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2023-02-28-accounts

Upstart Theatre Ltd Trustees’ Annual Report

For the Financial Year 1 March 2022 to 28 February 2023

Company Number 6494297 Registered Charity Number 1140419

Contents

Chair's Introduction ....................................................................................................................... 3 Artistic Director’s Introduction ....................................................................................................... 3 Reference and Administrative Details ............................................................................................ 4 Our Mission ................................................................................................................................... 5 2022-23 in Numbers ....................................................................................................................... 5 Progress 2022-23 ........................................................................................................................... 5 Financial Statements for the year 2022-2023 ................................................................................. 9 Statement of Financial Activities ................................................................................................... 11 Balance Sheet ............................................................................................................................... 12 Statement of Financial Activities 2022 .......................................................................................... 13 Notes to the Financial Statements for the year ended 28 February 2023 ....................................... 14

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Chair's Introduction

This is my second year writing the introduction to the annual report, and once again I’m a proud and pleased Chair. The passion and drive of the staff team and my fellow Trustees are second to none, and it’s been a pleasure to see Upstart emerge from the pandemic with two new shows as well as making exciting progress in artist development and the Beyond Theatre strand.

There is still so much to do, but the team’s artistic ambition is matched by sound financial, audience development and business plans. Even more important is an ethical commitment to the idea that theatre – and particularly playable theatre – are for everyone. Looking to the future, I am excited by this charity’s ability to expand both its audience reach and its artistic ambitions. Watch this space!

Lorraine Lecourtois Chair of Trustees November 2023

Artistic Director’s Introduction

This has been a hugely exciting year for us at Upstart Theatre, and one where our resilience and creativity has shone through. We’ve welcomed new trainees to the team, presented two new shows, performed internationally for the first time since 2011, and started to develop our very first board game!

My proudest moments in this financial year have involved seeing people and projects grow and thrive – whether that’s seeing our two Kickstart trainees, Ezra and Nash, learn about the theatre industry; seeing students start to understand how playable theatre works as part of our Birmingham University residency with The Learning Lottery ; or making a new show on established foundations with Red Planet: Revolution . In a difficult climate for arts organisations – it’s worth noting that this was the first year since 2016 that Upstart hasn’t received funding from Arts Council England – I’m fiercely proud that we’ve been able to not only keep going, but to find new and innovative ways to create.

In many ways 2022-23 was a transitional year for the company and as I write this in November 2023, I’m excited to be seeing the seeds that we planted during this period come to fruit. I’ll look forward to sharing that with you in November’s report. Until then, a huge thank you to our Trustees, our artists and participants, and our many colleagues and partners who made 2022-23 such a success. I look forward to continuing to play, together.

Tom Mansfield Artistic Director and Chief Executive November 2023

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Reference and Administrative Details

Charity Name: Upstart Theatre Limited (also known as Upstart Theatre or Upstart)

Charity Number: 1140419

Company Number: 6494297, registered in England

Registered Office: Current: The Orange Tree, 51 Park Street, Bristol BS1 5NT On date of report: 77 Stokes Croft, Bristol BS1 3RD

Charitable Purpose: To further the education of the public by developing and producing new works of theatre relating to contemporary issues.

Trustees on date of report: Lorraine Lecourtois (chair) Susanna Italiano Thomas Ryalls

Trustees serving during the period: Tom Davies (Resigned March 2023)

Senior Staff in 2022-2023

Artistic Director and Chief Executive: Tom Mansfield Producer: Hannah Tookey

Administrative Staff in 2022-2023 Ezra Joy (Production Assistant) Nash Metaxas (Marketing Assistant)

Artistic Staff in 2022-2023 Dylan Frankland (performer) Chloe Mashiter (game designer and theatremaker) Katurah Morrish (theatremaker) Lizzie Wiggs (performer) Clive Meldrum (sound designer)

Bankers: The Co-Operative Bank, PO Box 250, Skelmersdale, WN8 6WT

Independent Examiners : Counterculture Partnership LLP, Unit 115, Ducie House, Ducie Street, Manchester M1 2JW

The Trustees confirm that in preparing this Annual Report, they have had regard to the Charity Commission’s guidance on public benefit.

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

The Trustees have adopted the provisions of 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 the Republic of Ireland (FRS 102) (effective 1 January 2015)

Our Mission

At Upstart Theatre, our mission is to help people reimagine the world by making theatre playable . We create and support playable theatre – live performance which gives the audience the leading role, in order to imagine how we can change the world together. We make our own live shows (both in live venues and online); we run co-creation projects with communities; we support emerging artists to learn about playable theatre; and we take our work beyond the theatre by making digital and physical games.

2022-23 in Numbers

This year, we:

Progress 2022-23

Our Business Plan for 2021-26, Make Theatre Playable , is centred around six themes:

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

financially self-sustaining, with a diverse set of earned, grant and private income streams, and build a strategic reserve.

Playable Performance

During the 2022-23 financial year, our Playable Performance programme centred around two projects.

The Learning Lottery

The Learning Lottery was originally created by Katurah Morrish for Upstart Theatre’s online DARE Festival 5 in 2021. In this playable show, audiences are split into teams, each guiding one of a diverse group of three UK school students through their GCSEs. In a fast-paced, TV game show style experience, the audience members must perform tasks and answer questions, attempting to guide the young people to ‘the future of their dreams’. But the odds are stacked against the teens thanks to the structural inequalities built into the UK education system – and by extension, into wider society.

The Learning Lottery blends extensive research with a lighthearted and playful approach to performance, to powerful effect. In 2022-23 we created two distinct versions of The Learning Lottery . The first was developed with a group of 13 students at Birmingham University, as part of their final-year performance project in November-December 2022. This played at George Cadbury Hall in Autumn 2021. Feedback from the students and from audiences was extremely positive. Audiences praised the unique style of the show, while the participating students loved the collaborative approach taken by director Tom Mansfield and writer Katurah Morrish.

Following the success of the Birmingham University project, we applied to take The Learning Lottery to VAULT Festival in February 2022, in a smaller, streamlined production performed by Katurah and Tom. Building on the lessons learned in Birmingham, this tightly-structured version of The Learning Lottery was nominated for a Offie Award for IDEA (Immersive) performance. BroadwayWorld gave it a four-star review which described it as “a thoughtprovoking game that describes the myth of meritocracy in Britain…with strokes of undeniable joy”.

In total, The Learning Lottery reached an audience of 220 during the financial year. We plan to create a tour pack and explore interest from venues in a touring version of The Learning Lottery in 2023-24.

Red Planet: Revolution

Red Planet: Revolution is a reworking of Republic , our critically acclaimed 2020 show about democracy, set on Mars 200 years in the future. This new version, created by Tom Mansfield and Chloe Mashiter, casts its audience as leaders of the Martian revolution. Having thrown off the oppressive rule of Earth, our heroes (the audience) must now decide how to build the society of their dreams. In this new version, this is done through a series of questions – the audience are asked what values the revolution stands for, invited to design a flag, and then

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

presented with a series of increasingly challenging scenarios based on real-world historical events. Each of these scenarios offers a challenge to the new Martian nation, and forces the audience to consider what their society values most.

Red Planet: Revolution is our most interactive show to date. Building on the success of Republic , we played four shows at three different venues during the financial year: the Wild Words Literary Festival in Hatfield, Game:Play at The Place, Bedford, and MOT Festival in Skopje, Macedonia. We were excited to receive positive feedback from all our audiences, especially at the Bedford and Skopje performances. The success of the show in this new iteration led us to plan a UK tour of the show in 2023-4.

In total, Red Planet: Revolution reached an audience of 113 at live performances, and 44 participants in workshop sessions.

Co-Creation

Co-creation was an area in which we faced challenges during 2022-23. Following the success of the online DARE Festival 5 in 2021, we had planned to present a new, in-person iteration of DARE Festival in either late 2022 or early 2023. This iteration of DARE would have included

a newly commissioned playable show, to be co-created with community performers, alongside 5 other playable commissions from emerging artists. While there was strong interest from Shoreditch Town Hall for a new iteration of DARE, our applications to Arts Council England for funding were unsuccessful during this financial year. We will continue to explore new funding avenues for DARE in the coming year, while also seeking alternative sources of funding.

Artist Development

Although we were unable to present DARE Festival in 2022-3 as we had hoped, we were able to engage in mentoring. The Barbican invited Artistic Director Tom Mansfield to mentor Peyvand Sanghedian as part of the creation of their interactive mixed-media project, Dual.

As well as this, we ran workshops for the University of Oregon and Birkbeck, University of London.

In total we reached a total of 20 participants across 5 sessions as part of our Artist Development strand.

Beyond Theatre

This financial year was an exciting one for our Beyond Theatre work, as we were commissioned by Royal Botanic Gardens Kew to turn our Reforest card game, created for COP26 in 2021, into a fully-fledged board game! As part of this process, we worked with scientist and educators at RBG Kew at Wakehurst, as well as attending the Association for Heritage Interpretation’s conference. We anticipate that the game will go into a print in a short run in Autumn 2023.

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

In total we reached 58 participants across 7 sessions through the Beyond Theatre strand.

Grow Our Family and Keep Our Friends

This year saw us gradually expand our family of venues and audiences – working with Wild Words Festival and The Place Bedford for the first time, as well as presenting work at MOT Festival, building on the relationships established in Skopje as part of The Chorus Project in 2020-22.

This year also saw us build on the relationship with RBG Kew that we established in 2021 with the Reforest card game. We look forward to an ongoing collaboration as we develop the board game version described above.

Finally, we were able to maintain our positive relationship with Shoreditch Town Hall thanks to good communications, despite the disappointing news about DARE Festival.

Thrive as a Company

The most exciting development from an organisational perspective was welcoming our two Kickstart trainees, Ezra Joy and Nash Metaxas, for their 6-month placements funded by the Department for Work and Pensions. As an organisation that had never previously had contracted employees as opposed to a freelance team, bringing Nash and Ezra on to the team gave us the opportunity to finally realise a long-term ambition of having employed staff. While Nash and Ezra were only with us for a short time, they each made a strong contribution to the charity’s work, generating new ideas for projects and identifying potential partners and audiences. Employing them also gave us the stimulus to update our HR policies and processes to bring them up to date with best practice.

From a financial perspective, this financial year saw a decrease in available funds, with expenditure being £2,782 greater than income. However, this is in large part due to some income for Reforest being received before the start of this financial year, but fees for the project being paid this year. We are confident of improving the financial position of the charity in the year ahead.

Tom Mansfield, Artistic Director & CEO, 23 November 2023

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Financial Statements for the year 2022-2023

Structure, Governance and Management

Upstart Theatre Limited is both a company limited by guarantee (company number 6494297, registered in England), and a registered charity (number 1140419). The charity is governed by our Memorandum and Articles of Association.

The charity’s Board of Trustees are responsible for the overall management of the charity. Tom Mansfield is currently Company Secretary as well as Artistic Director and Chief Executive. He is responsible to the Board for Upstart Theatre’s day-to-day activity, working alongside Hannah Tookey as Producer. In 2022-23, Upstart also had two part-time employees under the DWP’s Kickstart Scheme, Ezra Joy and Nash Metaxas. Upstart had no permanent employees. Day-to-day management activities, including grant applications and reporting, were done on a freelance basis by our senior management team. During 2022-3, 4 additional artists were engaged on projects.

The Board of Trustees meet on at least a quarterly basis.

The process for managing Trustee recruitment was led by Tom Davies, Trustee. Tom Davies managed relationships with trustee recruitment websites and arranged informal meetings between potential new Trustees, Tom Davies and Tom Mansfield to discuss the charity’s operations.

Exemptions from disclosure

The Trustees have not asked for any exemptions from disclosure in this report.

Funds held as custodian trustee on behalf of others

The Charity did not operate as a custodian trustee in this financial year.

Signed on behalf of the Board of Directors and Trustees

Lorraine Lecourtois Chair of Trustees

Date: 25 November 2023

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Independent Examiner’s Report

I report to the trustees on my examination of the accounts of the charitable company for the year ended 28 February 2023.

Responsibilities and basis of report

As the charity Trustees, who are also directors for the purposes of company law, are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 ('the 2006 Act').

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

Independent examiner’s statement

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

  1. accounting records were not kept in respect of the Company as required by section 386 of the 2006 Act; or 2. the accounts do not accord with those records; or

  2. the accounts do not comply with the requirements of section 396 of the 2006 Act other than any requirement that the accounts give a 'true and fair view' which is not a matter considered as part of an independent examination; or

  3. the accounts have not been prepared in accordance with the methods and principles of the Statement of Recommended Practice for accounting and reporting by charities applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).

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

_______ Andrew M Wells FMAAT Counterculture Partnership LLP 99 Western Road Lewes East Sussex BN7 1RS

27 November 2023

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Statement of Financial Activities

The notes on pages 14 to 21 form part of these financial statements.

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Balance Sheet

For the year ended 28 February 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies. The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476.

The trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts. These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies’ regime.

The financial statements were approved and authorised for issue by the Trustees on 25 November 2023 and signed on their behalf, by:

_______ Lorraine Lecourtois Chair of Trustees Company Registration No.6494297

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

Statement of Financial Activities 2022 Restricted UnrestrKted Total Total Funds Funds Funds FuTh1s 2022 2022 2022 2021 INC(WING REs￿R￿s Incoming we￿￿rCeSfIOM8ener3ted fuTh&- Voluntar¥ it￿0￿e ActNitiesfor generating funds InVeSt￿￿trt Inco￿ IN36 IA36 2341 Incorning re￿urCeSf¥0Mcharitab1e 3CtwitEs 178&1 21,183 39.￿7 46F33 TOTPi INCCthIING RESCiIRCES 1788A 22fi19 40.503 49,174 RESIJjR￿s EXPENDED C(￿t of 8eneratingfund% Costsof geT￿rat1￿£ voluntary irK(MT CPLarit3b￿ aitpittie5 17884 183fr3 %5.rsi 4.003 577 36,058 Support 105ts G(wern3rxe c(bls io 3.541 li 571 553 TOTA RESCiJRCES EXPENDED 178PA 22A27 39 Net I￿o[TEl(EXpe￿*U[el be￿e ttatsfer Tr2nsfer ￿tweenIu￿S INET MCJ4EMENTIN FUNDS |TOTPi FUNDS AT28 FEBAUARY2021 192 19.5701 15 192 19.5701 6.068 6.(68 13.5021 |TOTPi FUNDS AT28 FEBRUARY2022 1 6260 1 6.260 1 13 Upstart Theatre Ltd- Trustees. Annual Report and accounts for the year ended 28 February 2023

Notes to the Financial Statements for the year ended 28 February 2023

1. Accounting Policies

1.1 Basis of Accounting

The financial statements have been prepared under the historical cost convention, except for investments which are included at market value and the revaluation of certain fixed assets and in accordance with the Charities SORP (FRS 102) ‘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) (effective 1 January 2015)’, Financial Reporting Standard 102 the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), and the Companies Act 2006.

Upstart Theatre Ltd 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 note(s).

1.2 Going Concern

The Trustees have reviewed the operating forecasts and the ongoing net asset position of the Charity. Since the year end further grant funding has been received and the Trustees are satisfied that additional funds will continue to become available to the Charity. Consequently the Trustees consider that the financial statements should be prepared on a going concern basis.

1.3 Company Status

The company is a company limited by guarantee. The members of the company are the Trustees named on page 5. In the event of the company being wound up, the liability in respect of the guarantee is limited to £1 per member of the company.

1.4 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 company 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 company for particular purposes. The costs of raising and administering such funds are charged against the specific fund. The aim and use of each restricted fund is set out in the notes to the financial statements.

1.5 Incoming Resources

All incoming resources are included in the Statement of Financial Activities when the company has entitlement to the funds, certainty of receipt and the amount can be measured with sufficient reliability.

Grants are included as incoming resources when these are received / receivable.

Consultancy and training income is recognised in the period in which it is receivable and to the extent the services have been provided.

1.6 Resources Expended

Expenditure is accounted for on an accruals basis and has been included under expense categories that aggregate all costs for allocation to activities. Where costs cannot be directly attributed to particular activities they have been allocated on a basis consistent with the use of resources. Support costs are those costs incurred directly in support of the expenditure on the objects of the company and include project management carried out at Headquarters. Governance costs are those incurred in connection with administration of the company and compliance with constitutional and statutory requirements.

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

All resources expended are inclusive of irrecoverable VAT.

1.7 Stocks

Stocks are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

1.8 Allocation and Apportionment of Costs

2. Voluntary Income

3. Fundraising Income

4. Investment Income

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

5. Incoming Resources from Charitable Activities

6. Analysis of Resources Expended by Expenditure Type

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

7. Costs of Generating Voluntary Income

8. Analysis of Resources Expended by Activities

9. Direct Costs

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

10. Support Costs

Note - all marketing (inc. core and projects) is considered as a support cost from 2023 onwards. In 2022 it was considered a direct cost.

11. Governance Costs

12. Trustees and Related Parties

No Trustees received any remuneration during the period.(2022 - £100 workshop fee for Thomas Ryalls) During the period, no Trustees received any benefits in kind (2022 - £NIL)

During the period, no Trustees received reimbursements for expenses (2022 - £NIL)

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

13. Property, Plant and Equipment

14. Debtors

15. Creditors: Amount Falling Within One Year 16. Loans

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

17. Statement of Funds

18. Analysis of net assets between funds

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Upstart Theatre Ltd – Trustees’ Annual Report and accounts for the year ended 28 February 2023

  1. Staff costs Total staff ¢ostsforiheyearended 28 Fd)ruary 2023 were: 2023 | 2022 Isaaries. NICsand pensionstotal 11.283 | 570 11,283 570 2023 2022 Production |Marketing 21 Upstart Theatre Ltd- Trustees. Annual Report and accounts for the year ended 28 February 2023