Janiess Place Charitable Foundation ANNUAL REPORT 31 December 2023 Charity Reglstratlon Number: 1144806 Company Reglstration Number: 7819270 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Contents Page(s) Chair's Report Trustees, Annual Report 5-12 Statement of Trustees. Responsibilities 12 Independent Auditors, Report to tha membgrs of St. Jame5'S Place Charitable Foundation 13-16 statemgnt of Financiol Activities 17 Balance Sheet 18 Cash Flow Statement 19 Notes to the Financial Statements 20-31 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoi* for the ye& ended 31 Deccmber 2023 Chalr's Report Review of 2023 We are pleased to report that in 2023,whilst the external environment continued to be chollenging both locally and globally, the St. James's Place plc (SJP) community were generous and committed in their support for the Found(ation and togetherwith the SJP compony matching,we raised an impressive £10.2m' (2022.. £11.2m}. In addition, a furthgr milestone was reached, as since we were formed in1992, we have now raised a staggering £130m. The fundraislng efforts of the SJP community were many ond varied, from coke bakes, and golf days to Charity Balls. For the more adventurous fundraisers individuals took part in m(Jr(Athons, treks and even climbed to Base Camp Everest. A tremendous array of activitles by the SJP community.TheChildren of Courage Awords (Yorkshire and Northern), recognising the inspirational achievements of young people, continue to go from strength to strength. And the Yorkshire Children of Courage Awards also raised an incredible £IOO,QOO in 2023. We are grateful to the Partners and staff at both the Leeds and Newcastle offices for their dedication and efforts into making these events truly wonderful lor the young people, recognised for their achievements. The SJP community also showed their generosityand community spirit beyond the UK borders,to exceptional global events. Special Appeals were lounched in support ol thos8 impacted by theearthquakes in Turkey and Morocco which raised £207,706 for the relief efforts. Underpinning all the above, we are proud that the regular monthly giving scheme remains o core fundraising mechanic for the Foundotion. Around 80/* of SJP Portners and employees contribute to this, which raises (Jbout a third of our annual income. This is invaluable to us and our grant-making that supports our multi-year commitments with charities, knowing that we have this regulor income to be abl8 to pledge fomard. I would like to take this opportunity to thank the SJP Community and in porticular, the Foundation Representativgs ond Foundation Committees in each ot the SJP Locations for theirgenerosityand continugd ¢ommitmenttothe Charitable Foundation. In addition, Iwould like to extend our thanks to the SJP shareholders for both supporting the doy to day running costs ol the Charitable Foundation and their ongoing commitment to matching the fundraising octivities. Helplng to make a positlve and lasting diflerence totho$e less fortunate In 2023 we supported even more charities, with gronts distributed to 896 charities (2022.. 853) across the UK, Asio and other parts of the world. AddeLI to this, is a further £6.8m in pledges to support the multi-year grants over the next 2-3 years helping to mointain and develop services to those in need. 'S88 pag8 8, Strategic Ropor¢ Performance, for further buckground ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for tlie year ended 31 December 2023 Chair's Report (contlnued) As a funder we continue to focus on ensuring our grant-moking is having the maximum impact ond oui annual evoluation demonstrated that we continue to support substantive and transformational change, delivering combined evidenced score of 79°A (2022.. 66%) of beneficiaries experiencing this amongst the charities we support. We are also committed to listening to our grantees ond their changing needs so thot we can offer the right support to them. We are proud of the fact thot we work collaborotively with grant partners, not only offering linanciol support but also wider holistic support in terms of facilitating acc8ss to the SJP community who are keen to share their skills and time to support a chority. We helped support thousands of hours of charitoble volunteering, from mentoring of young people, coaching senior loaders in charities to delivering the Helping Honds programme for our key partner charity, Wellchild, and sporting opportunities to young people with disabilities or SEND through Panathlon. We are honoured to work with so mony incrediblg charities, now more than ever ond admire theSr efforts and dedication in helping those in need. Looking ahead 2024 repres9nts the linal yeor of our ctjrrent strategy and we hav8 ochieved many of the aims th(Jt we set out 4 years ago, despite the unprecedented events across the world over the period, (pandemic, conflict and natural disasters). We will continue to complete on the current strategy ond look forward to reflecting on our ochi8vements, understanding the opportunities tor us ond developing our next 3-year strategy lor 2025+ with the aim of continuing to deliver impact. In the early part of 2024 we also saw changes to ourTrustee Board, with Andrew Croft (Chair) and lan Gascoigne stepping down os Trustees. We ore immensely grateful for their enduring support over many years, and who both played an instrum8ntal role in helping the Foundation become what it is today. In addition, our Founder Sir Mark Weinberg also stepped down as Trustee but will remain as an Ambassodor for the Foundation. It was Sir Mark's ond the late Mike Wilson's vision that inspired the creation of the Foundation and created a long- termlggacy for advocating giving bockand making a positivg differenc8 in communities. We hav9 also welcomed Mark Fitzpatrick, new CEO of SJP, Michael Harper, Matthew Fowler and Alison Wright to the Boord. They bring a breadth of experience ond insight and we look forward to working with them as we develop our new strategy for the future. We know that with tho continued support ond generosity of the SJP community we con and will moke a positi e and lasting difference IT) communities. Andrew Humphries Chair. St. James's Place Charftable Foundation ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 Dccember 2023 Trustees. Annual Report The Trustees, who are also Directors of the Charity for the purposes of the Compani85 Act 2006, present their annual report along with the audited financial stotements of the Charity for the year from l January 2023 to 31 December 2023. The financial statements have been prepared in occordance with the accounting policies set out in Note I to the financial statements ond comply with the Charity's t¥ust deed, the Charities Act 2011, the Companies Act 2006 and the Statement of Recommended Practice Accounting and Reporting by Charities and FRS102. Releron¢e and Admini$tratlve Detalls Chority name Company registration number Charity number St. James's Ploce Choritable Foundation 7819270 1144606 Trustees and Directors Andrew Humphries (Chair) Alison Wright Malcolm Cooper-smith Mark FitzPatrick Matthew Fowler Michael Horper Robert Medwyn Edwards Sonia Gravestock Bankers Borclays Bank plc, Leicester, LE87 2BB Bonk of Scotland plc,150 Fountainbridge, Edinburgh, EH3 9PE Inve$tment managers Goldman Sachs, 2 Stonecutter Street, London, EC4A 4AU BlackRock, 12 Throgmorton Avenue, London, EC2N 2DL Independent Audltors Prlnclpal Address Pricewatgrhousecoopers LLP 2 Gloss Whart Bristol BS2 OFR St. James's Place House l Tetbury Road Cirencester Gloucestershire GL7 IFP ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 Decembci. 2023 Trustees, Annual Report ¢ontlnued Prlncipul Officers (Manoging Committee) Chairand Trustee Andrew Humphries (appointed as Chair l March 2024) Andrew Croft (resigned 29 February 2024) Trustees ond Directors Malcolm Cooper-smith Robert Medwyn Edwards Sonia Gravestock lan Gascoigne (resigned 31 January 2024) Sir Mark Weinberg (resigned 29 February 2024) Mark Fit2Patrick (oppointed 6 February 2024) Michael Harper (appointed 22 May 2024) Matthew Fowler (appointed 22 May 2024) Alison Wright(appointed 22 May 2024) Head of Choritable Foundotlon Catherine Ind Stru¢ture, Governance and Management The Charitoble Foundotion is a company incorporated undor the Componies Act 2006, limited by guarantee ond not having a share capitol. It is governed by its memorandum and articles of association. The power of appointing new Trustees of the Charitoble Foundation is vested in theTrustees.Theminimum numberofTrusteosto exercise anydiscretionofpowerlsthree,whilst a new Trustee may be appointed at ony tirne, either os a replacement or as an additional Trustee. The Truste9s and the Charitable Foundation Team, work with the St. James's Place plc ('sJp') community, clients and suppliers to further the aims and objectives of the Charitable Foundotion. Trusteg Induction and Tralnlng New Trustees are given o formal induction, with the opportunity to meet members of the wider Charitable Foundation team, supported charities and relevant materials such as copies ol previous reports, finoncial statements, minutes ol Trustee and committee meetings, ond a copy ol the Charity Commission's guidance"The Essential Trustee: What you need to Knov. Updates on charity odministration and specialist articles are provided by the Head of Foundation as rgquired. ST. JAMES'S PLAC￿ CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 December 2023 Trustees. Annual Report continued Munaggment The Choritable Foundation is an independent registered chority. Whilst the Trustees have overall responsibility for all activities carried out by the Charitoble Foundation, the day-to-day operations are undertaken by a dedicated Charitable Foundation Team led by Catherine Ind, who will refer any policy decisions which need to be made to the Trustees. The Charitable Foundation Team is (Jlso supported by u voluntary committee of representatives from each of the offices within SJP. SJP also provide a number ol supplied services to support the day- to- day operations of the charity, as specified in the Collaboration IFramework Agreement between SJP and the Charity. Inveslment Pollcy There ure no restrictions on the Charitable Foundation to invest. The mojority of cash is held within Money Market Funds or interest-beoring bank accounts where funds are available to rneet the cost of grants as and when they arise. An element of cash is invested in Money Market Fixed Term Funds with varying maturities to ensure that funds are availoble as required for grant commitments. Suiplus cash is retained until grants ore paid out. Whilst interest is generated from cash being held in interest bearing accounts, cash is raised for the purposes of making grants os opposed to being held long term os an investment. Objectives and a¢tlvltles The aims and objectives of the Charitable Foundation ore to promote such purpos8S that are exclusively choritable according to the law In England and Wales as the Trustees sholl determine. In currying out its aims and objectives, the Charitable Foundotion may receive and make donations. The Trustees believe that their grant making policy is in keeping with the Charity Commission's guidonce on public benefit. The Charitable Foundation funds small and medium sized registered charities across the UK and overseos. Our aim is to make positive and lasting chonge to people's lives, and we continue to focus our grant making on the following core themes.. Supporting children and young people under 25 who are disadvantaged or huve a disobility Hospices Mental heolth Cancer support Armed Services Iveterans Further details of grants made can be lound in Note 5 of the Notes to the Financial Statements. We measure our success and the impcjct of our grants through key performance indicators, details of which can be found in the Achievement and Performance section. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for tl)e year ended 31 December 2023 Trustees. Annual Report contlnued Orant Making Pollcy Due diligence and recommendations for grants to be owarded under the current themes are made by a delegated mancfging committee or)d the Trustees as appropriate. Our broader criteria about our grant-making are shared on our website Gr mm haritoble Fourn.￿$1 loun tion.co.uk ST TEGIC EPO A¢hlevement & Performance Income In 2023, whilst the external environment continued to be challenging both locolly and globally the fundraising efforts of the SJP community alongside SJP company matching, raised £10.2m (2022 £11.2m), excegding the budgeted target by 3.5%. The 2023 target was reflective of the anticipated challenges due to the external environment and key events previously in the fundraising colendor not toking place in 2023. Income generation covers o broad range of fundraising octivities to appeal to a diverse community and diverse interests, frorn cake bakes, and golf days to Charity Balls or for the more adventurous, sponsored running events, treks, cycles ond swims. Collectively these raised £2,422,048 during the year. Donations from the SJP community oro also received through SJP company events across the yeor. In addition, the SJP community show their generosity and community spirit to humanitarion crises across the globe. Duiing 2023 special APP8als were launched in support of those impacted by theeurthquak9s in Turkey and Morocco which raised £207,706 lor the relief efforts. Underpinning all the above, the regular monthly giving scheme remains a core income stream for the Foundation. Around 80% of SJP Partners and employees contribute to this, representin9 a third of the onnual income. This is invaluable to the grant-making that supports multi-yeor commitments with charities, knowing that there is committed r8gular income coming. Overall, the Trustees were pleased with the income performance across the year and are grateful for tho genefOUS and continued support of the SJP community and SJP company. ST. JAMES'S PLACK CHARITABLE FOUNDATION Annual Report for the year ended 31 Dec¢n]ber 2023 Trustees. Annual Report continued Achievement & performance ¢ontlnued Grant-maklng We hod another strong performing yeor with our grant-making delivering both increased reach and impoct.The Foundation supported an increased numberof individual charities, up by 5/. to 896 (2022.. 853). É7.7m (2022: £10.Im) of funds were distributed across the UK, Asia and other parts of the world. Whilst the value of monies given in the yeor wos lower than the previousyeorthere was a further £6.8m ol charitable funds pledged (dosignated) to support multi-year grunts over the next 2-3 years which help to maintain and develop services to those in need. The combined allocation therefore representing £14.50m (2022.. £14.48m). In 2023 independent 8Xternal evaluation of the impact of the grant-making evidenced:_ Increa$edrea¢h - cumulative reach since the Foundation began gront-making directly supported 4.8 million people (2022.. 3.5 million) indirectly supported 8 million people (2022: 7.7 million) In¢reaseddepth of Impact 36% (2022: 34/.} ol those directly supported evidenced a Sustained change of circumstances (transformation). 43°A (2022.. 32Y.) of those directly supportgd evidenced improvement in skills, wellbeing, ottainment of function(substantive). 22°A (2022-. 34%) of those directly supported evidenced a higher level of engogement. In addition, the Foundation works collaboratively with grant portners, not or)ly offering finoncial support but also wlder holistic support to odd value to the grant offering, in terms of locilitating odded value support through to the SJP community who ore k8en to share their skills and time to support a charity, throu9h volunteering or by providing gifts in kind. For example thousands of hours of volunteering were provided across the year, from mentoring of young people, coaching senior leaders in charities, to delivering the Helping Hands programme tor key portner charity, Wellchild, and supporting sporting opportunities to young people with disabilities or SEND, through Panathlon. Finonclal Revlew The Charitable Foundation, with the support of the SJP community along with cornpony matching from SJP plc succeeded in raising £10.2 million (2022.. £11.2 million). During the year we granted £7.7 million (2022.. £10.1 million), of which 85% went to charities within the UK. A further £6.8m of our reserves were designoted to support ongoing service delivery os part of our major grant programme over the next 3 years. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Trustees. Annual Report contlnuod Revlew of Fund8 und Funds policy As at 31 December 2023 the total funds were £8,282,887 (2022.. £6,48Z606), of which Trustees have designated £6,808,270 (2022: £0) to support multi-year grants. The Trustees review their Funds policy regularly throughout the year. The Charitoble Foundatlon aims to hove a positive balonced p021tion between the Funds held ond the contingent liabilities tor future grants. Funds were in excess of contingent liabilities for future grants during the current year. The vast majority of this cash is held with highly rated banks and A rated Money Market Funds, which are available on same day occess. Regular cashflow forgcasts ale produced which identifies the surplus of cash above what will be paid out in grants in the following months. To obtain a higher return for some ol the surplus, an appropriate amount is invested with highly rated and colloteralised Money Market Fixed Term Funds (currently up to three months in duration), and with a 'A' rated, environmentally awore, Money Market Fund which is occessible on a some day basis. It is not the Charitable Foundation's intention to hold large amounts of funds in order to earn investment income. Plans for Future Perlods 2024 represents the finol year of the Foundation's current strategy and we have ochieved mony of the aims set out 4 years ago, dospite tho unprecedented events ocross thg world over the period, (pandemic, conflict and natural disosters). We will continug to complete on the current strategy ond look forward to reflecting on our achievements, understanding the opportunities for us and developing the next 3-year strategy for 2025+ with the aim of continuing to deliver impoct. io ST. JAMES'S PLACK CHARITABLE FOUNDATION Annual Repoii for the year ended 31 December 2023 Trustees, Annual Report continued Principal Risks and Uncertalntles We re9ulaTly review the principol iisks and challenges facing the Charitable Foundation and have appropriate mitigations in ploce to minimise associated risks. The register is reviewed by Trustees at each Trustee meetin9 and amendments lupdates agreed as appropriote. Currently there aro10 identified risk areos which are:_ The Foundation ond SJP becom8 unoligned The Foundation tails to ralse the necessary income Funds are misappropriated ondlor there is a Iroud event Our grant-making is ineffective Reputationol damage should the Foundation support a charity that Is bodly managedlmisappropriates a gront oward. The Foundation does not adhere to regulatory requirgments The Foundation is not run effectively Cyber security impact our operations Relationships with suppliers Financial risks as detoiled in Note11 10 Over the course of 2023 thero were no identified breaches to the key risks, nor cjny material changes to these and Trustees were satisfied that the mitigotions were managing risks appropriately. Dlsclosure ot Information to auditors The Trustees who held office ot the dat8 of opproval of this Trustees, report confirm that so tar as they are each aware, there is no relevant audit information of which the Charitable Foundotion's auditors are unaware,. and each TrtJst8e has taken all the steps that helshe ought to have taken as a Trusteg to make himseiilherself aware of any relevcjnt audit information and to establish that the Charitable Foundation's auditors ar8 aware of that information. Golng concern The Trustees are satisfied that the Charitable Foundation can continue to use the going concern basis in preparing the financiol statements. In making this assessment the Trustees have considered the projected cash flows of the Charitable Foundation whlch show that tho Charitable Foundation has sufficient resources for the foreseeable future. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Trustee$. Annual Roport ¢ontlnued Statement of Trustees. responslbilities The Trustees (who are also directors ot st. James's Place Charitable Foundation for the purposes of compony law) ore responsible for preparing the Trustees. Annual Report and the financial statements in accordance with applicable law ond regulation. Company law requires the Trustees to prepare financial statements for each financial year. Under that law the Trustees hove prepared the financial statements in accordance with United Kingdom Accounting Stondards, comprising FRS102"The Financial Reporting Standard applicable in the UK and Republic of Ireland. and applicable law (United Kingdom Generally Accepted Accounting Practice). Under company law the Trustees must not opprove tho financial statements unless they are satisfied that they give a true ond fair view ol the stote of the allairs of the charitable company and of the incoming resources and opplication of resources, including the income and expenditure, of the charitable company for that period. In preparing these linoncial statements, the Trustees arg required to.. select suitable accounting policies and then apply them consistently; observe the methods and principles in the Statement ol Recommended Practice= Accounting and Reporting by Charities (2019),. and makejudgments and estimotes thot ore reasonoble and prudent. The Trustees are responsible for keeping adequate accounting records that are sufficient to show ond explain the charitable companys transoctions and disclose with reasonoble accuracy at ony time the financial position of the charitable company and enable them to ensure thot the linancial statements comply with the Componies 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 ond other irregularities. The Trustees. report, incorporating the Strategic report, was approved by the Board of Trustees on10 July 2024 and signed on its behalf by. Andrew Humphrles Chair of Trustees 12 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit foi the year ended 31 December 2023 Independent audltors. report to the members ol St. James's Place Churltable Foundatlon Report on the audlt of the flnan¢lal statements Oplnlon In our opinion, St. James's Ploce Charitoble Foundation linancial statements (the 'finonciol statements"): give a true ond fair vlew of the state of the charitable company's affairs as at 31 December 20?3 and of its incoming resources and application of resources, including its income and expenditure, and cash flows, for the year then ended; have been properly pr9pared in occordonce with United Kingdom Generolly Accepted Accountlng Practice (United Kingdom Accounting Stondords, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland., and applicable law),. and have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the linonciol Statements, included within the Annual Report (the -Annuol Report"), which comprise.. the Bolance Sheet as at 31 December 2023,. Statement of Financial Activities (incorporating an income and expenditure account), and Cash Flow Stat8ment for the yeor then ended,. and the notes to the financial statements, which include a d8scription ot significant accounting policies. Boslslor oplnlon We Conducted our audit in accordance with International Standards on Auditing (UK) {"ISAs (UK)") ond applicable low. Our responsibilities under ISAS (UK) are further described in the Auditors. responsibiliti8s 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 Independènt of the charitable company in accordance with the ethical requirements thot are relevant to our audit of the tinancial statements in the UK, which includ8S the FRC'S Ethical Standard and we hove fulfilled our other ethical responsibilities in accordance with these requirements. Conclusions relatlng to going concern Based on the work we have performed, we hove not identifi8d any material uncertainties relating to events or conditions tha¢ individually or collectively, may cast significant doubt on the choritabl8 company's ability to continue as a going concern for o period of at least twelve months trom the dale on which the financial statements are authorised lor issue. In auditing the financial stotements, we hove concluded that the trustees, use of the going concern bosis of occounting in the preparation ol the linanciol 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 continu9 as a going concern. 13 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for thc year ended 31 December 2023 Independent audltors. report to the members of st. James's Place Charitable Foundatlon ¢ontinued Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. Reportlng on other information The other information comprises all of the information in thg Annual Report other than the financial statements ond our auditors. report ther8on. The trustees are responsible for the other informotion. Our opinion on thg linanciol statements does not cover the other infoi"IMaLion ond, tsccoi"diiigly, we do iiot expi.ess an oudit opinion oi., except to tlie extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financiol statements, our responsibility is to read the other information and, in doing so, consider whether the other intormation is materially inconsistent with the financial statemgnts or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an opparent materiol inconsistency or material misstatement, we ore required to perform procedures to conclude whether there is a material misstatement of the financial statements or u material misstotement of the othor information. If, based on the work we hove performed, we conclude that there is a materS01 misstatement ot this other information, we ore required to report thot fact. We have nothing to report based on these responsibilities. With respect to the Strategic Report and Trustees. Annual Report, we also considered whether the disclosures required by the UK Companies Act 2006 and Charities Act 2011 have been included. B(Jsed 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. strateglc Report and Trustees. Annual Report In our opinion, based on tho work undertaken in the course of the audit the information given in the Strategic Report and the Trustees, Annual Report for the period ended 31 December 2023 is consistent with the financiol statements and has been prepared in accordance with opplicable legol requirements. In light of the knowledge and understondlng of the charitable company ond Its environment obtained in the course ol the audit, we did not identify any material misstatements in the strotegic Report and the Trustees, Annual Report. Responslbllltlos lor the flnancial statemonts and the audit Re$ponslblllties of the trustees for the financlal statements As explained more fully in the Statement of Trustees, Responsibilities, the trustees (who ore also the directors of tho charitable company for the purposes of company law) are responsiblg for the preparation ot the financial stotemgnts in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible lor such internal control as they determlne is necessary to enable the preparation of financial stotements thot are free from material misstatement whether due to fraud or error. 14 ST. JAMLS'S PLACE CHARITABLE FOUNDATION Annual Report for the year endcd 31 December 2023 Independent audltors, report to the members of st. James's Place Charitable Foundatlon continued In preparing the financial statements, the trustees are responsible for 05sessing 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 th8 trustoes either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so. Audltors, responslbilitle$ lor the audlt of the linancial statements Our objectivcs are to obtain rcasonablts Osourance about whether the financial statemonts as a whole are free from material misstatement, whether due to fraud or error, ond to issue on auditors. report that includes our opinion. Reasonable ussuronce is o high level of assurance, but is not a guarantee that ar) audit conducted in accordance with ISAS (UK} will always detect o material misstatement when it exists. Misstatements can orise from fraud or error and ar8 considered material if, individually or in the aggregate, they could reasonably be expected to influence tho 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 copable of detecting irregulorities, including fraud, is detailed below. Bas8d on our understanding of the choritable company ond its industrylenvironment, we identili9d that the principal risks of non-compliance with lows and regulations related to Charities Act 2011 ond we considered the extent to which non-complionce might have o material effect on the financial statements. We also considered those laws ond regulations that have a direct impact on the financial statements such a5 the Companies Act 2006. We evaluated management's incentives and opportunit18s lor fraudulent manipulation of the financlal statements (including the risk of override of controls and detgrmined that the principal risks were related to posting inuppropriate journals to mo)nSpulate financial results or conceal the misoppropriation of assets and potential management bias. Audit procedures performed by the engagement team included.. Identifying ond testing journal entries, in particular journal entries Posted with unusual account combinations to income or expenditure accounts. Obtaining independent confirmations of cash balances and investment valuotions as at 31 December 2023; Testing the recognition of gront expenditure in line with terms of the grant awards; Enquiry ot management and the board of trustees, including consideration ol known or suspectgd instances of non-compliance with laws and regulation and fraud. Reviewing minutes of meetings of the board of trustees,. and Assessing financial statement disclosures, ond t8Sting to supporting documentotion, for compliance with applicoble laws ond regulations. 15 ## **ST. JAMES'S PLACE CHARITABLE FOUNDATION** Annual Report for the year ended 31 December 2023 ## **Independent auditors' report to the members of St. James's Place Charitable Foundation** _**continued**_ 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. ## **Use of this report** This report, including the opinions, has been prepared for and only for the charitable company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. ## **Other required reporting** ## **companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept by the charitable company, or returns adequate for our audit have not been received from branches not visited by us;or - certain disclosures of trustees' remuneration specified by law are not made; or - the charitable company financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. ## **Antonio Cirillo (Senior Statutory Auditor)** **for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors Bristol 10 July2024** 16 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 December 2023 statement ol the Finanelal Actlvltle$ lor the year ended 31 Docember 2023 Company no: 78192701 Chority no:1144606 Unroslrlcted Funds 2023 Restricted Designated Funds Funds 2023 2023 Total Fund9 2023 Total Funds 2022 Note Incomofrom Voluntary In¢ome Invastmgnt Income other incoming resources Company motching Totol 4.b28,228 332,037 820,063 b,348,291 331037 5,184,746 84,116 4,529,426 9,389.691 4.529,426 5,358.490 10,209.754 11,227,352 820.063 Resaurces expènded Expenditur8 on raising funds Charitable activities - grant making Totol resources expgnded 179,512 7,384,580 7,664,092 179,512 186,015 8,229,961 10.669,752 8,409,473 10,855,767 845,381 845.381 Netln¢ome/(Expondlture) for the Y•or 1,825.599 (25.318) 1,800.281 371,585 Tran8ter botwoon fund$ 12 (6,808,270) 6,808,270 Reconciliation otfunds Fund balances brought forward at I January Fund balonc85 carrled forward at 31 December 12 6,389,555 93,051 6,48Z606 6,111,021 12 1,406.884 67.733 6.808.270 8.282,887 6,482,606 The full analysis of the prior year income and expenditure between unrestricted and restricted income can be found in Note16. The statement incorporates the Income ond Expenditure account. All recognised goJins and losses hove been included in the Statement of Financial Actlvities and the amounts included are derived from the continuing activities of St. James's Place Charitable Foundation. The notes on pages 20 to 31 torm port of these finoncial statements. 17 ST. JAMES'S PLACE CHARITABLE FOUIYDATION Annual Report for ihe year cnded 31 December 2023 Balance Sheet at 31 December 2023 Company no: 78192701 Charity no:1144606 Note 2023 2022 Current Assets Debtors Investments.. Unrestricted funds Restricted funds Cash at bank and cash equiviJ18nts Total current ossets 868,984 6,747,397 67,733 775.584 8.459,698 287,744 5,376,715 93,051 1,117,792 6,875,302 Liabilities Creditors.. amounts falling due within one year (176,811) (392,696) Net a$$ets 13 8,282.887 6,482,606 The lunds of the Charity Restricted income funds Unrestricted income funds Designated funds 12 12 67,733 1,406,884 6,808,270 93,051 6,389,555 12 Totul Charity funds 8.282.887 6,481606 The financial stotemgnts on pages17 to 31 were approved by the Trustees on 10 July2024and signed on its behalf b Andrew Hurnphrles Chalr ol Trustees The notes on pages 20 to 31 form part ol these finonciol statements. 18 ST. JAMES'S PLAC￿ CHARITABLE FOUNDATION Aiinual Report for the yeai. ended 31 Decembei- 2023 Cash Flow Stotement for the year ended 31 December 2023 Companyno: 78192701 Chority no:1144606 2023 2022 Recon¢lllatlon of net Income to net cash generated Irom operatlng actlvltles: Net Income 1,800,282 371,585 Adjustment5 for: Investment income (332,037) (84,116) Less: (Increase) I decrease in debtors (Decrease) in creditors Net cash generated from operating activitles (581,240) (215,885) 671,120 577,385 (22,635) 842,219 statemont ol ca9h flows: Cash flows from operating activities: Cash flows from Investment activities Investment income Purchase of investment ossets Sales of investment assets 671,120 842,219 332,037 84,116 (4,395,365) (6,423,694) 3,050,000 5,853,708 (1,013,328) (485,870) (342,208) 356,349 Net eash used In Investment a¢tlvities Net overall cash {outllow) inflow Cash & cash equlvalents: At bank and in hand l January At bonk and in hand 31 December 1,117,792 761,443 775.584 (342.208) 1,117,792 Change in cash &cash equlvalents 356,349 Analysis of chonges in net funds: AtlJan 2023 Cash flows At 31 Dec 2023 Cash at bank 1,117,792 (342,208) 775.584 19 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 Deeember 2023 Notes to the Flnanclal Statements for the year endlng 31 December 2023 Accounting Policies Basls of preparatlon The financial statements have been prepared under the historical cost convention, on a going concern basis, and in accordance with applicable Unitgd Kingdom Accounting standards. The financial statements hcjve been prepared in occordoncewith the Statement ol Recommended Practice Accounting or)d Reporting by Lharities, FRS 102 and in accordance with the Companies Act 2006 and the Chorities Act 2011, using consistently applied accounting policies. Company status st. James's Place Charitable Foundatlon is a company, incorporated in England & Wales, limited by guarantee not having a share capitol. The liability of the members is limited by the Artic19s of Association to £1 each. St. James's Place Charitable Foundation is a public beneflt entity. The Companys tunctionol and prosentation currency is pound sterling. The particular accountlng policies adopted, which have been applied consistently through th8 current and prior financial year, are described below. Income Covenant income, fundraising events and investment income are accounted for on a receivable bosis. Gift Aid contributions include tax recoverable trom HMRC. Investment income represents returns on money market fund accounts and cash at bank. Company matching represents income received from SJP which generally matches pound for pound subject to certain restrictions and l or promotlons on all income received by th9 Charitable Foundation. The amount is therefore determined by the amounts raised from covenants, tundraising activities (less any ossociated costs) ond donations received. Funds Accountlng The Charitable Foundation holds both restricted and unrestricted funds. Income raised by individuals to support a specific chority other than the Charitable Foundation ore reported as Restricted Funds. By their nature, Restricted Funds received are numerous but smoll in value, and are only held for a short period of tSme, until paid over to their nominated chority. 20 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for the yeai. ended 31 December 2023 Notes to the Flnunclal Statemgnts for the year onding 31 December 2023 contlnued Note l. A¢¢ounting Poli¢le$- contlnued All other income is shown in the unrestricted lund and is ovoilable lor use ot the discretion of the Trustees in furtherance of the general objectives of the Charitable Foundation. The Choritable Foundation aim to have a positive bolanced position botween the Funds held and the Contingent Liabilities for future grants. FinuiiciLJI instrumenks Financial instruments are recognlsed and accounted lor under FRS 102, sections 11 and 12. Invostments Investments refer to holdings of high quality, highly liquid Money Market funds. Investments are held at fair value. Cash and cash gqulvalents Cash and cash equivalents include cosh at bank ond in hond, excluding money market investments, which are represented within Investments and are held at fairvalue. Donated $orvi¢es Donated services include employee and other administration support costs provided by St. James's Place Management Services Limited ("SJPMS-). They ore accounted for within Note 2 'Donoted services stall & support.. The valuation basis IS the actua5 costs that are incurred by SJPMS. The Pricewaterhousecoopers LLP audit fees are donated services. Expendituro Gronts payable Grants are recognisgd in the financiol statements when approved by the Trustees, and th8 charities have fulfilled their obligations for payment to be made. other expenditure Expenditure is recognised on an occruals basis as the liability is incurred. Costs ol gen8rating voluntary income are incidental costs incurred in fundraising events together with Lottery winnings and bank charges. Charitable activities include all grants made in the yeor and grants over one yeor, together with support costs includlng expenses. Taxation The Charitable Foundation has no liability for corporation tax due to its chorltable status. There have been no non-charitable activities in the year and no provision for taxation is considered necessary. St. James's Place Charitable Foundation is able to recover income tax deducted ot source. 21 ST. JAMES'S PLACEI CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Flnanclal Statement$ for the year ending 31 December 2023 continued Voluntary Income 2023 2023 2023 2022 2022 2022 Unrestricted Restricted fund$ funds Totol Unrestricted Restricted funds funds Total Covenant income 1,632,143 ,632.143 1,663,337 1,663,337 Glft Aid contributions Donations 354.387 354,387 396,257 396,257 402.369 10,500 402.369 10,500 289,506 9,500 289,506 9,500 Donot8d services audit fee Donated services staft & support costs 526,843 526,843 546,794 546,794 Fundraising events 1,601.985 820.063 1422.048 2,076,154 803,198 2,879,352 4,528,228 820.063 5,348.291 4,981,548 803,198 5,784,746 Investment Income 2023 2023 2023 2022 2022 2022 Unrestricted Restricted funds fund$ Total Unrestricted Restricted funds funds Total Interest on Money Market Funds Bank interest on cash deposits 295.363 295.363 76,805 76,805 36,674 36,674 7,311 7.311 332.037 332,037 84,116 84,116 22 ST. JAMKS'S PLACE CHARITABLE FOUNDATION Arniual Report for the year ended 31 December 2023 Notes to the Flnancial Statements lor the year gndlng 31 December 2023 ¢ontlnuod Expendlture of raislng funds 2023 2023 2023 2022 2022 2022 Unrestricted Rg$trlcted lunds fund8 Total Unrestricted Restricted funds funds Total Costs of fundraising events Bank charges 173.283 173,283 185,809 185,809 6.229 179,512 6,229 179.512 206 206 186,015 186,015 The Charltable Foundation does not usg professional fundraisers or involve commercial participators. There have been no complaints about fundraising octivity during the year (2022: None). Charltable activitles- grunt maklng 2023 Unrestri¢ted Rostrlcted funds lunds 2023 2023 2022 2022 2022 Total Unrestricted Restricted funds funds Total Grants payable in the yeor Support costs 6,847.236 845,381 7,692.617 9,161,451 952,007 10,113,458 537.344 537.344 556,294 556,294 7,384,580 845.381 8.229,961 9,717,745 952,007 10,669,752 The Charitable Foundation continue to focus grants to small or medium size charities working in the following key oreas.. Children and young people under 25 who are disadvantaged or have a disability Hospices Mental health Cancer support Armed Forces Veterans All grants in 2023 were made to charitable institulions. Further information regarding grants made by the Charitable Foundation can be found on its web site.. 23 ST. JAMES'S PLACE CHARITABLE FOUNDATION Ai)iiual Report for the year ended 31 December 2023 Notes to the Finoncial Stotement$ for the year endlng 31 De¢ember 2023 contlnued Charitoble actlvltles - grantmaking (continued) The following are those organisations where the Choritoble Foundation made grant poyments of £IOO,000 or greater durin9 the year. Hope & Homes Disasters Emergency Committee Hospice UK Panothlon Foundation The Joshua Tree- Supporting Families Affected by Childhood Canc8rs Supporting Nepal's Children Sabastian's Action Trust 419,998 151,653 550,000 507,800 127,912 239,831 100,000 Support costs 2023 2022 Audit fee io,soo 9,500 Travel 11.439 7,466 staff costs (Note 6) Consultancy & Other 401,045 384,731 154,597 114.360 537.344 556,294 The auditors are appointed on an honorary basis. The value of thg audit has been included in Incoming Resources as a donated service and as Audit fee in Suppoit Costs. Trustees and employee infomiation The Trustees were not paid during the year (2022: £nil) and no Trustee received any emolument or poyment for professional or other services (2022.. £nil). The Charitable Foundation employs no staff directly (2022.. none). SJPMS employs 8 staff (2022.. 8) who provide dedicated support for thg day-to-day operations ol the Charitable Foundation. All employee costs are met by sJpMs. The numbor of employees (including key management personnel) whose total remuneration for the yeor fell within each bund of £10,000 from £60,000 upwards was: 2023 2022 £80,001-£90,000 £90,001-£100,000 24 ST. JAMES'S PLACE CHARITABLK FOUNDATION Annual Report for tlie year elided 31 December 2023 Notes to the Financial Statements lor the year endlng 31 De¢ember 2023 Continued Trustees andemployee Information (¢ontinued) The aggregate payroll cost of these employees was as follows.. 2023 2022 Wages and salarigs Sociol security costs Pension costs 336.348 322,186 33,374 29,171 32,239 32.458 401,045 384,731 The aggregate payroll cost includes total payroll costs of £100,164 (2022.. £96,260) made to key management personnel. The Choritable Foundation is not the employing company for these staff and therefore, no further pension disclosures or share bosed payment disclosures have been included in these financial statements. Debtors 2023 2022 Amounts due from SJPMS Prepayments and accrued income 745,910 123,074 94,934 192,810 868,984 287,744 Investments 2023 2022 Unrestrlctod Goldman Sachs GBP Liquid Reserves BlackRock ICS GBP LEAF Premier 5,700.188 ,047,209 ,747,397 4,870,168 506,547 5,376,715 Restricted Goldman Sachs GBP Liquid Reserves 67.733 93,051 6,815.130 5,469,766 Goldman Sachs investments are some day access, money market collective investment schemes. BlackRock investments are held on three monthly fixed term durations. 25 ST. JAMEI S'S PLACE CHARITABLE FOUNDATION Annual Report foi. the year ended 31 December 2023 Notes to the Financlal Statements lor the year endlng 31 December 2023 contlnued Credltors: amounts lalllng due wlthln oneyear 2023 2022 Gront payments due Accruals and deferred income 160,711 16.100 372,696 20,000 392,696 176,811 io. Contlngent Llabllltles 2023 2022 Amounts falling due within one yeor.. grants payable Amounts folling duo after more than one year. grants payable 3,998.139 1303,448 2,810,131 Z064,113 8.808,270 4,367,561 All of th9 above meet the definition of contingent liabilities as each grant recipient must meet conditlons set by the Charitable Foundotion in order to receive the grant funding. No constructive obligations exist. There are no legal arrangements relating to any of the contingent liabilities detailed above. No security is provided in relation to ony of the contingent liabilities detailed above. None of the contingent liabilities above relote to copital projects. Flnanclal Risk Exposure to the following risks for the Charity's financiol assets Is analysed sepurately in the following sections,. credit risk,. liquidity risk,. market risk; and currency risk. Credlt rlsk arises from holdings of investments, debtors ond, cash and cash equivalents, with banks and financial institutions. 26 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Note$ to the Flnanclal Statements for the year ending 31 December 2023 continued Financial Rlsk (contlnued) Risk i) Charitoble Foundation's investments and, cash und casli equivalents Description Loss of assets or reduction in value Management The Charitable Foundation funds are predominantly invested in A roted mon8y market funds, which are classified as investments. Cash and Gash equivalents are operotiiig monies held with approved banks. 2) Debtors Risk counterparty does not pay amount due. Risk counterporty does not honour prepayment of goods or services Prepayments are of low value and closely monitored by management. Balance held by SJPMS are settled monthly The value of investm8rits and, cash and cash equivalents at 31 December 2023 was £7,590,714 (2022- £6,587,558). Llquldlty risk is the risk that the Charitable Foundotion, although solvent, either does not have (Jvailable sufficient liquid finoncial resources to enable it to meet its obligations as they fall due or can secure such resources only at excessive cost, Risk Investments, Cash or expense requirement D8scription A significant cash or expense requirement needs to be met ot short notice Management The Charitable Foundation funds are predominantly invested in A rated money market funds, which are classified as Snvestments. Cash and cash equivalents are operating monies held with approved banks. Cash flows are prepared at re9ulor intervals to ensure adequate cash is held to meet all coming liobilities. The Charitoble Foundations holds investments and, cash or cash equivalent short-term access deposits of £7,590,714 (2022.. £6,587,558). 27 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for Ihe yeai. ended 31 December 2023 Notes to the Finan¢ial Statements for the year ending 31 December 2023 contlnued ii. Mnanclal Risk (continued) Marketrisk is the impact a fall in thg value of investments or othor assets may have on the Charitable Foundation. Risk Management Charitable The Charitablo Foundotion funds are Foundotion's investments predominontly invested in A rated money market funds, which are classified os and, cash and cash investments. Cash and cash equivalents equivalents arg operoting monies held with opproved banks. The Charitable Foundation hos investments and, cash and cash equivolgnts exposed to interest rote fluctuations of £7,590,714 (2022.. £6,587,558), earning intgrest of £332,037 (2022.. £84,116). Description Loss ol assets or reduction in value Currency rlsk; The Charitable Foundation is not subject to ony significant currency risk, as its financial assets and financial liabilities are denominated in Sterling. The Charitable Foundation does not hold any assets in foreign currencies. Categorles ol flnanclal assets ond financial Ilabllltles The financial assets and finoncial liobilities of the Charitablo Foundation ore measured at amortised cost. The carrying values of the Charitoble Foundations financial ossets and liabiliti&s in the Company's Balance Sheet are summcsrised below. 2023 2022 Finoncial assets Investments Cosh and cash equivalonts Debtors 6,815,130 775,584 868,984 8.459.698 5,469,766 1,117,792 287,744 6,875.302 Total finoncial assets Financial Ilabllities Creditors 176.811 176.811 392,696 392.696 Total financial liabilities Tho Choritoble Foundation s financial assets ore receivable on demand. 28 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for the year ended 31 December 2023 Notes to the Flnan¢lal Statements for the year ending 31 December 2023 contlnued ii. Flnancial Risk (contlnued) Sensltivity anolysls to market rlsks Cash is denominoted in Sterling and held in money market funds and banking institutions. Due to the low volatility and short-term natur8 of these investments, changes in interest rates will not have a material impact on the value of these investments. Similarly, due to their nature, other financial assets and liabilities are not moterially subjected to market risks. Therefore, muveineiits in Lui"reiiLy urid ir)lei est rales al tlie I"eporling date will riot have o moterial impact on the income and funds held. 12. Funds Unre$trlcted funds Unre$trlcted lunds Deslgnated funds Total Fund balances at l January 2023 Income 6,389,555 93,051 6,482,606 9,389,691 {7,564,092) (6,808,270) 820,063 {845,381) 10,209,754 (8,409,473) Expenditure Transfers between funds 6,808,270 Fund balances at 31 December 2023 ,406,884 67.733 6,808.270 8.282,887 Restricted funds are those funds raised by donors who wish to donate to causes the Charitable Foundotion SUPPOTts in which the donois have a particulor interest. By their nature, Restricted funds received are numerous but small in value, and are only held for a short period of time, until paid over to their nominated charity. During the year, 26.8m offunds were designoted to multi-year grants pledged to charities as detoiled in Note10. Comporatives information in respect of the precoding period is as follows.. Unrestrlcted funds Unre$trlcted funds De$lgnated funds Total Fund balances at l January 2022 Income 5,869,161 241,860 6,111,021 10,424,154 (9,903,760) 803,198 (952,007) 11,227,352 (10,855,767) Expenditure Transfers between funds Fund balances at 31 December 2022 6.389,555 93,051 6,482,606 29 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Flnancial Statements for the yoar endlng 31 December 2023 continued 13. Analysis of net assets between funds Unrestricted lund$ Restrlcted funds Deslgnated lunds Total Fund balances at 31 December 2023 are represented by.. Current assets 1,583,695 {176,811) 1,406.884 67,733 6,808,270 8,459,698 (176,811) 8.282,887 Current liabilities Fund balan¢es at 31 December 2023 67,733 6.808,270 Comparotives Information in respect of the preceding period is as follows: Unrestricted funds Restrlcted funds De$lgnated funds Total Fund balances at 31 December 2022 are represented by.. Current assets 6,782251 (392,696) 6,389,555 93,051 6,875,302 (392,696) 6,481606 Current liabilities Fund balances at 31 Dgcember 2022 93.051 14. Related Parties The following are related parties of the Charitable Foundation. Some ofthe Trustees, Directors and key management personnel ol the Charitable Foundation ore also Directors or key personnel of SJP or other componies in the St. Jomes's Place Group. The only transactions with such individuals were donations and fundraising event contributions made to the Charitable Foundation. The value ot these donations and contributions were £48,456 (2022.. £75,976). Remuneration poid to Trustees and key management personnel have been disclos8d in Note 6. SJP donotes to the Choritable Foundation in the form of pound for pound matching, for certain donations that are mad8 by Partners, staff and some other third parties to the Charitable Foundation. This is explained further In Notel. The amount due from SJP as atthe year-end was £745,910 (2022.. £94,934). 30 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Financial Statements lor the year endlng 31 December 2023 continued The omount donated by SJP during the year was £4,529,426 (2022: £5,358,490). The payment of the donations is facilitoted through SJPMS, which also donotes the costs of the staff that administer the charity, as reported in Note 5 Support costs of £526,844 (2022: £546,794). 15. Guarantee Company and Cupltal The Charitablo Foundation is a company limited by guarantee not hoving share capital. The liubility ol the members is limited by the Memorandum ol As8ociation to £1 eoch. Tlie sole member and guarantor for the Charitable Foundation is SJP. This is unchanged from 2022. The Charitable Foundation does not have any share copital. Th8 Company therefore looks to its Unrestricted Funds to ensure it can meet its liabilities ond obligations. The Trust8e5 review the Funds and the Financial assets and tinancial liabilities on a monthly basis. 76. Prlor year anaiysl$ ol unrestrlcted and restricted in¢ome and expendlture Unro$trleted Funds 2022 Rostrlcted Funds 2022 Total Funds 2022 Notg Incomg from Voluntary Income Investmont Income other incoming resources Compony motching Total 4,981,548 84,116 803,198 5,784.746 84.116 5,358.490 10.424,154 5,358,490 11,227.352 803,196 Rèsources expgnd$d Expenditure on raising funds Charitabl& activities - grant making Total resources expended 186,015 9,717,745 9,903.760 186.015 10,669,752 10,855,767 952,007 952,007 Netlncom•/(Expendlture) lor the Year 520.394 (148.809) 371,585 Re¢onclllutlon oflunds Fund balances brought lorword at I January Fund balances Corried forward at 31 December 12 5,869,161 241,860 6,111,021 12 6,389,556 93.051 6.482.606 This Noto forms an integrol port of and should be read in conjunction with the Statement of the Financial Activities for the year ended 31 December 2023 on page17. 31 Janiess Place Charitable Foundation ANNUAL REPORT 31 December 2023 Charity Reglstratlon Number: 1144806 Company Reglstration Number: 7819270 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Contents Page(s) Chair's Report Trustees, Annual Report 5-12 Statement of Trustees. Responsibilities 12 Independent Auditors, Report to tha membgrs of St. Jame5'S Place Charitable Foundation 13-16 statemgnt of Financiol Activities 17 Balance Sheet 18 Cash Flow Statement 19 Notes to the Financial Statements 20-31 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoi* for the ye& ended 31 Deccmber 2023 Chalr's Report Review of 2023 We are pleased to report that in 2023,whilst the external environment continued to be chollenging both locally and globally, the St. James's Place plc (SJP) community were generous and committed in their support for the Found(ation and togetherwith the SJP compony matching,we raised an impressive £10.2m' (2022.. £11.2m}. In addition, a furthgr milestone was reached, as since we were formed in1992, we have now raised a staggering £130m. The fundraislng efforts of the SJP community were many ond varied, from coke bakes, and golf days to Charity Balls. For the more adventurous fundraisers individuals took part in m(Jr(Athons, treks and even climbed to Base Camp Everest. A tremendous array of activitles by the SJP community.TheChildren of Courage Awords (Yorkshire and Northern), recognising the inspirational achievements of young people, continue to go from strength to strength. And the Yorkshire Children of Courage Awards also raised an incredible £IOO,QOO in 2023. We are grateful to the Partners and staff at both the Leeds and Newcastle offices for their dedication and efforts into making these events truly wonderful lor the young people, recognised for their achievements. The SJP community also showed their generosityand community spirit beyond the UK borders,to exceptional global events. Special Appeals were lounched in support ol thos8 impacted by theearthquakes in Turkey and Morocco which raised £207,706 for the relief efforts. Underpinning all the above, we are proud that the regular monthly giving scheme remains o core fundraising mechanic for the Foundotion. Around 80/* of SJP Portners and employees contribute to this, which raises (Jbout a third of our annual income. This is invaluable to us and our grant-making that supports our multi-year commitments with charities, knowing that we have this regulor income to be abl8 to pledge fomard. I would like to take this opportunity to thank the SJP Community and in porticular, the Foundation Representativgs ond Foundation Committees in each ot the SJP Locations for theirgenerosityand continugd ¢ommitmenttothe Charitable Foundation. In addition, Iwould like to extend our thanks to the SJP shareholders for both supporting the doy to day running costs ol the Charitable Foundation and their ongoing commitment to matching the fundraising octivities. Helplng to make a positlve and lasting diflerence totho$e less fortunate In 2023 we supported even more charities, with gronts distributed to 896 charities (2022.. 853) across the UK, Asio and other parts of the world. AddeLI to this, is a further £6.8m in pledges to support the multi-year grants over the next 2-3 years helping to mointain and develop services to those in need. 'S88 pag8 8, Strategic Ropor¢ Performance, for further buckground ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for tlie year ended 31 December 2023 Chair's Report (contlnued) As a funder we continue to focus on ensuring our grant-moking is having the maximum impact ond oui annual evoluation demonstrated that we continue to support substantive and transformational change, delivering combined evidenced score of 79°A (2022.. 66%) of beneficiaries experiencing this amongst the charities we support. We are also committed to listening to our grantees ond their changing needs so thot we can offer the right support to them. We are proud of the fact thot we work collaborotively with grant partners, not only offering linanciol support but also wider holistic support in terms of facilitating acc8ss to the SJP community who are keen to share their skills and time to support a chority. We helped support thousands of hours of charitoble volunteering, from mentoring of young people, coaching senior loaders in charities to delivering the Helping Honds programme for our key partner charity, Wellchild, and sporting opportunities to young people with disabilities or SEND through Panathlon. We are honoured to work with so mony incrediblg charities, now more than ever ond admire theSr efforts and dedication in helping those in need. Looking ahead 2024 repres9nts the linal yeor of our ctjrrent strategy and we hav8 ochieved many of the aims th(Jt we set out 4 years ago, despite the unprecedented events across the world over the period, (pandemic, conflict and natural disasters). We will continue to complete on the current strategy ond look forward to reflecting on our ochi8vements, understanding the opportunities tor us ond developing our next 3-year strategy lor 2025+ with the aim of continuing to deliver impact. In the early part of 2024 we also saw changes to ourTrustee Board, with Andrew Croft (Chair) and lan Gascoigne stepping down os Trustees. We ore immensely grateful for their enduring support over many years, and who both played an instrum8ntal role in helping the Foundation become what it is today. In addition, our Founder Sir Mark Weinberg also stepped down as Trustee but will remain as an Ambassodor for the Foundation. It was Sir Mark's ond the late Mike Wilson's vision that inspired the creation of the Foundation and created a long- termlggacy for advocating giving bockand making a positivg differenc8 in communities. We hav9 also welcomed Mark Fitzpatrick, new CEO of SJP, Michael Harper, Matthew Fowler and Alison Wright to the Boord. They bring a breadth of experience ond insight and we look forward to working with them as we develop our new strategy for the future. We know that with tho continued support ond generosity of the SJP community we con and will moke a positi e and lasting difference IT) communities. Andrew Humphries Chair. St. James's Place Charftable Foundation ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 Dccember 2023 Trustees. Annual Report The Trustees, who are also Directors of the Charity for the purposes of the Compani85 Act 2006, present their annual report along with the audited financial stotements of the Charity for the year from l January 2023 to 31 December 2023. The financial statements have been prepared in occordance with the accounting policies set out in Note I to the financial statements ond comply with the Charity's t¥ust deed, the Charities Act 2011, the Companies Act 2006 and the Statement of Recommended Practice Accounting and Reporting by Charities and FRS102. Releron¢e and Admini$tratlve Detalls Chority name Company registration number Charity number St. James's Ploce Choritable Foundation 7819270 1144606 Trustees and Directors Andrew Humphries (Chair) Alison Wright Malcolm Cooper-smith Mark FitzPatrick Matthew Fowler Michael Horper Robert Medwyn Edwards Sonia Gravestock Bankers Borclays Bank plc, Leicester, LE87 2BB Bonk of Scotland plc,150 Fountainbridge, Edinburgh, EH3 9PE Inve$tment managers Goldman Sachs, 2 Stonecutter Street, London, EC4A 4AU BlackRock, 12 Throgmorton Avenue, London, EC2N 2DL Independent Audltors Prlnclpal Address Pricewatgrhousecoopers LLP 2 Gloss Whart Bristol BS2 OFR St. James's Place House l Tetbury Road Cirencester Gloucestershire GL7 IFP ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 Decembci. 2023 Trustees, Annual Report ¢ontlnued Prlncipul Officers (Manoging Committee) Chairand Trustee Andrew Humphries (appointed as Chair l March 2024) Andrew Croft (resigned 29 February 2024) Trustees ond Directors Malcolm Cooper-smith Robert Medwyn Edwards Sonia Gravestock lan Gascoigne (resigned 31 January 2024) Sir Mark Weinberg (resigned 29 February 2024) Mark Fit2Patrick (oppointed 6 February 2024) Michael Harper (appointed 22 May 2024) Matthew Fowler (appointed 22 May 2024) Alison Wright(appointed 22 May 2024) Head of Choritable Foundotlon Catherine Ind Stru¢ture, Governance and Management The Charitoble Foundotion is a company incorporated undor the Componies Act 2006, limited by guarantee ond not having a share capitol. It is governed by its memorandum and articles of association. The power of appointing new Trustees of the Charitoble Foundation is vested in theTrustees.Theminimum numberofTrusteosto exercise anydiscretionofpowerlsthree,whilst a new Trustee may be appointed at ony tirne, either os a replacement or as an additional Trustee. The Truste9s and the Charitable Foundation Team, work with the St. James's Place plc ('sJp') community, clients and suppliers to further the aims and objectives of the Charitable Foundotion. Trusteg Induction and Tralnlng New Trustees are given o formal induction, with the opportunity to meet members of the wider Charitable Foundation team, supported charities and relevant materials such as copies ol previous reports, finoncial statements, minutes ol Trustee and committee meetings, ond a copy ol the Charity Commission's guidance"The Essential Trustee: What you need to Knov. Updates on charity odministration and specialist articles are provided by the Head of Foundation as rgquired. ST. JAMES'S PLAC￿ CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 December 2023 Trustees. Annual Report continued Munaggment The Choritable Foundation is an independent registered chority. Whilst the Trustees have overall responsibility for all activities carried out by the Charitoble Foundation, the day-to-day operations are undertaken by a dedicated Charitable Foundation Team led by Catherine Ind, who will refer any policy decisions which need to be made to the Trustees. The Charitable Foundation Team is (Jlso supported by u voluntary committee of representatives from each of the offices within SJP. SJP also provide a number ol supplied services to support the day- to- day operations of the charity, as specified in the Collaboration IFramework Agreement between SJP and the Charity. Inveslment Pollcy There ure no restrictions on the Charitable Foundation to invest. The mojority of cash is held within Money Market Funds or interest-beoring bank accounts where funds are available to rneet the cost of grants as and when they arise. An element of cash is invested in Money Market Fixed Term Funds with varying maturities to ensure that funds are availoble as required for grant commitments. Suiplus cash is retained until grants ore paid out. Whilst interest is generated from cash being held in interest bearing accounts, cash is raised for the purposes of making grants os opposed to being held long term os an investment. Objectives and a¢tlvltles The aims and objectives of the Charitable Foundation ore to promote such purpos8S that are exclusively choritable according to the law In England and Wales as the Trustees sholl determine. In currying out its aims and objectives, the Charitable Foundotion may receive and make donations. The Trustees believe that their grant making policy is in keeping with the Charity Commission's guidonce on public benefit. The Charitable Foundation funds small and medium sized registered charities across the UK and overseos. Our aim is to make positive and lasting chonge to people's lives, and we continue to focus our grant making on the following core themes.. Supporting children and young people under 25 who are disadvantaged or huve a disobility Hospices Mental heolth Cancer support Armed Services Iveterans Further details of grants made can be lound in Note 5 of the Notes to the Financial Statements. We measure our success and the impcjct of our grants through key performance indicators, details of which can be found in the Achievement and Performance section. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for tl)e year ended 31 December 2023 Trustees. Annual Report contlnued Orant Making Pollcy Due diligence and recommendations for grants to be owarded under the current themes are made by a delegated mancfging committee or)d the Trustees as appropriate. Our broader criteria about our grant-making are shared on our website Gr mm haritoble Fourn.￿$1 loun tion.co.uk ST TEGIC EPO A¢hlevement & Performance Income In 2023, whilst the external environment continued to be challenging both locolly and globally the fundraising efforts of the SJP community alongside SJP company matching, raised £10.2m (2022 £11.2m), excegding the budgeted target by 3.5%. The 2023 target was reflective of the anticipated challenges due to the external environment and key events previously in the fundraising colendor not toking place in 2023. Income generation covers o broad range of fundraising octivities to appeal to a diverse community and diverse interests, frorn cake bakes, and golf days to Charity Balls or for the more adventurous, sponsored running events, treks, cycles ond swims. Collectively these raised £2,422,048 during the year. Donations from the SJP community oro also received through SJP company events across the yeor. In addition, the SJP community show their generosity and community spirit to humanitarion crises across the globe. Duiing 2023 special APP8als were launched in support of those impacted by theeurthquak9s in Turkey and Morocco which raised £207,706 lor the relief efforts. Underpinning all the above, the regular monthly giving scheme remains a core income stream for the Foundation. Around 80% of SJP Partners and employees contribute to this, representin9 a third of the onnual income. This is invaluable to the grant-making that supports multi-yeor commitments with charities, knowing that there is committed r8gular income coming. Overall, the Trustees were pleased with the income performance across the year and are grateful for tho genefOUS and continued support of the SJP community and SJP company. ST. JAMES'S PLACK CHARITABLE FOUNDATION Annual Report for the year ended 31 Dec¢n]ber 2023 Trustees. Annual Report continued Achievement & performance ¢ontlnued Grant-maklng We hod another strong performing yeor with our grant-making delivering both increased reach and impoct.The Foundation supported an increased numberof individual charities, up by 5/. to 896 (2022.. 853). É7.7m (2022: £10.Im) of funds were distributed across the UK, Asia and other parts of the world. Whilst the value of monies given in the yeor wos lower than the previousyeorthere was a further £6.8m ol charitable funds pledged (dosignated) to support multi-year grunts over the next 2-3 years which help to maintain and develop services to those in need. The combined allocation therefore representing £14.50m (2022.. £14.48m). In 2023 independent 8Xternal evaluation of the impact of the grant-making evidenced:_ Increa$edrea¢h - cumulative reach since the Foundation began gront-making directly supported 4.8 million people (2022.. 3.5 million) indirectly supported 8 million people (2022: 7.7 million) In¢reaseddepth of Impact 36% (2022: 34/.} ol those directly supported evidenced a Sustained change of circumstances (transformation). 43°A (2022.. 32Y.) of those directly supportgd evidenced improvement in skills, wellbeing, ottainment of function(substantive). 22°A (2022-. 34%) of those directly supported evidenced a higher level of engogement. In addition, the Foundation works collaboratively with grant portners, not or)ly offering finoncial support but also wlder holistic support to odd value to the grant offering, in terms of locilitating odded value support through to the SJP community who ore k8en to share their skills and time to support a charity, throu9h volunteering or by providing gifts in kind. For example thousands of hours of volunteering were provided across the year, from mentoring of young people, coaching senior leaders in charities, to delivering the Helping Hands programme tor key portner charity, Wellchild, and supporting sporting opportunities to young people with disabilities or SEND, through Panathlon. Finonclal Revlew The Charitable Foundation, with the support of the SJP community along with cornpony matching from SJP plc succeeded in raising £10.2 million (2022.. £11.2 million). During the year we granted £7.7 million (2022.. £10.1 million), of which 85% went to charities within the UK. A further £6.8m of our reserves were designoted to support ongoing service delivery os part of our major grant programme over the next 3 years. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Trustees. Annual Report contlnuod Revlew of Fund8 und Funds policy As at 31 December 2023 the total funds were £8,282,887 (2022.. £6,48Z606), of which Trustees have designated £6,808,270 (2022: £0) to support multi-year grants. The Trustees review their Funds policy regularly throughout the year. The Charitoble Foundatlon aims to hove a positive balonced p021tion between the Funds held ond the contingent liabilities tor future grants. Funds were in excess of contingent liabilities for future grants during the current year. The vast majority of this cash is held with highly rated banks and A rated Money Market Funds, which are available on same day occess. Regular cashflow forgcasts ale produced which identifies the surplus of cash above what will be paid out in grants in the following months. To obtain a higher return for some ol the surplus, an appropriate amount is invested with highly rated and colloteralised Money Market Fixed Term Funds (currently up to three months in duration), and with a 'A' rated, environmentally awore, Money Market Fund which is occessible on a some day basis. It is not the Charitable Foundation's intention to hold large amounts of funds in order to earn investment income. Plans for Future Perlods 2024 represents the finol year of the Foundation's current strategy and we have ochieved mony of the aims set out 4 years ago, dospite tho unprecedented events ocross thg world over the period, (pandemic, conflict and natural disosters). We will continug to complete on the current strategy ond look forward to reflecting on our achievements, understanding the opportunities for us and developing the next 3-year strategy for 2025+ with the aim of continuing to deliver impoct. io ST. JAMES'S PLACK CHARITABLE FOUNDATION Annual Repoii for the year ended 31 December 2023 Trustees, Annual Report continued Principal Risks and Uncertalntles We re9ulaTly review the principol iisks and challenges facing the Charitable Foundation and have appropriate mitigations in ploce to minimise associated risks. The register is reviewed by Trustees at each Trustee meetin9 and amendments lupdates agreed as appropriote. Currently there aro10 identified risk areos which are:_ The Foundation ond SJP becom8 unoligned The Foundation tails to ralse the necessary income Funds are misappropriated ondlor there is a Iroud event Our grant-making is ineffective Reputationol damage should the Foundation support a charity that Is bodly managedlmisappropriates a gront oward. The Foundation does not adhere to regulatory requirgments The Foundation is not run effectively Cyber security impact our operations Relationships with suppliers Financial risks as detoiled in Note11 10 Over the course of 2023 thero were no identified breaches to the key risks, nor cjny material changes to these and Trustees were satisfied that the mitigotions were managing risks appropriately. Dlsclosure ot Information to auditors The Trustees who held office ot the dat8 of opproval of this Trustees, report confirm that so tar as they are each aware, there is no relevant audit information of which the Charitable Foundotion's auditors are unaware,. and each TrtJst8e has taken all the steps that helshe ought to have taken as a Trusteg to make himseiilherself aware of any relevcjnt audit information and to establish that the Charitable Foundation's auditors ar8 aware of that information. Golng concern The Trustees are satisfied that the Charitable Foundation can continue to use the going concern basis in preparing the financiol statements. In making this assessment the Trustees have considered the projected cash flows of the Charitable Foundation whlch show that tho Charitable Foundation has sufficient resources for the foreseeable future. ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Trustee$. Annual Roport ¢ontlnued Statement of Trustees. responslbilities The Trustees (who are also directors ot st. James's Place Charitable Foundation for the purposes of compony law) ore responsible for preparing the Trustees. Annual Report and the financial statements in accordance with applicable law ond regulation. Company law requires the Trustees to prepare financial statements for each financial year. Under that law the Trustees hove prepared the financial statements in accordance with United Kingdom Accounting Stondards, comprising FRS102"The Financial Reporting Standard applicable in the UK and Republic of Ireland. and applicable law (United Kingdom Generally Accepted Accounting Practice). Under company law the Trustees must not opprove tho financial statements unless they are satisfied that they give a true ond fair view ol the stote of the allairs of the charitable company and of the incoming resources and opplication of resources, including the income and expenditure, of the charitable company for that period. In preparing these linoncial statements, the Trustees arg required to.. select suitable accounting policies and then apply them consistently; observe the methods and principles in the Statement ol Recommended Practice= Accounting and Reporting by Charities (2019),. and makejudgments and estimotes thot ore reasonoble and prudent. The Trustees are responsible for keeping adequate accounting records that are sufficient to show ond explain the charitable companys transoctions and disclose with reasonoble accuracy at ony time the financial position of the charitable company and enable them to ensure thot the linancial statements comply with the Componies 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 ond other irregularities. The Trustees. report, incorporating the Strategic report, was approved by the Board of Trustees on10 July 2024 and signed on its behalf by. Andrew Humphrles Chair of Trustees 12 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit foi the year ended 31 December 2023 Independent audltors. report to the members ol St. James's Place Churltable Foundatlon Report on the audlt of the flnan¢lal statements Oplnlon In our opinion, St. James's Ploce Charitoble Foundation linancial statements (the 'finonciol statements"): give a true ond fair vlew of the state of the charitable company's affairs as at 31 December 20?3 and of its incoming resources and application of resources, including its income and expenditure, and cash flows, for the year then ended; have been properly pr9pared in occordonce with United Kingdom Generolly Accepted Accountlng Practice (United Kingdom Accounting Stondords, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland., and applicable law),. and have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the linonciol Statements, included within the Annual Report (the -Annuol Report"), which comprise.. the Bolance Sheet as at 31 December 2023,. Statement of Financial Activities (incorporating an income and expenditure account), and Cash Flow Stat8ment for the yeor then ended,. and the notes to the financial statements, which include a d8scription ot significant accounting policies. Boslslor oplnlon We Conducted our audit in accordance with International Standards on Auditing (UK) {"ISAs (UK)") ond applicable low. Our responsibilities under ISAS (UK) are further described in the Auditors. responsibiliti8s 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 Independènt of the charitable company in accordance with the ethical requirements thot are relevant to our audit of the tinancial statements in the UK, which includ8S the FRC'S Ethical Standard and we hove fulfilled our other ethical responsibilities in accordance with these requirements. Conclusions relatlng to going concern Based on the work we have performed, we hove not identifi8d any material uncertainties relating to events or conditions tha¢ individually or collectively, may cast significant doubt on the choritabl8 company's ability to continue as a going concern for o period of at least twelve months trom the dale on which the financial statements are authorised lor issue. In auditing the financial stotements, we hove concluded that the trustees, use of the going concern bosis of occounting in the preparation ol the linanciol 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 continu9 as a going concern. 13 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for thc year ended 31 December 2023 Independent audltors. report to the members of st. James's Place Charitable Foundatlon ¢ontinued Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report. Reportlng on other information The other information comprises all of the information in thg Annual Report other than the financial statements ond our auditors. report ther8on. The trustees are responsible for the other informotion. Our opinion on thg linanciol statements does not cover the other infoi"IMaLion ond, tsccoi"diiigly, we do iiot expi.ess an oudit opinion oi., except to tlie extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financiol statements, our responsibility is to read the other information and, in doing so, consider whether the other intormation is materially inconsistent with the financial statemgnts or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an opparent materiol inconsistency or material misstatement, we ore required to perform procedures to conclude whether there is a material misstatement of the financial statements or u material misstotement of the othor information. If, based on the work we hove performed, we conclude that there is a materS01 misstatement ot this other information, we ore required to report thot fact. We have nothing to report based on these responsibilities. With respect to the Strategic Report and Trustees. Annual Report, we also considered whether the disclosures required by the UK Companies Act 2006 and Charities Act 2011 have been included. B(Jsed 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. strateglc Report and Trustees. Annual Report In our opinion, based on tho work undertaken in the course of the audit the information given in the Strategic Report and the Trustees, Annual Report for the period ended 31 December 2023 is consistent with the financiol statements and has been prepared in accordance with opplicable legol requirements. In light of the knowledge and understondlng of the charitable company ond Its environment obtained in the course ol the audit, we did not identify any material misstatements in the strotegic Report and the Trustees, Annual Report. Responslbllltlos lor the flnancial statemonts and the audit Re$ponslblllties of the trustees for the financlal statements As explained more fully in the Statement of Trustees, Responsibilities, the trustees (who ore also the directors of tho charitable company for the purposes of company law) are responsiblg for the preparation ot the financial stotemgnts in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also responsible lor such internal control as they determlne is necessary to enable the preparation of financial stotements thot are free from material misstatement whether due to fraud or error. 14 ST. JAMLS'S PLACE CHARITABLE FOUNDATION Annual Report for the year endcd 31 December 2023 Independent audltors, report to the members of st. James's Place Charitable Foundatlon continued In preparing the financial statements, the trustees are responsible for 05sessing 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 th8 trustoes either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so. Audltors, responslbilitle$ lor the audlt of the linancial statements Our objectivcs are to obtain rcasonablts Osourance about whether the financial statemonts as a whole are free from material misstatement, whether due to fraud or error, ond to issue on auditors. report that includes our opinion. Reasonable ussuronce is o high level of assurance, but is not a guarantee that ar) audit conducted in accordance with ISAS (UK} will always detect o material misstatement when it exists. Misstatements can orise from fraud or error and ar8 considered material if, individually or in the aggregate, they could reasonably be expected to influence tho 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 copable of detecting irregulorities, including fraud, is detailed below. Bas8d on our understanding of the choritable company ond its industrylenvironment, we identili9d that the principal risks of non-compliance with lows and regulations related to Charities Act 2011 ond we considered the extent to which non-complionce might have o material effect on the financial statements. We also considered those laws ond regulations that have a direct impact on the financial statements such a5 the Companies Act 2006. We evaluated management's incentives and opportunit18s lor fraudulent manipulation of the financlal statements (including the risk of override of controls and detgrmined that the principal risks were related to posting inuppropriate journals to mo)nSpulate financial results or conceal the misoppropriation of assets and potential management bias. Audit procedures performed by the engagement team included.. Identifying ond testing journal entries, in particular journal entries Posted with unusual account combinations to income or expenditure accounts. Obtaining independent confirmations of cash balances and investment valuotions as at 31 December 2023; Testing the recognition of gront expenditure in line with terms of the grant awards; Enquiry ot management and the board of trustees, including consideration ol known or suspectgd instances of non-compliance with laws and regulation and fraud. Reviewing minutes of meetings of the board of trustees,. and Assessing financial statement disclosures, ond t8Sting to supporting documentotion, for compliance with applicoble laws ond regulations. 15 ## **ST. JAMES'S PLACE CHARITABLE FOUNDATION** Annual Report for the year ended 31 December 2023 ## **Independent auditors' report to the members of St. James's Place Charitable Foundation** _**continued**_ 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. ## **Use of this report** This report, including the opinions, has been prepared for and only for the charitable company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. ## **Other required reporting** ## **companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept by the charitable company, or returns adequate for our audit have not been received from branches not visited by us;or - certain disclosures of trustees' remuneration specified by law are not made; or - the charitable company financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. ## **Antonio Cirillo (Senior Statutory Auditor)** **for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors Bristol 10 July2024** 16 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the yeai. ended 31 December 2023 statement ol the Finanelal Actlvltle$ lor the year ended 31 Docember 2023 Company no: 78192701 Chority no:1144606 Unroslrlcted Funds 2023 Restricted Designated Funds Funds 2023 2023 Total Fund9 2023 Total Funds 2022 Note Incomofrom Voluntary In¢ome Invastmgnt Income other incoming resources Company motching Totol 4.b28,228 332,037 820,063 b,348,291 331037 5,184,746 84,116 4,529,426 9,389.691 4.529,426 5,358.490 10,209.754 11,227,352 820.063 Resaurces expènded Expenditur8 on raising funds Charitable activities - grant making Totol resources expgnded 179,512 7,384,580 7,664,092 179,512 186,015 8,229,961 10.669,752 8,409,473 10,855,767 845,381 845.381 Netln¢ome/(Expondlture) for the Y•or 1,825.599 (25.318) 1,800.281 371,585 Tran8ter botwoon fund$ 12 (6,808,270) 6,808,270 Reconciliation otfunds Fund balances brought forward at I January Fund balonc85 carrled forward at 31 December 12 6,389,555 93,051 6,48Z606 6,111,021 12 1,406.884 67.733 6.808.270 8.282,887 6,482,606 The full analysis of the prior year income and expenditure between unrestricted and restricted income can be found in Note16. The statement incorporates the Income ond Expenditure account. All recognised goJins and losses hove been included in the Statement of Financial Actlvities and the amounts included are derived from the continuing activities of St. James's Place Charitable Foundation. The notes on pages 20 to 31 torm port of these finoncial statements. 17 ST. JAMES'S PLACE CHARITABLE FOUIYDATION Annual Report for ihe year cnded 31 December 2023 Balance Sheet at 31 December 2023 Company no: 78192701 Charity no:1144606 Note 2023 2022 Current Assets Debtors Investments.. Unrestricted funds Restricted funds Cash at bank and cash equiviJ18nts Total current ossets 868,984 6,747,397 67,733 775.584 8.459,698 287,744 5,376,715 93,051 1,117,792 6,875,302 Liabilities Creditors.. amounts falling due within one year (176,811) (392,696) Net a$$ets 13 8,282.887 6,482,606 The lunds of the Charity Restricted income funds Unrestricted income funds Designated funds 12 12 67,733 1,406,884 6,808,270 93,051 6,389,555 12 Totul Charity funds 8.282.887 6,481606 The financial stotemgnts on pages17 to 31 were approved by the Trustees on 10 July2024and signed on its behalf b Andrew Hurnphrles Chalr ol Trustees The notes on pages 20 to 31 form part ol these finonciol statements. 18 ST. JAMES'S PLAC￿ CHARITABLE FOUNDATION Aiinual Report for the yeai. ended 31 Decembei- 2023 Cash Flow Stotement for the year ended 31 December 2023 Companyno: 78192701 Chority no:1144606 2023 2022 Recon¢lllatlon of net Income to net cash generated Irom operatlng actlvltles: Net Income 1,800,282 371,585 Adjustment5 for: Investment income (332,037) (84,116) Less: (Increase) I decrease in debtors (Decrease) in creditors Net cash generated from operating activitles (581,240) (215,885) 671,120 577,385 (22,635) 842,219 statemont ol ca9h flows: Cash flows from operating activities: Cash flows from Investment activities Investment income Purchase of investment ossets Sales of investment assets 671,120 842,219 332,037 84,116 (4,395,365) (6,423,694) 3,050,000 5,853,708 (1,013,328) (485,870) (342,208) 356,349 Net eash used In Investment a¢tlvities Net overall cash {outllow) inflow Cash & cash equlvalents: At bank and in hand l January At bonk and in hand 31 December 1,117,792 761,443 775.584 (342.208) 1,117,792 Change in cash &cash equlvalents 356,349 Analysis of chonges in net funds: AtlJan 2023 Cash flows At 31 Dec 2023 Cash at bank 1,117,792 (342,208) 775.584 19 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 Deeember 2023 Notes to the Flnanclal Statements for the year endlng 31 December 2023 Accounting Policies Basls of preparatlon The financial statements have been prepared under the historical cost convention, on a going concern basis, and in accordance with applicable Unitgd Kingdom Accounting standards. The financial statements hcjve been prepared in occordoncewith the Statement ol Recommended Practice Accounting or)d Reporting by Lharities, FRS 102 and in accordance with the Companies Act 2006 and the Chorities Act 2011, using consistently applied accounting policies. Company status st. James's Place Charitable Foundatlon is a company, incorporated in England & Wales, limited by guarantee not having a share capitol. The liability of the members is limited by the Artic19s of Association to £1 each. St. James's Place Charitable Foundation is a public beneflt entity. The Companys tunctionol and prosentation currency is pound sterling. The particular accountlng policies adopted, which have been applied consistently through th8 current and prior financial year, are described below. Income Covenant income, fundraising events and investment income are accounted for on a receivable bosis. Gift Aid contributions include tax recoverable trom HMRC. Investment income represents returns on money market fund accounts and cash at bank. Company matching represents income received from SJP which generally matches pound for pound subject to certain restrictions and l or promotlons on all income received by th9 Charitable Foundation. The amount is therefore determined by the amounts raised from covenants, tundraising activities (less any ossociated costs) ond donations received. Funds Accountlng The Charitable Foundation holds both restricted and unrestricted funds. Income raised by individuals to support a specific chority other than the Charitable Foundation ore reported as Restricted Funds. By their nature, Restricted Funds received are numerous but smoll in value, and are only held for a short period of tSme, until paid over to their nominated chority. 20 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for the yeai. ended 31 December 2023 Notes to the Flnunclal Statemgnts for the year onding 31 December 2023 contlnued Note l. A¢¢ounting Poli¢le$- contlnued All other income is shown in the unrestricted lund and is ovoilable lor use ot the discretion of the Trustees in furtherance of the general objectives of the Charitable Foundation. The Choritable Foundation aim to have a positive bolanced position botween the Funds held and the Contingent Liabilities for future grants. FinuiiciLJI instrumenks Financial instruments are recognlsed and accounted lor under FRS 102, sections 11 and 12. Invostments Investments refer to holdings of high quality, highly liquid Money Market funds. Investments are held at fair value. Cash and cash gqulvalents Cash and cash equivalents include cosh at bank ond in hond, excluding money market investments, which are represented within Investments and are held at fairvalue. Donated $orvi¢es Donated services include employee and other administration support costs provided by St. James's Place Management Services Limited ("SJPMS-). They ore accounted for within Note 2 'Donoted services stall & support.. The valuation basis IS the actua5 costs that are incurred by SJPMS. The Pricewaterhousecoopers LLP audit fees are donated services. Expendituro Gronts payable Grants are recognisgd in the financiol statements when approved by the Trustees, and th8 charities have fulfilled their obligations for payment to be made. other expenditure Expenditure is recognised on an occruals basis as the liability is incurred. Costs ol gen8rating voluntary income are incidental costs incurred in fundraising events together with Lottery winnings and bank charges. Charitable activities include all grants made in the yeor and grants over one yeor, together with support costs includlng expenses. Taxation The Charitable Foundation has no liability for corporation tax due to its chorltable status. There have been no non-charitable activities in the year and no provision for taxation is considered necessary. St. James's Place Charitable Foundation is able to recover income tax deducted ot source. 21 ST. JAMES'S PLACEI CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Flnanclal Statement$ for the year ending 31 December 2023 continued Voluntary Income 2023 2023 2023 2022 2022 2022 Unrestricted Restricted fund$ funds Totol Unrestricted Restricted funds funds Total Covenant income 1,632,143 ,632.143 1,663,337 1,663,337 Glft Aid contributions Donations 354.387 354,387 396,257 396,257 402.369 10,500 402.369 10,500 289,506 9,500 289,506 9,500 Donot8d services audit fee Donated services staft & support costs 526,843 526,843 546,794 546,794 Fundraising events 1,601.985 820.063 1422.048 2,076,154 803,198 2,879,352 4,528,228 820.063 5,348.291 4,981,548 803,198 5,784,746 Investment Income 2023 2023 2023 2022 2022 2022 Unrestricted Restricted funds fund$ Total Unrestricted Restricted funds funds Total Interest on Money Market Funds Bank interest on cash deposits 295.363 295.363 76,805 76,805 36,674 36,674 7,311 7.311 332.037 332,037 84,116 84,116 22 ST. JAMKS'S PLACE CHARITABLE FOUNDATION Arniual Report for the year ended 31 December 2023 Notes to the Flnancial Statements lor the year gndlng 31 December 2023 ¢ontlnuod Expendlture of raislng funds 2023 2023 2023 2022 2022 2022 Unrestricted Rg$trlcted lunds fund8 Total Unrestricted Restricted funds funds Total Costs of fundraising events Bank charges 173.283 173,283 185,809 185,809 6.229 179,512 6,229 179.512 206 206 186,015 186,015 The Charltable Foundation does not usg professional fundraisers or involve commercial participators. There have been no complaints about fundraising octivity during the year (2022: None). Charltable activitles- grunt maklng 2023 Unrestri¢ted Rostrlcted funds lunds 2023 2023 2022 2022 2022 Total Unrestricted Restricted funds funds Total Grants payable in the yeor Support costs 6,847.236 845,381 7,692.617 9,161,451 952,007 10,113,458 537.344 537.344 556,294 556,294 7,384,580 845.381 8.229,961 9,717,745 952,007 10,669,752 The Charitable Foundation continue to focus grants to small or medium size charities working in the following key oreas.. Children and young people under 25 who are disadvantaged or have a disability Hospices Mental health Cancer support Armed Forces Veterans All grants in 2023 were made to charitable institulions. Further information regarding grants made by the Charitable Foundation can be found on its web site.. 23 ST. JAMES'S PLACE CHARITABLE FOUNDATION Ai)iiual Report for the year ended 31 December 2023 Notes to the Finoncial Stotement$ for the year endlng 31 De¢ember 2023 contlnued Charitoble actlvltles - grantmaking (continued) The following are those organisations where the Choritoble Foundation made grant poyments of £IOO,000 or greater durin9 the year. Hope & Homes Disasters Emergency Committee Hospice UK Panothlon Foundation The Joshua Tree- Supporting Families Affected by Childhood Canc8rs Supporting Nepal's Children Sabastian's Action Trust 419,998 151,653 550,000 507,800 127,912 239,831 100,000 Support costs 2023 2022 Audit fee io,soo 9,500 Travel 11.439 7,466 staff costs (Note 6) Consultancy & Other 401,045 384,731 154,597 114.360 537.344 556,294 The auditors are appointed on an honorary basis. The value of thg audit has been included in Incoming Resources as a donated service and as Audit fee in Suppoit Costs. Trustees and employee infomiation The Trustees were not paid during the year (2022: £nil) and no Trustee received any emolument or poyment for professional or other services (2022.. £nil). The Charitable Foundation employs no staff directly (2022.. none). SJPMS employs 8 staff (2022.. 8) who provide dedicated support for thg day-to-day operations ol the Charitable Foundation. All employee costs are met by sJpMs. The numbor of employees (including key management personnel) whose total remuneration for the yeor fell within each bund of £10,000 from £60,000 upwards was: 2023 2022 £80,001-£90,000 £90,001-£100,000 24 ST. JAMES'S PLACE CHARITABLK FOUNDATION Annual Report for tlie year elided 31 December 2023 Notes to the Financial Statements lor the year endlng 31 De¢ember 2023 Continued Trustees andemployee Information (¢ontinued) The aggregate payroll cost of these employees was as follows.. 2023 2022 Wages and salarigs Sociol security costs Pension costs 336.348 322,186 33,374 29,171 32,239 32.458 401,045 384,731 The aggregate payroll cost includes total payroll costs of £100,164 (2022.. £96,260) made to key management personnel. The Choritable Foundation is not the employing company for these staff and therefore, no further pension disclosures or share bosed payment disclosures have been included in these financial statements. Debtors 2023 2022 Amounts due from SJPMS Prepayments and accrued income 745,910 123,074 94,934 192,810 868,984 287,744 Investments 2023 2022 Unrestrlctod Goldman Sachs GBP Liquid Reserves BlackRock ICS GBP LEAF Premier 5,700.188 ,047,209 ,747,397 4,870,168 506,547 5,376,715 Restricted Goldman Sachs GBP Liquid Reserves 67.733 93,051 6,815.130 5,469,766 Goldman Sachs investments are some day access, money market collective investment schemes. BlackRock investments are held on three monthly fixed term durations. 25 ST. JAMEI S'S PLACE CHARITABLE FOUNDATION Annual Report foi. the year ended 31 December 2023 Notes to the Financlal Statements lor the year endlng 31 December 2023 contlnued Credltors: amounts lalllng due wlthln oneyear 2023 2022 Gront payments due Accruals and deferred income 160,711 16.100 372,696 20,000 392,696 176,811 io. Contlngent Llabllltles 2023 2022 Amounts falling due within one yeor.. grants payable Amounts folling duo after more than one year. grants payable 3,998.139 1303,448 2,810,131 Z064,113 8.808,270 4,367,561 All of th9 above meet the definition of contingent liabilities as each grant recipient must meet conditlons set by the Charitable Foundotion in order to receive the grant funding. No constructive obligations exist. There are no legal arrangements relating to any of the contingent liabilities detailed above. No security is provided in relation to ony of the contingent liabilities detailed above. None of the contingent liabilities above relote to copital projects. Flnanclal Risk Exposure to the following risks for the Charity's financiol assets Is analysed sepurately in the following sections,. credit risk,. liquidity risk,. market risk; and currency risk. Credlt rlsk arises from holdings of investments, debtors ond, cash and cash equivalents, with banks and financial institutions. 26 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Note$ to the Flnanclal Statements for the year ending 31 December 2023 continued Financial Rlsk (contlnued) Risk i) Charitoble Foundation's investments and, cash und casli equivalents Description Loss of assets or reduction in value Management The Charitable Foundation funds are predominantly invested in A roted mon8y market funds, which are classified as investments. Cash and Gash equivalents are operotiiig monies held with approved banks. 2) Debtors Risk counterparty does not pay amount due. Risk counterporty does not honour prepayment of goods or services Prepayments are of low value and closely monitored by management. Balance held by SJPMS are settled monthly The value of investm8rits and, cash and cash equivalents at 31 December 2023 was £7,590,714 (2022- £6,587,558). Llquldlty risk is the risk that the Charitable Foundotion, although solvent, either does not have (Jvailable sufficient liquid finoncial resources to enable it to meet its obligations as they fall due or can secure such resources only at excessive cost, Risk Investments, Cash or expense requirement D8scription A significant cash or expense requirement needs to be met ot short notice Management The Charitable Foundation funds are predominantly invested in A rated money market funds, which are classified as Snvestments. Cash and cash equivalents are operating monies held with approved banks. Cash flows are prepared at re9ulor intervals to ensure adequate cash is held to meet all coming liobilities. The Charitoble Foundations holds investments and, cash or cash equivalent short-term access deposits of £7,590,714 (2022.. £6,587,558). 27 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for Ihe yeai. ended 31 December 2023 Notes to the Finan¢ial Statements for the year ending 31 December 2023 contlnued ii. Mnanclal Risk (continued) Marketrisk is the impact a fall in thg value of investments or othor assets may have on the Charitable Foundation. Risk Management Charitable The Charitablo Foundotion funds are Foundotion's investments predominontly invested in A rated money market funds, which are classified os and, cash and cash investments. Cash and cash equivalents equivalents arg operoting monies held with opproved banks. The Charitable Foundation hos investments and, cash and cash equivolgnts exposed to interest rote fluctuations of £7,590,714 (2022.. £6,587,558), earning intgrest of £332,037 (2022.. £84,116). Description Loss ol assets or reduction in value Currency rlsk; The Charitable Foundation is not subject to ony significant currency risk, as its financial assets and financial liabilities are denominated in Sterling. The Charitable Foundation does not hold any assets in foreign currencies. Categorles ol flnanclal assets ond financial Ilabllltles The financial assets and finoncial liobilities of the Charitablo Foundation ore measured at amortised cost. The carrying values of the Charitoble Foundations financial ossets and liabiliti&s in the Company's Balance Sheet are summcsrised below. 2023 2022 Finoncial assets Investments Cosh and cash equivalonts Debtors 6,815,130 775,584 868,984 8.459.698 5,469,766 1,117,792 287,744 6,875.302 Total finoncial assets Financial Ilabllities Creditors 176.811 176.811 392,696 392.696 Total financial liabilities Tho Choritoble Foundation s financial assets ore receivable on demand. 28 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Repoit for the year ended 31 December 2023 Notes to the Flnan¢lal Statements for the year ending 31 December 2023 contlnued ii. Flnancial Risk (contlnued) Sensltivity anolysls to market rlsks Cash is denominoted in Sterling and held in money market funds and banking institutions. Due to the low volatility and short-term natur8 of these investments, changes in interest rates will not have a material impact on the value of these investments. Similarly, due to their nature, other financial assets and liabilities are not moterially subjected to market risks. Therefore, muveineiits in Lui"reiiLy urid ir)lei est rales al tlie I"eporling date will riot have o moterial impact on the income and funds held. 12. Funds Unre$trlcted funds Unre$trlcted lunds Deslgnated funds Total Fund balances at l January 2023 Income 6,389,555 93,051 6,482,606 9,389,691 {7,564,092) (6,808,270) 820,063 {845,381) 10,209,754 (8,409,473) Expenditure Transfers between funds 6,808,270 Fund balances at 31 December 2023 ,406,884 67.733 6,808.270 8.282,887 Restricted funds are those funds raised by donors who wish to donate to causes the Charitable Foundotion SUPPOTts in which the donois have a particulor interest. By their nature, Restricted funds received are numerous but small in value, and are only held for a short period of time, until paid over to their nominated charity. During the year, 26.8m offunds were designoted to multi-year grants pledged to charities as detoiled in Note10. Comporatives information in respect of the precoding period is as follows.. Unrestrlcted funds Unre$trlcted funds De$lgnated funds Total Fund balances at l January 2022 Income 5,869,161 241,860 6,111,021 10,424,154 (9,903,760) 803,198 (952,007) 11,227,352 (10,855,767) Expenditure Transfers between funds Fund balances at 31 December 2022 6.389,555 93,051 6,482,606 29 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Flnancial Statements for the yoar endlng 31 December 2023 continued 13. Analysis of net assets between funds Unrestricted lund$ Restrlcted funds Deslgnated lunds Total Fund balances at 31 December 2023 are represented by.. Current assets 1,583,695 {176,811) 1,406.884 67,733 6,808,270 8,459,698 (176,811) 8.282,887 Current liabilities Fund balan¢es at 31 December 2023 67,733 6.808,270 Comparotives Information in respect of the preceding period is as follows: Unrestricted funds Restrlcted funds De$lgnated funds Total Fund balances at 31 December 2022 are represented by.. Current assets 6,782251 (392,696) 6,389,555 93,051 6,875,302 (392,696) 6,481606 Current liabilities Fund balances at 31 Dgcember 2022 93.051 14. Related Parties The following are related parties of the Charitable Foundation. Some ofthe Trustees, Directors and key management personnel ol the Charitable Foundation ore also Directors or key personnel of SJP or other componies in the St. Jomes's Place Group. The only transactions with such individuals were donations and fundraising event contributions made to the Charitable Foundation. The value ot these donations and contributions were £48,456 (2022.. £75,976). Remuneration poid to Trustees and key management personnel have been disclos8d in Note 6. SJP donotes to the Choritable Foundation in the form of pound for pound matching, for certain donations that are mad8 by Partners, staff and some other third parties to the Charitable Foundation. This is explained further In Notel. The amount due from SJP as atthe year-end was £745,910 (2022.. £94,934). 30 ST. JAMES'S PLACE CHARITABLE FOUNDATION Annual Report for the year ended 31 December 2023 Notes to the Financial Statements lor the year endlng 31 December 2023 continued The omount donated by SJP during the year was £4,529,426 (2022: £5,358,490). The payment of the donations is facilitoted through SJPMS, which also donotes the costs of the staff that administer the charity, as reported in Note 5 Support costs of £526,844 (2022: £546,794). 15. Guarantee Company and Cupltal The Charitablo Foundation is a company limited by guarantee not hoving share capital. The liubility ol the members is limited by the Memorandum ol As8ociation to £1 eoch. Tlie sole member and guarantor for the Charitable Foundation is SJP. This is unchanged from 2022. The Charitable Foundation does not have any share copital. Th8 Company therefore looks to its Unrestricted Funds to ensure it can meet its liabilities ond obligations. The Trust8e5 review the Funds and the Financial assets and tinancial liabilities on a monthly basis. 76. Prlor year anaiysl$ ol unrestrlcted and restricted in¢ome and expendlture Unro$trleted Funds 2022 Rostrlcted Funds 2022 Total Funds 2022 Notg Incomg from Voluntary Income Investmont Income other incoming resources Compony motching Total 4,981,548 84,116 803,198 5,784.746 84.116 5,358.490 10.424,154 5,358,490 11,227.352 803,196 Rèsources expgnd$d Expenditure on raising funds Charitabl& activities - grant making Total resources expended 186,015 9,717,745 9,903.760 186.015 10,669,752 10,855,767 952,007 952,007 Netlncom•/(Expendlture) lor the Year 520.394 (148.809) 371,585 Re¢onclllutlon oflunds Fund balances brought lorword at I January Fund balances Corried forward at 31 December 12 5,869,161 241,860 6,111,021 12 6,389,556 93.051 6.482.606 This Noto forms an integrol port of and should be read in conjunction with the Statement of the Financial Activities for the year ended 31 December 2023 on page17. 31 The Trustees St. James’s Place Charitable Foundation St. James’s Place House 1 Tetbury Road Cirencester Gloucestershire GL7 1FP 10 July 2024 Dear Trustees, ## **Audit of financial statements for St. James’s Place Charitable Foundation for the year ended 31 December 2023** We are writing to set out the findings from our audit for the above named entity in accordance with International Standards on Auditing (UK) (ISAs (UK)). ## **Materiality** Our audit of the financial statements has been performed to the materiality outlined below: |**Materiality benchmark**|**£**| |---|---| |Overall materiality|252,000| |Performance materiality|189,000| |De-minis level|12,600| ## **Significant findings from the audit** We are required under ISA (UK) 260 “Communication with those charged with governance” to communicate to those charged with governance significant findings from the audit, including: - Our views about significant qualitative aspects of the entity’s accounting practices, including accounting policies, accounting estimates and financial statement disclosures; and - Significant difficulties, if any, encountered during the audit. We have nothing to report in respect of the above matters. We also wish to draw your attention to the results of procedures performed over areas we identified as being significant audit risks: |
being significant audit risks:|| |---|---| |**_Significant risk_**|**_How our audit addressed the risk and_**
**_results of our procedures_**| |**_Management override of controls_**
In every organization, management may be
in a position to override the routine day to|We have obtained and reviewed the listing of
journals posted in the year in order to identify any
unusual entries. We have also performed testing| _PricewaterhouseCoopers LLP, 2 Glass Wharf, Temple Quay, Bristol, BS2 0FR T: +44 (0) 0117 955 7779, F: +44 (0) 0117 309 2005, www.pwc.co.uk_ PricewaterhouseCoopers LLP is a limited liability partnership registered in England with registered number OC303525. The registered office of PricewaterhouseCoopers LLP is 1 Embankment Place, London WC2N 6RH. PricewaterhouseCoopers LLP is authorised and regulated by the Financial Conduct Authority for designated investment business. day financial controls. Accordingly, for all of our audit clients, we consider this risk and adapt our audit procedures accordingly to address it. Members of management are in a unique position to perpetrate fraud because they may be able to manipulate accounting records and prepare fraudulent financial statements by overriding controls which may otherwise appear to be operating effectively. over any journal entries meeting specific risk based criteria. Our testing did not identify any issues to report. We have reviewed the key areas of judgment that have been applied to the financial statements. The key area of judgement is with respect to grants payable. Management has assessed the grant commitment for the Foundation during the course of the year against the conditions which are imposed on the grant recipients. We have reviewed a sample of grants payable as well as a sample of contingent liabilities to assess the reasonableness of the accounting treatment adopted. Our testing did not identify any issues to report. ## _**Risk of fraud in revenue recognition**_ Under ISAs (UK) there is a rebuttable presumption that the risk of fraud in revenue recognition is a significant risk on all audits. The Charities SORP and FRS 102 include specific criteria that need to be assessed in determining the period in which income is recognized. In assessing these, judgement may be required as to whether these criteria are met. There are also inherent risks around the completeness of income. We have performed work over the recognition of income to consider whether there has been any indication of deliberate manipulation by management. This included substantive testing on a sample of revenue transactions processed during the year. Our testing did not identify any issues to report. ## **Significant deficiencies in internal control** We are required under ISA (UK) 265 “Communicating deficiencies in internal control to those charged with governance and management” to communicate to those charged with governance significant deficiencies in internal control identified during the audit. The audit included consideration of internal control relevant to the preparation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control. Our work may therefore have not identified all significant deficiencies in your system of internal controls which a separate audit of internal control may reveal. We have not identified any significant deficiencies in internal control during the audit. 2 ## **Other matters** We are also required under ISAs (UK) to communicate to those charged with governance if we have anything to report on the following: - Uncorrected misstatements; - Matters related to fraud; - Matters related to laws and regulations or articles of association; - Matters related to related parties; - Subsequent events; - Matters related to going concern; - Any significant facts that bear upon our independence and objectivity; - Any significant changes in the planned scope and timing of the audit which have been communicated previously; - Matters which affect the form and content of the auditors’ report; and - Any other matters that, in our professional judgment, are significant to the oversight of the financial reporting process. We have nothing to report in respect of the above matters. This letter has been prepared solely for your use and should not be quoted in whole or in part without our prior written consent. No responsibility to any third party is accepted as this letter has not been prepared for, and is not intended for, any other purpose. We would like to thank you and your staff for their assistance and co-operation during the audit process. Yours faithfully PricewaterhouseCoopers LLP 3