OpenCharities

This text was generated using OCR and may contain errors. Check the original PDF to see the document submitted to the regulator.

2021-06-30-accounts

Registered Company No: 06314343

Registered Charity No: 1120148

The Goldman Sachs Charitable Gift Fund (UK) (a company limited by guarantee)

Report and financial statements for the year ended 30 June 2021

The Goldman Sachs Charitable Gift Fund (UK)

Contents

Page(s)
Directors’ report 1 – 8
Independent auditors’ report 9 – 11
Statement of financial activities 12
Balance sheet 13
Statement of cash flows
14
Notes to the financial statements 15 – 26

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021

The directors, who are also the trustees of The Goldman Sachs Charitable Gift Fund (UK) (the “Fund”), present their report and audited financial statements for the financial year ended 30 June 2021, which have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (Charities SORP (FRS 102)) (effective 1 January 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Companies Act 2006, and the Charities Act 2011.

Objectives and activities for the public benefit

The objects of the Fund are to promote for the public benefit the advancement of education, the relief of poverty, the advancement of religion and any other exclusively charitable purposes in both English and Welsh law and American law. In furtherance of these objects the Fund focuses on supporting charities and charitable activities that build and stabilise communities, increase educational opportunities, advance health, relieve poverty, promote the arts and culture, provide humanitarian relief and further any other charitable purposes.

The ongoing strategy of the Fund is to make grants pursuant to its objects from donated funds solicited from The Goldman Sachs Group, Inc, and its predecessors, subsidiaries, affiliates and successors (“Goldman Sachs”), and current and former senior employees of Goldman Sachs. The Fund, including its Hong Kong branch, operates as a donor advised fund whereby the directors establish donor accounts for individual donors to make recommendations, although the ultimate decision for the distribution of funds rests solely with the directors of the Fund. Consequently, the directors consider that it is appropriate to disclose the funds as unrestricted. The directors pursue a broad strategy of ensuring proper due diligence in the assessment of grant applications with regard, among other things, to:

The Fund is formally recognised by HM Revenue & Customs as a charity for tax purposes within the United Kingdom. The Fund is also the wholly owned subsidiary of, and has elected to be treated for United States federal tax purposes as a disregarded entity of, The Goldman Sachs Charitable Gift Fund, which has been recognised by the United States Internal Revenue Service as a tax-exempt organisation.

The directors have paid due regard to the Charity Commission’s guidance on public benefit, as required by the Charities Act 2011, when reviewing the objects and ongoing strategy of the Fund. In particular, the directors have considered whether grants being awarded by the Fund are for the public benefit.

The Fund has established its grant making policy to achieve its objects for the public benefit. The Fund ensures that proper due diligence is undertaken to establish that proposed projects are charitable. In addition, the Fund’s grants are made on terms either requiring reporting or entitling the Fund to require reporting at its discretion, and in all cases restrict private benefit to donors to the Fund (and those connected with them).

1

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Strategic report

Achievements and performance

The Fund’s activities are limited to the making of grants pursuant to its charitable purposes and the public benefit. In this financial year, the Fund has continued to receive donations and ensure that funds are held securely and invested, ensure that processes are in place to enable grant recommendations to be examined with the requisite detail, intended grant purposes and recipients scrutinised appropriately, and grants made subject to appropriate grant conditions, including conditions as to monitoring.

Grants awarded during the financial year amounted to US$2,949,230 (2020: US$2,254,646).

The Fund does not raise funds from members of the general public beyond Goldman Sachs, its predecessors, subsidiaries, affiliates and successors and current and former senior employees of Goldman Sachs. Therefore, additional fundraising disclosures as required by the Charities (Protection and Social Investment) Act 2016 are not required.

Financial review

During the financial year, income of US$10,227,429 (2020: US$5,303,384) was received. This income was applied to furthering the objects of the Fund and the directors made grants totalling US$2,949,230 (2020: US$2,254,646) during the financial year.

The net movement in funds for the financial year, as shown in the statement of financial activities, shows a surplus in the year of US$10,474,011 (2020: US$2,998,676).

During the financial year, the Fund received donated investments in publicly traded securities amounting to US$1,480,598 (2020: US$3,349,723). Please refer to the Grant making section on page 3 for details of grants made in the year.

The value of the Fund’s net assets at 30 June 2021 is US$31,142,316 (2020: US$20,668,305).

Investment policy and performance

In accordance with Clauses 3.8 and 3.9 of the Articles of Association the directors have the power to invest in such stocks, shares and investments as they see fit, and, subject to certain limitations, the power to delegate the management of such investments to a financial expert. Mindful of their duties as charity trustees to act prudently and to diversify the investments of the Fund appropriately, the directors engage Goldman Sachs Asset Management, L.P. (“GSAM”) and Goldman Sachs Asset Management International (“GSAMI”) as investment manager of the Fund pursuant to a Discretionary Advisory and Administrative Services Agreement. The fees of GSAM and GSAMI are not paid for by the Fund, but are donated by Goldman Sachs. The investment policy as adopted in November 2007 and amended thereafter is subject to regular reporting and review and may be amended by the directors as necessary. The directors consider the grant requirements each year and the amount of investment income that will be generated from the investments held.

The directors have monitored the performance of investments in the financial year by reviewing regular investment reports to minimise the risks to the Fund. During the financial year, investments were disposed at a realised gain of US$1,899,304 (2020: US$513,752) and increased in value by US$1,689,269 (2020: decreased by US$194,082) as a result of unrealised gains on the revaluation of investments. Investment income in the financial year amounted to US$77,294 (2020: US$151,261).

2

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Strategic report (continued)

Policy statement on reserves and going concern

The funds at 30 June 2021 will be retained to make grants in accordance with the Fund’s charitable objects and policies, including the Fund’s policy statement on reserves. The funds available for expenditure amounted to US$31,142,316 (2020: US$20,668,305) and are considered to be appropriate and acceptable by the directors taking into account plans for grants to be awarded in future years. The directors review the outstanding reserves at the end of each year to ensure that any future grant making will be aligned to the recommendations of each donor and that the Fund will continue to have substantially adequate funds to be able to meet its payment obligations to any outstanding creditors and meet its future financial commitments. The Fund does not have any programme related investments or any designated funds. The level of grants distributed in the financial year and the funds available for expenditure are consistent with this approach. The Fund historically has spent a significant percentage of its reserves in any given year and the typical donor recommends spending within a few years the vast majority of the amounts in the donor’s account.

These financial statements have been prepared on the going concern basis and in accordance with the historical cost convention as modified by the revaluation of investments to fair value.

The directors have considered the impact of the Coronavirus (“COVID-19”) pandemic and concluded that there are no material uncertainties regarding the Fund’s ability to continue operating, on the basis that adequate reserves are available to fund the activities of the Fund for the foreseeable future. Goldman Sachs have indicated that they would continue to provide donations and any funding to the Fund to enable the Fund to meet any future liabilities which the Fund would not be able to meet from its existing reserves. The directors have no reason to believe that Goldman Sachs will not continue to make donations to the Fund and not be in a position to provide funding and support. The directors, having considered the availability of any future funding by Goldman Sachs, if it should be required, have no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the Fund to continue as a going concern. On the basis of their assessment of the Fund’s financial position, the directors have a reasonable expectation that the Fund will be able to continue in operational existence for the foreseeable future.

Grant making

Charities Aid Foundation America (“CAFA”) and The Ayco Company, L.P. (“Ayco”), a subsidiary of Goldman Sachs, review grant eligibility applications and other requests for grant funding on behalf of the directors. Subject to the express approval of each grant application by a director or an officer of the Fund on behalf of the Board of directors, Ayco then distributes funds in furtherance of the Fund’s objects. Grants distributed in the financial year of US$2,949,230 (2020: US$2,254,646) were to support charities that build and stabilise communities, increase educational opportunities, advance health, relieve poverty, promote the arts and culture, provide humanitarian relief and to further other exclusively charitable purposes under English and Welsh law and American law. Given that the Fund is a donor advised Fund, the directors do not utilise Key Performance Indicators to measure the activity of grant making.

3

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Strategic report (continued)

Principal risks and uncertainties

The directors consider that the Fund has the following principal risks and uncertainties and have determined strategies for managing those risks as set out further below

Market, credit, currency and interest rate risk

Investments are exposed to various risks, such as market, credit, foreign currency and interest rate risk. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the fair value of such investments, it is at least reasonably possible that changes in risks in the near term could materially affect the net assets of the Fund. The Fund has investment strategies and policies in place to mitigate these risks.

Concentration risk

The Fund maintains custody accounts with Fidelity and believes they are reputable custodians. However, there is no guarantee that Fidelity will not become insolvent. While Fidelity is a member of the Securities Investor Protection Corporation, and while the U.S. Bankruptcy Code, SEC 15c3-3 Customer Protection Rule and Securities Investor Protection Act of 1970 seek to protect customer property in the event of a failure, insolvency or liquidation of a broker-dealer, there is no certainty that, in the event of a failure of a broker-dealer that has custody of Fund's assets, the Fund would not incur losses due to its assets being unavailable for a period of time, ultimately less than full recovery of its assets, or both. Because substantially all of the Fund's assets are in the custody of these brokers, such losses could be significant and could materially impair the ability of the Fund to achieve its charitable objectives.

COVID-19

The World Health Organisation declared the COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe, with over 150 countries now affected. Many governments have taken steps to help contain or delay the spread of the virus. There is a significant increase in economic uncertainty which is, for example, evidenced by a currently decreased demand of products, more volatile asset prices and currency exchange rates.

The Fund's income mainly from donations and donated investments from Goldman Sachs and current and former employees of Goldman Sachs has increased by 97% from the prior year. The Fund also receives a limited amount of income from its investments and is therefore dependent on Goldman Sachs’ continuation to donate funds.

Strategies for managing those risks

The Fund has a risk management process that ensures that appropriate steps are taken to mitigate risk. The directors have assessed these and are satisfied that reasonable steps are being taken to mitigate exposure to these risks. The directors have overall responsibility for ensuring that the Fund has a system of internal control to mitigate the risks identified.

In respect to specific financial risks impacting the Fund, the directors monitor the performance of the Fund’s investments, the directors approve the level of grants to be awarded taking into account the funds available, and ongoing expenses are entirely reimbursed by Goldman Sachs. Sufficient reserves have been allocated for working capital needs and there are no long-term borrowings.

4

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Strategic report (continued)

Principal risks and uncertainties (continued)

Strategies for managing those risks (continued)

In respect to COVID-19 risks impacting the Fund, the directors have considered the current strategy of Goldman Sachs and have confirmed that their intention is to continue to donate at a level consistent with prior years. The directors have also considered the recent results of Goldman Sachs including those since the COVID-19 pandemic and based on these consider that Goldman Sachs will be able to continue to donate to the Fund for a period of at least 12 months from the date of approval of these financial statements. The Fund's other income is derived from its investments. The directors continue to monitor the performance of investments as a result of the impact of COVID-19. Overall, the directors do not expect significant disruption to the Fund's charitable activities going forward.

Plans for future periods

The Fund aims to encourage its donor pool (including employees and former employees of Goldman Sachs) to seek out opportunities to recommend grants to high-impact charitable organisations which advance the charitable objects of the Fund. The Fund will continue to make grants, to the extent lawful and prudent, according to those recommendations of donors and the approval of the directors. Over the years, the Fund has honed its due diligence procedures to ensure resources are allocated to their best effect.

Structure, governance and management

Governing documents

The Fund is a charitable company limited by guarantee governed by its Articles of Association.

The sole member of the Fund is The Goldman Sachs Charitable Gift Fund, a non-stock corporation incorporated in the State of Delaware, and operating for exclusively charitable purposes, with its registered office at Corporate Trust Centre, 1209 Orange Street, Wilmington, County of New Castle, Delaware 19801, USA and Internal Revenue Service tax identification number 11-3813663.

Directors and trustees

The directors and trustees of the Fund, who held office during the financial year and up to the date of signing the financial statements, are as follows:

Peter Matthew Fahey Robert Katz Graham Philip Shaw

Together with one additional individual, the directors of the Fund are also directors and trustees of Goldman Sachs Gives (UK), a charitable company incorporated in England and Wales. Goldman Sachs Gives (UK) receives donations from donors who are required to account for tax in the United Kingdom but not in the United States of America, and is a connected charity of the Fund by virtue of the two charities having The Goldman Sachs Charitable Gift Fund as their respective sole member.

5

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Structure, governance and management (continued)

Qualifying third party indemnity provisions

A qualifying third party indemnity provision as defined in Section 234 Companies Act 2006 is in force for the benefit of each of the directors and the company secretary in respect of liabilities incurred as a result of their office, to the extent permitted by law. In respect of those liabilities for which directors may not be indemnified, the Fund maintained a directors’ and officers’ liability insurance policy throughout the financial year and up to the date of signing the financial statements.

Appointment of directors

The directors are appointed by The Goldman Sachs Charitable Gift Fund pursuant to the Fund’s Articles of Association. The number of directors appointed shall not be less than three but is not subject to any maximum number. A director of the Fund, who is also a director of The Goldman Sachs Charitable Gift Fund, is appointed to serve for as long as he or she is a director of The Goldman Sachs Charitable Gift Fund. Any other director is appointed for a renewable term of three years.

Induction and training of directors

New directors are briefed on their legal obligations, powers and duties as company directors and charity trustees. New directors are also provided with a copy of the Fund’s Articles of Association, and information on the history and structure of the Fund, as well as the decision making processes, policies and the future plans and objectives of the Fund.

Organisation

The directors are responsible for the strategic direction and policy of the Fund and, subject to any prudent delegation to advisers and agents, make all substantive decisions in relation to the Fund. In furtherance of this, the directors meet as and when required. The directors have delegated responsibility to management for the oversight of the Fund. The directors have been supported throughout the financial year by the company secretary to the Fund. The directors may delegate any of their powers or functions to committees but the terms of delegation must be agreed in advance.

The directors meet at least three times per year to review the grant activity of the Fund and investment performance. The directors have established procedures for the examination of grant recommendations and the conduct of due diligence. The conduct of due diligence is delegated to specialist service providers. Grant recommendations which satisfy the directors’ policy requirements are approved by one of the directors before being made.

No staff were employed by the Fund during the financial year (2020: None). The directors and the key management personnel received US$Nil remuneration in respect of their services to the Fund during the financial year (2020: US$Nil).

No director or key management personnel received any reimbursement of expenses during the financial year (2020: US$Nil). The key management personnel are remunerated by Goldman Sachs and the fair value of the appropriate proportion of their time is included within donated services (see note 2).

6

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Structure, governance and management (continued)

Statement of directors’ responsibilities

The directors are responsible for preparing the directors’ report (including the strategic report) and the financial statements in accordance with applicable law and regulation.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors 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 directors 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 directors are required to:

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

Disclosure of information to auditors

In so far as the directors are aware:

Independent auditors

The sole member of the Fund will re-appoint PricewaterhouseCoopers LLP as auditors to the Fund during the relevant year for the appointment of auditors by way of written member’s resolution.

7

The Goldman Sachs Charitable Gift Fund (UK)

Directors’ report for the year ended 30 June 2021 (continued)

Reference and administrative details

Status

The Goldman Sachs Charitable Gift Fund (UK) is a private company limited by guarantee, company number 06314343. It is registered in England and Wales as a charity, number 1120148.

The registered office is at Plumtree Court, 25 Shoe Lane, London, EC4A 4AU.

Secretary

Benjamin Rader

Independent Auditors

PricewaterhouseCoopers LLP, 1 Embankment Place, London, WC2N 6RH.

Solicitors

Bates Wells, 10 Queen Street Place, London, EC4R 1BE.

Custodians

Fidelity Brokerage Services LLC, 900 Salem Street, Smithfield, RI 02917, USA

Bankers

Barclays Bank plc, 1 Churchill Place, London, E14 5HP.

The directors’ report, including the strategic report, was approved by the directors and signed on their behalf by order of the Board:

Graham Shaw Director

Date: 2021

8

Independent auditors’ report to the members of The Goldman Sachs Charitable Gift Fund (UK)

Report on the audit of the financial statements

Opinion

In our opinion, Goldman Sachs Charitable Gift Fund (UK)’s financial statements (the “financial statements”):

We have audited the financial statements, included within the Report and Financial Statements (the “Annual Report”), which comprise: the balance sheet as at 30 June 2021; statement of financial activities (incorporating the income and expenditure statement) and 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.

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.

Strategic Report and Directors’ report

In our opinion, based on the work undertaken in the course of the audit the information given in the Directors’ Report, including the Strategic Report, for the financial year for which the financial statements are prepared is consistent with the financial statements; and the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

9

Independent auditors’ report to the members of The Goldman Sachs Charitable Gift Fund (UK) (continued)

In addition, in light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we are required to report if we have identified any material misstatements in the Strategic Report and the Directors’ Report. We have nothing to report in this respect.

Responsibilities for the financial statements and the audit

Responsibilities of the trustees for the financial statements

As explained more fully in the Statement of directors’ 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, we identified that the principal risks of non-compliance 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 also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. 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 journals to manipulate financial results or conceal the misappropriation of assets and potential management bias in accounting estimates. Audit procedures performed included:

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.

10

Independent auditors’ report to the members of The Goldman Sachs Charitable Gift Fund (UK) (continued)

Use of this report

This report, including the opinions, has been prepared for and only for the charity’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 no exceptions to report arising from this responsibility.

Daniel Chan (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London November 2021 19

11

The Goldman Sachs Charitable Gift Fund (UK)

Registered Company No: 06314343

Statement of financial activities for the year ended 30 June 2021

(incorporating the income and expenditure account)

Note
Income
Donations
2
Investment income
3
Total
Expenditure
Investment management costs
4
Expenditure on charitable activities
4
Total
Net gains on investments and cash
Net income and net movement in funds for the
year
5
Total funds brought forward
Total funds carried forward
16
2021
Unrestricted
funds
US$
10,150,135
77,294
10,227,429
(83,219)
(3,258,772)
(3,341,991)
3,588,573
10,474,011
20,668,305
31,142,316
2020
Unrestricted
funds
US$ 5,152,123
151,261
5,303,384
(72,597)
(2,551,781)
(2,624,378)
319,670
2,998,676
17,669,629
20,668,305

All of the Fund's activities are derived from continuing operations.

The statement of financial activities includes all gains and losses recognised in the current and prior year.

The notes on pages 15 to 26 form part of these financial statements.

12

The Goldman Sachs Charitable Gift Fund (UK)

Registered Company No: 06314343

Balance sheet as at 30 June 2021

Note
Fixed assets
Investments
7
Current assets
Debtors
8
Cash at bank and in hand
9
Creditors: amounts falling due within one year
10
Net current (liabilities) / assets
Net assets
The funds of the charity:
Unrestricted income funds
- General
13
- Fair value reserve
13
Total charity funds
16
2021
US$
31,248,422
3,500
2,147
5,647
(111,753)
(106,106)
31,142,316
27,005,686
4,136,630
31,142,316
2020
US$ 20,630,945
4,986
166,041
171,027
(133,667)
37,360
20,668,305
18,220,944
2,447,361
20,668,305

The financial statements on pages 12 to 26 were approved by the Board of directors on 2021 and were signed on their behalf by:

Graham Shaw Director

The notes on pages 15 to 26 form part of these financial statements.

13

The Goldman Sachs Charitable Gift Fund (UK)

Registered Company No: 06314343

Statement of cash flows for the year ended 30 June 2021

Note
Cash flows from operating activities
Donations received
Operating expenses paid
Net cash flow from / (used in) operating activities
Cash flows from investing activities
Purchase of investments
Proceeds from sales of investments
Net cash flow (used in) / generated from investing
activities
Net (decrease) / increase in cash and cash equivalents
17
Fair value movements on cash
17
Cash and cash equivalents at the beginning of year
Cash and cash equivalents at the end of the year
9
2021
US$
8,491,540
(3,185,949)
5,305,591
(24,206,526)
18,736,998
(5,469,528)
(163,937)
43
166,041
2,147
2020
US$ 1,641,560
(2,445,447)
(803,887)
(6,484,659)
7,444,201
959,542
155,655
(1,478)
11,864
166,041

The notes on pages 15 to 26 form part of these financial statements.

14

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021

1 Principal accounting policies

Basis of preparation

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (Charities SORP (FRS 102)) (effective 1 January 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Companies Act 2006 and the Charities Act 2011.

The Fund has adapted the Companies Act formats to reflect the Charities SORP and the special nature of the Fund’s activities.

The Fund meets the definition of a public benefit entity under FRS 102. Assets and liabilities are recognised at historical cost or transactions value unless otherwise stated in the relevant accounting policies.

Going concern

These financial statements have been prepared on the going concern basis and in accordance with the historical cost convention as modified by the revaluation of investments to fair value.

The directors have considered the impact of the Coronavirus (“COVID-19”) pandemic and concluded that there are no material uncertainties regarding the Fund’s ability to continue, on the basis that adequate reserves are available to fund the activities of the Fund for the foreseeable future.] Goldman Sachs have indicated that they would continue to provide donations as well as any funding to the Fund to enable the Fund to meet any future liabilities which the Fund would not be able to meet from its existing reserves. The directors have no reason to believe that Goldman Sachs will not continue to make donations and provide funding and support to the Fund. The directors, having considered the availability of any future funding by Goldman Sachs, if it should be required, have no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the Fund to continue as a going concern. On the basis of their assessment of the Fund’s financial position, the directors have a reasonable expectation that the Fund will be able to continue in operational existence for the foreseeable future.

Critical accounting judgements and estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The key areas of estimation and judgement that affect items in the financial statements are as follows:

Judgements:

15

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

1 Principal accounting policies (continued)

Estimates:

Functional currency

The financial statements are prepared in US$, which is the functional currency of the Fund, since this is the currency of the primary economic environment in which the Fund operates. All significant donations received and grants awarded during the year have been in US$.

Income

Donations are credited to the statement of financial activities when entitled, receipt is probable and when the amount can be quantified with reasonable accuracy and valued on date of entitlement. Donated shares are valued at fair value on the date of receipt. Investment income is recognised on a receivable basis and is stated inclusive of recoverable taxation, where appropriate.

Donated services and facilities are included in the financial statements in the period in which they are receivable, where they are quantifiable, and where a third party is bearing the cost. Services provided by or paid for by Goldman Sachs are recorded at fair value to the Fund and include grant processing, key management personnel, administrative services, investment management services, professional and other operating costs (see note 2).

Expenditure

Liabilities are recognised as expenditure when there is a legal or constructive obligation committing the Fund to the expenditure.

Grants, both single and multi-year, if any, are recognised in the financial statements as expenses in the period where paid or unconditionally promised to give, whichever occurs first.

Allocation of support and governance costs

Support costs have been allocated between governance costs and other support costs. Governance costs comprise all costs associated with meeting the constitutional and statutory requirements of the Fund. These costs include costs related to statutory audit and legal fees together with an apportionment of overhead and support costs.

Governance costs and support costs relating to charitable activities are allocated to activities based on the amount spent for each activity. The allocation of support and governance costs is set out in note 4.

Charitable activities

The cost of charitable activities comprise grants to institutions, governance costs and an apportionment of support costs as set out in note 4.

Foreign currencies

Transactions in foreign currencies are translated into US$ at the rate of exchange ruling at the date of the transaction. Assets and liabilities in foreign currencies are translated into US$ at the rate of exchange ruling at the balance sheet date US$1.3815 : £1 (2020: US$1.2356 : £1). Exchange differences are charged / credited to the statement of financial activities and hence are taken into account in arriving at the net movement in funds.

16

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

1 Principal accounting policies (continued)

Taxation

The Fund is a registered charity, and therefore is not liable for income tax or corporation tax on income derived from its charitable activities, as it falls within the various exemptions available to registered charities. VAT is included within expenditure where it is not recoverable.

Fixed asset investments

Investments are included in the financial statements at fair value at the balance sheet date. Realised and unrealised gains and losses are credited or debited to the statement of financial activities in the period in which they arise.

Investments are categorised into a three-level hierarchy, based on the type of inputs to the valuation techniques used, as follows:

Level 1: The unadjusted quoted price in an active market for identical assets or liabilities that the Fund can access at the measurement date.

Level 2: Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the asset or liability, either directly or indirectly.

Level 3: Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability.

Debtors

Trade debtors and other receivables are recognised at their transaction price less any allowance for doubtful debts.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits with banks and funds that are readily convertible into cash at, or close to, their carrying values, but not held for investment purposes.

Creditors

Trade creditors and other payables are recognised when a past event results in an obligation to transfer funds to a third party and the amount payable can be measured or reliably estimated. Trade creditors and other payables are recognised at their nominal value.

Fund accounting

The unrestricted fund comprises a general fund which is used to meet the charitable objects of the Fund at the discretion of the directors.

The Fund operates as a donor advised fund whereby the directors establish donor accounts for individual donors to make recommendations, although the ultimate decision for the distribution of funds rests solely with the directors of the Fund, and therefore these funds are unrestricted.

Included within unrestricted funds, if relevant, is a fair value reserve that represents the cumulative unrealised gains on fixed asset investments held.

17

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

1 Principal accounting policies (continued)

Financial assets and liabilities

The Fund has applied the provisions of FRS 102, Section 11, “Basic Financial Instruments” and Section 12, “Other Financial Instrument Issues”.

(i) Financial assets

Basic financial assets, including other debtors and cash and bank balances are initially recognised at transaction price. Such assets are subsequently measured at amortised cost using the effective interest method.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the statement of financial activities.

Other financial assets, including investments in fixed asset investments are initially measured at fair value, which is normally the transaction price.

Such assets are subsequently carried at fair value and the changes in fair value are recognised in the statement of financial activities.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

(ii) Financial liabilities

Basic financial instruments, including other creditors are initially recognised at transaction price.

Other creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Grant commitments over one year are discounted to reflect present value.

2 Donations

Monetary contributions received
Donated investments (see note 7)
Donated services and support
2021
US$
8,491,540
1,480,598
177,997
10,150,135
2020
US$ 1,641,560
3,349,723
160,840
5,152,123

Donations of US$8,255,302 (2020: US$1,450,000) were made by the current and former employees of Goldman Sachs.

Donated investments represent US$1,480,598 (2020: US$3,349,723) made by the employees and former employees of Goldman Sachs.

18

The Goldman Sachs Charitable Gift Fund (UK) Notes for the financial statements for the year ended 30 June 2021 (continued)

2 Donations (continued)

Donated services and support represent the fair value of services provided by or paid for by Goldman Sachs and include US$83,219 (2020: US$72,597) for investment management services, and US$94,778 (2020: US$88,243) for grant processing, key management personnel, administrative services, professional and other operating costs.

3 Investment income

Income from fixed asset investments
- Dividend income
4
Expenditure
Grants
US$
Investment management costs
-
Expenditure on charitable activities
2,949,230
2,949,230
Grants
US$
Investment management costs
-
Expenditure on charitable activities
2,254,646
2,254,646
Investment management costs
Donated investment management services
2021
US$
77,294
Allocation of
support and
governance costs
US$
83,219
309,542
392,761
Allocation of
support and
governance costs
US$
72,597
297,135
369,732
2021
US$
83,219
2020
US$ 151,261
2021
US$
83,219
3,258,772
3,341,991
2020
US$
72,597
2,551,781
2,624,378
2020
US$ 72,597

The Fund does not pay fees to GSAM and GSAMI (both are affiliates of Goldman Sachs International (GSI)) for the investment management services they provide. Instead the imputed cost of the fees is included in donated services with a corresponding amount included in income.

19

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

4 Expenditure (continued)

Expenditure on charitable activities

Arts and Culture
Community
Education
Medical
Other
Arts and Culture
Community
Education
Humanitarian
Medical
Other
Grants to
institutions
US$
154,500
633,007
1,933,760
55,963
172,000
2,949,230
Grants to
institutions
US$
24,750
463,116
D1,493,780
31,250
165,750
76,000
2,254,646
Governance
costs
US$
8,431
34,544
105,528
3,054
9,386
160,943
Governance
costs
US$
1,710
32,006
103,237
2,160
11,455
5,252
155,820
Support
costs
US$
7,785
31,894
97,433
2,820
8,667
148,599
Support
costs
US$
1,551
29,027
93,626
1,959
10,389
4,763
141,315
2021
US$
170,716
699,445
2,136,721
61,837
190,053
3,258,772
2020
US$
28,011
524,149
1,690,643
35,369
187,594
86,015
2,551,781

There were a total of 108 (2020: 86) grants made during the year totalling US$2,949,230 (2020: US$2,254,646). Grants were made to support charities that build and stabilise communities, increase educational opportunities, advance health, relieve poverty, promote the arts and culture, provide humanitarian relief and to further other exclusively charitable purposes under English and Welsh law and American law. All grants were made to institutions. In line with the Charities SORP, material grants above US$100,000 have been listed below.

Grant
Name of institution
Classification
Trustees of Princeton University (a)
Education
Elsai Foundation (b)
Community
Groton School (c)
Education
Boston Higashi School, Inc.
Education
Trustees of the College of the Holy Cross (c)
Education
Worthless Foundation, Inc.
Arts & Culture
Trustees of Columbia University in the City of New York Education
PeacePlayers International
Community
Lucile Packard Foundation for Children's Health
Medical
Noble and Greenough School (a)
Education
Other (less than US$100,000)
2021
US$
1,048,980
297,460
200,000
100,000
100,000
100,000
-
-
-
-
1,102,790
2,949,230
2020
US$ 303,980
-
-
-
-
-
737,500
150,000
100,000
100,000
863,166
2,254,646

(a) – Funds provided for need-based financial aid

(b) – Funds provided for need-based programs and support for the environment

(c) – Funds provided for need-based scholarships

20

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

4 Expenditure (continued)

Analysis of allocation of governance and support costs

Investment
management
costs
Charitable
activities
Investment
management
costs
Charitable
activities
Governance
costs
US$
-
160,943
160,943
Governance
costs
US$
-
155,820
155,820
Investment
management
costs
US$
83,219
-
83,219
Investment
management
costs
US$
72,597
-
72,597
Donated grant
processing costs
US$
-
70,483
70,483
Donated grant
processing costs
US$
-
67,203
67,203
Other grant
processing
costs
US$
-
78,116
78,116
Other grant
processing
costs
US$
-
74,112
74,112
2021
US$
83,219
309,542
392,761
2020
US$
72,597
297,135
369,732

Governance and support costs are allocated to activities based on the amount spent for each activity.

Analysis of governance costs

Audit and accountancy fees
Legal fees
Donated administrative services
Other costs
2021
US$
113,628
14,099
24,295
8,921
160,943
2020
US$ 108,975
17,382
21,040
8,423
155,820

21

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

5 Net income and net movement in funds for the year

The net income and net movement in funds for the year is stated after charging / (crediting):

Auditors’ remuneration
- Audit
- Other services
Net gains on investments and cash
2021
2020
US$
US$ 79,668
79,635
33,960
29,340
(3,588,573)
(319,670)

6 Staff costs and directors’ remuneration

No staff were employed by the Fund during the financial year (2020: None).

The directors and the key management personnel received no remuneration in respect of their services to the Fund during the financial year (2020: US$Nil). No director and key management personnel received any reimbursement of expenses during the financial year (2020: US$Nil). The key management personnel are remunerated by Goldman Sachs and fair value of the appropriate proportion of their time is included within donated services (see note 2).

7 Investments

Quoted investments
Fair value at 1 July
Additions at cost
Additions - donated investments
Disposals
Unrealised (losses) / gains on revaluation
Fair value at 30 June
Cost at 30 June
2021
US$
20,630,945
24,283,820
1,480,598
(16,836,210)
1,689,269
31,248,422
27,111,792
2020
US$ 17,708,779
6,635,803
3,349,723
(6,870,700)
(192,660)
20,630,945
18,182,107

The fixed asset investments are principally invested in Goldman Sachs Mutual Funds, Money Market Funds and Vanguard Total World Stock. Investments included in the above with a fair value greater than 5% of the total portfolio fair value at 30 June are as follows:

2021 2020
US$ % US$ %
Goldman Sachs US$ Treasury Liquid Reserve Fund 10,946,324 35 10,034,767 49
Vanguard Total World Stock 6,128,568 20 1,738,743 8
Goldman Sachs Global Equity Partners Portfolio 4,826,535 15 2,830,438 14
Goldman Sachs Global Fixed Income 4,197,560 13 - -
Goldman Sachs Global Fixed Income Plus Portfolio 2,257,000 7 3,673,363 18
(hedged)
Goldman Sachs Growth & Emerging Markets Core Equity 1,513,668 5 1,038,343 5
Portfolio

22

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

7 Investments (continued)

The fair value hierarchy of the investments are as follows:

Level 1
8
Debtors
Other debtors
9
Cash at bank and in hand
Cash at bank and in hand
10
Creditors: amounts falling due within one year
Accruals
11
Financial instruments
Financial assets
Financial assets that are debt instruments measured at
amortised cost:
- Fixed asset investments
- Other debtors
Financial liabilities
Financial liabilities measured at amortised cost:
- Accruals
2021
US$
31,248,422
2021
US$
3,500
2021
US$
2,147
2021
US$
111,753
2021
US$
31,248,422
3,500
31,251,922
(111,753)
2020
US$ 20,630,945
2020
US$ 4,986
2020
US$ 166,041
2020
US$ 133,667
2020
US$ 20,630,945
4,986
20,635,931
(133,667)

23

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

12 Financial risk management

The financial risks are disclosed in the directors’ report on pages 4 to 5.

13 Unrestricted income funds

General
Fair value reserve
General
Fair value reserve
At 1 July
2020
US$
18,220,944
2,447,361
20,668,305
At 1 July
2019
US$
15,028,186
2,641,443
17,669,629
Income
US$
10,227,429
-
10,227,429
Income
US$
5,303,384
-
5,303,384
Expenditure
US$
(3,341,991)
-
(3,341,991)
Expenditure
US$
(2,624,378)
-
(2,624,378)
Investment
gains
US$
1,899,304
1,689,269
3,588,573
Investment
gains
US$
513,752
(194,082)
319,670
At 30 June
2021
US$
27,005,686
4,136,630
31,142,316
At 30 June
2020
US$
18,220,944
2,447,361
20,668,305

General

The general fund is used for the furtherance of the objectives of the Fund.

Fair value reserve

The fair value reserve represents the unrealised gains on fixed asset investments.

14 Analysis of net assets between funds

At 30 June 2021
Fixed asset investments
Debtors
Cash at bank and in hand
Creditors
At 30 June 2020
Fixed asset investments
Debtors
Cash at bank and in hand
Creditors
General
US$
27,111,792
3,500
2,147
(111,753)
27,005,686
General
US$
18,183,584
4,986
166,041
(133,667)
18,220,944
Fair value
reserve
US$
4,136,630
-
-
-
4,136,630
Fair value
reserve
US$
2,447,361
-
-
-
2,447,361
Total
US$
31,248,422
3,500
2,147
(111,753)
31,142,316
Total
US$
20,630,945
4,986
166,041
(133,667)
20,668,305

24

The Goldman Sachs Charitable Gift Fund (UK) Notes for the financial statements for the year ended 30 June 2021 (continued)

15 Capital

The Fund is a company limited by guarantee and has no share capital. In the event of the Fund being wound up, the liability of the sole member, The Goldman Sachs Charitable Gift Fund, is limited to £1.

16 Reconciliation of movements in funds

Net movements in funds
Net additions to funds
Opening funds
Closing funds
2021
US$
10,474,011
10,474,011
20,668,305
31,142,316
2020
US$ 2,998,676
2,998,676
17,669,629
20,668,305

17 Analysis of changes in net debt

Cash at bank and in hand
Cash at bank and in hand
At 1 July
2020
US$
166,041
166,041
At 1 July
2019
US$
11,864
11,864
Cash flows
US$
(163,937)
(163,937)
Cash flows
US$
155,655
155,655
Fair value
movements
US$
43
43
Fair value
movements
US$
(1,478)
(1,478)
At 30 June
2021
US$
2,147
2,147
At 30 June
2020
US$
166,041
166,041

Fair value movements represent the realised and unrealised losses on certain amounts relating to cash at bank and in hand being held.

25

The Goldman Sachs Charitable Gift Fund (UK)

Notes for the financial statements for the year ended 30 June 2021 (continued)

18 Related party transactions

No donations were received from the directors during the year (2020: US$Nil).

The Fund is included in the consolidated financial statements of its sole member, The Goldman Sachs Charitable Gift Fund, which are publicly available and may be obtained from 200 West Street, New York, New York 10282. The Fund is exempt under the terms of FRS 102 from disclosing related party transactions with entities that are wholly owned by The Goldman Sachs Charitable Gift Fund.

The investment manager of the Fund, GSAM, and the investment managers of the Fund’s investment options, GSAM and GSAMI, are affiliates of GSI. GSAM and GSAMI’s services were paid for by Goldman Sachs and are included in donated services (see note 2).

Donations of US$8,255,302 (2020: US$1,450,000) and donated investments of US$1,480,598 (2020: US$3,349,723) were made by the employees and former employees of Goldman Sachs.

Goldman Sachs provides grant processing, administrative services, investment management services, professional and other operating services to the Fund. The fees for such donated services are based upon the cost of time spent by Goldman Sachs employees in providing the services and fees charged. Goldman Sachs has agreed to donate such services to the Fund (see note 2).

19 Ultimate parent undertaking and controlling party

The ultimate parent undertaking and controlling party is The Goldman Sachs Charitable Gift Fund, a charity registered in the USA.

26