BETA Having problems on this page? Your wll help us to improve it. O You wlll be logged out after 30 minutès of inactivity. Messages IlgrouplguesUnottficath0Tr51 Acwunt IlgrouplguesVTny-detailsl Sign out Ilclportalilogoutl Charity Commission Annual Return 2023 Print Cancel Anglo American Foundab'on Charity registration number.. 1111719 Most of th• Informatlon you glv• In thls form wlll bocoma publlcly avallabla on th• R•glst•r of Charltl•s. Any Il•ld that th• Charlty Commlsslon wlll not dlsplay wlll b• clearly markad. This document is a record of the information provided in the Annual Return 2023. PART A- Charlty Informatlon Flnanelal p•rlod Flnanclal perlod ¥tart dats 01101r2023 Flnanclal perlod •nd date 3111212023 Incom• and 8p•ndlng Inc?rn• £ £ 3,796,826 £ 5,897,315 Number of contracts from govemment How many contracts lother than oratht agreement•l dld charlty r•ce6¥• Irom c•ntral 90v•rnmgnt or a local •uthorlty dwrlfflg th• fin•ncl¥l p•rl¢)d for th1% r•twrn7 Number of grants from government How many gr*tht* did your ehavity r•e*iv• fr•m e•thtral ¥ov•rnm*tht or a loÈal aulhority durin# thè flMncSal rfod lor th15 re￿rn? Corporat• dOna￿onS What was the value of your charity¥ Single hiyhest value donation received from a corporate donor durlng the financlal perlod of thls let￿￿￿? £ 3,503,080 Donations from individuals 117 What was the valuo ol your charlty¥ slnyle hl9hest value donatlon recelTnd from an Indl¥l*knl during thè financial period ol this retsrn? Donations from related parties Ylhat wa• the value ol your charftyts s*le hI¥l￿t value donatloth recel¥ed from a related pavty durln lh¢ Ilnan¢lal rlod ol th1¥ return? GrantmakSng 18 Ytrs rant makln tho Mallb W rcha Recipients of grants Pl8a88 round all flgur•8 to tho I￿9r*St pound (do not ont•r dacknal polnts oreommasl. Individuals Other charltl £ 5,125,059 Othor orq4nl¥a¢lon• ¢hat ar• no¢ £ 214.372 Grant roclpl•nt8 r•lated partl•s Ar• •ny of th• ¥*•nt r•¢lpl•rtts r•l•l•d p•rtl•• t• th• ¢h•tlty7 No Trustw paym•nts Exeludlng I)￿1 of poeknt •xp•nMs tor ¥Abat t*4•r• a•)y d th• trut•M pald duvlng th• Ilnanel•l p•rlod for thls r•turn? &. None of the InJsie8s have been p8pJ Dld any ol th• tru•t••• r••lgn and tak• up •mploym•nt wlth yow eh•rlty In th• flnanelal p•rlod ol thls r•turTh7 No Income from oulsldo th• UK Dod your charfty r•c•O¥• lthcom• from outsOd• ￿ th• Unll•d Klngdom lth th• Ilnathclal p•rlod ot thls fgturll7 Dellverlng actlvltSes outsSde the Unlted KSngdom Did your charity d￿l￿*T Charitabl• aetivrt*s outsid* of th• unIt￿ Kingdom th* finantial p•riod thls roturn? Yes sele￿ tho counlrigs your charity doliv•r•d thrilabl• a¢liv•lie$ outsido Ihe Vnilgd Ki Brazil.Canada,Peru.South Africa,Turkey.bmbabwe Written agreements with partners outside UK Does your charfty have lormal wyltten agreements In place wlth a•)y partmrs dellverfng haritable activities on its behalf outside of the United Kingdom• Spendlng outslde England & Wales Dld your charlty 8p•nd lund• I)￿181d• of th• Unlt•d Klngdom In th• IlnatrKlal p•rfod tsf thlB return7 Select countrl•slterrltorlo8 your op•rat•d In durlng the Iln•nclal ￿rtOd cwor•d by thls •nnual rdurn Brazil Canada Peru Soulh Africa Turkey Zimbabwe We recommend you select-Save- regularly to avold loslng any values entered. £ 145.S75 P•ru £ $72.050 South Afrlca £ 155.367 Turkey £ 398.250 Zlmbabw• £ 105.913 Brazll £ 698.812 Total 5pondlng outslde England & Wal•s £ 2,075,967 Methods of money tran¥fer How much money dld your charlty sob￿ In total 0￿181d0 ol the Unlted Klngdom u•lng a m•thDd othtrr than th• r• ul*ted b*nkl toffl In th• fln*nclal rl¢bd for thls roturn? Tradlng subsldlarles Do•s the charl No h•¥e a *radO swbsldlarf••? Charity conta¢t detsil¥ ¢orrect 18 the contact addr•u dlsplayed from th• Re918ter of Ch•vlQle•• correct? Charlty h•adquart•rs dotsils corr•ct Is this th• sam• addr•s¥ thal you u¥• as your ¢haiity¥ administrativ• h•adquart•r¥? Yes Charity contact address Address Llne 1 ANGLOAMERICAN FOUNDATION Addr•6s Llna 2 17 ChÈrtethous8 Stra*t Addr88s Lln8 3 London Address Lln8 4 Addr•88 Lln• 5 Postcodo EC1N 6R4 Cou Charlty Hgadquartgrs addr9•• Addre88 Llne 1 ANGLOAMERICAN FOUNDATION Addr808 Llne 2 17 Ch8rtethouse Street Addr￿8 Llne 3 London Addr￿8 Llne 4 Addre68 Llne S Po8tc¢)de EC1N6R4 Country Mtmbèrlhlp typ• 15 th• ¢h¥rl art of o vAd•r structur• vAth no, the charity is not part of a W￿er group slnjclure r¢ •nd subsldl¥r IM>dl•s? Employmfrnt contract types Peo le were ermanentl em lo edb our chari People were on fixed-terms contracts with your charity Self*m lo ed le were workln for our cha 417 Governance pdlcles IntÈrnal eharl Yes ffinanclal controls and rocÈdurÈ$ Saf Yes Uardin nd rocedures Financial reserves policy and proEedure5 Com lalnts Ilc and rocèdures S¢*l¢u$ Incldènt raportlng pollty and procadurns Intsrnal rl&k mana Yos mènt and roc•dur•* Trustso •x Yes and roc•duM• Trusts• ¢•nfll¢ts 01 Int•rn•t p•ll¢y and pm¢•duty• Yes ¢h•rl fund• and ro¢•dur•• Yes ¢ampalgn• and polltlcal actlvlty pollcy and proc•du Ye$ 8ul and haraMm•nt ac•dur• Soclal m•dla No and roc•dur•s Engaglng •xt•rn•l •p•ak•rs at ¢harlty ¢v•nts pdl¢y and pro¢•dur•• No Safeguardlng Has your charlty pro¥Id￿ s•v¥lc•• to chlldr•n andl¢x adults at rlsk In lh• 111￿￿tI*l p•rlod o• the r•turn7 Serlous Incldents Has your charlty reported all ser10￿# lthcldents {lthcl￿dSng any hl*lorfcal IncSdentsl that the charlty l)•came aware of d¥rlThg th• finonclal p•rfod of thls r•lurn? There were no incidents lo Rport External rlsk and Impact Donations Positwe other Income- rants Unkno¥vnlNo Change1NDtAp￿It*b othèr in¢omÈ- ¢ontracts PositNe Other IncOn￿- llhvestment PosilwÈ endltsre ott charltable actlvltles Positiv& Expendltsro ovorh•ads Positive Mumber of volunt••rs UnknownlNo Change1NOtAp￿iCab Mumber of employe UnknownlNo Change1NOtAp￿1rab NumlM¥r of tru#t4W# UnknownlNo Change1NOtAp￿1cab Fundrallln aetlvlti UnknownlNu ChangelNotAprAi¢ab Capaclty to d•ll¥•r ••v¥lc•s Positiv8 Total ••rvle• d•m•nd Positiv& Volunt•¢r8 EX￿udIng tru¥l••¥i provld• ￿10￿•1• rf th• numlJ•r ol ¥olunl••r• who carrS•d out ch•rflabl• actlvltl•# on b•h*ll ol yo￿￿ eh*rlty In th• Unlt•d KIn￿OM th• flthanel*l p•rlod of thl r•turM7 PART B - Financial information Account typè Do•¥ your thrlty pl9￿r•. Charity ￿lY accoun15 Assets Of the total fixed assets what value Is Flxod a8￿t Inv•stm•nts Total fixed assets 01 the total Current assets what value Is Current asset Investments Total current assats £ 78,927,395 £ 78,498.065 617 Of the total current assets what value is Cash at bank and in hand £ 429.330 Llabllltles Credft•rs falllng dua aftor on• year and ro¥lslon• { 3.503,581 Credltotrs due vAthln 1 £ 4,513,331 Defined bmefft pM¥lon ¥chem• 888etllllatsllltyl Th1$ flgure should be preflxed vthh a rnlnus sym1￿1 11 It Is a negatlvo valu• Toi•l hgt 0¥4g¢51 £ 70.910,483 Funds Endowmant funds R•strlcted funds Unrèstrlctsd fund8 £ 70.910,483 Total Fund• £ 70,910,483 Addltlonal Informatlon Support costs £ 557,884 DepreclatSon charge for th• year Level of reserves 717 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **Registered number: 05452659 Charity number: 1111719** # **ANGLO AMERICAN FOUNDATION** **(A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT AND FINANCIAL STATEMENTS** **FOR THE YEAR ENDED 31 DECEMBER 2023** Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **CONTENTS** ||Page| |---|---| |**Reference and administrative details of the Foundation, its Trustees and advisers**|1| |**Trustees' annual report**|2 - 8| |**Independent auditors' report on the financial statements**|9 - 11| |**Statement of financial activities**|12| |**Balance sheet**|13| |**Statement of cash flows**|14| |**Notes to the financial statements**|15 - 26| Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **REFERENCE AND ADMINISTRATIVE DETAILS OF THE FOUNDATION, ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 DECEMBER 2023** |**Trustees**|M Biteye (appointed 19 July 2023)| |---|---| ||R M Fernandes (appointed 24 January 2023)| ||E S Genser (appointed 19 July 2023)| ||N B Mbazima (resigned 31 January 2023)| ||Y Mfolo| ||A Michaud-Ahmed (resigned 31 May 2023)| ||T M Mkhwanazi (appointed 24 January 2023)| ||R J B Price (appointed 30 October 2023)| ||J Samuel| |**Company registered**
**number**
05452659
**Charity registered**
**number**
1111719
**Registered office**
17 Charterhouse Street
London
United Kingdom
EC1N 6RA
**Company secretary**
Anglo American Corporate Secretary Limited
**Independent auditors**
PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
1 Embankment Place
London
United Kingdom
WC2N 6RH
**Bankers**
Barclays Bank plc
1 Churchill Place
Canary Wharf
London
E14 5HP|| Page 1 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023** The Trustees (who are also directors of the Anglo American Foundation ("the Foundation" or "the Company") for the purposes of the Companies Act 2006) present their Annual Report together with the audited financial statements of Anglo American Foundation (the "Foundation") for the year ended 31 December 2023. The Annual Report serves the purposes of both a Trustees' Annual Report and a directors' report under company law. The Trustees confirm that the Annual Report and audited financial statements of the Foundation comply with the current statutory requirements, the requirements of the Foundation's governing document and the provisions of the Statement of Recommended Practice (SORP) applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2019). The Foundation, by virtue of qualifying as small under 382 and 383 of The Companies Act 2006, has taken advantage of the exemption from preparing a Strategic Report as permitted under section 414A(2) of the Companies Act 2006. ## **Objectives and activities** ## **a. Policies and objectives** The Foundation is committed to empowering young people to create a greener, fairer future. The Foundation collaborates with a range of organisations to develop programmes focused on two priority areas: - Youth empowerment - Youth economic opportunities in green value chains Outside of these priority areas, the Foundation also supports projects aligned to the United Nations Sustainable Development Goals, as well as providing funding to emergencies on a case by case basis. The Trustees confirm that they have referred to the guidance contained in the Charity Commission’s general guidance on public benefit when reviewing the Foundation’s aims and objectives and in planning future activities and setting the grant making policy for the year. The Foundation delivers public benefit by contributing in the countries in which the Anglo American plc Group ("AA plc Group") operates. The short and long term objectives of the Foundation are consistent. In setting objectives and planning for activities, the Trustees have given due consideration to general guidance published by the Charity Commission relating to public benefit, including the guidance 'Public benefit: running a charity (PB2)'. ## **b. Trustees** The Trustees are selected from amongst current or former senior AA plc Group managers, as well as independent trustees that are not linked to AA plc Group, and bring a broad range of perspectives. The following served as Trustees throughout the year (unless otherwise stated) and to the present time: M Biteye (appointed 19 July 2023) R M Fernandes (appointed 24 January 2023) E S Genser (appointed 19 July 2023) N B Mbazima (resigned 31 January 2023) Y Mfolo A Michaud-Ahmed (resigned 31 May 2023) T M Mkhwanazi (appointed 24 January 2023) R J B Price (appointed 30 October 2023) J Samuel Page 2 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Objectives and activities (continued)** ## **c. Giving structure** The Foundation puts young people at the centre of its approach, giving them the tools to create a positive impact and unlock their potential. A rigorous, evidence-led methodology involves working with young people and partner organisations to identify the need and understand key barriers to empowerment, ideate, pilot and refine innovative approaches to tackle barriers across our two priorities and implement and scale effective models in partnership. ## **d. Meetings and processes** Meetings are held throughout the year when the Trustees consider applications for funding from bona fide organisations whose objectives match the objectives of the Foundation. A working party, made up of three members of Anglo American Services (UK) Ltd. ("AA Services") staff, considers and evaluates the applications and puts forward proposals to the Trustees. No staff are directly employed by the Foundation and as such there are no key management personnel other than the Trustees. A gift in kind has been recognised in respect of the time spent by AA Services staff working on activities of the Foundation. ## **Strategic report** ## **Achievements and performance** ## **a. Key performance indicators** During the year, the Foundation awarded grants totalling £5,339,431 compared to £12,886,505 in 2022. As at 31 December 2023 the Foundation had total funds of £70,910,483 compared to £69,144,705 in the prior year. The financial position of the Foundation is comparable to the prior year, with an increase in total funds, due to grants awarded being less than the donations received during the year and the increase in the value of the Foundation's investments. ## **b. Review of activities** The following is a selection of the significant grants approved by the Trustees for the year ended 31 December 2023: ## **£1,794,843 - Ambassadors for Good** Ambassadors for Good is a skills-based employee volunteer programme involving Anglo American employees. Small teams of colleagues from Anglo American and De Beers participate as volunteers to partner with organisations. ## **£698,812 - Yunus Social Business** Yunus Social Business is a company focused on creating systemic change through deep, sustainable and long lasting social impact. The Foundation supported YSB with a catalytic grant will further impact capital in YSB local impact fund. Page 3 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Strategic report (continued)** ## **Achievements and performance (continued)** ## **£600,000 - The Anglo American Scholarships Programme** The Anglo American Scholarships Programme has been running since 2017. The purpose of the programme is to support the development of emerging leaders in the broad areas of public policy and civil society. Scholars are typically young potential leaders from Anglo American’s main countries of operation/exploration interest and the Programme operates via a range of institutions. ## **£480,000 - Institute for Human Rights and Business (IHRB)** Institute for Human Rights and Business (IHRB) is a global ‘think and do tank’, that aims to work impartially with governments, business, civil society and trade unions towards concrete human rights impacts and outcomes. The Foundation provided core grant support to IHRB, allowing IHRB to decide flexibility how to use the funding, it is expected that the funds will be used to support the following four main elements Commodities, Mining and Conflict Prevention; Just Transitions and the Climate Agenda; Leadership and Innovation; and Youth Strategies. ## **£398,250 - The World Food Programme** The World Food Programme is the world's largest humanitarian organization providing food assistance and is a registered charity. This donation went to WFP Syria to support the relief efforts resulting from the Türkiye and Syria earthquake. ## **£250,000 - Engineers Without Borders** Engineers without Borders is a registered charity and company. Its mission is to balance the needs of all people with the needs of our planet through responsible engineering. The Foundation grant supported the Transforming Engineering Education programme which aims to upskill people to practice globally responsible engineering. ## **Financial review** ## **a. Going concern** The Trustees have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future for the period of at least 12 months from the date of approval of the financial statements. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The Foundation’s ability to operate as a going concern is assessed in conjunction with the AA plc Group as it is dependent upon the ability of the AA plc Group companies to make donations to the Foundation. The Foundation’s cash flow forecasts for the period to the end of September 2025, with considerations given to the uncertainties of the wider macroeconomic environment and trading performance of the AA plc Group, show that the Foundation maintains sufficient liquidity throughout the period of assessment without the use of mitigating actions. On 28 February 2023, the Foundation received £3,500,000 from AA Services representing their annual donation for 2023. This funding, together with existing funds will enable the Foundation to meet its committed liabilities of £4,513,331 for 2024 and £3,503,580 for 2025 to 2026. Page 4 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **b. Reserves policy** Donations are made to the Foundation at the beginning of each financial year which are then held in an interest bearing bank account. The Foundation intends to pay out all funds received. It is the policy of the Foundation to ensure that there are sufficient cash reserves to cover all committed donations and governance costs. The unrestricted reserves as at 31 December 2023 were £70,910,483 _(2022 - £69,144,705)_ . ## **c. Material investments policy** The current investment policy of the Trustees is to place funds in an actively managed investment fund whilst awaiting decisions by the trustees. ## **d. Principal funding** AA Services makes donations to the Foundation from its available cash balances. AA Services also made a oneoff donation of US$100,000,000 to the Foundation during 2021. It is envisaged that these donations is likely to remain the major source of income in the future. ## **Structure, governance and management** ## **a. Constitution** Anglo American Foundation is registered as a company limited by guarantee and was set up by a Memorandum of Association. The Foundation is constituted under a Memorandum of Association dated 13 May 2005 (revised 24 July 2023) and is a registered Charity with the Charity Commission with number 1111719 and Registered Company number 05452659. ## **b. Methods of appointment or election of Trustees** The management of the Foundation is the responsibility of the Trustees who are elected and co-opted under the terms of the Articles of Association. New Trustees are selected by the existing Trustees from current or former senior AA plc Group managers or appropriate external independent candidates. The induction process for any new Trustee comprises of a series of briefing meetings with the current Trustees. ## **c. Policies adopted for the induction and training of Trustees** New trustees are provided with the following key documents: - the Foundation's governing document; - the Foundation's latest Annual Report and financial statements; and - minutes of recent Trustee meetings. New trustees also meet with other existing trustees and key people within the Foundation to get a better understanding of its work. Page 5 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Structure, governance and management (continued)** ## **d. Risks and uncertainties** The Trustees have assessed the major risks to which the Foundation is exposed, in particular those related to the operations and finances of the Foundation, and are satisfied that systems and procedures are in place to mitigate the Foundation's exposure to the major risks. The principal risk is related to unauthorised payments being made. This is mitigated by dual approval requirements, segregation of duties and restricted access to banking systems. ## **Financial risk management** The Foundation's exposure to price risk, credit risk, liquidity risk and cash flow risk is not material for the assessment of assets, liabilities and the financial statements. Credit risk is not considered to be material on the basis that funding will continue to be received from AA Services. ## **Members' liability** The Foundation is a company limited by guarantee and has no share capital. The liability of each Trustee in the event of winding up the Foundation is limited to £1. The Trustees have control over decision-making and operations of the Foundation. ## **Indemnities** To the extent permitted by law and the Articles, the Foundation has made qualifying third-party indemnity provisions for the benefit of its directors during the period through AA plc Group, which remain in force at the date of this report. ## **e. Plans for future periods** Having launched its new youth empowerment strategy at the end of 2022, the Foundation will pilot the new strategy in South Africa and Peru before scaling up more broadly across its footprint. Page 6 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Statement of Trustees' responsibilities** The trustees (who are also directors of Anglo American Foundation for the purposes of company law) are responsible for preparing the Trustees’ Annual Report and the financial statements in accordance with applicable law and regulation. Company law requires the trustees to prepare financial statements for each financial year. Under that law the trustees have prepared the financial statements in accordance with United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law (United Kingdom Generally Accepted Accounting Practice). Under company law the trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of the affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing these financial statements, the trustees are required to: - select suitable accounting policies and then apply them consistently; - observe the methods and principles in the Statement of Recommended Practice: Accounting and Reporting by Charities (2019); - make judgments and estimates that are reasonable and prudent; - state whether applicable UK Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements; and - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business. The trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company’s transactions and 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. The trustees are responsible for the maintenance and integrity of 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. ## **Trustees' confirmation** Each of the persons who are Trustees at the time when this Trustees' Annual Report is approved has confirmed that: - so far as that Trustee is aware, there is no relevant audit information of which the company's auditors are unaware, and - The Trustee has taken all the steps that he ought to have taken as a Trustee in order to make himself aware of any relevant audit information and to establish that the company’s auditors are aware of that information. Page 7 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Independent Auditors** Under section 487(2) of the Companies Act 2006, PricewaterhouseCoopers LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the financial statements with the registrar, whichever is earlier. Approved by order of the members of the board of Trustees on 23 September 2024 and signed on their behalf by: **J Samuel** Trustee Page 8 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** ## **Report on the audit of the financial statements** ## **Opinion** In our opinion, Anglo American Foundation’s financial statements (the “financial statements”): - give a true and fair view of the state of the charitable company’s affairs as at 31 December 2023 and of its incoming resources and application of resources, including its income and expenditure, and cash flows, for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law); and - have been prepared in accordance with the requirements of the Companies Act 2006. - We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise: the balance sheet as at 31 December 2023; the statement of financial activities (incorporating an income and expenditure account), the statement of cash flows for the year then ended; and the notes to the financial statements, which include a description of significant accounting policies. ## **Basis for opinion** We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ## _Independence_ We remained independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. ## **Conclusions relating to going concern** 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 the date on which the financial statements are authorised for issue. 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. However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the charitable company’s ability to continue as a going concern. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. ## **Reporting on other information** The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities. Page 9 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below. ## _Trustees’ Annual Report_ In our opinion, based on the work undertaken in the course of the audit the information given in the Trustees’ Annual Report for the period ended 31 December 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Trustees’ Annual Report. ## **Responsibilities for the financial statements and the audit** ## _Responsibilities of the trustees for the financial statements_ As explained more fully in the Statement of Trustees’ Responsibilities, 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 in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible for such internal control as they 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. ## _Auditors’ 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 auditors’ 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. Based on our understanding of the charitable company and its industry/environment , we identified that the principal risks of noncompliance with laws and regulations related to the Charities Act 2011 and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries. Audit procedures performed by the engagement team included: - Understanding and evaluating the design and implementation of controls designed to prevent and detect irregularities and fraud; - Inquiry of management, Internal Audit and the Company's legal advisors regarding their consideration of known or suspected instances of non-compliance with laws and regulations and fraud; and - Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through collusion. A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report. Page 10 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** ## _Use of this report_ This report, including the opinions, has been prepared for and only for the charitable company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. ## **Other required reporting** ## **Companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept **,** or returns adequate for our audit have not been received from branches not visited by us; or - certain disclosures of trustees’ remuneration specified by law are not made; or - the financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. ## **Entitlement to exemptions** Under the Companies Act 2006 we are required to report to you if, in our opinion, the trustees were not entitled to: take advantage of the small companies exemption from preparing a Strategic Report. We have no exceptions to report arising from this responsibility. Alex Lazarus (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 23 September 2024 Page 11 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 DECEMBER 2023** |**Note**
**Income from:**
Donations
4
Investment income
5
Other income
6
**Total income**
**Expenditure on:**
Charitable activities
**Total expenditure**
**Net expenditure before net**
**gains/(losses) on investments**
Net foreign exchange gains/(losses) on
grants
**Net expenditure**
Gains on investments
12
**Net movement in funds**
**Reconciliation of funds:**
Total funds brought forward
Net movement in funds
**Total funds carried forward**|**Unrestricted**
**funds**
**2023**
**£**
**3,503,080**
**47,480**
**245,026**
**3,795,586**
**5,896,075**
**5,896,075**
**(2,100,489)**
**447,569**
**(1,652,920)**
**3,418,698**
**1,765,778**
**69,144,705**
**1,765,778**
**70,910,483**|**Restricted**
**funds**
**2023**
**£**
**1,240**
**-**
**-**
**1,240**
**1,240**
**1,240**
**-**
**-**
**-**
**-**
**-**
**-**
**-**
**-**|**Total**
**funds**
**2023**
**£**
**3,504,320**
**47,480**
**245,026**
**3,796,826**
**5,897,315**
**5,897,315**
**(2,100,489)**
**447,569**
**(1,652,920)**
**3,418,698**
**1,765,778**
**69,144,705**
**1,765,778**
**70,910,483**|_Total_
_funds_
_2022_
_£_
_5,436,450_
_907,509_
_11,466_
_6,355,425_
_14,180,134_
_14,180,134_
_(7,824,709)_
_(412,577)_
_(8,237,286)_
_49,049_
_(8,188,237)_
_77,332,942_
_(8,188,237)_
_69,144,705_| |---|---|---|---|---| The Statement of financial activities includes all gains and losses recognised in the year. The notes on pages 15 to 26 form part of these financial statements. Page 12 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee) REGISTERED NUMBER: 05452659** **BALANCE SHEET AS AT 31 DECEMBER 2023** |**Note**
**Current assets**
Investments
12
Cash at bank and in hand
**Total current assets**
Creditors: amounts falling due within one
year
13
**Net current assets**
**Total assets less current liabilities**
Creditors: amounts falling due after more
than one year
14
**Total net assets**
**The funds of the charity**
Unrestricted funds
General funds
Total unrestricted funds
**Total charity funds**|**78,498,065**
**429,330**
**78,927,395**
**(4,513,331)**
**70,910,483**|**2023**
**£**
**74,414,064**
**74,414,064**
**(3,503,581)**
**70,910,483**
**70,910,483**
**70,910,483**|_75,079,367_
_5,019,592_
_80,098,959_
_(6,075,347)_
_69,144,705_|_2022_
_£_
_74,023,612_
_74,023,612_
_(4,878,907)_
_69,144,705_
_69,144,705_
_69,144,705_| |---|---|---|---|---| The Trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and preparation of financial statements. The financial statements on pages 12 to 26 were approved and authorised for issue by the Trustees on 23 September 2024 and signed on their behalf by: **J Samuel** Trustee The notes on pages 15 to 26 form part of these financial statements. Page 13 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2023** |**Note**
**Cash flows from operating activities**
Net cash (used in)/generated from operating activities
18
**Cash flows from investing activities**
Investment in liquidity funds
12
**Net cash used in by investing activities**
**Change in cash and cash equivalents in the year**
Cash and cash equivalents at the beginning of the year
**Cash and cash equivalents at the end of the year**
19
The notes on pages 15 to 26 form part of these financial statements|**2023**
**£**
**(4,590,262)**
**-**
**-**
**(4,590,262)**
**5,019,592**
**429,330**|_2022_
_£_
_6,205_
_(75,000,001)_
_(75,000,001)_
_(74,993,796)_
_80,013,388_
_5,019,592_| |---|---|---| Page 14 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA # **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** # **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **1. General information** Anglo American Foundation is a charitable company limited by guarantee, incorporated in the United Kingdom and registered in England and Wales. The nature of the Foundation’s operations and principal activities is set out in the Trustees' Annual Report. The address of the registered office is given on the Reference and administrative details page. ## **2. Accounting policies** ## **2.1 Basis of preparation of financial statements** The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - 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 UK and Republic of Ireland (FRS 102) (effective 1 January 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. Anglo American Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy. ## **2.2 Going concern** The Trustees have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future for the period of at least 12 months from the date of approval of the financial statements. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The Foundation’s ability to operate as a going concern is assessed in conjunction with the AA plc Group as it is dependent upon the ability of the AA plc Group companies to make donations to the Foundation. The Foundation’s cash flow forecasts for the period to the end of September 2025, with considerations given to the uncertainties of the wider macroeconomic environment and trading performance of the AA plc Group show that the Foundation maintains sufficient liquidity throughout the period of assessment without the use of mitigating actions. On 28 February 2023, the Foundation received £3,500,000 from AA Services representing their annual donation for 2023. This funding, together with existing funds will enable the Foundation to meet its committed liabilities of £4,513,331 for 2024 and £3,503,580 for 2025 to 2026. ## **2.3 Fund accounting** General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Foundation and which have not been designated for other purposes. Restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors or which have been raised by the Foundation for particular purposes. The costs of raising and administering such funds are charged against the specific fund. Investment income, gains and losses are allocated to the appropriate fund. Page 15 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **2. Accounting policies (continued)** ## **2.4 Income** Donation income is recognised once the Foundation has entitlement to the income, it is probable that the income will be received and the amount of income receivable can be measured reliably. Gift in kind income and a corresponding expense is recognised once the giver has confirmed the offer of the gift and the amount of the gift can be measured reliably. ## **2.5 Expenditure** Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources. Central staff costs are allocated on the basis of time spent, and depreciation charges are allocated on the portion of the asset’s use. Expenditure on charitable activities is incurred on directly undertaking the activities which further the Foundation's objectives, as well as any associated support costs. Grants payable are charged in the year when the offer is made except in those cases where the offer is conditional, such grants being recognised as expenditure when the conditions attaching are fulfilled. Grants offered subject to conditions which have not been met at the year end are noted as a commitment, but not accrued as expenditure. All expenditure is inclusive of irrecoverable VAT. ## **2.6 Investment Income** Interest on funds held on deposit is recognised when receivable and the amount can be measured reliably by the Foundation; this is normally upon notification of the interest paid or payable by the institution with whom the funds are deposited. Interest receivable is disclosed within cash flows from operating activities in the Cash flow statement. ## **2.7 Investments** Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the balance sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Gains/(Losses) on investments’ in the statement of financial activities. The investment has been classified as a Gains on investments based on the maturity date. The investment was deemed to not be classified as a cash and cash equivalent based on The trustees' intention to hold the investment. Page 16 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **2. Accounting policies (continued)** ## **2.8 Foreign currencies** The Foundation's functional and presentational currency is Pound Sterling (GBP) as this is the currency of the primary economic environment in which the Foundation operates. Monetary assets and liabilities denominated in foreign currencies are translated into GBP at rates of exchange ruling at the reporting date. Transactions in foreign currencies are translated into GBP at the rate ruling on the date of the transaction. Exchange gains and losses are recognised in the Statement of financial activities. ## **2.9 Cash at bank and in hand** Cash at bank and 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. ## **2.10 Liabilities and provisions** Liabilities, including commitment liabilities, 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 estimated reliably. Liabilities are recognised at the amount that the Foundation anticipates it will pay to settle the debt or the amount it has received as advanced payments for the goods or services it must provide. Provisions are measured at the best estimate of the amounts required to settle the obligation. Where the effect of the time value of money is material, the provision is based on the present value of those amounts, discounted at the pre-tax discount rate that reflects the risks specific to the liability. The unwinding of the discount is recognised in the Statement of financial activities as a finance cost. ## **2.11 Financial instruments** The Foundation 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. ## **3. Critical accounting estimates and areas of judgment** Estimates and judgments 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. Critical accounting estimates and assumptions: The Trustees do not consider there are any critical judgments or sources of estimation uncertainty requiring disclosure beyond the accounting policies listed above. Page 17 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **4. Income from donations** |**Unrestricted**
**funds**
**2023**
**Restricted**
**funds**
**2023**
**£**
**£**
Donations
3,503,080
1,240
_Unrestricted_
_funds_
_2022_
_Restricted_
_funds_
_2022_
_£_
_£_
Donations
_5,002,200_
_434,250_
**5.**
**Investment Income**
**Unrestricted**
**funds**
**2023**
**£**
Interest receivable on cash
47,480
Other interest income
-
47,480
_Unrestricted_
_funds_
_2022_
_£_
Interest receivable on cash
_877,192_
Other interest income
_30,317_
_907,509_|**Total**
**funds**
**2023**
**£**
**3,504,320**| |---|---| ||_Total_
_funds_
_2022_
_£_
_5,436,450_| ||**Total**
**funds**
**2023**
**£**
**47,480**
**-**| ||**47,480**| ||_Total_
_funds_
_2022_
_£_
_877,192_
_30,317_| ||_907,509_| Page 18 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **6. Other income** |Gifts in kind
Gifts in kind|**Unrestricted**
**funds**
**2023**
**£**
245,026
_Unrestricted_
_funds_
_2022_
_£_
_11,466_|**Total**
**funds**
**2023**
**£**
**245,026**| |---|---|---| |||_Total_
_funds_
_2022_
_£_
_11,466_| The audit fee payable to the Foundation's auditors for the audit of the Foundation's annual financial statements of £12,826 ( _2022 - £11,466_ ) has been borne by AA services and treated as a gift in kind. Time spend by AA Services staff working on the activities of the Foundation of £232,200 has been borne by AA Services and treated as a gift in kind. Page 19 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **7. Analysis of grants** |Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding|**Grants to**
**Institutions**
**2023**
**£**
1,054,126
105,324
3,428,399
173,844
543,825
33,913
5,339,431
_Grants to_
_Institutions_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_12,886,505_|**Total**
**funds**
**2023**
**£**
**1,054,126**
**105,324**
**3,428,399**
**173,844**
**543,825**
**33,913**| |---|---|---| |||**5,339,431**| |||_Total_
_funds_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_| |||_12,886,505_| Further details in respect of the more significant grants approved by the Trustees for the year ended 31 December 2023 are disclosed in the Trustees' Annual Report. Page 20 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **8. Analysis of expenditure by activities** |Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Governance
Other labour costs
Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Governance costs
Other labour costs|**Grant**
**funding of**
**activities**
**2023**
**£**
1,054,126
105,324
3,428,399
173,844
543,825
33,913
-
-
5,339,431
_Grant_
_funding of_
_activities_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_-_
_-_
_12,886,505_|**Support**
**costs**
**2023**
**£**
-
-
-
-
-
-
325,684
232,200
557,884
_Support_
_costs_
_2022_
_£_
_-_
_-_
_-_
_-_
_-_
_-_
_1,293,629_
_-_
_1,293,629_|**Total**
**funds**
**2023**
**£**
**1,054,126**
**105,324**
**3,428,399**
**173,844**
**543,825**
**33,913**
**325,684**
**232,200**| |---|---|---|---| ||||**5,897,315**| ||||_Total_
_funds_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_1,293,629_
_-_| ||||_14,180,134_| Page 21 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **9. Auditors' remuneration** ||**2023**|_2022_| |---|---|---| ||**£**|_£_| |Fees payable to the Foundation's auditors for the audit of the Foundation's||| |annual financial statements|**12,826**|_11,466_| ## **10. Trustees' remuneration and expenses** During the year, no Trustees received any remuneration or other benefits _(2022 - £NIL)_ . During the year ended 31 December 2023, no Trustee expenses have been incurred _(2022 - £NIL)_ . ## **11. Taxation** As a registered Foundation, the Foundation is potentially exempt from taxation on its income and gains falling within Chapter 3 of Part 11 of the Corporation Taxes Act 2010 and section 256 of the Taxation of Chargeable Gains Act 1992 to the extent that these are applied to its charitable purposes. No tax charge has arisen in the current or preceding year. ## **12. Investments** |**Cost or valuation**
At 1 January 2023
Unrealised gains
At 31 December 2023
**Net book value**
At 31 December 2023
_At 31 December 2022_|**Other**
**investments**
**£**
**75,079,367**
**3,418,698**| |---|---| ||**78,498,065**| ||**78,498,065**| ||_75,079,367_| Page 22 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **13. Creditors: Amounts falling due within one year** |Commitment liabilities
Accruals|**2023**
**£**
**4,350,447**
**162,884**
**4,513,331**|_2022_
_£_
_5,177,605_
_897,742_| |---|---|---| |||| |||_6,075,347_| There are no performance-related conditions attached to any of the commitments due within one year. ## **14. Creditors: Amounts falling due after more than one year** ||**2023**|_2022_| |---|---|---| ||**£**|_£_| |Commitment liabilities|**3,503,581**|_4,878,907_| Of the creditors falling due after more than one year, £1,851,790 is due in 2025 and £1,651,790 in 2026. In 2022, £1,780,883 was due in 2024, £1,549,012 in 2025 and £1,549,012 in 2026. There are no performance-related conditions attached to any of the commitments due after more than one year. ## **15. Financial instruments** |**Financial assets**
Investments
Cash at bank and in hand
**Financial liabilities**
Financial liabilities measured at amortised cost|**2023**
**£**
**78,498,065**
**429,330**
**78,927,395**
**2023**
**£**
**8,016,912**|_2022_
_£_
_75,000,001_
_5,019,592_| |---|---|---| |||| |||_80,019,593_| |||_2022_
_£_
_10,954,254_| Financial liabilities measured at amortised cost comprise commitment liabilities. Page 23 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **16. Summary of funds** ## **Summary of funds - current year** |General funds
Restricted funds
General funds
Restricted funds|**Balance at 1**
**January**
**2023**
**£**
**69,144,705**
**-**
**69,144,705**
_Balance at_
_1 January_
_2022_
_£_
_77,332,942_
_-_
_77,332,942_|**Income**
**£**
**3,795,586**
**1,240**
**3,796,826**
_Income_
_£_
_5,921,175_
_434,250_
_6,355,425_|**Expenditure**
**£**
**(5,896,075)**
**(1,240)**
**(5,897,315)**
_Expenditure_
_£_
_(13,745,884)_
_(434,250)_
_(14,180,134)_|**Gains/**
**(Losses)**
**£**
**3,866,267**
**-**
**3,866,267**
_Gains/_
_(Losses)_
_£_
_(363,528)_
_-_
_(363,528)_|**Balance at**
**31**
**December**
**2023**
**£**
**70,910,483**
**-**| |---|---|---|---|---|---| ||||||**70,910,483**| ||||||_Balance at_
_31_
_December_
_2022_
_£_
_69,144,705_
_-_| ||||||_69,144,705_| Page 24 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **17. Analysis of net assets between funds** Analysis of net assets between funds - current year |**Unrestricted**
**funds**
**2023**
**Restricted**
**funds**
**2023**
**£**
**£**
Current assets
78,926,155
1,240
Creditors due within one year
(4,512,091)
(1,240)
Creditors due in more than one year
(3,503,581)
-
**Total**
70,910,483
-
Analysis of net assets between funds - prior year
_Unrestricted_
_funds_
_2022_
_Restricted_
_funds_
_2022_
_£_
_£_
Current assets
_79,664,709_
_434,250_
Creditors due within one year
_(5,641,097)_
_(434,250)_
Creditors due in more than one year
_(4,878,907)_
_-_
**Total**
_69,144,705_
_-_
**18.**
**Reconciliation of net movement in funds to net cash flow from operating activities**
**2023**
**£**
Net expenditure for the year (as per Statement of Financial
Activities)
**(1,652,920)**
**Adjustments for:**
(Decrease)/Increase in creditors
**(2,937,342)**
Interest on investments
**-**
**Net cash (used in)/provided by operating activities**
**(4,590,262)**|**Total**
**funds**
**2023**
**£**
**78,927,395**
**(4,513,331)**
**(3,503,581)**
**70,910,483**
_Total_
_funds_
_2022_
_£_
_80,098,959_
_(6,075,347)_
_(4,878,907)_
_69,144,705_
_2022_
_£_
_(8,237,286)_
_8,273,808_
_(30,317)_
_6,205_| |---|---| Page 25 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **19. Analysis of cash and cash equivalents** |Cash at bank and in hand
**Total cash and cash equivalents**|**2023**
**£**
**429,330**
**429,330**|_2022_
_£_
_5,019,592_| |---|---|---| |||| |||_5,019,592_| ## **20. Analysis of changes in net debt** |Cash at bank and in hand|**At 1**
**January**
**2023**
**£**
**5,019,592**
**5,019,592**|**Cash flows**
**£**
**(4,590,262)**
**(4,590,262)**|**At 31**
**December**
**2023**
**£**
**429,330**| |---|---|---|---| ||||**429,330**| ## **21. Related party transactions** In the year, donations of £3,500,000 were received from AA Services ( _2022 - £5,000,000_ ). Certain Trustees are employed by AA Services or other subsidiaries of Anglo American plc. In the year, donations of £NIL were received from Anglo American Technical & Sustainability Services Ltd ( _2022 - £434,250_ ). Employee costs of £232,200 has been borne by AA Services. During the year, the audit fee payable to the Foundation's auditors for the audit of the Foundation's annual financial statements, of £12,826 ( _2022 - £11,466_ ) has been borne by AA Services. During the year, governance costs of £70,099 ( _2022: £NIL_ ) were payable to AA Services. During the year, governance costs of £12,286 ( _2022: £NIL_ ) were payable to Anglo Corporate Services South Africa There were no other related party transactions. ## **22. Post balance sheet events** There have been no significant events affecting the Company since the year end. Page 26 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **Registered number: 05452659 Charity number: 1111719** # **ANGLO AMERICAN FOUNDATION** **(A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT AND FINANCIAL STATEMENTS** **FOR THE YEAR ENDED 31 DECEMBER 2023** Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **CONTENTS** ||Page| |---|---| |**Reference and administrative details of the Foundation, its Trustees and advisers**|1| |**Trustees' annual report**|2 - 8| |**Independent auditors' report on the financial statements**|9 - 11| |**Statement of financial activities**|12| |**Balance sheet**|13| |**Statement of cash flows**|14| |**Notes to the financial statements**|15 - 26| Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **REFERENCE AND ADMINISTRATIVE DETAILS OF THE FOUNDATION, ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 DECEMBER 2023** |**Trustees**|M Biteye (appointed 19 July 2023)| |---|---| ||R M Fernandes (appointed 24 January 2023)| ||E S Genser (appointed 19 July 2023)| ||N B Mbazima (resigned 31 January 2023)| ||Y Mfolo| ||A Michaud-Ahmed (resigned 31 May 2023)| ||T M Mkhwanazi (appointed 24 January 2023)| ||R J B Price (appointed 30 October 2023)| ||J Samuel| |**Company registered**
**number**
05452659
**Charity registered**
**number**
1111719
**Registered office**
17 Charterhouse Street
London
United Kingdom
EC1N 6RA
**Company secretary**
Anglo American Corporate Secretary Limited
**Independent auditors**
PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
1 Embankment Place
London
United Kingdom
WC2N 6RH
**Bankers**
Barclays Bank plc
1 Churchill Place
Canary Wharf
London
E14 5HP|| Page 1 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2023** The Trustees (who are also directors of the Anglo American Foundation ("the Foundation" or "the Company") for the purposes of the Companies Act 2006) present their Annual Report together with the audited financial statements of Anglo American Foundation (the "Foundation") for the year ended 31 December 2023. The Annual Report serves the purposes of both a Trustees' Annual Report and a directors' report under company law. The Trustees confirm that the Annual Report and audited financial statements of the Foundation comply with the current statutory requirements, the requirements of the Foundation's governing document and the provisions of the Statement of Recommended Practice (SORP) applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2019). The Foundation, by virtue of qualifying as small under 382 and 383 of The Companies Act 2006, has taken advantage of the exemption from preparing a Strategic Report as permitted under section 414A(2) of the Companies Act 2006. ## **Objectives and activities** ## **a. Policies and objectives** The Foundation is committed to empowering young people to create a greener, fairer future. The Foundation collaborates with a range of organisations to develop programmes focused on two priority areas: - Youth empowerment - Youth economic opportunities in green value chains Outside of these priority areas, the Foundation also supports projects aligned to the United Nations Sustainable Development Goals, as well as providing funding to emergencies on a case by case basis. The Trustees confirm that they have referred to the guidance contained in the Charity Commission’s general guidance on public benefit when reviewing the Foundation’s aims and objectives and in planning future activities and setting the grant making policy for the year. The Foundation delivers public benefit by contributing in the countries in which the Anglo American plc Group ("AA plc Group") operates. The short and long term objectives of the Foundation are consistent. In setting objectives and planning for activities, the Trustees have given due consideration to general guidance published by the Charity Commission relating to public benefit, including the guidance 'Public benefit: running a charity (PB2)'. ## **b. Trustees** The Trustees are selected from amongst current or former senior AA plc Group managers, as well as independent trustees that are not linked to AA plc Group, and bring a broad range of perspectives. The following served as Trustees throughout the year (unless otherwise stated) and to the present time: M Biteye (appointed 19 July 2023) R M Fernandes (appointed 24 January 2023) E S Genser (appointed 19 July 2023) N B Mbazima (resigned 31 January 2023) Y Mfolo A Michaud-Ahmed (resigned 31 May 2023) T M Mkhwanazi (appointed 24 January 2023) R J B Price (appointed 30 October 2023) J Samuel Page 2 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Objectives and activities (continued)** ## **c. Giving structure** The Foundation puts young people at the centre of its approach, giving them the tools to create a positive impact and unlock their potential. A rigorous, evidence-led methodology involves working with young people and partner organisations to identify the need and understand key barriers to empowerment, ideate, pilot and refine innovative approaches to tackle barriers across our two priorities and implement and scale effective models in partnership. ## **d. Meetings and processes** Meetings are held throughout the year when the Trustees consider applications for funding from bona fide organisations whose objectives match the objectives of the Foundation. A working party, made up of three members of Anglo American Services (UK) Ltd. ("AA Services") staff, considers and evaluates the applications and puts forward proposals to the Trustees. No staff are directly employed by the Foundation and as such there are no key management personnel other than the Trustees. A gift in kind has been recognised in respect of the time spent by AA Services staff working on activities of the Foundation. ## **Strategic report** ## **Achievements and performance** ## **a. Key performance indicators** During the year, the Foundation awarded grants totalling £5,339,431 compared to £12,886,505 in 2022. As at 31 December 2023 the Foundation had total funds of £70,910,483 compared to £69,144,705 in the prior year. The financial position of the Foundation is comparable to the prior year, with an increase in total funds, due to grants awarded being less than the donations received during the year and the increase in the value of the Foundation's investments. ## **b. Review of activities** The following is a selection of the significant grants approved by the Trustees for the year ended 31 December 2023: ## **£1,794,843 - Ambassadors for Good** Ambassadors for Good is a skills-based employee volunteer programme involving Anglo American employees. Small teams of colleagues from Anglo American and De Beers participate as volunteers to partner with organisations. ## **£698,812 - Yunus Social Business** Yunus Social Business is a company focused on creating systemic change through deep, sustainable and long lasting social impact. The Foundation supported YSB with a catalytic grant will further impact capital in YSB local impact fund. Page 3 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Strategic report (continued)** ## **Achievements and performance (continued)** ## **£600,000 - The Anglo American Scholarships Programme** The Anglo American Scholarships Programme has been running since 2017. The purpose of the programme is to support the development of emerging leaders in the broad areas of public policy and civil society. Scholars are typically young potential leaders from Anglo American’s main countries of operation/exploration interest and the Programme operates via a range of institutions. ## **£480,000 - Institute for Human Rights and Business (IHRB)** Institute for Human Rights and Business (IHRB) is a global ‘think and do tank’, that aims to work impartially with governments, business, civil society and trade unions towards concrete human rights impacts and outcomes. The Foundation provided core grant support to IHRB, allowing IHRB to decide flexibility how to use the funding, it is expected that the funds will be used to support the following four main elements Commodities, Mining and Conflict Prevention; Just Transitions and the Climate Agenda; Leadership and Innovation; and Youth Strategies. ## **£398,250 - The World Food Programme** The World Food Programme is the world's largest humanitarian organization providing food assistance and is a registered charity. This donation went to WFP Syria to support the relief efforts resulting from the Türkiye and Syria earthquake. ## **£250,000 - Engineers Without Borders** Engineers without Borders is a registered charity and company. Its mission is to balance the needs of all people with the needs of our planet through responsible engineering. The Foundation grant supported the Transforming Engineering Education programme which aims to upskill people to practice globally responsible engineering. ## **Financial review** ## **a. Going concern** The Trustees have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future for the period of at least 12 months from the date of approval of the financial statements. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The Foundation’s ability to operate as a going concern is assessed in conjunction with the AA plc Group as it is dependent upon the ability of the AA plc Group companies to make donations to the Foundation. The Foundation’s cash flow forecasts for the period to the end of September 2025, with considerations given to the uncertainties of the wider macroeconomic environment and trading performance of the AA plc Group, show that the Foundation maintains sufficient liquidity throughout the period of assessment without the use of mitigating actions. On 28 February 2023, the Foundation received £3,500,000 from AA Services representing their annual donation for 2023. This funding, together with existing funds will enable the Foundation to meet its committed liabilities of £4,513,331 for 2024 and £3,503,580 for 2025 to 2026. Page 4 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **b. Reserves policy** Donations are made to the Foundation at the beginning of each financial year which are then held in an interest bearing bank account. The Foundation intends to pay out all funds received. It is the policy of the Foundation to ensure that there are sufficient cash reserves to cover all committed donations and governance costs. The unrestricted reserves as at 31 December 2023 were £70,910,483 _(2022 - £69,144,705)_ . ## **c. Material investments policy** The current investment policy of the Trustees is to place funds in an actively managed investment fund whilst awaiting decisions by the trustees. ## **d. Principal funding** AA Services makes donations to the Foundation from its available cash balances. AA Services also made a oneoff donation of US$100,000,000 to the Foundation during 2021. It is envisaged that these donations is likely to remain the major source of income in the future. ## **Structure, governance and management** ## **a. Constitution** Anglo American Foundation is registered as a company limited by guarantee and was set up by a Memorandum of Association. The Foundation is constituted under a Memorandum of Association dated 13 May 2005 (revised 24 July 2023) and is a registered Charity with the Charity Commission with number 1111719 and Registered Company number 05452659. ## **b. Methods of appointment or election of Trustees** The management of the Foundation is the responsibility of the Trustees who are elected and co-opted under the terms of the Articles of Association. New Trustees are selected by the existing Trustees from current or former senior AA plc Group managers or appropriate external independent candidates. The induction process for any new Trustee comprises of a series of briefing meetings with the current Trustees. ## **c. Policies adopted for the induction and training of Trustees** New trustees are provided with the following key documents: - the Foundation's governing document; - the Foundation's latest Annual Report and financial statements; and - minutes of recent Trustee meetings. New trustees also meet with other existing trustees and key people within the Foundation to get a better understanding of its work. Page 5 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Structure, governance and management (continued)** ## **d. Risks and uncertainties** The Trustees have assessed the major risks to which the Foundation is exposed, in particular those related to the operations and finances of the Foundation, and are satisfied that systems and procedures are in place to mitigate the Foundation's exposure to the major risks. The principal risk is related to unauthorised payments being made. This is mitigated by dual approval requirements, segregation of duties and restricted access to banking systems. ## **Financial risk management** The Foundation's exposure to price risk, credit risk, liquidity risk and cash flow risk is not material for the assessment of assets, liabilities and the financial statements. Credit risk is not considered to be material on the basis that funding will continue to be received from AA Services. ## **Members' liability** The Foundation is a company limited by guarantee and has no share capital. The liability of each Trustee in the event of winding up the Foundation is limited to £1. The Trustees have control over decision-making and operations of the Foundation. ## **Indemnities** To the extent permitted by law and the Articles, the Foundation has made qualifying third-party indemnity provisions for the benefit of its directors during the period through AA plc Group, which remain in force at the date of this report. ## **e. Plans for future periods** Having launched its new youth empowerment strategy at the end of 2022, the Foundation will pilot the new strategy in South Africa and Peru before scaling up more broadly across its footprint. Page 6 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Statement of Trustees' responsibilities** The trustees (who are also directors of Anglo American Foundation for the purposes of company law) are responsible for preparing the Trustees’ Annual Report and the financial statements in accordance with applicable law and regulation. Company law requires the trustees to prepare financial statements for each financial year. Under that law the trustees have prepared the financial statements in accordance with United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law (United Kingdom Generally Accepted Accounting Practice). Under company law the trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of the affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing these financial statements, the trustees are required to: - select suitable accounting policies and then apply them consistently; - observe the methods and principles in the Statement of Recommended Practice: Accounting and Reporting by Charities (2019); - make judgments and estimates that are reasonable and prudent; - state whether applicable UK Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements; and - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business. The trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company’s transactions and 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. The trustees are responsible for the maintenance and integrity of 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. ## **Trustees' confirmation** Each of the persons who are Trustees at the time when this Trustees' Annual Report is approved has confirmed that: - so far as that Trustee is aware, there is no relevant audit information of which the company's auditors are unaware, and - The Trustee has taken all the steps that he ought to have taken as a Trustee in order to make himself aware of any relevant audit information and to establish that the company’s auditors are aware of that information. Page 7 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **TRUSTEES' ANNUAL REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2023** ## **Independent Auditors** Under section 487(2) of the Companies Act 2006, PricewaterhouseCoopers LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the financial statements with the registrar, whichever is earlier. Approved by order of the members of the board of Trustees on 23 September 2024 and signed on their behalf by: **J Samuel** Trustee Page 8 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** ## **Report on the audit of the financial statements** ## **Opinion** In our opinion, Anglo American Foundation’s financial statements (the “financial statements”): - give a true and fair view of the state of the charitable company’s affairs as at 31 December 2023 and of its incoming resources and application of resources, including its income and expenditure, and cash flows, for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law); and - have been prepared in accordance with the requirements of the Companies Act 2006. - We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise: the balance sheet as at 31 December 2023; the statement of financial activities (incorporating an income and expenditure account), the statement of cash flows for the year then ended; and the notes to the financial statements, which include a description of significant accounting policies. ## **Basis for opinion** We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ## _Independence_ We remained independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. ## **Conclusions relating to going concern** 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 the date on which the financial statements are authorised for issue. 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. However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the charitable company’s ability to continue as a going concern. Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. ## **Reporting on other information** The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities. Page 9 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below. ## _Trustees’ Annual Report_ In our opinion, based on the work undertaken in the course of the audit the information given in the Trustees’ Annual Report for the period ended 31 December 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Trustees’ Annual Report. ## **Responsibilities for the financial statements and the audit** ## _Responsibilities of the trustees for the financial statements_ As explained more fully in the Statement of Trustees’ Responsibilities, 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 in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible for such internal control as they 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. ## _Auditors’ 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 auditors’ 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. Based on our understanding of the charitable company and its industry/environment , we identified that the principal risks of noncompliance with laws and regulations related to the Charities Act 2011 and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries. Audit procedures performed by the engagement team included: - Understanding and evaluating the design and implementation of controls designed to prevent and detect irregularities and fraud; - Inquiry of management, Internal Audit and the Company's legal advisors regarding their consideration of known or suspected instances of non-compliance with laws and regulations and fraud; and - Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through collusion. A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report. Page 10 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF ANGLO AMERICAN FOUNDATION** ## _Use of this report_ This report, including the opinions, has been prepared for and only for the charitable company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. ## **Other required reporting** ## **Companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept **,** or returns adequate for our audit have not been received from branches not visited by us; or - certain disclosures of trustees’ remuneration specified by law are not made; or - the financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. ## **Entitlement to exemptions** Under the Companies Act 2006 we are required to report to you if, in our opinion, the trustees were not entitled to: take advantage of the small companies exemption from preparing a Strategic Report. We have no exceptions to report arising from this responsibility. Alex Lazarus (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 23 September 2024 Page 11 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 DECEMBER 2023** |**Note**
**Income from:**
Donations
4
Investment income
5
Other income
6
**Total income**
**Expenditure on:**
Charitable activities
**Total expenditure**
**Net expenditure before net**
**gains/(losses) on investments**
Net foreign exchange gains/(losses) on
grants
**Net expenditure**
Gains on investments
12
**Net movement in funds**
**Reconciliation of funds:**
Total funds brought forward
Net movement in funds
**Total funds carried forward**|**Unrestricted**
**funds**
**2023**
**£**
**3,503,080**
**47,480**
**245,026**
**3,795,586**
**5,896,075**
**5,896,075**
**(2,100,489)**
**447,569**
**(1,652,920)**
**3,418,698**
**1,765,778**
**69,144,705**
**1,765,778**
**70,910,483**|**Restricted**
**funds**
**2023**
**£**
**1,240**
**-**
**-**
**1,240**
**1,240**
**1,240**
**-**
**-**
**-**
**-**
**-**
**-**
**-**
**-**|**Total**
**funds**
**2023**
**£**
**3,504,320**
**47,480**
**245,026**
**3,796,826**
**5,897,315**
**5,897,315**
**(2,100,489)**
**447,569**
**(1,652,920)**
**3,418,698**
**1,765,778**
**69,144,705**
**1,765,778**
**70,910,483**|_Total_
_funds_
_2022_
_£_
_5,436,450_
_907,509_
_11,466_
_6,355,425_
_14,180,134_
_14,180,134_
_(7,824,709)_
_(412,577)_
_(8,237,286)_
_49,049_
_(8,188,237)_
_77,332,942_
_(8,188,237)_
_69,144,705_| |---|---|---|---|---| The Statement of financial activities includes all gains and losses recognised in the year. The notes on pages 15 to 26 form part of these financial statements. Page 12 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee) REGISTERED NUMBER: 05452659** **BALANCE SHEET AS AT 31 DECEMBER 2023** |**Note**
**Current assets**
Investments
12
Cash at bank and in hand
**Total current assets**
Creditors: amounts falling due within one
year
13
**Net current assets**
**Total assets less current liabilities**
Creditors: amounts falling due after more
than one year
14
**Total net assets**
**The funds of the charity**
Unrestricted funds
General funds
Total unrestricted funds
**Total charity funds**|**78,498,065**
**429,330**
**78,927,395**
**(4,513,331)**
**70,910,483**|**2023**
**£**
**74,414,064**
**74,414,064**
**(3,503,581)**
**70,910,483**
**70,910,483**
**70,910,483**|_75,079,367_
_5,019,592_
_80,098,959_
_(6,075,347)_
_69,144,705_|_2022_
_£_
_74,023,612_
_74,023,612_
_(4,878,907)_
_69,144,705_
_69,144,705_
_69,144,705_| |---|---|---|---|---| The Trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and preparation of financial statements. The financial statements on pages 12 to 26 were approved and authorised for issue by the Trustees on 23 September 2024 and signed on their behalf by: **J Samuel** Trustee The notes on pages 15 to 26 form part of these financial statements. Page 13 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2023** |**Note**
**Cash flows from operating activities**
Net cash (used in)/generated from operating activities
18
**Cash flows from investing activities**
Investment in liquidity funds
12
**Net cash used in by investing activities**
**Change in cash and cash equivalents in the year**
Cash and cash equivalents at the beginning of the year
**Cash and cash equivalents at the end of the year**
19
The notes on pages 15 to 26 form part of these financial statements|**2023**
**£**
**(4,590,262)**
**-**
**-**
**(4,590,262)**
**5,019,592**
**429,330**|_2022_
_£_
_6,205_
_(75,000,001)_
_(75,000,001)_
_(74,993,796)_
_80,013,388_
_5,019,592_| |---|---|---| Page 14 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA # **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** # **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **1. General information** Anglo American Foundation is a charitable company limited by guarantee, incorporated in the United Kingdom and registered in England and Wales. The nature of the Foundation’s operations and principal activities is set out in the Trustees' Annual Report. The address of the registered office is given on the Reference and administrative details page. ## **2. Accounting policies** ## **2.1 Basis of preparation of financial statements** The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - 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 UK and Republic of Ireland (FRS 102) (effective 1 January 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. Anglo American Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy. ## **2.2 Going concern** The Trustees have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future for the period of at least 12 months from the date of approval of the financial statements. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The Foundation’s ability to operate as a going concern is assessed in conjunction with the AA plc Group as it is dependent upon the ability of the AA plc Group companies to make donations to the Foundation. The Foundation’s cash flow forecasts for the period to the end of September 2025, with considerations given to the uncertainties of the wider macroeconomic environment and trading performance of the AA plc Group show that the Foundation maintains sufficient liquidity throughout the period of assessment without the use of mitigating actions. On 28 February 2023, the Foundation received £3,500,000 from AA Services representing their annual donation for 2023. This funding, together with existing funds will enable the Foundation to meet its committed liabilities of £4,513,331 for 2024 and £3,503,580 for 2025 to 2026. ## **2.3 Fund accounting** General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Foundation and which have not been designated for other purposes. Restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors or which have been raised by the Foundation for particular purposes. The costs of raising and administering such funds are charged against the specific fund. Investment income, gains and losses are allocated to the appropriate fund. Page 15 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **2. Accounting policies (continued)** ## **2.4 Income** Donation income is recognised once the Foundation has entitlement to the income, it is probable that the income will be received and the amount of income receivable can be measured reliably. Gift in kind income and a corresponding expense is recognised once the giver has confirmed the offer of the gift and the amount of the gift can be measured reliably. ## **2.5 Expenditure** Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources. Central staff costs are allocated on the basis of time spent, and depreciation charges are allocated on the portion of the asset’s use. Expenditure on charitable activities is incurred on directly undertaking the activities which further the Foundation's objectives, as well as any associated support costs. Grants payable are charged in the year when the offer is made except in those cases where the offer is conditional, such grants being recognised as expenditure when the conditions attaching are fulfilled. Grants offered subject to conditions which have not been met at the year end are noted as a commitment, but not accrued as expenditure. All expenditure is inclusive of irrecoverable VAT. ## **2.6 Investment Income** Interest on funds held on deposit is recognised when receivable and the amount can be measured reliably by the Foundation; this is normally upon notification of the interest paid or payable by the institution with whom the funds are deposited. Interest receivable is disclosed within cash flows from operating activities in the Cash flow statement. ## **2.7 Investments** Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the balance sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Gains/(Losses) on investments’ in the statement of financial activities. The investment has been classified as a Gains on investments based on the maturity date. The investment was deemed to not be classified as a cash and cash equivalent based on The trustees' intention to hold the investment. Page 16 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **2. Accounting policies (continued)** ## **2.8 Foreign currencies** The Foundation's functional and presentational currency is Pound Sterling (GBP) as this is the currency of the primary economic environment in which the Foundation operates. Monetary assets and liabilities denominated in foreign currencies are translated into GBP at rates of exchange ruling at the reporting date. Transactions in foreign currencies are translated into GBP at the rate ruling on the date of the transaction. Exchange gains and losses are recognised in the Statement of financial activities. ## **2.9 Cash at bank and in hand** Cash at bank and 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. ## **2.10 Liabilities and provisions** Liabilities, including commitment liabilities, 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 estimated reliably. Liabilities are recognised at the amount that the Foundation anticipates it will pay to settle the debt or the amount it has received as advanced payments for the goods or services it must provide. Provisions are measured at the best estimate of the amounts required to settle the obligation. Where the effect of the time value of money is material, the provision is based on the present value of those amounts, discounted at the pre-tax discount rate that reflects the risks specific to the liability. The unwinding of the discount is recognised in the Statement of financial activities as a finance cost. ## **2.11 Financial instruments** The Foundation 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. ## **3. Critical accounting estimates and areas of judgment** Estimates and judgments 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. Critical accounting estimates and assumptions: The Trustees do not consider there are any critical judgments or sources of estimation uncertainty requiring disclosure beyond the accounting policies listed above. Page 17 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **4. Income from donations** |**Unrestricted**
**funds**
**2023**
**Restricted**
**funds**
**2023**
**£**
**£**
Donations
3,503,080
1,240
_Unrestricted_
_funds_
_2022_
_Restricted_
_funds_
_2022_
_£_
_£_
Donations
_5,002,200_
_434,250_
**5.**
**Investment Income**
**Unrestricted**
**funds**
**2023**
**£**
Interest receivable on cash
47,480
Other interest income
-
47,480
_Unrestricted_
_funds_
_2022_
_£_
Interest receivable on cash
_877,192_
Other interest income
_30,317_
_907,509_|**Total**
**funds**
**2023**
**£**
**3,504,320**| |---|---| ||_Total_
_funds_
_2022_
_£_
_5,436,450_| ||**Total**
**funds**
**2023**
**£**
**47,480**
**-**| ||**47,480**| ||_Total_
_funds_
_2022_
_£_
_877,192_
_30,317_| ||_907,509_| Page 18 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **6. Other income** |Gifts in kind
Gifts in kind|**Unrestricted**
**funds**
**2023**
**£**
245,026
_Unrestricted_
_funds_
_2022_
_£_
_11,466_|**Total**
**funds**
**2023**
**£**
**245,026**| |---|---|---| |||_Total_
_funds_
_2022_
_£_
_11,466_| The audit fee payable to the Foundation's auditors for the audit of the Foundation's annual financial statements of £12,826 ( _2022 - £11,466_ ) has been borne by AA services and treated as a gift in kind. Time spend by AA Services staff working on the activities of the Foundation of £232,200 has been borne by AA Services and treated as a gift in kind. Page 19 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **7. Analysis of grants** |Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding|**Grants to**
**Institutions**
**2023**
**£**
1,054,126
105,324
3,428,399
173,844
543,825
33,913
5,339,431
_Grants to_
_Institutions_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_12,886,505_|**Total**
**funds**
**2023**
**£**
**1,054,126**
**105,324**
**3,428,399**
**173,844**
**543,825**
**33,913**| |---|---|---| |||**5,339,431**| |||_Total_
_funds_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_| |||_12,886,505_| Further details in respect of the more significant grants approved by the Trustees for the year ended 31 December 2023 are disclosed in the Trustees' Annual Report. Page 20 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **8. Analysis of expenditure by activities** |Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Governance
Other labour costs
Education and training
Health and welfare
Community development - other
Environment
Disaster and emergency relief
Employee matched funding
Governance costs
Other labour costs|**Grant**
**funding of**
**activities**
**2023**
**£**
1,054,126
105,324
3,428,399
173,844
543,825
33,913
-
-
5,339,431
_Grant_
_funding of_
_activities_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_-_
_-_
_12,886,505_|**Support**
**costs**
**2023**
**£**
-
-
-
-
-
-
325,684
232,200
557,884
_Support_
_costs_
_2022_
_£_
_-_
_-_
_-_
_-_
_-_
_-_
_1,293,629_
_-_
_1,293,629_|**Total**
**funds**
**2023**
**£**
**1,054,126**
**105,324**
**3,428,399**
**173,844**
**543,825**
**33,913**
**325,684**
**232,200**| |---|---|---|---| ||||**5,897,315**| ||||_Total_
_funds_
_2022_
_£_
_390,280_
_10,367,680_
_1,679,020_
_414,250_
_-_
_35,275_
_1,293,629_
_-_| ||||_14,180,134_| Page 21 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **9. Auditors' remuneration** ||**2023**|_2022_| |---|---|---| ||**£**|_£_| |Fees payable to the Foundation's auditors for the audit of the Foundation's||| |annual financial statements|**12,826**|_11,466_| ## **10. Trustees' remuneration and expenses** During the year, no Trustees received any remuneration or other benefits _(2022 - £NIL)_ . During the year ended 31 December 2023, no Trustee expenses have been incurred _(2022 - £NIL)_ . ## **11. Taxation** As a registered Foundation, the Foundation is potentially exempt from taxation on its income and gains falling within Chapter 3 of Part 11 of the Corporation Taxes Act 2010 and section 256 of the Taxation of Chargeable Gains Act 1992 to the extent that these are applied to its charitable purposes. No tax charge has arisen in the current or preceding year. ## **12. Investments** |**Cost or valuation**
At 1 January 2023
Unrealised gains
At 31 December 2023
**Net book value**
At 31 December 2023
_At 31 December 2022_|**Other**
**investments**
**£**
**75,079,367**
**3,418,698**| |---|---| ||**78,498,065**| ||**78,498,065**| ||_75,079,367_| Page 22 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **13. Creditors: Amounts falling due within one year** |Commitment liabilities
Accruals|**2023**
**£**
**4,350,447**
**162,884**
**4,513,331**|_2022_
_£_
_5,177,605_
_897,742_| |---|---|---| |||| |||_6,075,347_| There are no performance-related conditions attached to any of the commitments due within one year. ## **14. Creditors: Amounts falling due after more than one year** ||**2023**|_2022_| |---|---|---| ||**£**|_£_| |Commitment liabilities|**3,503,581**|_4,878,907_| Of the creditors falling due after more than one year, £1,851,790 is due in 2025 and £1,651,790 in 2026. In 2022, £1,780,883 was due in 2024, £1,549,012 in 2025 and £1,549,012 in 2026. There are no performance-related conditions attached to any of the commitments due after more than one year. ## **15. Financial instruments** |**Financial assets**
Investments
Cash at bank and in hand
**Financial liabilities**
Financial liabilities measured at amortised cost|**2023**
**£**
**78,498,065**
**429,330**
**78,927,395**
**2023**
**£**
**8,016,912**|_2022_
_£_
_75,000,001_
_5,019,592_| |---|---|---| |||| |||_80,019,593_| |||_2022_
_£_
_10,954,254_| Financial liabilities measured at amortised cost comprise commitment liabilities. Page 23 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **16. Summary of funds** ## **Summary of funds - current year** |General funds
Restricted funds
General funds
Restricted funds|**Balance at 1**
**January**
**2023**
**£**
**69,144,705**
**-**
**69,144,705**
_Balance at_
_1 January_
_2022_
_£_
_77,332,942_
_-_
_77,332,942_|**Income**
**£**
**3,795,586**
**1,240**
**3,796,826**
_Income_
_£_
_5,921,175_
_434,250_
_6,355,425_|**Expenditure**
**£**
**(5,896,075)**
**(1,240)**
**(5,897,315)**
_Expenditure_
_£_
_(13,745,884)_
_(434,250)_
_(14,180,134)_|**Gains/**
**(Losses)**
**£**
**3,866,267**
**-**
**3,866,267**
_Gains/_
_(Losses)_
_£_
_(363,528)_
_-_
_(363,528)_|**Balance at**
**31**
**December**
**2023**
**£**
**70,910,483**
**-**| |---|---|---|---|---|---| ||||||**70,910,483**| ||||||_Balance at_
_31_
_December_
_2022_
_£_
_69,144,705_
_-_| ||||||_69,144,705_| Page 24 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION (A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **17. Analysis of net assets between funds** Analysis of net assets between funds - current year |**Unrestricted**
**funds**
**2023**
**Restricted**
**funds**
**2023**
**£**
**£**
Current assets
78,926,155
1,240
Creditors due within one year
(4,512,091)
(1,240)
Creditors due in more than one year
(3,503,581)
-
**Total**
70,910,483
-
Analysis of net assets between funds - prior year
_Unrestricted_
_funds_
_2022_
_Restricted_
_funds_
_2022_
_£_
_£_
Current assets
_79,664,709_
_434,250_
Creditors due within one year
_(5,641,097)_
_(434,250)_
Creditors due in more than one year
_(4,878,907)_
_-_
**Total**
_69,144,705_
_-_
**18.**
**Reconciliation of net movement in funds to net cash flow from operating activities**
**2023**
**£**
Net expenditure for the year (as per Statement of Financial
Activities)
**(1,652,920)**
**Adjustments for:**
(Decrease)/Increase in creditors
**(2,937,342)**
Interest on investments
**-**
**Net cash (used in)/provided by operating activities**
**(4,590,262)**|**Total**
**funds**
**2023**
**£**
**78,927,395**
**(4,513,331)**
**(3,503,581)**
**70,910,483**
_Total_
_funds_
_2022_
_£_
_80,098,959_
_(6,075,347)_
_(4,878,907)_
_69,144,705_
_2022_
_£_
_(8,237,286)_
_8,273,808_
_(30,317)_
_6,205_| |---|---| Page 25 Docusign Envelope ID: 413FCA12-A90C-4C8D-8A9F-50923DCCACCA ## **ANGLO AMERICAN FOUNDATION** ## **(A company limited by guarantee)** ## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023** ## **19. Analysis of cash and cash equivalents** |Cash at bank and in hand
**Total cash and cash equivalents**|**2023**
**£**
**429,330**
**429,330**|_2022_
_£_
_5,019,592_| |---|---|---| |||| |||_5,019,592_| ## **20. Analysis of changes in net debt** |Cash at bank and in hand|**At 1**
**January**
**2023**
**£**
**5,019,592**
**5,019,592**|**Cash flows**
**£**
**(4,590,262)**
**(4,590,262)**|**At 31**
**December**
**2023**
**£**
**429,330**| |---|---|---|---| ||||**429,330**| ## **21. Related party transactions** In the year, donations of £3,500,000 were received from AA Services ( _2022 - £5,000,000_ ). Certain Trustees are employed by AA Services or other subsidiaries of Anglo American plc. In the year, donations of £NIL were received from Anglo American Technical & Sustainability Services Ltd ( _2022 - £434,250_ ). Employee costs of £232,200 has been borne by AA Services. During the year, the audit fee payable to the Foundation's auditors for the audit of the Foundation's annual financial statements, of £12,826 ( _2022 - £11,466_ ) has been borne by AA Services. During the year, governance costs of £70,099 ( _2022: £NIL_ ) were payable to AA Services. During the year, governance costs of £12,286 ( _2022: £NIL_ ) were payable to Anglo Corporate Services South Africa There were no other related party transactions. ## **22. Post balance sheet events** There have been no significant events affecting the Company since the year end. Page 26