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2021-09-30-accounts

Charity No: 1087053 Company No: 04228843

FRIENDS PROVIDENT CHARITABLE FOUNDATION (A COMPANY LIMITED BY GUARANTEE)

REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2021

FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

I N D E X P A G E
REFERENCE AND ADMINISTRATIVE INFORMATION 3-4
REPORT OF THE TRUSTEES
CHAIR’S INTRODUCTION 5-6
ANNUAL REPORT 7-31
INDEPENDENT AUDITOR’S REPORT 32-35
STATEMENT OF FINANCIAL ACTIVITIES 36
BALANCE SHEET 37
STATEMENT OF CASH FLOWS 38
NOTES TO THE ACCOUNTS 39-50

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Charity Name: Friends Provident Charitable Foundation

Other names by which the charity is Friends Provident Foundation known: Charity Number: 1087053 (England & Wales) Company Number 04228843 (England & Wales) REGISTERED ADDRESS Blake House 18 Blake Street York YO1 8QG

BOARD OF TRUSTEES

Members: Abraham Baldry Ann Don Bosco Paul Dickinson Joanna Elson (Vice-chair) Kathleen Kelly Priya Lukka Stephanie Maier Stephen Muers (Chair from 1 January 2021) Aphra Sklair Hetan Shah (Retired 31 December 2020)

KEY MANAGEMENT PERSONNEL

Foundation Director:

Danielle Walker Palmour

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Investment Engagement Manager: Colin Baines Grants Manager Abigail Gibson Finance and Operations Manager Kate Kendall Communications Manager Jake Furby (from 29 March 2021)

Reference and Administration Information

PRINCIPAL ADVISORS

Principal Bankers: CAF BANK Limited Triodos Bank NV PO Box 289 Deanery Road West Malling Bristol Kent BS1 5AS ME19 4TA Auditor: Buzzacott LLP 130 Wood Street London EC2V 6DL Investment Advisor: Peter Jones Independent Advisor Solicitors: Wrigley’s Solicitors LLP 19 Cookridge Street Leeds LS2 3AG

Investment Managers: BMO Asset Management Cazenove Capital 55 Baker Street 1 London Wall Place London London W1U 7EU EC2Y 5AU

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

CHAIR’S INTRODUCTION

This is my first Annual Report as Chair of the Foundation, since filling Hetan Shah’s very large shoes in January 2021. When I agreed to take over as Chair, I had no idea that I would be taking over at a time when the Foundation and all its partners were still grappling with a global pandemic. Covid-19 has tested all of us: individually, as organisations and as part of a movement. However, it has also shone a bright harsh light on the failings and unfairness of the current economic system, so our mission is clearly as important and urgent as ever.

While our mission has remained the same, we have been adapting how we deliver it in several ways. Like most other organisations over the last two years, we have been shifting more of our efforts to engage with partners online. We reviewed our approach to digital communications and implemented some improvements and were involved in more online events. We had a first online annual conference, themed around the “Four Ds” we want to see as directions in the future economy – decarbonise, democratise, decentralise and diversify – with fascinating panels on all those themes.

We have also adapted to seize the opportunity created by an increasing number of investors wanting to act in line with their values and expect higher standards from both the investment management industry and the companies they ultimately invest in. Building on the success of last year’s “ESG investing olympics” we were delighted to be able to support the coalition that led to a ground-breaking resolution at HSBC’s Annual General Meeting committing the bank to a clear net zero pathway.

Another thing we have adapted and developed this year is our approach to learning. Part of the Friends Provident model is to fund new and often risky initiatives, which may take some time to come to fruition. Such an approach only works in the long term if we learn from what we have tried, build on that and share the learning with others. We are pleased to be putting in place a new approach to make improved learning a reality.

Like many other funders we have been reflecting on how we may need to change the way we work if we are serious about genuine racial and gender equity and addressing the deep-seated problems caused by past injustices. We are only at the beginning of understanding what we should do here. Staff and trustees alike have found the process of reflecting on this issue both powerful and sometimes humbling. One new grant we have made in this broad area is to Decolonising Economics, who are a collective working to build a solidarity economy movement that is rooted in racial justice principles, working alongside a community of other organisations.

While continuing to support many organisations who have received grants from us in the past, through both core and project funding, we have welcomed other new grantees. One example is Wessex Community Assets, who are aiming to develop a model for locally rooted manufacturing and the construction of affordable housing, linked to regenerative land use.

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REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Finally, in talking about how the Foundation has changed and adapted I should mention changes in the staff team. Nicola Putnam left the Foundation after a successful stint as our Communications Manager and we welcomed Jake Furby as her replacement, and our office manager Caroline Watson has been on maternity leave. The whole team, staff and trustees, are looking forward to 2021-22 hoping that there will be no more lockdowns and other distractions from working with our partners to start to change the economic system for the better.

Stephen Muers October 2021

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

OUR PURPOSE

Friends Provident Foundation is an independent charity that makes grants and uses its endowment towards a fair and sustainable economic system that serves people and planet. We connect, fund, support and invest in new thinking to shape a future economy that works for all.

Since 2004, we’ve pioneered the creation of a fair economy for a better world. Already, we’ve helped improve access to financial services for people who were once excluded and supported the development of resilient economic communities across the UK.

We’re a catalyst for wider change, making an impact through continuous experimentation and shared learning. We do all we can to embody the change we want to see. We invest in great social enterprises and use our money in line with our values.

Tomorrow, we’ll continue to fund more new thinking, connect new ideas, invest our capital in line with our aims and values and create better systems so that, in the future, the economy will serve both people and planet.

For more information go to our website.

OUR GOALS IN 2020-21

Due to reduced capacity during the Covid-19 pandemic, this year we changed the way we set and managed our goals. We decided to pose some questions to explore, rather than setting indicators, milestones and timescales. Our questions and reflections were:

Can we deepen our outward focus and collaboration to connect more effectively with others in the field to achieve our mission?

Reflections: We achieved the following:

How can we support individual staff resilience and productivity to achieve personal and organisational objectives ?

Reflections: We reviewed and overhauled our HR support with a view to obtaining both expertise and wellbeing support, with new services obtained. Our team expanded and we inducted two new staff members. Overall – despite change and the pandemic – our metrics we use to monitor staff morale remained high.

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REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Reflections: The staff team considered key office functions and operational minimum standards required for the Foundation. Weekly online team meetings were a lifeline throughout the year and enabled the staff team to build on strong working relations. A staff and trustee Away Day was held in person in London which enabled social time as well as intensive working on strategic issues. A return to the office for all staff has yet to be established.

Reflections: The grants team enabled the continuation of good communication with organisations. A specific event, Core Connect, in May 2021, engaged core funded organisations in some key strategic issues facing the Foundation and the sector. A grant newsletter was sent out in June 2021.

Reflections: A state of the sector report was completed and launched in January 2021. This year has seen the growth of the profile of our investment engagement and the increase of the profile of staff and the Foundation in this field in the media and the sector. The investment dimension has been included in a refreshed Theory of Change and the development of our diversity and equity work. The Away Day discussions pointed to a larger role for investment in how we expect to have impact in the future.

Reflections: This objective became subsumed in the effort to develop and revise our Theory of Change. The first draft of the Theory of Change was considered by trustees in September 2021.

Reflections: Trustees and staff created an Equity and Social Justice Working Group in June 2021. The working group will take actions and be forward thinking. Trustees reaffirmed their commitment to this work at their Away Day.

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

INTRODUCING THE 4D ECONOMY

Our work is based on the 4D economy. We found thinking about the dimensions of a more sustainable and equitable economy in these terms a helpful framing for the work we did and supported this year.

These D’s are interwoven and cannot stand in isolation. We believe that together they can help us to fulfil our vision of a ‘fair economy, better world’.

Throughout this annual report we have highlighted how our activities have contributed to a 4D economy. Examples include:

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Decarbonised Decentralised Democratised Diversified
Investment
engagement -
We offered advice
to energy provider
Eon that fed into
its just transition
policy, covering
‘consumers and
communities’ and
‘people strategy
and future of
work’.
Grants – Systems
Change
Funding for
Community
Energy England to
increase
community
energy’s
contribution to a
fairer economy.
Grants – Local
economies
We funded
Community Action
Groups
Oxfordshire, a
consortium of
stakeholders with
a vision to rebuild
a more inclusive,
democratic and
localised economy
in Oxford.
Operations -
Trustees and staff
established an
Equity and Social
Justice Working
Group to address
how we work, think
and invest to act
on structural
inequalities.

ACHIEVING THE 4D ECONOMY THROUGH OUR GRANTGIVING 2020/21

Applications

The Foundation has a two-stage application process

1. Stage 1: A two-page concept note

2. Stage 2: A full application with full details

STAGE ONE APPLICATIONS

2021 2020
Number of Applications 157 225
Value(£) £ 14.5 million £28.0 million
Average Success Rate 9% 10%

Table 1 - A comparison of 2021 to 2020 covering stage 1 outlines, their value and the average success rate

The geographic distribution for stage one applications is illustrated in Figure 1.

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Figure 1

FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

STAGE TWO APPLICATIONS

2021 2020
Number of outlines 38 37
Numbergranted 25 27
Value(£) £ 2.5 million £2.3 million

Table 2 – A comparison of 2021 to 2020 covering stage 2 outlines, their value and the average success rate.

The geographic distribution for stage two applications is illustrated in Figure 2.

Figure 2

UNRESTRICTED FUNDING

2021 2020
New Unrestricted 2 0
Applied before 5 6
Total 7 6

Table 3 – A comparison of 2021 and 2020 unrestricted grants awarded.

The core-funding we offer to organisations can be vital in helping them to develop from small organisations, often dependent on a single funder, to become stronger organisations. This year our capacity to connect and bring together our grant holders, investees and partners has once again been somewhat hampered by Covid-19. We did however convene a series of events over the course of the year, key amongst which was Core Connect, a meeting of our core funded organisations. It is designed to enable us to share and test key aspects of our strategy, learn from the collective wisdom of participants and create a network of those active in moving to a fair economy.

Overall, we are managing 67 live grants worth £8.5 million.

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GRANTS

GRANTS
New Grants 2020/21
Grantholder Title of project Amount
awarded
Summary Which 4Ds
350.org Green new deal rising –
a youth leadership
programme
£50,000 Supporting the Green New Deal Rising Youth
Leadership Programme for people passionate about
and with some experience in social change and living
in areas hit hard by the pandemic and by
climate/economic inequality.
Decarbonised,
Democratised
Diversified
Arkbound Foundation COP26: Systems
change not climate
collapse
£3,500 Contribution to presenting various alternative
economic models, authored by people from around
the world, as part of a landmark publication timed for
the COP26 summit.
Decarbonised
Diversified
Centre for London London’s local
authorities, assets and
their partners:
generating positive
change for communities
£55,797 Investigating how the assets and spending power of
local authorities and their partners can be used to
improve economic and social outcomes for their
residents in London and other big cities and how
residents can shape this process.
Decentralised
Democratised
Community Action
Groups Oxfordshire
Owned by Oxford £174,406 A consortium of stakeholders with a vision to rebuild a
more inclusive, democratic and localised economy in
Oxford which serves the health and wellbeing of
people and the environment.
Decentralised
Democratised
Community Energy
Association (England)
Ltd
Transitioning to a fairer,
decentralised,
decarbonised and
democratic energy
system
£101,200 The project’s aim is to increase community energy’s
contribution to the transition to a fairer, decentralised,
decarbonised and democratic low-carbon economy.
Decarbonised
Decentralised
Democratised

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New Grants 2020/21
Grantholder Title of project Amount
awarded
Summary Which 4Ds
Decolonising
Economics (hosted by
Finance Innovation
Lab)
Decolonising
Economics
£15,000 Funding focused on support for Decolonising
Economics in becoming an established organisation
and in pursuit of its work.
Diversfied
Ecumenical Council for
Corporate
Responsibility
Core funding £85,000 Core funding Decarbonised
Democratised
Economy Core funding £190,000 Core funding Decarbonised
Decentralised
Democratised
Diversified
Fairshare Educational
Foundation
(ShareAction)
Core funding £300,000 Core funding Decarbonised
Decentralised
Democratised
Diversified
Finance Innovation Lab Core funding £200,000 Core funding Decarbonised
Decentralised
Democratised
Diversified
Forum for the Future Power paired £2,500 Taking the Power Paired community asset bank
matching resource to other parts of the UK
Decentralised
Institute of Welsh
Affairs
Re-energising Wales £9,000 Follow up to a previous project to look at different
ways to influence policy on the green agenda in Wales
Decarbonised
Jubilee Scotland Ending Public-Private
partnerships in
Scotland
£35,000 Developing a new public financing model and a broad
coalition of stakeholders to support a cross-party
working group at the Scottish Parliament.
Decentralised
Democratised

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New Grants 2020/21
Grantholder Title of project Amount
awarded
Summary Which 4Ds
Medact Campaigning for an
economy which centres
on health and wellbeing
£148,200 Supporting health workers to challenge narratives that
public health and economic wealth are in tension,
campaigning for an economy that centres health and
wellbeing.
Outside the
4D economy
theme
New Economy
Organisers Network
NEON movement
building
£200,000 Powering the next generation of civil society
movements and organisations for a
fairer, sustainable economy through a rigorous
programme of leadership development, strategic
coaching and mass trainings for civil society
organisations.
Decarbonised
Decentralised
Democratised
Diversified
Power for People Ltd The community energy
revolution: the
campaign for a Local
Electricity Bill
£30,000 A national campaign to establish a Right to Local
Supply by seeing the Local Electricity Bill made law.
Empowering communities to sell renewable energy
that they generate.
Decentralised
Democratised
Power to Change Community Power
Group
£5,000 Supporting the work of a civil society consortium of
organisations to promote ‘community power’ (local
control and influence).
Decentralised
Rethinking Economics Core funding £200,000 Core funding Decarbonised
Decentralised
Democratised
Diversified
Stir to Action Core funding £120,000 Core funding Decarbonised
Decentralised
Democratised
Diversified

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REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

New Grants 2020/21
Grantholder Title of project Amount
awarded
Summary Which 4Ds
Tax Justice UK Core funding £100,000 Core funding Decarbonised
Decentralised
Democratised
Diversified
The Financial Inclusion
Centre
The devil is in the policy
detail
£16,000 A small follow-on project to further develop some of
the policy recommendations emerging from FIC’s
Time for Action report.
Democratised
Turning the social
sector, the right way up
Turning the social
sector, the right way up
£16,986 A small exploratory project on how social change
initiatives can be built from and within communities
and be rooted in accountability to those communities,
creating some practical alternative models.
Diversified
Wessex Community
Assets Ltd
Raise the roof £100,000 Achieving a fair transition to an ecological and
equitable local economy and developing a model that
can be adopted widely – based on the creation of key
community-led assets and networks.
Decarbonised
Decentralised
Democratised
Women’s Budget Group Feminist Green New
Deal
£252,707 To develop and build support for a Feminist Green
New Deal in the UK, engaging and including key
stakeholders from the environmental, women’s social
and racial justice sectors.
Decarbonised
Diversified
Friends Provident
Foundation (working
with other funders)
Foundation Practice
Rating
£45,000 Foundation Practice Rating (FPR) is a new method of
assessing the governance and reporting practices of
private trusts and foundations in the UK, creating a
public record of their achievements. The project funds
are being managed by Friends Provident Foundation,
working alongside, and with contributions from, nine
other foundations/trusts.
Diversified

Table 4 – A table illustrating new grantholders

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REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

USING OUR RESOURCES – Change through investment

HOW WE USE OUR ENDOWMENT

Taking an integrated approach to our mission and capital base, we use our endowment as a tool for change, through social investments and asset manager and shareholder engagement. We focus our efforts on strategic themes to underpin and focus our proactive work, drawn from what we have learned from, or key developments in, our programme areas. Current focus is 4D transition in the energy market, including support for just transition and community energy.

SHAREHOLDER ENGAGEMENT WITH ENERGY UTILITIES FOR A JUST TRANSITION

The Foundation has partnered with Royal London Asset Management and Shareholders for Change to engage energy utility companies on the 4D trends transforming the power sector. This programme uses recommendations from the grant funded London School of Economics Grantham Research Institute ‘Financing a Just Transition’ programme.

Throughout 2020/21, constructive meetings were held with SSE, Centrica, Scottish Power, EDF, Eon, RWE and National Grid. Most of the companies were already working to decarbonise but had not established formal plans. We proposed that the companies develop formal just transition strategies and in November 2020, SSE published the world’s first formal just transition strategy. The resulting strategy was comprehensive, covering the key stakeholder groups we identified: workers, communities, consumers and supply chains.

SSE’s strategy establishes ‘20 Principles for a Just Transition’, including to:

In March 2021, Eon introduced a just transition section to its decarbonisation strategy, covering ‘consumers and communities’ and ‘people strategy and future of work’. Centrica, Scottish Power and EDF UK have agreed to publish formal just transition strategies ahead of COP26 in November 2021.

DIRECT SHAREHOLDINGS

In addition to investing in energy utility companies via our pooled fund investments, the Foundation buys direct shareholdings in companies we wish to influence as part of our thematic priorities. Current direct shareholdings include Centrica, Iberdrola, RWE, SSE, EDF, Drax Group and HSBC.

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DIRECT IMPACT INVESTING

Almost 10 years ago, trustees agreed that up to 10 per cent of the investible funds could be invested into instruments to which the Foundation’s general charitable objectives and specific programme aims could be applied. The primary aim of social investments is to pursue the Foundation’s broad charitable and focused programmatic objectives using financial instruments other than grants. The secondary aim of social investments is to produce a financial return.

Our current portfolio of impact investments includes:

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To do this they use knowledge through providing detailed data on companies’ gender equality performance to inform gender-lens investment decisions. Net profits from this work go towards the creation of a sustainable fund to tackle the root causes of gendered economic inequality. The Foundation invested £100,000 in 2018, as a ten-year loan; Equileap restructured this year and repaid the loan in November 2021.

THE FOUNDATION’S MAINSTREAM INVESTMENTS

The bulk of the Foundation’s endowment is managed by two fund managers in line with our cash flow requirements, the cost of fund management and their decision to invest ethically and for mission. This comprises:

The Foundation maintains a facility to deposit cash it does not immediately require for operational purposes with Triodos Bank NV, thereby seeking to ensure the ethical management of the Foundation’s cash as well as its investments.

The Foundation also maintains a Fund and Share Account with Hargreaves Lansdown to purchase direct shareholdings in companies we wish to influence.

NEW INVESTMENT MANAGER

In 2020, the Foundation launched an investment manager tender to increase the endowment’s impact and contribution to our mission, worth £10 million. We joined Joffe Trust and Blagrave Trust to hold the ‘ESG investing olympics’, a first of its kind, open, competitive tender for a total investment mandate of £33.5 million. We hosted an event at the Royal Institution in London to an audience of trustees, mission-led asset owners (charities, churches, universities, and pension funds) and grant recipients with an interest in sustainable finance. The trustees selected Cazenove Capital as the winner.

Launched in January 2021, we became a cornerstone investor in Cazenove Capital’s ‘Sustainable Growth Fund’. We announced a shared vision for the fund that includes

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continually pushing the boundaries of sustainable investing, radical transparency and a new collaborative approach with active client participation.

In February, we published our ‘ESG investing olympics: state of the sector 2020’ report which is based on assessments of the 59 tender proposals received from investment managers with combined assets under management of £15 trillion. The report highlights emerging best practice and areas where standards are falling short of minimum expectations and gives recommendations for minimum standards.

Following engagement with Cazenove Capital regarding underlying fund manager compliance with the recommended standards, it came back with new policy and disclosure announcements from Schroders. In June 2021, Cazenove Capital held its first Investor Forum for clients in the new Sustainable Growth Fund. The Forums will be held every six months and form part of the commitment to ‘radical transparency’ and ‘active client participation’. We will also report annually against key indicators.

TOP 20 COMPANY INVESTMENTS IN OUR BMO ASSET MANAGEMENT FUNDS AT SEPTEMBER 2021:

Apple AstraZeneca Unilever Ashtead Thermo Fisher
Group Scientific
Linde Mastercard Experian Accenture GlaxoSmithKline
Ferguson Taiwan Intermediate Illumina Computacenter
Semiconductor Capital Group
Manufacturing
Company
Roper Schneider Watches of Rentokil Metller Toldeo
Technologies Technologies Switzerland International
Group

TOP 10 UNDERLYING FUNDS IN CAZENOVE CAPITAL FUND AT SEPTEMBER 2021:

Schroder Ninety-One Vontobel EM M&G Pictet-
Sustainable Environmental Sustainable Positive Nutrition
Growth Strategy Fund Leaders Fund Impact
Fund
Gold ETF US Lyxor TIP’s Impax INPP Montanaro
Environmental Better World
Fund Fund

Trustees have developed our thinking about our priorities in terms of investment, as well as our policy relating to climate change; the full outline of our investment beliefs and policies are available on our website.

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We continue to work with other trusts and foundations: Charities Responsible Investment Network, Church Investors Group, Shareholders for Change, UK Sustainable Investment and Finance Association, Good Work Coalition and Workforce Disclosure Initiative.

CONVENING AND COMMUNICATING THE 4D ECONOMY

Communications are central to our purpose of achieving a fair economy and a better world.

Our first communications manager Nicola Putnam left the Foundation this year and the team was joined by Jake Furby in March 2021. Jake is enthusiastic about equity and diversity within communications and has brought this element to our work.

STRATEGY – CREATING ACCESSIBLE AND DIVERSIFIED COMMUNICATIONS

We have updated our communication and social media strategies, with the focus being on:

EVENTS AND PROJECTS

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THEORY OF CHANGE UPDATE

This year the Foundation worked with New Philanthropy Capital to update and refresh our Theory of Change, which was first created in 2018 looking back at our previous programme. We felt it was a good time to begin the process of developing a theory that looks forward within this programme of work, with a view to:

We engaged with key stakeholders and our trustees to formulate the Theory, a draft of which was first presented to trustees in September. This work is ongoing as we continue to consider how to reflect certain elements of our work which have grown in prominence over the course of the year, these include:

We expect to finalise our theory in the winter of 2022 and will create a series of measures to accompany it that will enable us to track progress against our own ambitions for a new economy.

EQUITY AND SOCIAL JUSTICE

This year we have focused on specific equity and social justice projects. We recognise that this is an ongoing long-term piece of work and, so far, we have:

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and diverse when it comes to our grant making and how we present data on our website.

WHAT WE LEARNED THIS YEAR

Over 20 grant funded projects finished their work this year, new projects began and we progressed on our investment engagement activities. We have also begun to invest in learning from our work in a more structured and purposeful way. Some key things we learned this year in relation to the 4D economy were:

DECARBONISE

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DECENTRALISE

DEMOCRATISE

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DIVERSIFY

CLIMATE EMERGENCY DECLARATION – ANNUAL STATEMENT

In September 2019, we published a Climate Emergency Declaration stating our view that “the prevention of runaway climate change is an eco-socio-economic challenge and prerequisite to achieving our objective of a sustainable and fair economy” and that we believe “it is the responsibility of every institution, business, investor and employer to transition their purpose and operations to be consistent with keeping global heating below 1.5°C.”

We made commitments covering investments, grants and operations, which are available on our website, including to report annually on progress as part of our annual report. In 2020/21:

At the HSBC AGM in May, the resolution passed with 99.7% of the shareholder vote. Regular meetings are being held with HSBC as it develops its coal policy and wider climate strategy. Further action could be taken in 2022 if they are inadequate.

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Throughout 2020/21, we have also been using our shareholder influence to engage energy utility companies to adopt formal just transition strategies to accompany net zero plans, securing the world’s first strategy from SSE plc (see investment report above).

We have engaged one of our asset managers to act on climate misinformation by one its largest holdings, Alphabet, the parent company of YouTube and Google. Our manager requested YouTube de-prioritise content featuring climate denialism in a similar way to extremist content and stop it from being monetised. A policy was announced and implementation is being monitored.

In 2020/21, we gave a grant of £101,200 to Community Energy England to support ‘transitioning to a fairer, decentralised, decarbonised and democratic energy system’ and £30,000 to Power for People for its Local Energy Bill campaign. We also gave a grant of £252,707 to the Womens’ Budget Group for its ‘Feminist Green New Deal’ programme and £50,000 to 350.org for its ‘Green New Deal Rising’ programme for youth leadership (see table of grant holders above).

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We will build upon the progress made in 2020/21 and continue to deploy our resources and use our influence to help accelerate the transition.

THE FUTURE – OUR PLANS FOR 2021-22

Trustees and staff met together for a strategic workshop in September 2021 to consider a proposed revised Theory of Change and the approach to the expenditure of capital adopted by the Foundation in 2016. As a result of this strategic review, the following directions were considered which will feed into the development of our organisational objectives for 2021-22:

1. Reducing the current rate of spend over the course of this financial year.

2. Investment in learning from our activity through the Learning Strategy.

3. Grants programme redesign to rebalance our strategy between investment and grants activity, maintaining a focus on diversity, equity and inclusion and maximising impact.

4. Consideration of different models to increase investment engagement/impact investment capacity.

5. Additional capital allocation to impact investment or near market investment.

6. Developing communications further as a strategic tool in terms of:

7. Revision of the new Theory of Change to reflect the impactful activities and emphasis on investment goals.

8. Diversity and a fair economy will continue as an important strand of our work, with further resources to support the Equity and Social Justice working group.

OUR POLICIES, GOVERNANCE AND OPERATIONS

This year we focused on reviewing and creating new policies and procedures which inform our work. The following policies and procedures have been updated:

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

MANAGEMENT AND ADVICE

CLIMATE RISK AND OUR INVESTMENTS

USING OUR RESOURCES

Trustees are prepared to consider accepting a higher level of risk or a lower level of financial return than the market norm, especially for those social investments that are closely aligned with the Foundation’s specific programme aims. For investments that generate broader positive social impact and meet the Foundation’s general

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

charitable objectives, but without specific alignment with programme aims, trustees might look for levels of risk and return that are closer to the benchmark for that asset class.

RISK MANAGEMENT

The trustees are responsible for overseeing the effective management of the Foundation and for safeguarding its assets. Risk management is an ongoing activity involving all trustees and is reviewed by trustees at least annually. During the year, the trustees have reviewed the risks facing the Foundation covering governance and management issues, financial, regulatory, legal and operational risks. Mitigating actions have been taken regarding the major risks that have been identified, namely:

Each risk identified was assessed in terms of the potential impact and likelihood of occurrence and the trustees confirm that they believe that, for each of these risks, appropriate controls are in place to mitigate the significant risks to an acceptable degree.

RESERVES AND GOING CONCERN

The total charity funds at the year-end of £29.93 million (2020: £28.81 million) were held in the endowment fund. The capital comprising the Foundation's expendable endowment is the principal source of income to meet the Foundation’s objectives and running costs. The trustees consider that there are no material uncertainties about the Foundation’s ability to continue as a going concern.

In April 2016, trustees took the strategic decision to expend capital from the endowment in pursuit of our mission. In order to ensure there are adequate funds to support a potentially higher level of expenditure, the Foundation adopted a policy to ‘draw down’ a sum from the endowment each year to match the difference between our projected income and our projected expenditure as set by trustees in the annual business planning process.

Trustees also recognise that Foundation income from investments can fall. To mitigate this risk, it is the trustees’ intention to hold three to six months’ operating costs as a

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

cash reserve; estimated at £750,000 to £1,500,000. This is held as part of Foundation funds and will not be expended although trustees do not consider it necessary to have a separate reserves account.

The reserves policy was reviewed and approved by the trustees in September 2021. Trustees will continue to review the level of reserves, taking into consideration the cost base of the Foundation.

FINANCIAL REVIEW

The Foundation’s income is derived from investment performance. Total income for the year ended 30 September 2021 was £534,602 (2020: £574,700), mainly attributable to dividends and interest received from the principal investments – open-ended investment trusts with underlying investments in equities and corporate bonds. The level of income continued to be impacted by the Covid-19 pandemic and its effect on the global economy. In addition, during the year, investments of £10 million were transferred to a new fund to better align their impact with the aims of the Foundation. The growth of the new fund is based on total returns which, in the short term, has led to reduced income. The total expenditure for the year was £3,462,439 (2020: £2,874,989). Of this, grant commitments amounted to £2,588,219 (2020: £2,327,488) and other expenditure was £874,220 (2019: £547,501). Net expenditure for the year was £2,927,837 (2020: £2,300,289) before investment gains of £4,049,930 (2020: £144,345), leading to net income of £1,122,093 (2020: Net expenditure of £2,155,944).

As per our investment policy, trustees expect our mainstream portfolio to produce competitive market returns, as well as reflecting our investment beliefs. Regular reviews of performance by the Investment Committee and advice from our Investment Advisor indicate that performance is in line with market expectations.

REMUNERATION OF STAFF

Trustees have adopted and reviewed the pay policy that is applied to all staff members.

Trustees adjusted the measures against which salaries are reviewed annually to ensure a reasonable reflection of the cost of living. This is now one which reflects a cost-ofliving measure weighted equally with average wages.

Reflecting our programme focus on pay transparency and in line with NCVO guidance, the ratio between the highest salary (£87,255) and the median salary (£35,278) in the Foundation is 2.5:1. The ratio of the top salary to the lowest is 3.4:1. These calculations are based on Full Time Equivalent salaries, net of salary sacrifice deductions.

The charity made contributions to employees’ personal pension plan based on a fixed percentage of salary. In September 2014, trustees established a company pension scheme in which contributions are made to NEST.

STATEMENT OF FUNDRAISING PRACTICE

The Foundation does not engage in public fundraising and does not use professional fundraisers or commercial participators. The Foundation, nevertheless, observes the

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

relevant fundraising regulations and codes. During the year there were no instances of non-compliance with these regulations and codes and the Foundation received no complaints relating to its fundraising practice.

GOVERNANCE ARRANGEMENTS – HOW WE ORGANISE OUR WORK

A Board of Trustees, of up to ten individuals who must hold at least two meetings each year, administers and controls the Foundation and has control of its property and funds. Trustees are subject to fixed-term appointments as set out in the Memorandum and Articles of Association dated 1 June 2001. During the year, trustees have formally met four times.

The trustees have complied with the duty in Section 17 of The Charities Act 2011 to have due regard to the Charity Commission’s published guidance concerning the operation of the Public Benefit requirement under that Act.

THE ROLE OF TRUSTEES

An individual induction programme is in place and implemented for new trustees, covering all relevant aspects of the role and the Foundation. Training opportunities relating to grant-making are also made available to trustees through the Association of Charitable Foundations Trustee network.

The role of the trustees includes setting strategic direction and agreeing the financial plan, approving grant-making applications and monitoring the Foundation’s grant activities, ensuring that all activities are within its agreed charitable objectives and pursued for the public benefit. Matters reserved for the trustees are approved by the trustees and are subject to annual review.

Trustees act on advice and information from regular meetings with the Director and their appointed advisers and from the Foundation’s Resources Committee and Investment Committee under terms of reference approved by the Board of Trustees.

RECRUITMENT OF TRUSTEES

Trustees are recruited through advertisement in national and local press, through professional networks and the community of organisations we support. They are interviewed by a panel of existing trustees against a set of advertised criteria and with due regard to the Foundation’s commitment to equality of opportunity and fair treatment. We monitor the response to all vacancies in terms of gender, ethnicity and disability. Appointed by the serving trustees, the recruitment and appointment of new trustees is fully discussed at meetings of the full Board of Trustees.

STATEMENT OF RESPONSIBILITIES OF THE TRUSTEES

The trustees (who are also directors of Friends Provident Charitable Foundation for the purposes of company law) are responsible for preparing the report of the trustees and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

REPORT OF THE TRUSTEES - YEAR ENDED 30 SEPTEMBER 2021

Company law requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and of the income and expenditure of the charitable company for that period. In preparing these financial statements, the trustees are required to:

The trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.

In so far as the trustees are aware:

The trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Members of the charity guarantee to contribute an amount not exceeding £1 to the assets of the charity in the event of winding up. The trustees have no beneficial interest in the charity.

The report of the trustees has been prepared in accordance with the special provisions applicable to companies subject to the small companies’ regime.

Approved by the trustees on 8 March 2022 and signed on their behalf by

Stephen Muers, Chair of the Board of Trustees

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES OF FRIENDS PROVIDENT CHARITABLE FOUNDATION

Opinion

We have audited the financial statements of Friends Provident Charitable Foundation (the ‘charitable company’) for the year ended 30 September 2021 which comprise the statement of financial activities, the balance sheet, statement of cash flows and the notes to the financial statements including a summary of the principal accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charitable company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES OF FRIENDS PROVIDENT CHARITABLE FOUNDATION

Other information

The other information comprises the information included in the annual report and financial statements other than the financial statements and our auditor’s report thereon. The trustees are responsible for the other information contained within the annual report and financial statements. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the trustees’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES OF FRIENDS PROVIDENT CHARITABLE FOUNDATION

exemptions in preparing the trustees’ report and from the requirement to prepare a strategic report.

Responsibilities of trustees

As explained more fully in the trustees’ responsibilities statement, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the trustees are responsible for assessing the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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FRIENDS PROVIDENT CHARITABLE FOUNDATION

INDEPENDENT AUDITOR’S REPORT TO THE TRUSTEES OF FRIENDS PROVIDENT CHARITABLE FOUNDATION

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the trustees and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of our report

This report is made solely to the charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and the charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Gumayel Miah ACA (Senior Statutory Auditor) For and on behalf of Buzzacott LLP, Statutory Auditor 130 Wood Street London EC2V 6DL

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Friends Provident Charitable Foundation

Statement of financial activities (incorporating an income and expenditure account)

For the year ended 30 September 2021

For theyear ended 30 September 2021
Note
Income from:
2
3
4
12
Reconciliation of funds:
Total funds carried forward
Net income/(expenditure)
Total funds brought forward
Net gains on investments
Raising funds
Total expenditure
Net (expenditure)/income before net
gains on investments
Charitable activities
Support for Resilient Economies
Foundation Practice Rating Project
Investments
Total income
Expenditure on:
Donations
Charitable activities
Unrestricted
£
216
-
394,386
Restricted
£
-
140,000
-
2021
Total
£
216
140,000
394,386
534,602
12,598
3,396,864
52,977
3,462,439
4,049,930
1,122,093
28,809,045
29,931,138
(2,927,837)
2020
Total
£
-
-
574,700
394,602 140,000 574,700
12,598
3,396,864
-
-
-
52,977
15,155
2,859,834
-
3,409,462 52,977 2,874,989
4,049,930
(3,014,860)
-
87,023
144,345
(2,300,289)
1,035,070
28,809,045
87,023
-
(2,155,944)
30,964,989
29,844,115 87,023 28,809,045

All income and expenditure, and year end reserves, were in respect of unrestricted funds in the year ending 30 September 2020.

All of the above results are derived from continuing activities. There were no other recognised gains or losses other than those stated above. Movements in funds are disclosed in Note 18 to the financial statements.

36

Friends Provident Charitable Foundation

Company no. 04228843

Balance sheet

As at 30 September 2021
Note
Fixed assets:
11
12
13
Current assets:
14
Liabilities:
15
16
18a
Total unrestricted funds
Listed Investments
Total assets less current liabilities
Debtors
Unrestricted income funds:
Designated funds
The funds of the charity:
Creditors: amounts falling due within one year
Net current liabilities
Total net assets
Creditors: amounts falling due after one year

Cash at bank and in hand
Tangible assets
Social Investments
Restricted income funds
General funds
Total charity funds
£
376,519
1,208,840
2021
£
4,136
30,151,357
2,044,960
£
113,704
1,376,465
2020
£
3,668
29,001,907
2,449,960
32,200,453
(1,455,564)
31,455,535
(1,429,876)
1,585,359
(3,040,923)
1,490,169
(2,920,045)
-
29,844,115
45,000
28,764,045
30,744,889
(813,751)
30,025,659
(1,216,614)
29,931,138 28,809,045
87,023
29,844,115
-
28,809,045
29,931,138 28,809,045

Approved by the Board of Trustees on 8 March 2022 and signed on their behalf by:

Stephen Muers Chair of Trustees

37

Friends Provident Charitable Foundation

Statement of cash flows

For the year ended 30 September 2021

For theyear ended 30 September 2021 For theyear ended 30 September 2021 For theyear ended 30 September 2021
Note
£
£
Cash flows from operating activities
Net income/(expenditure) for the reporting period
1,122,093
(as per the statement of financial activities)
Depreciation charges
1,560
Loss on disposal of fixed assets
-
Dividends, interest and rent from investments
(394,386)
Gains on investments
(4,049,930)
Impairment losses
300,000
(Increase)/Decrease in debtors
(262,815)
Increase/(Decrease) in creditors
(281,985)
Net cash used in operating activities
(3,565,463)
394,386
(2,028)
12,928,063
(10,110,031)
(1,958)
Funds released for reinvestment
200,000
-
3,408,432
(157,031)
1,438,324
a
1,281,293
At 1 October
2020
Cash flows
£
£
Cash held as part of investment portfolio
61,859
10,594
Cash at bank and in hand
1,376,465
(167,625)
a
Total cash and cash equivalents
1,438,324
(157,031)
Analysis of cash and cash equivalents and of net debt
Cash and cash equivalents at the end of the year
Change in cash and cash equivalents in the year
Cash and cash equivalents at the beginning of the
year
2021
Net cash provided by investing activities
Cash flows from investing activities:
Dividends, interest and rents from investments
Purchase of fixed assets
Proceeds from sale of investments
Conversion of investment to grant funding
Purchase of investments
Transfer in to investment funds
£
£
(2,155,944)
2,976
164
(574,700)
(144,345)
-
36,559
(633,082)
(3,468,372)
574,700
(2,911)
3,659,630
(214,924)
-
-
50,000
4,066,495
598,123
840,201
1,438,324
Other non-
cash changes
At 30
September
2021
£
£
-
72,453
-
1,208,840
-
1,281,293
2020
(3,565,463)
3,408,432
(3,468,372)
4,066,495
At 1 October
2020
£
61,859
1,376,465
Other non-
cash changes
£
-
-
(157,031)
1,438,324
598,123
840,201
1,281,293 1,438,324
Cash flows
£
10,594
(167,625)
At 30
September
2021
£
72,453
1,208,840
1,438,324 (157,031) - 1,281,293

The charity held no borrowings at either 1 October 2020 or 30 September 2021.

38

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

a) Statutory information

Friends Provident Charitable Foundation is a charitable company limited by guarantee and is incorporated in the United Kingdom.

The registered office address and principal place of business is Blake House, 18 Blake Street, York, YO1 8QG.

b) 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 accounts in accordance with the Financial Reporting Standard applicable in the UK 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 Companies Act 2006.

Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy or note.

In applying the financial reporting framework, the trustees have made a number of subjective judgements, for example in respect of significant accounting estimates. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The nature of the estimation means the actual outcomes could differ from those estimates. Any significant estimates and judgements affecting these financial statements are detailed within the relevant accounting policy below.

The charity meets the definition of a public benefit entity under FRS 102.

The trustees consider that there are no material uncertainties which may cast significant doubt about the charity's ability to continue as a going concern. The trustees make this assessment in respect of a period of at least one year from the date of approval of these financial statements.

The trustees do not consider that there are any sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next reporting period. Trustees are aware that there are net current liabilities but this is principally down to timing and the fact that liabilties are recognised in full for the following 12 months but there is no correcsponding income recognised. In addition, the Foundation has significant resources available in fixed asset investments which can be drawn down as required to fund working capital.

e) Income

Income is recognised when the charity has entitlement to the funds, any performance conditions attached to the income have been met, it is probable that the income will be received and that the amount can be measured reliably.

Dividends are recognised once the dividend has been declared and notification has been received of the dividend due. This is normally upon notification by our investment managers.

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the bank.

39

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

Designated funds are unrestricted funds earmarked by the trustees for particular purposes.

Restricted funds relate to income earned which may only be applied towards specific projects or causes in line with the terms by which the income was received.

Endowment funds represent the investment assets derived from the donation of £20 million from Friends Provident plc in 2004. The endowment is expendable at the discretion of the trustees.

g) Expenditure and irrecoverable VAT 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. Expenditure is classified under the following activity headings:

Irrecoverable VAT is charged as a cost against the activity for which the expenditure was incurred.

Grants payable are made to third parties in furtherance of the charity's objects. Single or multi-year grants are accounted for when either the recipient has a reasonable expectation that they will receive a grant and the trustees have agreed to pay the grant without condition, or the recipient has a reasonable expectation that they will receive a grant and that any condition attaching to the grant is outside of the control of the charity.

Provisions for grants are made when the intention to make a grant has been communicated to the recipient but there is uncertainty about either the timing of the grant or the amount of grant payable.

Expenditure is allocated to the particular activity where the cost relates directly to that activity. However, the cost of overall direction and administration of each activity, comprising the salary and overhead costs of the central function, is apportioned on the following basis which are an estimate, based on staff time, of the amount attributable to each activity.

Where information about the aims, objectives and projects of the charity is provided to potential beneficiaries, the costs associated with this publicity are allocated to charitable expenditure.

Support and governance costs are allocated in full to charitable activities - Support for Resilient Economies projects.

Governance costs are the costs associated with the governance arrangements of the charity. These costs are associated with constitutional and statutory requirements and include any costs associated with the strategic management of the charity’s activities.

40

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

j) Operating leases

Rental charges are charged on a straight line basis over the term of the lease.

k) Tangible fixed assets

Items of equipment are capitalised where the purchase price exceeds £500. Depreciation costs are allocated to activities on the basis of the use of the related assets in those activities. Assets are reviewed for impairment if circumstances indicate their carrying value may exceed their net realisable value and value in use. Major components are treated as a separate asset where they have significantly different patterns of consumption of economic benefits and are depreciated separately over its useful life.

Depreciation is provided at rates calculated to write down the cost of each asset to its estimated residual value over its expected useful life. The depreciation rates in use are as follows:

4 years

l) Listed investments

Investments are a form of basic financial instrument and are initially recognised at their transaction value and subsequently measured at their fair value as at the balance sheet date using the closing quoted market price. Any change in fair value will be recognised in the statement of financial activities. Investment gains and losses, whether realised or unrealised, are combined and shown in the heading “Net gains/(losses) on investments” in the statement of financial activities. The charity does not acquire put options, derivatives or other complex financial instruments.

m) Social Investments

Social investments are valued at their fair value. Where fair value is not practicable, social investments are recognised at cost less impairment.

n) Debtors

Trade and other debtors are recognised at the settlement amount due after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.

o) Cash at bank and in hand

Cash at bank and cash in hand includes cash and short term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.

p) Creditors and provisions

Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

41

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

1 Accounting policies (continued)

q) Financial instruments

The charity only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amortised cost using the effective interest method.

r) Pensions

The Foundation operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Foundation in an independently administered fund. The pension cost charge represents contributions payable under the scheme by the Foundation to the fund. The Foundation has no liability under the scheme other than for the payment of those contributions.

2 Income from charitable activities

Income from charitable activities
Grant income for Foundation Practice Rating Project 2021
Total
£
140,000
2020
Total
£
-
140,000 -

All income from charitable activities is restricted.

3 Income from investments

Income from investments
Gross dividends
Bank interest
Income from social investments
2021
Total
£
389,090
5,216
80
2020
Total
£
574,343
-
357
394,386 574,700

All income from investments is unrestricted.

42

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

4a Analysis of expenditure (current year)

Charitable activities

Charitable activities
Investment manager's fees
Investment advice & other costs
Grant commitments
Impairment losses
Staff costs (Note 7)
Staff training, expenses & other related costs
Grant advisory group, assessors & grantee support
Performance evaluation
Communication, dissemination & website costs
Overhead costs
Investment engagement fees
Legal & professional fees
Auditor's remuneration
Trustee meetings & expenses
Support costs
Governance costs
Total expenditure 2021
Total expenditure 2020
Raising
funds
£
12,398
200
-
-
-
-
-
-
-
-
-
-
-
-
12,598
-
-
12,598
15,155
Support for Resilient
Economies projects
£
-
-
2,588,219
300,000
-
-
-
-
-
-
-
-
-
-
Foundation
Practice
Rating
Project
£
-
-
-
-
-
-
-
-
12,977
-
-
40,000
-
-
Governance
costs
£
-
-
-
-
45,930
-
-
-
-
-
-
-
9,500
6,749
Support
costs
£
-
-
-
-
260,272
12,183
5,065
14,280
38,764
60,632
27,170
28,100
-
-
2021
Total
£
12,398
200
2,588,219
300,000
306,202
12,183
5,065
14,280
51,741
60,632
27,170
68,100
9,500
6,749
2020
Total
£
2,563
12,592
2,327,488
-
279,456
26,533
5,650
1,000
73,839
61,451
37,615
28,879
9,056
8,867
2,888,219
446,466
62,179
52,977
-
-
62,179
-
(62,179)
446,466
(446,466)
-
3,462,439
-
-
2,874,989
-
-
3,396,864 52,977 - - 3,462,439 2,874,989
2,859,834 - - -

All expenditure was made from unrestricted funds, apart from that relating to the Foundation Practice Rating Project which was made from restricted funds. The Foundation Practice Rating Project commenced in the current year.

43

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

4b Analysis of expenditure (prior year)

Charitable activities

Charitable activities
Investment manager's fees
Investment advice & other costs
Grant commitments
Staff costs (Note 7)
Staff training, expenses & other related costs
Grant advisory group, assessors & grantee support
Performance evaluation
Communication, dissemination & website costs
Overhead costs
Investment engagement fees
Legal & professional fees
Auditor's remuneration
Trustee meetings & expenses
Support costs
Governance costs
Total expenditure 2020
Raising
funds
£
2,563
12,592
-
-
-
-
-
-
-
-
-
-
-
15,155
-
-
15,155
Support for
Resilient Economies
projects
£
-
-
2,327,488
-
-
-
-
-
-
-
-
-
-
2,327,488
472,505
59,841
2,859,834
Governance
costs
£
-
-
-
41,918
-
-
-
-
-
-
-
9,056
8,867
59,841
-
(59,841)
-
Support
costs
£
-
-
-
237,538
26,533
5,650
1,000
73,839
61,451
37,615
28,879
-
-
472,505
(472,505)
-
-
2020 Total
£
2,563
12,592
2,327,488
279,456
26,533
5,650
1,000
73,839
61,451
37,615
28,879
9,056
8,867
2,874,989
-
-
2,874,989

44

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

For the year ended 30 September 2021
5
Grant making (current year)
Grants payable at the start of the year
Grant commitments made in the year
Grants (written back) or adjusted
Net grants committed in the year
Grants paid
Grants payable at the end of the year
Total creditors at the end of the year
Grant payments converted to social investment
Creditors: amounts due within one year (note 15)
Creditors: amounts due in over one year (note 16)
2021
£
4,098,302
2,455,296
132,923
2020
£
4,735,395
2,293,839
33,649
2,588,219
(2,874,411)
-
2,327,488
(3,064,581)
100,000
3,812,110 4,098,302
2,998,359
813,751
2,881,688
1,216,614
3,812,110 4,098,302

Details of the grant commitments made in the year can be found in the Trustees' Annual Report.

6 Net income / (expenditure) for the year

This is stated after charging / (crediting):

This is stated after charging / (crediting):
2021 2020
£ £
Depreciation 1,560 2,976
Operating lease rentals payable:
Property 19,200 19,200
Auditor's remuneration (excluding VAT):
Audit 7,400 7,500

7 Analysis of staff costs, trustee remuneration and expenses, and the cost of key management personnel

Other forms of employee benefits
Staff costs were as follows:
Salaries and wages
Social security costs
Employer’s contribution to defined contribution pension schemes
2021
£
241,435
20,015
42,008
2,744
2020
£
221,103
17,628
40,127
598
306,202 279,456

45

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

The following number of employees received employee benefits (excluding employer pension costs and employer's national insurance) during the year between:

2021 2020
No. No.
£60,000 - £69,999 1 1

The total employee benefits (including employer's pension contributions and employer's national insurance) of the key management personnel were £242,965 (2020: £227,775).

The charity trustees were neither paid nor received any other benefits from employment with the charity in the year (2020: £nil). No charity trustee received payment for professional or other services supplied to the charity (2020: £nil).

Trustees' expenses represents the payment or reimbursement of travel and subsistence costs totalling £181 (2020: £1,232) incurred by 9 (2020: 10) members relating to attendance at meetings of the trustees.

8 Staff numbers

The average number of employees (head count based on number of staff employed) during the year was 8.0 (2020:7.8). The full time equivalent number of staff was 6.8 (2020: 5.8).

9 Related party transactions

Due to the nature of the Foundation's operations and the composition of the trustee board and staff and their charitable interests, it is possible that the Foundation will make a donation to a charity in which a trustee or staff member may have a governance interest. In recognition of this possibility, trustees have developed a policy of disclosure to ensure there is no conflict of interest and that such a donation is made at arm's length.

During this year a grant of £300,000 was made to Fairshare Educational Foundation (Share Action) to fund core costs. Paul Dickinson is a trustee of both organisations and became Chair of Share Action in November 2018. (£200,000 was included in grant creditors at 30 September 2021.) Ann Don Bosco is a trustee at Economy which was granted core funding this year of £190,000. (The full amount was included in grant creditors at 30 September 2021.)

Priya Lukka is a trustee at The Equality Trust. Funding had been given in March 2018, before Priya joined the Foundation's board, for a project which completed during this year.

For the Foundations Practice Ratings Project which started during this year, Kathleen Kelly, is an employee on a collaboration between trusts/foundations which include Esmee Fairbairn Foundation, the Paul Hamlyn Foundation and the Lankelly Chase Foundation who are partners in the project. (Friends Provident Foundation awarded £45,000 to this project, of which £30,000 was included in grant creditors at 30 september 2021.)

The following related party transactions were identified from previous years where the grants have still been live during this year:

The individuals mentioned above did not take part in the funding/investment decisions involving their related party transaction.

There are no donations from related parties (2020: None) which are outside the normal course of business and no restricted donations from related parties (2020: None).

10 Taxation

The charity is exempt from corporation tax as all its income is charitable and is applied for charitable purposes.

46

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

11 Tangible fixed assets

e year ended 30 September 2021
Tangible fixed assets
All of the above assets are used for charitable purposes.
Fair value at the start of the year
Cash
Additions in year
UK Common investment funds
Shares listed on the London Stock Exchange
Investments comprise:
Listed investments
Additions at cost
Net gain on change in fair value
At the start of the year
Cost
At the end of the year
At the start of the year
Depreciation
At the end of the year
Net book value
At the start of the year
Charge for the year
At the end of the year
Disposal proceeds
Transfer in during year
Cash held by investment broker pending reinvestment
Fair value at the end of the year
Historical costs of listed investments at the year end
Computer
equipment
£
13,010
2,028
Total
£
13,010
2,028
15,038 15,038
9,342
1,560
9,342
1,560
10,902 10,902
4,136 4,136
3,668 3,668
2021
£
28,940,048
10,015,031
(12,928,063)
1,958
4,049,930
2020
£
32,440,369
14,964
(3,659,630)
-
144,345
30,078,904
72,453
28,940,048
61,859
30,151,357 29,001,907
2021
£
2020
£
20,392,091 17,520,789
2021
£
30,025,740
53,164
72,453
2020
£
28,897,376
42,672
61,859
30,151,357 29,001,907

12 Listed investments

During the year, £10 million was transferred from funds held by the existing fund manager to a new sustainable growth fund managed by Cazenove Capital. This followed the 'Investing olympics' event held in March 2020, an open tender event to seek new investment managers with the aim of achieving best practice in environmental, social and governance integration and impact.

Individual holdings of listed fixed asset investments, held at 30 September 2021, which represent a material proportion of the total value of the fixed asset investment portfolio were as follows:

Valuation Proportion
£ %
Cazenove Sustainable Growth Fund 10,780,736 35.8
BMO Responsible UK Equity Fund 6,694,618 22.2
BMO Responsible Global Equity Fund 5,904,144 19.6
BMO Responsible Sterling Corporate Bond Fund 6,646,242 22.0

47

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

e year ended 30 September 2021
Social investments
Additions at cost
Value at the start of the year
Conversion of Energy Gardens investment to grant funding
Funds released for reinvestment
Impairment charge
Value at the end of the year
2021
£
2,449,960
95,000
(200,000)
(300,000)
-
2020
£
2,300,000
199,960
-
-
(50,000)
2,044,960 2,449,960

On 30 September 2021, £200,000 of funds were released from the investment in Snowball Impact Investments LLP. These funds were held as a debtor at the year end (see note 14 below), before being reinvested into Snowball Impact Management Limited (SIML) on 14 October 2021. The funds of £300,000 already invested in SIML at the year end have been impaired. This is following independent advice and in accordance with our social investment valuation policy. This policy would also lead to the £200,000 invested post year-end being impaired. It was always anticipated that SIML would need additional capital whilst the Snowball Impact Investments LLP fund grew to scale and there are plans in place for further capitalisations.

The social investments include a ten-year loan of £100,000 made to the Stichting Equileap Foundation in July 2018. This Foundation has re-structured and the loan has been repaid early, in November 2021.

Individual holdings of social investments, held at 30 September 2021, which represent a material proportion of the total value of the social investment portfolio were as follows:


value of the social investment portfolio were as follows:
14
15
16
Creditors: amounts falling due after one year
Other debtors
Prepayments
Debtors
Accruals
AWEL Co-op
Energy Gardens
Snowball Impact Investments LLP
Riding Sunbeams Apollo Limited
Equileap
Egni Co-op
Grants receivable
Accrued income
Other creditors
Creditors: amounts falling due within one year
Grants payable - within 1 to 5 years (note 5)
Funds held for reinvestment (see note 13 above)
Grants payable (note 5)
Valuation
£
1,500,000
199,960
100,000
100,000
95,000
50,000
2021
£
70,000
200,000
1,654
13,582
91,283
Proportion
%
73.4
9.8
4.9
4.9
4.6
2.4
2020
£
-
-
1,500
5,666
106,538
376,519 113,704
2021
£
2,998,359
7,067
35,497
2020
£
2,881,688
168
38,189
3,040,923 2,920,045
2021
£
813,751
2020
£
1,216,614
813,751 1,216,614

48

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

General
Restricted unrestricted Designated Total funds
£ £ £ £
Tangible fixed assets - 4,136 - 4,136
Investments - 32,196,317 - 32,196,317
Current assets 87,023 1,498,336 - 1,585,359
Current liabilities - (3,040,923) - (3,040,923)
Long term liabilities - (813,751) - (813,751)
Net assets at 30 September 2021 87,023 29,844,115 - 29,931,138

17b Analysis of net assets between funds (prior year)

General
Restricted unrestricted Designated Total funds
£ £ £ £
Tangible fixed assets - 3,668 - 3,668
Investments - 31,451,867 - 31,451,867
Current assets - 1,445,169 45,000 1,490,169
Current liabilities - (2,920,045) - (2,920,045)
Long term liabilities - (1,216,614) - (1,216,614)
Net assets at 30 September 2020 - 28,764,045 45,000 28,809,045
18a Movements in funds (current year)
At 1 At 30
October Income & Expenditure September
2020 gains & losses Transfers 2021
£ £ £ £ £
Restricted funds:
Restricted funds:
Foundation Practice Rating Project - 140,000 (52,977) - 87,023
Total restricted funds - 140,000 (52,977) - 87,023
Unrestricted funds:
Designated funds:
Foundation Practice Rating Project - funds
contributed by Friends Provident
Foundation 45,000 - - (45,000) -
Total designated funds 45,000 - - (45,000) -
General funds 28,764,045 4,444,532 (3,409,462) 45,000 29,844,115
Total funds 28,809,045 4,584,532 (3,462,439) - 29,931,138

Funds held during the current year comprised of both restricted and unrestricted funds. Funds held in the prior year were all unrestricted funds. The narrative to explain the purpose of the restricted and designated funds is given at the foot of the note below.

49

Friends Provident Charitable Foundation

Notes to the financial statements

For the year ended 30 September 2021

18b Movements in funds (prior year)

e year ended 30 September 2021
Movements in funds (prior year)
Total restricted funds
Total designated funds
General funds
Total funds
Unrestricted funds:
Designated funds:
Foundation Practice Rating Project
Restricted funds:
Restricted funds:
Foundation Practice Rating Project
At 1
October
2019
£
-
Income &
gains
£
-
Expenditure
& losses
£
-
Transfers
£
-
At 30
September
2020
£
-
- - - - -
- - - 45,000 45,000
- - - 45,000 45,000
30,964,989 719,045 (2,874,989) (45,000) 28,764,045
30,964,989 719,045 (2,874,989) - 28,809,045

Purpose of restricted funds

During the year, Friends Provident Foundation has coordinated the Foundation Practice Rating Project, working with nine other partner trusts/foundations. The aim of the project is to develop a new method of assessing the governance and reporting practices of private trusts and foundations in the UK, creating a public record of their achievements. Performance will be assessed in three areas: Transparency, Accountability and Diversity.

Purpose of designated funds

The Foundation Practice Rating Project (previously called the Index of Foundation Diversity, Transparency and Accountability) began during the current year. The designated funds held at the start of the year represent the contribution towards the project by Friends Provident Foundation which was approved by Trustees in September 2020. Agreements were entered into with the other partner trusts/foundations in late 2020/early 2021. Once these were signed and it was certain that the project would progress, the Friends Provident Foudation's contribution could be accounted for as a grant commitment from general funds (rather than as delegated funds).

19 Operating lease commitments payable as a lessee

The charity's total future minimum lease payments under non-cancellable operating leases is as follows for each of the following periods


following periods
Less than one year
One to five years
Over five years
2021
2020
£
£
17,600
19,200
-
17,600
-
-
17,600
36,800
Property
17,600 36,800

The charity is a company limited by guarantee and has no share capital. The liability of each member in the event of winding up is limited to £1.

50