5 April 2022

Debtors

Other debtors and loans receivable are initially recognised at their settlement amount and subsequently at amortised cost or their recoverable amount. Impairment provisions are recognised when there is objective evidence, such as significant financial difficulties on the part of the counterparty or default or a significant delay in payment, that the charity will be unable to collect all of the amounts due.

Prepayments are valued at the amount prepaid.

Cash at bank and in hand

Cash at bank and in hand represents such financial statements and instruments that are available on demand or have a maturity of less than three months from the date of acquisition. Deposits for more than three months but less than one year have been disclosed as short term deposits.

Creditors and provisions

Creditors and provisions are recognised when there is an obligation at the balance sheet date as a result of a past event, it is probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be measured or estimated reliably.

Creditors and provisions are initially recognised at fair value, being the amount the charity anticipates it will pay to settle the debt, and subsequently at amortised cost.

Foreign currency transactions and balances

Cash held in foreign currency financial statements are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of the transaction.

Fund accounting

The unrestricted funds represent funds available for the general charitable purposes of the charity at the discretion of the directors.

The expendable endowment fund represents monies retained as capital which is available for the general charitable purposes of the charity at the discretion of the directors.

The Tellus Mater Foundation Limited 13

Notes to the financial statements 5 April 2022

1 Investment income

----- Start of picture text -----
2022 2021
£ £
Investments listed on a recognised stock exchange:
Dividends – UK unit trusts 38,821 46,807
Dividends – UK equities 15,950 16,000
Dividends – Overseas equities - 31,381
Interest – UK unit trusts - 16,513
54,771 110,701
----- End of picture text -----

2 Interest receivable

Interest receivable
2022
£		 2021
£
Short term deposits 78
78		 204
204

3 Expenditure on charitable activities

Expenditure on charitable activities
2022
£		 2021
£
Grants payable
The Ashden Awards
Client Earth
Toniic LLC
Total grants payable
Expenditure on charitable projects
RethinkX
Support and governance costs(note 4)		 10,000
-
5,230		 10,000
50,000
9,231
15,230
1,001,367
10,856		 69,231
791,221
10,203
1,027,453 870,655

A reconciliation of grants payable and grant commitments are as follows:

2022
£		 2021
£
Grant commitments at 6 April 2021
Grants made during the year, less lapsed commitments
Total grants payable
Grants paid during the year
Commitments at 5 April 2022		 -
15,230		 -
61,231
15,230
(15,230)
-		 61,231
(61,231)
-

The Tellus Mater Foundation Limited 14

Notes to the financial statements 5 April 2022

4 Support and governance costs

----- Start of picture text -----
2022 2021
£ £
Investment management fees 3,253 3,558
Professional costs 3,363 2,634
Office expenses 1,148 1,184
Governance costs 3,092 2,827
10,856 10,203
Analysis of governance costs :
2022 2021
£ £
Independent examination 2,920 2,700
Bank charges 172 127
3,092 2,827
----- End of picture text -----

5 Directors’ remuneration and the cost of key management personnel

The charity did not employ any staff during 2022 (2021 – none).

No director received any remuneration in respect of their services as a director during the year (2021 – none).

No directors were reimbursed for any expenditure incurred in the performance of their duties during the year (2021 – none).

The directors’ of the charity are considered to be the key management personnel.

6 Taxation

The Tellus Mater Foundation Limited is a registered charity and therefore is not liable to income tax or corporation tax on income derived from its charitable activities, as it falls within the various exemptions available to registered charities.

The Tellus Mater Foundation Limited 15

Notes to the financial statements 5 April 2022

7 Investments

Fixed asset investments comprise both listed and unlisted investments as follows:

Investments 2022
Listed
£
7,051,207
-
-
508,428
7,559,635
4,447,624		 2022
Unlisted
£
394,753
(13,392)
-
52,642
434,003
-		 2022
Total
£
7,445,960
(13,392)
-
561,070
7,993,638
4,447,624		 2021
Total
£
Market value at start of year
Net Capital distributions
Disposals at carrying value
(£nil)
Valuation gains/(losses) in year
Market value at end of year
Historical cost		 7,155,723
(34,967)
(1,332,768)
1,657,972
7,445,960
4,447,624

Capital distributions have been accounted for as a reduction in the value of the original investment.

All listed investments were dealt in on a recognised stock exchange. The unlisted investments are included at a directors’ valuation.

The amounts recognised in the statement of financial activities relating to the investments are:

----- Start of picture text -----
2022 2021
£ £
Realised gains on disposal - 238,303
Unrealised gains / (losses) on movements in market value 561,070 1,657,972
561,070 1,896,275
Investments comprise:
Quoted Unquoted
Investments Investments Total Total
2022 2022 2022 2021
£ £ £ £
Investment assets in the UK
- UK Unit & Investment Trusts 6,434,641 - 6,434,641 5,936,081
- UK Equities 1,124,994 - 1,124,994 1,115,126
7,559,635 - 7,559,635 7,051,207
Investment assets outside the UK - 434,003 434,003 394,753
- 434,003 434,003 394,753
Total 7,559,635 434,003 7,993,638 7,445,960
----- End of picture text -----

The Tellus Mater Foundation Limited 16

Notes to the financial statements 5 April 2022

7 Investments (continued)

The following individual holdings had a market value in excess of 5% of the entire investment portfolio at the year-end:

----- Start of picture text -----
2022 2021
£ £
Fundsmith Equity I Class 2,261,212 2,018,670
----- End of picture text -----

Fundsmith Equity I Class 2,261,212 2,018,670
Osmosis MoRe World Resource Fund D 1,523,737 1,358,852
T Bailey Evenlode C Inst 1,108,448 1,034,293
Wheb Sustainability Fund C Inc Shares 1,124,994 1,115,122
Lansdowne Energy Dynamics Class B Non Restricted 877,072 845,485
Invesco Perpetual Tactical Bond Z Inst 664,172 678,780

8 Cash at bank and short term deposits

----- Start of picture text -----
2022 2021
£ £
C Hoare & Co 812,038 1,472,912
Cash at Bank 812,038 1,472,912
Triodos Bank NV 104,537 104,459
Thesis Asset Management Ltd 22,949 297,431
Cash held by investment managers 127,486 401,890
939,524 1,874,802
----- End of picture text -----

9 Creditors: amounts falling due within one year

Creditors: amounts falling due within one year
2022
£		 2021
£
Accruals 2,860 2,700
2,860 2,700

10 Related party transactions

Mr J Arbib is a Director of Thamesis Limited. The charity holds 4 ordinary 5 pence shares in Thamesis Limited which represents 2.5% of its issued share capital. The charity holds the shares at their nominal value.

Mr J Arbib is also a founding member and director of RethinkX Inc.

11 Analysis of net assets between funds

Analysis of net assets between funds
Expendable
endowment
£		 Unrestricted
& Restricted
funds
£		 Total
2022
£
Fund balances at 5 April 2022 are represented by:
Investments
Debtors: amounts falling due within one year
Cash at bank and short term deposits
Creditors: amounts falling due after more than one year
Total net assets		 7,993,638
-
127,485
-
8,121,123		 -
-
812,039
(2,860)
809,179		 7,993,638
-
939,524
(2,860)
8,930,302

The Tellus Mater Foundation Limited 17