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2024-12-31-accounts

Charity Registration No. 1130025

Company Registration No. 06882190 (England and Wales)

JOHANSSON FAMILY FOUNDATION LIMITED

ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

JOHANSSON FAMILY FOUNDATION LIMITED

LEGAL AND ADMINISTRATIVE INFORMATION

Trustee Directors J Johansson
S Johansson
Secretary S Eyers
Charity number 1130025
Company number 06882190
Principal address 10 Lansdowne Road
London
United Kingdom
W11 3LW
Registered office 10 Lansdowne Road
London
W11 3LW
Accountants Moore Kingston & Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Solicitors Morgan Lewis & Bockius LLP
Condor House
5-10 St Paul's Churchyard
London
EC4M 8AL
Investment bankers Citi Private Bank
25 Canada Square
Canary Wharf
London
E14 4QA

JOHANSSON FAMILY FOUNDATION LIMITED

CONTENTS

Page
Trustees' report 1 - 3
Independent examiner's report 4
Statement of financial activities and income and expenditure 5
account
Balance sheet 6 - 7
Notes to the financial statements 8 - 13

JOHANSSON FAMILY FOUNDATION LIMITED

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT)

For the year ended 31 December 2024

The Trustee Directors present their report and accounts for the year ended 31 December 2024.

The accounts have been prepared in accordance with the accounting policies set out in note 1 to the accounts and comply with the charity's Memorandum and Articles of Association, the Companies Act 2006 and “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)” (as amended for accounting periods commencing from 1 January 2016)

The page headed Legal and Administrative Information forms part of this report.

Objectives and activities

The charity’s objective is to advance such exclusively charitable purposes, according to the law of England and Wales, as the trustees shall decide. Specifically the charity will further the Johansson family’s philanthropic activities and interests by operating as a donation making organisation.

The trustees anticipate that this objective would normally be met by making donations to registered charities for use in relation to specific projects or activities undertaken by them that the trustees are satisfied are exclusively charitable under English law.

The trustees will seek to satisfy themselves that every donation is made in furtherance of a charitable purpose that offers an identifiable benefit to the public, or a significant section of the public. The trustees have complied with the duty in S17 of the Charities Act 2011 to have due regard to the public benefit guidance published by the Charity Commission.

The Trustee Directors have paid due regard to guidance issued by the Charity Commission in deciding what activities the charity should undertake.

Donation making policies

The trustees expect that the majority of their donations will be paid to charitable organisations in the United Kingdom and United States. The charity may also make grants to well-established international charitable organisations.

The charity will seek out potential grantees and solicit information relevant to its consideration of the grant and grant applications on a case by case basis. In the future the charity may develop a more formal method for accepting unsolicited grant applications.

Achievements and performance

Review of funds receivable and their use and future developments

Funding for the Johansson Family Foundation Limited will come primarily from contributions from various members of the Johansson Family. Charitable donations of £308,060 were made during the year and the charity incurred governance costs of £17,602. At the year end the charity had reserves of £559,808.

In the future the Johansson Family Foundation Limited will continue to act as a vehicle for the Johansson Family’s charitable giving in the United Kingdom and United States. The goals of the charity will evolve as directed by the trustees.

Investment powers

In accordance with the Memorandum and Articles of Association the charity has the power to invest in such charitable purposes as the Trustees see fit.

Page 1

JOHANSSON FAMILY FOUNDATION LIMITED

TRUSTEES' REPORT (Continued)(INCLUDING DIRECTORS' REPORT)

For the year ended 31 December 2024

Risk management and reserves policy

The charity has the power to set aside funds for special purposes or as reserves against future expenditure as the trustees see fit. The charity’s policy on reserves is to maintain ample reserves to meet commitments that the charity has taken on. The trustees consider that there are minimal risks facing the Foundation as it is a solely donation making charity, they have not therefore made a formal risk assessment.

Structure, governance and management

The charity is a company limited by shares governed by its Memorandum and Articles of Association dated 20 April 2009.

The Trustee Directors, who are also the directors for the purpose of company law, and who served during the year were:

J Johansson

S Johansson

The method of appointment and resignation of the trustees is set out in the Articles of Association. The Memorandum and Articles of Association allow for an unlimited number of trustees but a minimum of three.

This report represents the directors’ report required by S417 of the Companies Act 2006.

Structure, governance and management

The trustees hold periodic board meetings to discuss important charity matters. The day to day management and administration of the charity is undertaken by S Eyers.

Trustee induction and training

Johansson Family Foundation Limited has no formal procedure for the induction and training of trustees, however the company secretary distributes charity commission publications to ensure the trustees are aware of their responsibilities.

Related parties

Johansson Family Foundation, a Non-stock Non-profit Corporation organised under the Delaware General Corporation Law has complimentary objectives, and owns the share capital of Johansson Family Foundation Limited.

Page 2

JOHANSSON FAMILY FOUNDATION LIMITED TRUSTEES, REPORT (Continued)(INCLUDING DIRECTORS, REPORT) For the year ended 31 December 2024 Statement of Trustees, responsibilities The Trustee Directors, who are also the directors of Johansson Family Foundation Limited for the purpose of company law, are responsible for preparing the Trustees, Report and the accounts in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice)- Company Law requires the Trustee Directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the charity and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that year. In preparing these accounts, the Trustee Directors are required to= select suitable accounting policies and then apply them consistently., observe the methods and principles in the Charities SORP- make judgements and estimates that are reasonable and prudent., and prepare the accounts on the going concem basis unless it is inappropriate to presume that the charity will conlinue in operation. The Trustee Directors are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the accounts comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Trustees, report was approved by the Board of Trustee Directors. ansson Dated. 11 September 2025 Page 3

JOHANSSON FAMILY FOUNDATION LIMITED

INDEPENDENT EXAMINER'S REPORT

TO THE TRUSTEE DIRECTORS OF JOHANSSON FAMILY FOUNDATION LIMITED

I report on the accounts of the charity for the year ended 31 December 2024, which are set out on pages 5 to 13.

Respective responsibilities of Trustee Directors and examiner

The Trustee Directors, who are also the directors of Johansson Family Foundation Limited for the purposes of company law, are responsible for the preparation of the accounts. The Trustee Directors consider that an audit is not required for this year under section 144(2) of the Charities Act 2011 (the 2011 Act) and that an independent examination is needed.

Having satisfied myself that the charity is not subject to audit under company law and is eligible for independent examination, it is my responsibility to:

Basis of independent examiner's report

My examination was carried out in accordance with the general Directions given by the Charity Commission. An examination includes a review of the accounting records kept by the charity and a comparison of the accounts presented with those records. It also includes consideration of any unusual items or disclosures in the accounts, and seeking explanations from you as trustees concerning any such matters. The procedures undertaken do not provide all the evidence that would be required in an audit and consequently no opinion is given as to whether the accounts present a ‘true and fair view’ and the report is limited to those matters set out in the next statement.

Independent examiner's statement

In connection with my examination, no other matter except that referred to in the previous paragraph has come to my attention:

Andrew Grieve FCA

Moore Kingston & Smith LLP

6th Floor 9 Appold Street London EC2A 2AP

Dated: 11 September 2025

Page 4

JOHANSSON FAMILY FOUNDATION LIMITED

STATEMENT OF FINANCIAL ACTIVITIES INCLUDING INCOME AND EXPENDITURE ACCOUNT

For the year ended 31 December 2024

Unrestricted Unrestricte
d
funds funds
2024 2023
Notes £ £
Income from:
Donations and legacies 2 30,000 16,770
Investments 3 43,682 37,345
Total income 73,682 54,115
Expenditure on:
Charitable activities 4 325,662 66,774
Net gains on investments 9 (30,727) (45,627)
Net outgoing resources (282,707) (58,286)
Other recognised gains and losses
Other gains or losses 34,334 62,428
Net movement in funds (248,373) 4,142
Fund balances at 1 January 2024 808,181 804,039
Fund balances at 31 December 2024 559,808 808,181

There are no recognised gains and losses other than those passing through the profit and loss account.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The statement of financial activities also complies with the requirements for an income and expenditure account under the Companies Act 2006.

Page 5

JOHANSSON FAMILY FOUNDATION LIMITED

BALANCE SHEET

As at 31 December 2024

Notes
Fixed assets
Investments
11
Current assets
Cash at bank and in hand
Creditors: amounts falling due within
one year
12
Net current (liabilities)/assets
Total assets less current liabilities
Creditors: amounts falling due after
more than one year
13
Net assets
Income funds
Unrestricted funds
General unrestricted funds
Share capital
2024
£
60,755
(80,579)
559,798
10
£
652,212
(19,824)
632,388
(72,580)
559,808
559,808
559,808
2023
£
38,535
(16,690)
808,171
10
£
786,336
21,845
808,181
-
808,181
808,181
808,181

Page 6

JOHANSSON FAMILY FOUNDATION LIMITED BALANCE SHEET (Continued) As at 31 December 2024 For the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies Directors, responsibililies. The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476- The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements. These financial statements have been prepared in accordan￿ with the provisions applicable to companies subject lo the small companies, regime. The financial statements were approved by the Trustee Directors on 11 September 2025 hansson Trustee Company Registration No. 06882190 Page 7

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 December 2024

1 Accounting policies

Charity information

Johansson Family Foundation Limited is a private company limited by shares incorporated in England and Wales. The registered office is 10 Lansdowne Road, London, W11 3LW.

1.1 Accounting convention

The accounts have been prepared in accordance with the charity's Memorandum and Articles of Association, the Companies Act 2006 and “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)” (as amended for accounting periods commencing from 1 January 2016). The charity is a Public Benefit Entity as defined by FRS 102.

The accounts are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The accounts have been prepared under the historical cost convention and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2 Going concern

At the time of approving the accounts, the Trustee Directors have a reasonable expectation that the charity has adequate resources to continue in operational existence for the foreseeable future. Thus the Trustees' continue to adopt the going concern basis of accounting in preparing the accounts.

1.3 Charitable funds

Unrestricted funds are available for use at the discretion of the Trustee Directors in furtherance of their charitable objectives unless the funds have been designated for other purposes.

1.4 Incoming resources

Income is recognised when the charity is legally entitled to it after any performance conditions have been met, the amounts can be measured reliably, and it is probable that income will be received.

Cash donations are recognised on receipt. Other donations are recognised once the charity has been notified of the donation, unless performance conditions require deferral of the amount. Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation.

Legacies are recognised on receipt or otherwise if the charity has been notified of an impending distribution, the amount is known, and receipt is expected. If the amount is not known, the legacy is treated as a contingent asset.

Investment income is included when receivable.

1.5 Resources expended

Resources expended are recognised in the period in which they are incurred on an accruals basis. Resources expended include attributable VAT which cannot be recovered. Costs of charitable activities include direct expenditure incurred through grants to partners and operational activities together with associated support costs. Grants are recognised in the period in which they are payable. Grants payable in furtherance of the charity’s objects are attributed to the related classification heading in the SOFA. The costs of raising funds relate to the costs incurred by the charitable company in raising funds for the charitable work. Expenditure is allocated to the particular activity where the cost relates directly to that activity.

Page 8

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Continued)

For the year ended 31 December 2024

1 Accounting policies

(Continued)

1.6 Fixed asset investments

Fixed asset investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date except where no open market value is readily available when they are measured at transaction price less any provision for impairment. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred.

1.7 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.8 Financial instruments

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans and other debtors receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Creditors

Short term trade creditors and other current creditors payable on demand are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

1.9 Foreign exchange

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to the profit and loss account.

1.10 Donations payable

Donations are accounted for when the donation has been approved by the trustees and notified in writing to the beneficiary. Multiyear donations are accounted for when either the recipient has a reasonable expectation that they will receive a donation and the trustees have agreed to pay the donation without condition, or the recipient has a reasonable expectation that they will receive a donation and any condition attaching the donation is outside of the control of the charitable company.

2 Donations and legacies

Donations and gifts
HMRC Gift Aid
2024
£
-
30,000
30,000
2023
£
16,770
-
16,770

Page 9

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Continued)

For the year ended 31 December 2024

3
Investments
Income from investments
Interest receivable
4
Charitable activities
Grant funding of activities (see note 5)
Share of governance costs (see note 6)
5
Grants payable
Grants to institutions:
Second Half Foundation
Greenhouse Sports Ltd
Kent Place school
Go Live Theatre Projects
Morgan Library and Museum
Stockholm University / Resilience Centre
The New York Yacht Club
Victoria & Albert Museum
Mary Hare Foundation
St Clements
Total
2024
£
41,790
1,892
43,682
2024
£
308,060
17,602
325,662
2024
£
1,000
22,000
17,374
10,000
24,242
217,740
404
10,300
-
5,000
308,060
308,060
Total
2023
£
37,345
-
37,345
2023
£
57,023
9,751
66,774
2023
£
-
12,000
-
-
27,723
-
500
10,300
1,500
5,000
57,023
57,023

Page 10

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Continued)

For the year ended 31 December 2024

5 Grants payable

(Continued)

The charitable company included £150,000 as a donation to the Big Issue Invest Social Enterprise Investment for a programme related investment in 2017. It was treated as a donation due to the uncertainty of recovering the investment. The investment in the Big Issue Invest Social Enterprise Investment continues to be held at nil value but gave rise to income in the year of £14,350 (2023: £5,661).

6 Governance costs

Governance costs
Legal and professional costs
Independent Examiners Fees
2024
£
9,602
8,000
17,602
2023
£
2,751
7,000
9,751

7 Trustee Directors

None of the Trustee Directors (or any persons connected with them) received any remuneration or benefits.

8 Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024 2023
Number Number
Trustees 3 3
3 3

No remuneration was paid in the year.

9 Net (gains)/losses on investments

Unrestricted Unrestricted

funds
£
Revaluation of investments
54,495
(Gain)/loss on sale of investments
(23,768)
30,727
funds
£
38,371
7,256
45,627

Page 11

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Continued)

For the year ended 31 December 2024

9 Net (gains)/losses on investments

(Continued)

10 Taxation

The charity is exempt from corporation tax on its charitable activities.

11 Fixed asset investments

Listed
Investments
Other
investments
£
£
Cost or valuation
At 1 January 2024
586,336
200,000
Disposals at carrying value
(79,629)
-
Net gain/(loss) on revaluation
(54,495)
-
At 31 December 2024
452,212
200,000
Carrying amount
At 31 December 2024
452,212
200,000
At 31 December 2023
586,336
200,000
12
Creditors: amounts falling due within one year
2024
£
Other creditors
72,579
Accruals and deferred income
8,000
80,579
13
Creditors: amounts falling due after more than one
year
2024
£
Other creditors
72,580
Total
£
786,336
(79,629)
(54,495)
652,212
652,212
786,336
2023
£
8,690
8,000
16,690
2023
£
-

Other creditors relate to multi-year donations payable.

Page 12

JOHANSSON FAMILY FOUNDATION LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Continued)

For the year ended 31 December 2024

14 Share capital 2024 2023
£ £
Ordinary share capital
Issued and fully paid
10 ordinary shares of £1 each 10 10

15 Ultimate controlling party

The charity’s parent company is The Johansson Family Foundation, a non-profit organisation incorporated in Delaware, USA, by virtue of its shareholding. This entity is controlled by its trustees and treasurer, who are the same as for Johansson Family Foundation Limited.

16 Related party transactions

As stated in the Trustees Report the charity is the vehicle for the Johansson family charitable giving which is the source of donations received in the current and previous year.

Page 13