Denise Coates Foundation (A company limited by guarantee) REPORT AND FtNANCtAL STATEMENTS 31 March 2024 llwlllll 111 JDIKV951 23112r2024 COMPANIES HCIJSE
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Cornpany Regislrnthon No. 08191619 Registered Charity No. 1149110
Denise Coates Foundation CONTENTS REPORT OF THE TRUSTEES INCLUDING STRATEGIC REPORT STATEMENT OF TRUSTEES. RESPONSIBILITIES rNDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DENISE COATES FOLfNDATION 12 STATEMENT OF FfNANCIAL ACTIVIs {tNCLUDtNG tNCOME AND EXPENDITURE ACCOLfNT) STATEMENT OF FANCIAL POSITION 16 STATEMENT OF CASH FLOWS 17 ACCOUNTtNG POLICIES 18 NOTES TO THE FINANCIAL STATEMENTS 22
Denise Coates Foundation REPORT OF THE TRUSTEES INCLUDING STRATEGIC REPORT REFERENCE AND ADMfNISTRATIVE DETAILS Charity Number.. 1149110 Company Number.. 08191619 Trusteeslcompany Directors." D Coates CBE JF Coates P Coate5 SH Galleiley JE White OR Adams Auditor.. RSM UK Audit LLP Festival Way Festival Park Stoke4)n-Trent Stafford5hire STI 5BB Inv¢strn¢nt Manager." Stonehage Fleming 6 St James's Square London SWIY4JU United Kingdom RegisteredlPrincipal Office.. bet365 House Media Way Stoke-on-Trent Staffordshire STI 5SZ Status.. Denise Coates Foundation is a company limited by guarantee. It Is a registered charity and govemed by the provisions of its Metnorandum and Articles of Association dated 24 Augusi 2012 a5 amended by special resolution on 30 Novemkr 2012 and 4 February 2016. Page I
Denise Coates Foundation REPORT OF THE TRUSTEES INCLUDING STRATEGIC REPORT The Tte¢S are pleased to pre5eni their report together with the fir)CIal ststements of the charitsble company Clhe Fow)dationJ for the peTiod ended 31 March 2024. This report also contsins a directors. report and strategic report as required by company law. PRtNCIPAL ACTIVITIES Th¢ principal adivity of the Foundaiion is the provision of funding to ¢IlI]eS that will use th¢ resour¢es to ¢nrich the lives of those they exisi to sUPrt. STRUCTURE. GOVERNANCE AND MANAGEFAEKr Govtrnittg dotum¢Dt Denise Coales Foundation is a company limited by guarantee and (trs noi have any share c4)itAI. It is a non-profit making org#nisation and registered charity govemed by its Mernordndum and Articles of Association dated 24 Au8USt 2012 as amendd by special resolution on 30 November 2012 and 4 February 2016. In the event of the cotnpany berng wound up members a rwuired to contribute an amount not ex¢¢¢din8 £10. Org#isatlonal stry¢tsre All decisions rEgarding management of the FiyJndation and the di5thbutitin of its funds are rnade by the Trustees. The Foundation h&8 no employtts and is not charged for the Trustees. time. However, the Foundation receives administrative support through a reld party. for which there is no charge. Appoinlm¢nt of Trns¢ees The skill set of the Board of Trustees is frequently reviewed and compared to ihe requirements of the Foundation to xhieve its objectives. WThere there are gaps the TTUStees Seek to make appropriate appointTnents of individu$ with th¢ required skills and experi¢n¢es by an open reuuitm¢nt pro¢e5S to fill any gaps. The Trustees are Satisfied with the cwreni skill s¢t of the board. Trnstee induetiOD and trAining All new Trustees att¢nd an inductioT] m¢eling with one of the existing TnLSt¢e4 observing how ¢h¢ Foundation's objectives ar¢ achieved. Trustees are briefed on their legal obligations under charity and company law. along with the processes and procedures of the Foundation. Training for the Trustees is regularly under review and identifies any development that needs to be addressed. Ea¢h year, th¢ appropriate training is supplied to keep the Board apprised of releTrrdnt changes in regulation. Should any additional specialised training be requ]red lor the exisiin& or any newly appointed Trustee5. then appropriate training 8rrangemenL8 will be put in place. Rel*ted parties The Foundation received donations from bet365 Group Limited ar¢d Hillstde (Media Services) Limited duTing the period. The Foundation also received administrdtive sUPPOrt. primarily a¢countan¢y suppor from Hillside (Shared Services 2018) Limited. Two of the Foundation's Tn&ees are Directors of Hillsid¢ {Media SeTvice5) Limited and Hillside {Shared S¢rvice$ 2018) Limited and three of the Truslee5 are DirectOTS of the ultimate holding ¢ompany. Ett365 Group Limited, which is under the control of Denise Coates CBE. Therefore, these entities are deemed to be related parties. Page 2
Denise Coates Foundation REPORT OF THE TRUSTEES tNCLtJDtNG STRATEGIC REPORT Tr¥stees' indemnity insuranc The Foundation holds trustee indemnity insurance. the c05t of this was £5,443 (2023: £5,184). Risk m•nagem¢nt The Trusrees acknowledge their responsibility for managing risk. They regularly review the risk managernent process adopted and amend prc¢eduTes as and wh¢n li is deemed nxessary. OBCTIVEs AND ACTIVITIES The objectives of the Foundation policies employed to *¢hievt tht objective5 The overall aims and objective5 of the t)enise Coates Foundation as set out in the governing document is to promole charitable PUTpose5 anywher¢ in the world for the public benefi( a5 are exclusively charitable PUTPOS¢S according io the laws ol England and Wales. and as the TruseS may in their absolute discretion detern)ine, in particular. but not exclusively. through the provision or assistance in the provision of facilities for the promotion of community participalion in healthy recreation. The tru5tee5 review the aim& objectives and activities of the Charity each year. This report looks at what the Charity has #chieved and the ouicornes of its work in the reporting period. The trustees report the succe55 of ¢ach key activity and the benefits the Charity has brought w ih05e gTOUPS of people that il is set up to help. The review also h¢lp$ the trustee5 ensure th¢ Ch¥rity'$ aims. objective5 and #¢tivitie5 remained focused ort its slated purposes. The ttustees have refeTred io the guidance contained in the Charity Commission's general guidance on public benefit when reviewing the Charity's aims and objectives and in planning its fijture activiiies. tn particular. the mL8iees consider how planned aciivilies will contribute io the aims and objectives thai have been set. Grant MakiDg Policy The Foundation identifies charities IoL711y. nationally or internationally (registered through UK charilies) thal it wishes to support and a150 w¢l¢omes application5. Contaet is made with these charities proactively, to dis¢uss any proJeCtprograMme5 that they are looking to undertake that the Foundation may be in a position 10 5UPPOrt. These ¢hariti¢s are then invited to present to the Foundation's Tmstees with a prop05al detsilin8 how a grant would be of us¢ to the charity and th¢ benefits that it would d¢liv¢r. Given that the Foundation's obj£ctive% are broa the Trustees will consider most grants that have a charitable Purpose bui particular consideration is given in ar of health and welfare, COTnmunity developTnenL medical research and development, education and tAining. arts and culture and dithsier recovery. The Trustees assess how each pn>posal aligns ¢0 the Foundation's objedives in order to detennine whether the grant is to be suitably awarded and consider5 iflwhat condition5 thould be attached to th¢ grants, in partitular but not exclusively to mulii-yrar grdnts. During the Financial Pertod £1 1.3rn (2023.. £1 l.Om) was eXpeded1¢0Mrnittc to ehariiable giving. Finaneial due diligence assessments of the potential recipienis are undertaken, evaluating Key Performance Indicators from the latest filed Statutory Accounts, to verify the financial position of the charity. Onc¢ grant ha5 beffl approvel a formal Grant Making A8reement is Sign by both parties documenting th¢ amount due. any ¢ondilions attached io the grdnL and the purpose the funds musi be used for. Procedures are in place to monitor bank accounts and rewncile all ttansactjon5 back to TTU5tee approved charitable grants and donations. This in¢ludes a review system to monitor grants and conditional grdnts are only continued if Set milestones and set Teview wndition5 ar¢ met. These are monitored in a¢¢ordanc¢ with the conditions set out in the grant a8reemeft which include reviewing progress reports and the financial position of the project. Page 3
Denise Coates Foundation REPORT OF THE TRUSTEES INCLUDtNG STRATEGIC REPORT Public Benefil The Trustees have referred to the guidance eontsined in the Chan"ty Commission's genernl guidance on public benefit when reviewing the Foundation's aims and objectives and plaTthing future activities. particular, the Trustees conslder how planned 3ctivitie5 will contribute to th¢ airn5 and obje¢live5 that have been set. The TTusiees believe that the Foundation meets the principles relating to charilies and public benefit d¢ribed trt the Charity Cornmission 8uidan¢¢ and that this Tte¢s. A[Ual Report demonstrates the Fowidation's contribution. Future Pl**s The Foundation plans to continue to approach charities and Yeview FK)tential proposal applÈcations for fimding and will continue to provide 8Tants and donations that meet th¢ Foundation's charitable objectives. Poge 4
Denise Coates Foundation REPORT OF TFtE TRUSTEES fNCLUDtNG STRATEGIC REPORT STRATEGIC REPORT Achievements and perfonn4n¢e During the Financial Period the Foundation committed to provide £1 1.3m (2023.. £1 l.Om) of grants and donations to support charitable activities locally. nationally and intemationally through UK gIs[ered ¢harities in line with the Foundation's swed principle purpose. . Examples of lW the Foundation's charitsble giving ha11] be used are provided below. Medical Research andDeveiopme The Foundaiion maintained its commitsnent to the Chronic Disease Research Fotmdation. an independent medical research charity. Two grants of £4.Im and £0. Im were made to 5Jnd a 5-year Ageing Research project and pilot projects. offering fellowships to approprie candidas whilst supporting PhD students and relatrd project grants. The Foundation also continued its support of a ILxal medical research charity. The donation helped the Institute to fund research projects. Healih and Welf(ye The Foundation continued to 5UPW)rt the th)uglas Macmillan H05pice. a Hospice providing servÈ¢e5 free of charge to adults, young adults and children living with a life-limiting illness in Stoke-on-TTent, North S¢affordshire and surn)unding villages. Two grants of £1.3m and £0.3m were ma(k to support the ¢ontinued integration of the Hospice with another local entity, the DOra Louise Trust. The grants also nded the annual cost of a new Wellbetng Progralnrne aimed * SUPFK)rtin8 palliative care re5kdents to find pea¢e, comfort and fulfilment. An additional grant of £l.Om was givet) to the Douglas Macmillan Hospice to support the launch of a Specialist Out of Hour5 H05pice Rapid Re5pon5e Service. The grdnt will a150 SUPPOrt th¢ expansion of Community Team for children and young adulrs covering Staffordshire and South Cheshtre 7 days a week. the expansion of Dementia Services io service more users" and the fitout of a Wellbeing Room providing a resrful space in the gardens of the children'$ hospice. A grant of £O.Im was provided to Th¢ Children's Hospital Charity. a chariry that supports Sheffield Children's Hospital, to nd specialist pmvisions the NHS does not cuentlY offer. The grant will cover the cosls of a bespoke garden for children and young people at the Hospital. The projeci aims completely trdnsfomi a centlY unusable area into a space that will capttire patients, needs, providing a calm and relaxing retreat. Edt4caiion and Training The Foundation continued its funding for bursary and scholarship schemes at three universities. Keele Uniyersity. Staffordshire University and the University of Sheffield each received £0.2m to fund butsary 5¢h¢mes for undergraduates from disadvantaged backwuftds. Hand in Hand. a UK registered charity raising funds io educ*e. mentor. traÉn and empower orphan¢d and vulnerabl¢ young people from E&8t Africa rxeived ¥ grant to suppiwt capitsl costs to fimd 4 compuler lab by Teplacing the curyent librdrylscience laboratory. Page 5
Denise Coates Foundation REPORT OF THE TRUSTEES tNCLUDtNG STRATEGIC REPORT Community DevelOPn1 Following on from previ( commitments. £0.7rn was granted to The Land Trust. The Land Trust is a charity that manages green open spaces on behalf of. and in partneTship Wit local communitie5. The grani was awarded a5 part of contintsed support for an on-gohng project at the Hassall Green Nature Reserve. The programme this year has focused on continuing Grttn Angels ttaining courses and developing more in-depth community engagement activiiies. The Midlands Air Amlwlance Charity receiv a grdnt of £0.5m io fvnd the remaining amount required to purchase a replacement air ambulance. The new air ambulance will ensure thai The Midlands Air Ambulance Charity can mainiain its helicopter-led setwice and continue saying lives throughout Staffordshire and the wider Midlands region. The Midlands Air Ambulance Charity filnds and operates three air ambulances and critical resporLse cars in the Midlands Tegion. A grant of £0.3m was given io The Zwlogical Society of London ("ZSL"). an intemational conservation charity working to $tore wildlife. io provide funding for essential equipmeni to support ZSL'S Wildlife Health Services programme. The grani helped ZSL io purchase essential items to enable them to continue d¢liveTing iheir world-leadirtg work. As in prevLOUS years. the New Vic Theatre. a producing theatre working in the community of Stoke-on- Trent and North Staffordshire. received £O.Im towards its award-winning Borderlines iniiiative. The scheme uses theatre to help people find new and posilive ways io undeTsrand themselve& their communities and their responsibilities. It challenges destructive.and anli-so¢ial behaviour, build5 self- awareness and self-worth develops positive 4ttitude5. The Foundalion provided a grant of £O.I m to Fareshare Midlands. an independent chority that s(Trurce5 and redistributes good quality. in-date, surplus food which would otherwise go to waste to 5UPPOrt families and individua15. The grant covered pital costs for the pw¢hase of 8 vans from Tesw's surplus van pool to in¢r¢a5e it5 current 'owned' fleet of vans. Edmund Rice Development, a charity ihat proactively SUPPOTts projects that tsckle the root causes of stn]cturnl power imbalances thai have historically disadvaniaged women. received a grant towards a three- year projeet. The project aims to conthlMJte io the soci(COnOMIC empowerment of 100 Vulnerable Women, Yourh and Oui-of-school Adolescent Girls by providing them with life skills through vocational skills training ai the Senan Kerrigan Vocational Centre. New Vic Appetite. a Creative People and Place5 programme working with a range of local and national artists and communities to deliver an expanding menu of artisiic projects to develop the appetite for the arts in Stoke-on-Trent. received a grant lo support its 'A Magical Middleport Winter, by funding the acquisition of two lar8e scale illumination insrallations. Culiure A grant of £1.2m was giveft io New Vic Theatre to provide support towards the capitsl costs of targeted environmental improvements. refurbishment of backstage dressing rooffts and facilitie5 and the upgrade and replacement of theatre lighting and sound tedOlogy. Page 6
Denise Coates Foundation REPORT OF THE TRUSTEES tNCLUDtNG STRATEGIC REPORT Prior period projert updales FioaA¢ial period 2019nO Leonard Cheshire Disability received a grnnt of £0.6m from the Foundation to support a three year implementsiion of Assistive Technologies at the Hill HO seryice in Sandbach. The project was recently extended. It CWTenily h&% an estimated projed completion date of 31 December 2024. Leonard Cheshire has successfvlly integrnted its inremally developd Assistive Tecllnology clinical pathways, assessmenl and delivery processes, &8 well as tiered supKx)rt and training programmes for both users and staff, into Hill House. The sensory room h&8 been updated and now has a much more age and ability appropriate range of equipment and ha5 been very well received by the users and has been in daily use since 2023. In total. 8 sites and 94 residents are now supportod by the Htll House AssIl¥t Technology hub. FinaoeiAI period 2021n2 Funds were provid to Owa V¢ntur¢s to Sup[ its prodU10n of Ainadamar. whi¢h told the story of playwright and poet. Federico Garcia Lorca and his friend and muse. Caulan actress Mar8arita Xirgu. Opera venr¢S informed the Foundation that the audience reach was 6.527. exceeding the proposed target by 912 people, thus delivering on its aim of increasing engagement with the arts. St John Ambulan¢e received a grdnt of £O.Im to fijnd the purthase of two new first aid vehicles. The new vehicles are based at the charl5 Rugeley hub, which provides support and first aid training to the residents of Staffordshire. Shrop5hire and Wolvethampton. A Community SupFrf)rt Unit and Ele¢tri¢ Supporf Car were purch&wJ in September 2022. In the year io September 2023. both vehicl¢s had covered over 17,000 miles, helping io deploy 1.614 of the 14.000 r]rsi aiders frotn those areas. and their equipment. to and from events. Fintteial period 2022n3 mothers2mother5 (n2m') was awarded a gTant of £l.Sm to fimd a 3-year programme to support the implementation of its 'Mentor Motherf, model which helps to suppon women. 8dolescent girls and children's health and wellbeing in Lilongwe District. Malawi. fkning m2m's 10-month worting wiod. the project achieved a total Teach of 73,470 clients (91Yr of the annual tsrget of 80.131). During the implem¢ntation period. 26 Menior Mother5 and 20 Adolescent Peer M¢n¢or5 were trained and deployed in five health facilities. A grant of £0.4m Provided io Prewent Breast Cancer to cover the cosi of the refurbishrnent of a Training Suite ai the Nightingale Centre at Wythenshawe Hospital. and Prevent Breast Canc¢r Research Unit. The new rraining suiie was completed in January 2024. Between 3LK)- 5(Y) train¢es and staff fri)m around the UK will benefit from the facility every year. with a medi¢al focus on breast can¢¢r pventiOn, diagnosis and treatmeni. Tate received a grant of £0.3m to fijnd the Ywdom-B(thtye exhibition at Tate Britain. Th¢ airn was to ¢nsure that a new generation of children and young people were ¢xtrf)sed to the artist's work, ¢nUraging conversations in the galleries around ideniity. race. community and creativity. As of January 2024. Tate Britain reached 26.034 visiiors. Page 7
Denise Coates Foundation REPORT OF THE TRUSTEES INCLUDtNG STRATEGIC REPORT Financial review A Staiement of the Finan¢ial A¢tivities of the Foundation is given on page 15. The total incoming resour¢es for the period were derived from interest and in¥¢stment retums of £13.3m (2023.. £7.9m) artd charitsble donations of £120.Om (2023.. £100.Om) resulting in tolal in¢orning r¢sour¢e5 of £133.3m (2023.. £107.9m) During the Financial Period £1 1.3m (223. £11.(tyn) was expendedlcommitted to charitsble giving. After allowing for governance costs of £0. I m (2023.. £0.Im). investment management ¢osts of £1.7m (2023.. £1.4m) and taking into account invesThent gain of £91.9m (202J.. losses of £33.3m). this resulted in net income for the period of £212.Im (2023= £62.2m) which when added to the fund5 brought fon¥ard gave rise to £942.3m (2023.. £730.2m) of ndS carried forward io the following Financial Period for applicaiion in pursuance of the charitable objectives of the Foundation. At the end of the Financial Period there were £IO.Im {2023: 5.2m) of outstanding unconditional commitments in relaiion io nine donationgrants cornmitted but nor made as at the Ststement of Financial Posilion date. In the view of the TnJee$. the ffijnds held at 31 March 2024 were available and adequate to fulfil its existing obligations. In respect of rton-financial key perforniance indicators. the Trnses monitor the level of grants issued each year againsi previous years. this is detsiled in note 3. During the year 20 (2023." 22) donation5 and grants were made to 15 Q023.. 17) inltU110n5. Dongtion On 26 M?h 2024 ihe Foundation received two donations totslling £120.Om rewyrted within the Financial Statements as Endowmeni Funds_ This sum will be held as an expendabl¢ endowment and held as a long- terni inv¢stmenL the rewm from which will be distributed to support charitkeslcharitable activities that align to the obje¢tives of the Foundion. As at the balance sheet date the £120.Om of donation5 received were held in an interest bearing current . account ahrad of the filnds being transferred to, and invested by. an Invlment management company with a long-stsnding tra¢k COrd of funds manag¢menl. Inv¢s¢ment pollty The Trustees, investhient policy is to rnaintain the real value of the Endowment Fund through a strategic balance of equity risk and fixed incorne return, consistent with its re5erve5 policy with anti¢ipated fvnds being transferred to Unrestri¢ted Funds. The expendable endowment funds are Tnanaged 05 a bal¢¢d "modernte" risk portfolio on a discretionary basis to achieve the Trustees. investment goals to maximise the portfolio's return within the constraints of the mandate granted by the Trustees. When identifying third party fund marvdgers, Stonehage Fleming ("SFIMI place importance upon ¢nvironrnental, Social and governance factors fESG'? as part of an extensive due diligeD¢e process. Th¢ rnanagers selected exhibit good 51ewaTdship prd¢tice5 and show awarene55 of ESG factors consistent with their investment appToach. SFIM's.commitment to rewarding goodpractice is re¢ognised in them being a SiatOry to the UK Siewardship Co(k and th¢tr affiliation with the UN Principles of Reswnsible Investment. ESG issues fom) a key assessment of the quality and culre of the business, managemenL Companies not actively addressing their ESG risks are less likely to generaie ffijture Sustsinable growth. There are also certain sectors thai are tegor7eallY excluded. namely, tobacco. arms manufacturetS 8nd coal miners, not only due to th¢ ham ¢aus¢d but also due io Uns7nabl¢ prosye¢ts. Page 8
Denise Coates Foundation REPORT OF THE TRUSTEES tNCLUDtNG STRATEGIC REPORT Investmtttt ptrforniDee As * 31 March 2024 the iot#l investh)eM portfolio stood at £830.Om net of nIed investtnent management charges (2023: £633.8m). £196.2m higher than at the end of the previous Financial Period. In the period a total of £98.Om was tr5frrred from cash 3t bank to the Endowrnent Fund part of the portfolio, and £4.5m was withdrawn from the Utw¢strt¢ted Funds part of ¢he portfolio to (d grdntldonation distribution. Taktng in-year transfer5 tolfrom the investrnent trfjrtfolio inlo account, over the Financial Period, the investrn¢nt portfolio has delivered an investhient gain of £102.7m, 14.4Y. (2023.. Loss of £26.8rn. 4.OYp). During the 5am¢ period. FfsE I(M) index increased 7.4(A4 FfsE 250 index increased 7.5fA S&P 500 index increased 32.3 As at 31 March 2024 the value of the Endowment Fund element of the investment portfolio wa5 £805.7m (2023.. £613.9m) net of acCd investment managemenl charges. Over the course of the Financial P¢riod the Endowrn¢nt Fund element of th¢ investment portfolio delivered a gain of £101.7m, 14.6Qh (2023.. Los$ of £27.1 m, 4.20/0). The UK annual inflation Tate. RPI. w&5 4.3Yo for March 2024. Reserves poliey The policy of ihe Trustees 15 to maintain the real value of the Endowment {including inflation). being the donations received io de of £851.7m (2023". £731.7m) plus inflation. but otheNise io distribute all of the Foundation's reali5ed IrQme and gains within the shortlmedium terni. considered to be 1-5 years. This po12cy should allow the F(yJndation to operate on an enduring basis without being dependent upon donations from any particular source. The TThMees have reviewed the reserves policy and have agreed that the level of reserves is assessed annually ID ord¢r to mitigate current and futur¢ risks as well as enabling Denise Coate5 Foundation to achieve its objectives. As at 31 March 2024, the aCttl reserves were £942.3m (2023. £730.2m). During the Period the Trustees. at their di5CTetil)n, decided to transfer a total of £10.5m (2023= £1 l.Om) from expendable Endowment Funds to Unreskncted Fund5 to further the Foundaiion's ability to provide donations that meet its charitabl¢ objective5. The level of Unrestriaed Fwjds at 31 MaTch 2024 was £16.5m (2023.. £16.3m) and thes¢ furmts are retsined at this level io allow the Trustees, at their discretion, to awaTd art appropriat¢ l¢v¢l of grants in line with the agrttd budgets set for the following financial period. Th¢ l¢v¢l o(Endowment Funds #t 31 March 2024 w&$ £925.8rn (2023.. £713.9m). As at 31 March 2024 th¢ level of Free Reserves, &% defined by the Charity Cornmis5ion, ar¢ its Unrtstricted Funds and amounted to £16.Sm (2023.. £16.3rn). The p)licy of the Tru51et5 IS to hold a level of Fre¢ Reserve5 that allows them to set appropriate budgets for the following financial period for grant making of £16.3m (2023." £16.Om) and governance costs. The Tntstees are satisfied with this level of Free Reserves artd il is their intention to distribute all Free Reserves through charitsble giving. Page 9
Denise Coates Foundation .REPORT OF THE TRUSTEES INCLUDING STRATEGIC REPORT PriTr¢ipAI risk8 Ind uncertain¢i¢s The principal risk faced by the Foundation is the erosim of the value of its lon8-tenn invéstment The TNst¢e5 satisfied that ihe investment managemenl company has sufficiently d¢monstratèd thai 1¢ has ie expertise 10 matu£¢ the investment of the Endoivfflenl Fund in arjarKe with ihe Tru$i¢es' requircrnents. In addition. the Truskcs arc provided with sufficient financial data lo enable them to a55¢SS the ongoing perfoiin8nee of the investment. Th¢ Trustees keep th¢ investment manpgement company's perfonnance underongoing rtview. STA TEMENT AS TO DISCLOSURE OF tNFOIiMATION TO AUDITORS The directors who were in offK¢.on the date of aPPVal of these financial ststements have confirmed. as for as they are awar4 that there is no leVant audit infomiotion of whieh the charitable company'5 auditors are Linawa¥e. Each of thc diTXtor5 have confimied that they hav¢ tsken all steps that they ought to liave taken as director5 in order to make theinselves aware of any relevanl audit inforn)aiion and establish ihat it has then been communicaled to tIK adIr. AUDITOR RSM UK Audbt LLP. Cbartettd ACTrNts. were appointed auditors by the ¢ompMny on 2 SePtnber 2013. PULiant to section 487 of Ilie Companies Act 2006, the alliOrS will deemed w be re-appointed and therefore RSM UK Alt LLP will contin1 itl office. The RePt of ilx Trustees and Stregic Report were approved by the Trnstees and signed on their beiialf by.. Denise Coates CBE Trustee and Dircctor 20 b&c£rtsX' 2024 Pa8e 10
Denise Coates Foundation STATEMENT OF TRUSTEES. RESPONSIBILrrtES The Tru51¢es (who are also director5 of Denise Coates Foundation for the PUTPQSes of tomp8ny law) ar¢ responsible for preparing the Report of the Truse$ including the Strategic Report and Directors, R¢port and the financixl statements in accordan¢e with applicable law and United Kingdom Accouniing Standards . including Financial Repk)rting Standard 102.. The Financial Reporting Standard applicable in the UK and Republic of Ireland (Uniioj Kingdom Generdlly Accepted Accounting Prnciice). Company law requires the Tnjstees to prepare financial statements for each financial period which give a true and fair view of the stste of affairs of the charithble cornpany and of ihe income and expenditure. of the charitable company for that period. In preparing these financial stateTnents the Tnjsiees ar¢ required to.. seleet suitsble aountIng plicies and then apply them consistenily" ob5¢rY¢ th¢ methods and prin¢iples in the Charities SORP. make judg¢menis and accounting estimates that are Teasonabk and prudenL state whether applicable UK Accounting Standards have been followe subject to any material deparnires disclosed and explained in the fthanci ststements. and prepare the flnancial statements on the going concem basis unless it IS Lrtappropriate to presume that the charitable Company will continue in busine5S. The Trusrees are responsbl le for maintsining proper accounting records which disclose with reasonable accuracy at any time ihe fmancial position of ihe charitable comwdny and io enable rhem io ensure thai the financial statements Comply with the Companies Act 2(NJ6. They are also responsible for safeguarding the assds of the charitable company and hence for tsking reasonable epS for the preveniion and deiection of fraud and other irregularities. Page 11
tNDEPENDENT AUDITOR'S IiEPORT TO THE MEMBERS OF DENISE COATES FOUNDATION OpiDiOII We have audited the financial statements of Denise Coates Foundation (the 'charithble company.) for the period ended 31 March 2024 which comprise the Ststemenr of Financial Activities (including Income and Expenditure Account), the Ststement of Financial Posltion. the Statement of Cash Flows and no(es lo the rmancial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation 15 applicable law and United Kingdom Accounting Stsndards. including FRS 102 "The Financial Reporting Stsndard applicable in the UK and Republic of Ireland" (Uniied Kingdom Generally Accepted Accounting PAetice). In our opini¢)n the financial 5taiements'. give a true and fair view of the state of the charitsble company's affairs 18 * 31 March 2024 and of ils incoming resources and application of reUrCeS. irtluding its income and expendibjre, for the period then ended. have been properly preped in accordance with United Kingdom Generdlly Accepied Accounting PractLe¢; and have been prepared in accordance with the requirements of the Companies Act 26. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAS (UK)) and applicable law. Our resp)nsibililies under those stsndards are turther described in the Auditor's re5ponsibs1ities for the audit of the financial statements seciion of our report. We are independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statemerLt5 ifl the UK. including the FRC'S Ethi¢al Standard and we hav¢ fvlfilled our other ethical responsibilities in accordance wilh these requirements. We believ¢ that ihe audit ¢Yidence we have obtsined is sufficieni and appropriate io provide a basis for our opinion. Cotsclusions lating to going ¢on¢ern In auditing the fancial statements. we have cryKluded that the Tntstees. use of the going concern basrs of accounting in the preparation of the financial ststemthis is appropriate. Bued on the work we have perfomied. we have not identifirAJ any material uncertainties relating to event5 or conditions that, individually or colleclively, may c&st 5ignifi¢ant doubt on the charitable cornpany's ability to continue as a going concern for a period of at least twelve rtaonths frorn when th¢ fmancial ststements are authori5ed for issue. Our responsibilities and the responsibilitics of the TrUrts Wtth respect to going concern are described in the relevant 5¢Ctions of this report. Other infomatio The other infomation comprises the infomiation included in the Annual Report oiher than the financial 5tsterneniS and our auditor's rqK>rt thereon. The Ttee5 are responsible for the other infomiation contained within the Annual RerA)rt. Our opinion on the financial statements does not cover the oiher information and. except to the extent erwISe explicitly slated in our reporL we do not express any fonn of assurance conclusion thereon. Our responsibility is to read the other infonnalion an(L in doing 50. ¢onsider whether the other infonnation is materially inconsistent with the financial statements or our knowledge obtained Én the course of the audil or othenvise appears to Ix materially misststed. If we identify such material incon5lStencies or appareni material misstatements. we are required to deterniine whether this give5 rise to a material misstatement in the financial statements themselves. If. b&5¢d on the work we have perfonned. we conclude that th¢r¢ is material misstatement of thi5 other information. we are required to report that facL We have nothing io re4JOrt in this re8ard. Page 12
rNDEPENDEKf AUDITOR'S REPORT TO THE MEMBERS OF DENISE COATES FOLfNDATION (continued) Opinions other mtttrs prescribed by the Compnies Act 2006 In our opinion, based on the work undertaken in the course of the audit.. the information given in th¢ R¢port of the Trustees. which include5 the Dir¢¢tor5' Report and the Strategic Report prepaTed for the purpose5 of eornpany law, for the financial year for which the financial stsiements are prepared is consistenl with the financial statements. and the DirectOT5' ReFrfJrt and the Stsategic Report included within the Report of the TSt¢t$ have been prepared in arce with applicable legal requirements. Mtters OD which we are reqIred to r¢port by exetptiott In the light of the knowledge and understanding of the charitsble company and its environment obtsined in th¢ course of the audit. we have not identified rnaterial rni5Statements in the Directots. Report or the Strdtegie Report included within the Report of the Te¢s. We have nothing to report in respect of th¢ following matters where the Companies Act 2006 requires us to report lo you if, in tyjr opinion.. adequate awowjting records have been kepL or rett5 ado4Uate for our audit have not been received from bran¢h¢s not Vl51ted by us. or the flnancial statements Hre not in agreement with the accounting records and return5" or certain disclosures of Tntee5, remuneration sFrtifi¢d by law ate not made" or we have not reeeived all the inforn)ion and explanations we requir¢ for our 8J1t. Responsibilities of Trnstees As explained more fvlly in the Statement of Trustees, resp)nsibilittes Set out on page I I, the Trustees (who are also the dir¢ctors of the ¢hariiable company for the puws of company law) ar¢ responsible for the preparation of th¢ financia] statements and for being satisfied that th¢y give a true and fair view, and for such intemal ¢ontrol a5 the Trusiees deiem)ine is necessary w enable the preparntion of financial statements that are fr¢¢ froTn material misstaiemeni. whether due to fraud or error. In preparing the financial statements, the Ttte5 are re5pon5ible for asstssing the charitsble company's ability to continue as a going cortcem. disclosing. a5 applicabl¢. matters related io going concern and using the going concern b&sis of accounting unless the Tnte¢S either intend to liquidate the chariiable company or to se 0tions. or have no realistic altemative but to do so. Auditor's r¢5ponsibilities for the udit of the fiTran¢ial stst¢m¢nts Our objectives are to obtain reasonable assurance about whether the financial ststements as a whol¢ are free from materi#l missiateTnent, wheiher due to fraud or error. and io i55ue an auditor's report that includes our opinion. Reasonable uranCe is a high level of assurance. but Is not a guardntee that an audit Conducted in accordance with ISAS (UK) will always detect a material Tni$5tst¢m¢nt when it exists. Misstatements can aris¢ from fraud or error and are considerol material if. individually or in the aggregate, they could reasonably be expe¢t¢d to inflUer¢ the economic decisions of lr$ taken on the basi5 of these financial ststements. The tytent lo which tbe audit ws to*sidered capable ofdetecting irregMJariti¢s, 10cldIng fraud l)Tegularities are instances of non-¢ompliance with laws and regulations. The obje¢tiYe5 of our audit are lo obtsin sufficient appropriate audit evid¢nce regarding compliance with laws and regulations that have a direci effecl on ihe deternination of rnaterial amounts and disclosures in the financial ststements, to perforrtj audit procedures to help identtfy instsnces of non-compliance with other laws and regulations that Tnay have a material tffect on the financial slatementy and to resPO[ appropriately to identified or 5USP¢Cted non-compliance with laws and regulaiions identified during the audit. In relation to hud, the objeciives of our audit are to idenlify and asse55 the risk of material misstaiement of the financial ststements due to fraud, to obtsin sufficient appropriale audit eviden regarding the assessed risks of material mis5tst¢ment due to fraud through desLgnLng and implementing appropriate responses and to respond appropriately to fraud or suspecied fraud ideniified during the audit. Page 13
tNDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DENISE COATES FOLfNDATION (continued) However, it is the primary responsibility of Mare[nen( with the oversight of those charged with govemanee, to ensure thai the entity's operations are conducted in accordance with the provisions of laws and regulations and for the preverttion and detection of fraud. tn identifying and aws5ing risks of material misstatement in respect of iTTegulariti4 including fraud. the audit engagement tram.. obtained an understanding of the nature of the seaor. including the legal and regulatory frameworks that the Charitsble company operates in #nd how the Charitable company is complying with the legal and regulatory frameworks. inquired of management, and those tharged wtth governance. abwt their own idenlification and assessment of the risks of irregularities, inclLwJing any known actual. suspected or alleged instances of fraud. discussed matters about non-complÉance with laws arwj regulations and how fraud might occur including assessment of how and where the finala1 statements may be susceptible to fraud. As a result of these procedures we consider the most signifi¢ant laws 8nd regulations that have a direct impad on the financial statements are FRS 102. Charities SORP IFRS 102), Companies Act 2006. Charities Act 2011 and the charitable company's governing documenl. We perfortned audit procedures to detect non-compliances which may have a material impact on the fiDan¢ial statements which included reviewing the fmancial statements including the Report of the Trnsttts, and remaining alert to new or unusual transadions which may not be in accordance with the governing documents. Th¢ audit engagement team identified the risk of management override of controls the area where the financial stslements were most susceptible to material misststem¢nt du¢ to fraud. Audit procvjureg performed in¢luded bul were not limited to tIng manual journal entries and other adjustsnents. evaluating the business rationale in relation lo any SignifinL unusual trdnsactions and transactions tered into outside the nomial course of business and Challenging judgments and estimates. A fijrther description of our responsibilities for the audit of the financial smements is located on the Financial Reporting Council's website at h ..Ilwww.frc.or .uklauditorsre5 onsibilitics. This description forms part of our auditor's reporL Use ofothrreport This rert is made solely to the charitsble company's rngrnber& #s # body. in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work ha5 been undertaken $0 that we might state io the charitable company's members those matters we are required to stste to them in an auditor's report and for no othcr purpose. To the fvllest exrent pernitted by law. we do not accept or assume responsibility to anyone other than the charitable company and the ¢hari¢able ¢oMpY'S rnetnber5 #s a body. for our audit work, for thAs report. or for the opinions we hav¢ foTmvJ. gnGer-r4Y AKNA SPENCER-GPAY {Senior Statlltory Adir) For and on behr of RSM UK AUDIT LLP, &atutory Auditsr Chartered Accountants Festival Way F¢5tiv31 PaTk Stoke.on-Trent Siaffordshire STI 5BB Page 14
Denise Coates Foundation STATEMENT OF FINANCIAL ACTIVITtES (tNCLUDtNG tNCOME AND EXPENDITURE ACCOLfND for the 53 weeks ended 31 March 2024 Note Endowment Unrestricted Fund Funds Tt)t#l Funds 53 week Period thded 31 M*rth 2024 Total Funds 52 week Period ended 26 March 2023 £000 rNCOME AND ENDOWMENTS: Donations- Gift of expendable erKlowment Investment incom¢ 120,Cq)O 12.191 120,( 13397 100.(MK> 7.917 1.106 TOTAL tNCOME 132.191 133.297 107.917 EXPENDITURE Raising funds. Investment rnanagement costs Charitsble activities 1.670 1,670 IlJ70 1.369 11,074 11.370 TOTAL EXPENDITURE (1,670) (11.370) (13,040) (12,443) NET NCOMEI(EXPENDITURE) BEFORE GAtNS ON INVESTMENTS 130,521 (10264) 120257 95.474 Nei gains/(losses) on investtnent assets 91.873 91.87J (33.270) NET fNCOMEI(EXPENDITURE) 222J94 (10.264) 212.130 62204 TRANSFERS Gross trdnsfrrs betwttn fid5 (10.514) 10.514 NET MOVEMENTS IN FUNDS 211,880 250 212.130 62204 Reconciliolion offynds Totsl fijnds brought fonvard 713.913 16.250 730.163 667.959 TOTAL FUNDS CAtitUED FOR WARD 925.793 16.51X) 942293 730.163 All ineome and expenditure derive from continuing activities. Page 15
Denise Coates Foundation STATEMENT OF FfNANCIAL POSITION At 31 March 2024 NcAe 2024 2023 £00 £000 £(wo £000 FIXED Ass&rs Invesrinents 830.428 634.115 CURRBNT ASSETS Debtors: Amounts fallii)g due within one year Cash al bank and Én hd 142 122J07 40 101.649 TUTAL CUKReNT ASSETS J2L449 101,689 CREDITORS.. Amounts falling due within one year (5,628) (2.J56) NBT CURRwf ASSETS 116,82J 99,333 TOTAL ASSETS LESS CURRENT LIABILITIES 947.249 733.448 CREDITORS: Amounts falling due after olle year (4,956) {3,285) TOTAL NEf ASSETS 942.293 730,163 THE FUNDS OF THE FOUNDA TION UNKESTRICTED FUNDS Generai funds 12 Iwo 16250 ENDOWMENT FUND 12 92S793 713.913 TOTAL FOUNDA TION FUNDS 12 942293 730.163 The financial 5talements on pages l % trj 32 weTe aNYoveiJ by the knard and authorised ftsr issue on IJLLÉ 2024 and were si8ncd or] its behalf by: Deoi5e C04tes CBK Trtee and Director Company ReEiSITation ND. 08191619 Registernj Charity No. 1149110 Page 16
Denise Coates Foundation STATEMENT OF CASH FLOWS for the 53 weeks ended 31 March 2024 Note 31 Ma 21124 £0 26 March 2023 £000 NET CASH PROVIDED B YIIUSED ) OPERA TtNG ACTIVITIES 13 3937 (1.935) CASH FLOWS FROM tNVESTtNG ACTIVITIES Expendable endowment invested Transftr from investment Interest recrived (98,(M)O) (95,000) 8,000 41 735 Nei cash used in investing activities (91765) (86.959) CASH FLOW FROM FtNANCtNG ACTIVITIES Gift of expendable endowThent Endowment conversion 120.OIXI (IOJ14) i 00,000 (10.998) Net cash provided by financing activities 109.486 89,002 CHANGE tN CASH ANDCASH EQUtV ALENTS IN THE PERIOD 20,658 108 Cash and cash equivalents at the beginning of the period 101.649 101.541 Total cash and cash equivalents the end of the period 122J07 101,649 In 2024 cash held on the balance sheet included £120.Om (2023.. £l_0m) related to cash held prior to being transferred to the endowment investments. Poge 17
Denise Coates Foundation ACCOUNTfNG POLICIES The f()IIowiDg accovnting policies hv¢ been applivj con5iSlently in (kaling with items which #r¢ considered material in relion to the Foundation'5 financial statements. LEGAL STATUS OF THE FoifNDATION The Foundation is a private company limited by guaTantee. registered in England and Wale& and has no share capital. In the event of the Foundation being wound up. the liability in resFeCt of the guarantee is limited to £10 per member of the Foundation. The Foundation's address is bet365 House, Media Way, Stoke-on-Tr¢nt. STI 5SZ. BASIS OF PREPARATION The financial statements have teen prepared in accordance with Accounting and Reporting by Charities.. Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Rew)rting Stsndard applicable in the UK and Republic of Ireland (FRS 102) (effective I January 2019)- (Charities SORP (FRS 102)). the Financial Reporting Stsndard applicable in the UK and Republic of Ireland IFRS 102) and the Companies Aci 2. The Foundation meets the defmition of a public benefii entity under FRS 102. Assets and liabilities are initially recognised at historica] cost or transaction value unless otherwise Sed in th¢ relevant accounting policy note5. FLfNCTIONAL AND PRESENTATIONAL CURRENCIES The financial ststements are presented in Sterling which is also the fimctional curren of the Fowidation. Mon¢tary 3inounts in these fin8ncial thtements are rounded to the nearest whole £1,000 except wher¢ otherwi5¢ indicated. fjOfj CONCERN To ensure the Foundion can operate on an enduring basis the Ttustees have a p)IKy to maintain the real value of the Endowment received to date and to distribuie from the realised gains in tUre periods. The Trustees believe there are adequate resources which will enable the FoUndlOn to meet its liabilities as they fall due for at least 12 months from the dare of signing_ For this reason. the TnteeS have adopted the going concern basis in preparing the financial statements. ACcoUrG CONVEKfioN The financial statements have been prepared under the historieal Cost aceounting rules ex¢¢pt for the valuation of investments and are in accoTdance with applicable accounting standards. rNCOME RECOGNITION All income is recognised once the Foundation has entitlement to the income. it is probable that the income will be rec¢ived and the amouffj of in¢orne receivable be measured reliabty. Donation5 are recolS¢d when the Foundion h&5 bEen notified in writing of EA)th the amount and s¢ttl¢mertt dale and th¢ donation h&8 been rx¢ived. Interest on funds held on dewjsits is included when receivable and the amount ean be measured reliably by the Foundation. this is norrnally upon notification of the interest paid or payable by the bank. Dividends ar¢ recognised once th¢ dividend has been declared and notification has teen received of the dividend due. thi5 is nortnally UPOD notification by our investtnent advisor of the dividend yield of the inve5tm¢nt portfolio. Notional interest representing the current returns on bank deposits is allocated to the unrestricted nd& representing the unrestricted element of investments held in the investrnent fund. Page 18
Denise Coates Foundation ACCOUNTfNG POLICIES EXPENDITURE RECOGNITtON Liabilitie5 are recognised as expendittwe as s(¥)n as there is a legal or consts¢tive obligation committing the Foundation to that expenditur¢ it is prc4)able that settiement will be wuired and the amount of the obli8aiion ¢an be msured reliably. All expenditure is accounted for on an accruals basis and includes attributable VAT which cannot be recovered. Expendifure has been cl&8sified under apFYopria headiftg. Govemance costs are ihose costs associated with the gowemance arrangements of the Foutthtion which relate to its general nnning. These include audit. ins4mce cosrs. and legal advice for TNstees and costs associated with constittltional and • rniuirements such * the costs of Tnet meetings and preparing the staNiory financial statements. All costs are allo¢ed between the expend¢DJrt categories of the stsiement of financ5al activities (SOFA) on a basis desi to reflect the use of the resourtt. Costs relating to a particular aciivity are allocated directly. GRANTS Grants payable are made by the Foundation based on formal applications and presentation5 to the Tnjstees. Single or multi-year grants are accounted for when the recipient ha5 a reasonable expectation that they will receiv¢ a grant. Grant award5 that are subject the recipient lfilling performance conditions are only accrued when the rrfipient has been Dthified of th¢ grant and any remain8 unfulfilled condition atth¢d to that ant has been 5atisfi¢d. tX)NATIONS D(Trnations are payments made in the PEfiLwJ to third partKs i1 ini¢iwJ by the Tntee5 and are solely at th¢ discretion of the Tn[ees. Donations are not bd on any ftimal application or set process. Donations are made ro instilulions by the TrteS Whe the F(wJndation considEf5 it is in fitttheranee of the Foundaiion's objectives. FUND STRucfuRE Unrestriciedfund5 Genernl accurnulated funds are unrestricted fvnds available to ihe Foundation for its general purposes and include from time-to-ttme fvnds desiated by the Foundation for kmrticular purposes, the use of any such d¢signated fijnds remaining at all time5 at the discretion of ihe Tte¢s. Erpendable endowmentfvth The Foundation has an txpendable endowment fimd which comprises of gift5 from ctrtain corporate member5 of the bet365 Group. The income and capital of this endowrnent can be used by the Truslees lo finance their planned strategy of ¢haritable grants. in a¢¢ordxnce with th¢ Foundation'5 objectiv¢s. GROSS TRANSFER The Foundation has a policy with regard to transferring the total reDmis on the expendable endowrnent nd in each perio¢L less the UK annual inflation rate, RPI. io the unrestrbcted however the Trustee5 may. at their discretion. tyansfer an amouni higher or lower than the retums on the expendable endowrnen( if they feel it is appropriate. This policy is maintsinol to secure the long-tem) capital base of the expendable endowment fund and io support grant giving. TAXATION As a regisiered charity the Foundation is exemw from liability to eoriKITation lax on its incorne frotn charitsble activities and capital gains and rKTr provision for taxation is therefore made. Page 19
Denise Coates Foundation ACCOLfNTtNG POLICIES rNVESTNENTS Inv¢sttn¢niS which fonn a basic finala1 insth]m¢nt are initially recognis¢d 41 their tr4nsa¢tion value and subsequently measured at their fair vu¢ at the balance shed date as follows.. Unlisted srfurities comprise bonds. pooled inVeSent vehicles and managed fvnds that are not trnded but have published prices. These have ten valued usin8 the closing published price. Listed securities comprise equities. bonds. pooled investsnent vehicles. and managed funds that are trdded. These have en valued using the closing bid market price. Other investments comprise other funds and alternative strdtegy investments. These have been valued using either closing bid market prices, published price5 wher¢ they exist, or a valuatiort technique. Investm¢nts have been split in¢0 thrte eategories. Level I unlisted and lisied securities. and other invcstm¢nts wh¢ff the fair value is based on quot¢d prices in an a¢live markel. Level 2 - unlisted private equity inv¢5tsnents. where the fair value is based on obs¢rY•ble inputs from ¢ompar4ble market dats. o Level 3 unlisted private equity investments, where the fatr value is based on other valuation t¢¢hn]qLS. in the absenc¢ of quoted prices or observable inputs frorn market dats. Gain5 and Losses are taken to the Statement of Financial Activities as they arise. Realised gains and105s¢5 on investrnents are Calculated as the difference lthveen sale pr(Keeds and open5n8 market value. Unrealised 8ain5 and losses are calculated as the difference b¢tween the rnarket value at the period end and opening market Yalue (or purch&se date if later). Realised and unrealised gains and losses are not s¢pJfdted in the Ststement of Fitwicial Activities. The main form of financial risk faced by the Foundation is that of volatility in equity markets and investmenl markets due io wider economic conditions, th¢ attittlde of inveAors io investmeni risk. and changes in s¢ntiTnent conceming equilies. FINANCIAL tNSTRUMENTS The Foundaiion only has financial assets and financial liabilities of a kind that qualify as basic fitw)cial instruments. Basic financial insttuments are initially reco8Aised at transaciion value and subsequently measured at their settlement value. Cask ai bank and in hand Cash at bank and cash in twid includes cash and short terni highly liquid investsnents with a short matrjrity of three months or less from the dale of aquisition or opening of the deposit or similar account. Crediiors andprovisiofrts Creditors and provksions are recognised Whe the Foundation has a present obligation resulting froin a past event that will probably result rn ihe transfer of nits to a third party and the amount due to settle the obligation can be me&%uTed or estimated reliably. CreditOTS and provisions are nornially recognised at their settlement amount. CONTtNGENT GIiAKf COMMITMENTS A contingent commitment is identified and disclosed for those 8rwts resulting from.. a possible obligation which will only be confirnjed by ihe ocoJrrerKe of one or more uncertain fikture events not wholly within the Ttusttts. control- or a present obligation following 8 grant offer where settlement is either not considered probabl¢- or the amount has not been communiced in th¢ gr4nt offer and ihat amount cannot be estirnated reliably. Page 20
Denise Coates Foundation ACCOUNTtNG POLICIES CRtTICAL ACCOUNTfNG ESTIMATES AND AREAS OF JU[EMENT Estimates and judgements are continually evaluated and are based on histori1 experience other factors. ineluding eXtionS of fuDJre events thai are llieYed io be reasonable under the circumstances. Critical accounting esiimales &Thlas5umplions The Foundation makes estitnates and assumptions corKerning the future. The resulting accounting ¢Slimaies and assumptions will, by deflnition. seldom ¢qu#l th¢ related a¢al results. There ar¢ no esiimatrs and umptIonS thai have a significant risk of CaSIng a merial adjusmient to the earying amounts of assets and liabÈlities within the nexi financial periiKI. Crilicol oreas ofiudgement Th¢ Trusle¢s deem the key area of judg¢ment in the financial ststements to be the recognition of grant Otnmitments. For each grant awarded by the Tntsiees, which has not been paid in the period, the TTUStees onsider the staws of the award of the grdni the condiiions attaching to the grdnt and whdher there is reasonable certainty the grant will be paid. Once evaluated the grant will be accrued OT disc105ed as required to meel the r¢quirements of Financial Reporting Stsndard5 and the chltieS SORP. Pagé21
Denise Coates Foundation NOTES TO THE FtNANCtAL STATEMENTS for the 53 weeks ended 31 March 2024 rNCOMING RESOURCES Expendable en&Mment The Foundation rtLeived donations during the wiod from bet365 Group Limited of £35.Om and Hillside (Media Services) Limited of £85.Om totalling £120.Om (2023.. £1(M).Om) allocat&l to expendable endowment fiuvJ& 2 tNVESTMENT CoME Endowment filnd u[Stricted fund £0 Total 2024 2024 Managed inv&tsnents.' Dividends and inteTest- list Dividends and intrTest- unli#ed Interest on cath Bar interest on cash &posilS 4,735 4.991 .774 691 417 440 156 93 5,152 S.431 1,93(1 12,191 1.106 13.297 Endowment fund £0 Unrestricled Tothl 2023 2023 £000 Managed inv¢5trn¢nts: Dividends and interest- listed Dividends and inter¢st- unlisted Interest on ¢85h Bank interesi on cath 3.526 3.650 366 49 3.670 3.799 381 67 149 15 18 7.591 326 7,917 Page 22
Denise Coates Foundation NOTES TO THE FtNANCtAL sTATEME[s for the 53 weeks ended 31 March 2024 3 RESOURCES EXPENDED. UNRESTRicfED 2024 AND 2023 The Foundation undertakes its CIlIable xtivities through grant making and awarded grdnts to a number of institutions in furth¢¢ of its tharithble activities.. Totsl Tota] Period eDd¢d PeTiod ended 31 Mah 26 March 2024 2023 £000 Support costs fijnding Charitable activity- donations - grants - governance costs 25 11279 25 11.279 275 10.719 80 IIJ04 I lJ70 11,074 During the period donions have been made to charities covering the following key areas of activity: To¢1 Toial Period ended Per50d ended 31 March 26 March 2024 2023 £000 £000 Medical RewArch and Dev¢loprnent Disaster R¢covery 25 25 250 25 275 Grants made during the period between institutions aye as follows.. Total Total Period ended Period endrAI 31 Mar¢b 26 March 2024 2023 £000 £000 Medical Research and Development Health and Welfare Communiry Development Education and Trnining Arts and Culbjre 4.177 2580 1.759 1,601 1.162 580 3.856 331 3.191 2.761 11.279 10.719 Page 23
Denise Coates Foundation NOTES TO THE FtNANCtAL STATEMENTS for the 53 weeks ended 31 March 2024 3 RESOURCES EXPENDED: UNRESTRtcfED 2024 AND 2023 (CONTtNUED) Recipients of inslitytional grJnl(s).' Fund¢d Activity Noof grant5 Total £000 Chronic Disease Research Fund the resourcc for Ageing Resc8rch 5 year Foundatio project and suptxjrt activities relatrd to the 5tsdy of the Microbiome and ageing. 4.177 Dougl&% Macmillan H05pice To supwrt the launch of a Speci1$1 Out of Hour5 Rapid iie5ponse Service. expgnsion of Community Team for children and young adults. expansion of Demenlia Services and the construction and fli oui of a Wellbeing Room at the Children's Hospice. Also two other grants were w supw>rt th¢ third year of integrdtion of The tknna Louise Trusi inio the Dougl Macmillan Hospice znd contyibui¢ WardS the annual cost of a new wellbeing programme. 2.53J New Vic Theatre Provide sUprt wardS the capitsl. $ts to refurbish three key areas baeksta8t. io support lh¢ Borderlines SeThi¢e and fund th¢ New Vic Appeiitr programme instailatkon of Thvo large illuminations io $p[K)rt "A Middl¢wr Winter" evenL 1399 Stonyhur5t Foundation SupFQrt the Stonyhursi Foundation's fundins lo isi the development of its bursary programrne and a$lated education and welfare support at s10nyhur College. which provides fundins to young people that may not ordinarily be able to attend school due w ihe cost of attendance. Thc Land Trust Continue 5UPFrt with Green Ange15 training OUT5es * Hassall Green N3re Reserve site and develop rnore in-depth community enga8emtnt activities over a five year pro8fdmme. 698 Midlands Air Ambulance Fund the remaining amount for the purch of a Charity new replacement air ambulance. The Zl081Ca] Society of Provide fundin8 purcha5t essential equipmtnt London 5UPPOrt ZSL'S wildlife health service5 programme. 323 10,630 There were a further 7 institutions who benefitted grants w aid their rharithble a¢tiviiies aod which at¢ aligned to the Foundation's chari¢able objectives. 649 11379 Page 24
Denise Coates Foundation NOTES TO THE FINANCIAL STATEMENTS for the 53 weeks ended 31 March 2024 RESOURCES EXPENDED: UNRESTRtCtED 2024 AND 2ff23 (CONrtNUED) Coryarison loprEvio¥sye4r During the Financial Year 26 March 2023. the Foundation ¢omrnitt¢d to provide £1 l.om of gTants to 15 stitutions supporting 22 rauses to support charitable activities Iijcally, nationally and internationally through UK registffed charities. Further de¢ai15 of prior year grdnl making activity can k found in Anatysis ofz0vernoco5ts Unreslncledfundf Total 2024 £000 Totsl 2023 £000 Audir fte5 Leg21 and professional Insurance 4S 16 33 42 66 80 NET fNCOMfNG RESOURCES FOR THE PERIOD Nel in¢omin8 resources are aTrivrJJ * afttt charging the followirtg.. 2024 £(KJO 2023 3£000 Auditor'5 remw)eration= Audit 5ervi¢es Non audit servi¢e5= Taxation services 45 33 STAFF NUMBERS, STAFF COSTS AND KEY MANAGEMENT PERSONNELRUsTEEs. EXPENSES AND REMUNERATION Th¢ Foundation did not have any 5tsff llj situ and th¢ Tntstee4 who are also considered to be the kty m#nagemertt pwnnel, re£¢ive41 no remuneratth OT ¢xpenses during the penod. Page 25
Denise Coates Foundation NOTES TO THE FtNANCIAL STA TEMENTS for the 53 weeks ended 31 March 2024 6 FIXED ASSET fNVESTMENTS . UnliAed Securilies LIed Securities Cash Totsl investtnents £000 . Market volue At £gInning of period 296.479 248,385 11,609 77,642 634,115 Transfer from cash balances 93,500 1242.099) 93,5110 Additions to investments at eost 23.950 180249 37,900 Disposals ai carying ¥Alue Investment income {37.528) (79.472) 139,819 (22,819) 5.152 3.508 1,591 2.263 12.$14 Reali5ed and unrealised gains during the period 24.725 53.372 10,359 3.417 91,873 Expenses (see below. (1,574) {lJ74) At end of 312.778 406,042 13205 98,403 830.428 Any expense5 incurred in the athninistration or protecti¢)n of endowment investrjents are charged to capital. An amount of £0.4m {2023: £0.4m) is included in atcruals to cover unpaid f¢¢s r¢lating ¢0 2024. The reali5eddnd unreolisedgains andlosses ddailedalx)ve can be aMfyseda5follows.' 2024 2023 £000 Uftrealised gain(lOS£es) on tnvesttnenrs. Realised gainO(losses) on inyestsnents Realised gain5 on currency and money markets 91.828 45 (25,827) (7.486) 43 91m3 (33270) The main risk to the Foundation. from financial insirumeTJts. lies in the combination of uncertain investment markets and volaiility in yield. The Foundatron manages iftvesthieftt risk by retainrng expert &dvisots and operating inyesthient policy that provides for a high degree of diversifjcation of holdings within investment asset classes. Poge 26
Denise Coates Foundation NOTES TO THE FtNANCtAL STATEMENTS for the 53 week5 ¢nd¢d 31 March 2024 FIXED ASSET INVESTMENTS (CONTINUED) 2024 2023 £000 Level I Unlisted Securities Listed Securities Other Investtnents 312.778 406.042 57.426 296,478 248,385 53.843 Level 2 Unlisted Securities Listed Securities OtheT Investhients Level 3 Unlisted Securities Li*ed Securiiies Other Investhients 40.976 23.8(K) 817222 622,506 Investments in unlisted trade invesknents are esOn$ed &% level 2 where the sale agTeemeni for an identical or similar &%set provides evidence of fair value or when it can be demonsinted that the lasi transaciion pnce, subject to an appropriate but insignificant adjusttnent IO reflect a change in e¢0MiC circumstances or a lapse of time. is a 8ood estimate of fair value. Investments in unlisted private equity are categoriwj as level 3 where there 15 no active mad(et for the financial instrument an4 therefore, an estimate of fair value is derived by using a valuation technique. Valuations techniques used for the Foundation's Level 3 inve5knents include Mult2ples and Industy Valuati{ Benchmark& in aCrdanc¢ with the international Privale Equity and veDttJ Capi¢al guidelines. As at 31 March 2024. a fih¢r £25.7tn is committed be inv¢ed in Lev¢1 3 unlisted trade investments. over the next 5 years. This 1mMitMent will be ffimdwj from th¢ available balances held within the investment rtfOlIO. Page 27
Denise Coates Foundation NOTES TO THE FtNANCIAL STATEMETrrrs for the 53 weeks ended 31 March 2024 7 DEBTORS.. Amounts falling due within one yeaT 2024 £0 2023 £000 Ar¢rued income- interest Fund5 due to Foundation 89 40 142 40 8 CREDITORS.. Amounts fa]ling due within one year 2024 2023 £000 Accruals Donation and grani commitments 499 5,129 407 1.949 5.628 2.356 9 CREDITORS.. Amounts falling due after year 2024 £000 2023 £000 Grant commitments 4,956 3,285 Movement in gnis¢d (undin8 wmmitm¢nts durin8 the Lod Grant and donations eommithienis accrued 2024 2023 £0 £000 Donations and grani commirments reeognised at start of the period New donation and grant commitments charged io SOFA in period (see note 3) Unutilis¢d amounts reversed during the reEM)rting wiod Donations and grants paid during the period 7.111 IlJ57 11,341 (347) (12.871) {6A06) Donation and grant commithients recognised at the end of the period 10,085 5,234 Those grant comrnitsnents which have Dot beth accrned thle to the level of uthInty art di%ussed in note 15. Page 28
Denise Coates Foundation NOTES TO THE FtNANCIAL STATEMENTS for the 53 weeks ended 31 March 2024 10 FINANCtAL INSTRUbEKrs The caIng value of the Foundation's financial instruments * the peric4J cmd were.. 2024 £000 2023 £000 Financial ass¢ts: InstMents measured at W5t Insthjments measured at fair value 142 830.428 40 634.115 Financial Liabilities.. Measured at amortised co 10,584 5.641 Fll)ancial &ssds measured at CO4 include accnkd Iorne and investtnents. Financial liabiliiies measur•J at amortised cost inclL¥Je grnnt commitrnents and accnJal I I STATEMENT OF FLfNDS At26 LO OTh rtvaluatK)nof Ex1¢ in¥esLtLents At3l March Transftrof FuTras 2024 2023 2024 FUNDS Gene fiJThJ 16250 1.106 (I lJ70} 10.514 165iM) ENDOWME[ FUND Ext¢ndabk 713,913 131191 11.670} 91.873 (10.5141 925,793 TOTAL FUNLYS 730.163 133.297 (13,¢J40) 91A73 942.293 A127 MaTeh 2022 Gain50n ItutIOn of Trathrfttof InQVTh ExFtKiiEUTe Investynty Funds At26 2023 2023 £o(M) UNRESTBJcfED Cncral fvTht 16,(X) 326 (I t.0741 10,998 16250 expendabk 651.959 107.917 {1.3691 133.2701 (10,998) 713,913 TOTAL FUNDS 667.959 107,917 (12,4431 133.2701 730.163 Page 29
Denise Coates Foundation NOTES TO THE FINANcL STATEMENTS for the 53 week5 ended 31 March 2024 I I STATEMENT OF FUNDS (CONTINUED} Unrestrieted Funds The general fund5 represent the unrestricteAI fijnds of the Foundation th are noi desigTiated for particular pu05¢S. Expendable Endowment Fund The expendable endowment fijnd wa5 estsblished in March 2014 by an initial gift from corpordte members of the bet365 Group. then by additional gifts in the subsequent financial years. This has been increased during the period by further donaiions totalling £120.Om (2023.. £100.Om). This brings the iotal donations from the corporate members of the be65 Group to £851.7m (2023.. £731.7m)." Th¢ Trustees have the w)wer to Sknd the capital and the income. Transfer of Funds The EM)ard of Tnl¢eS at their discreti¢)n have decided to transftr an amount of £IO.Sm (2023.. £1 l.Om) to make available further thds for grant payments. 12 ANALYSIS OF NET ASSETS BETWEEN FUNDS 2024 Endowment Unrestricted fund Genernl fithds £000 Total ruThds £ofyo Investments C&5h at bank and in hand Creditors due within one year Creditors due after one year Debtors due within one year 806,158 120.0(K) (448) 24,270 2,307 (5.180) {4.956) 59 830.428 122J07 (5.628) (4.956) 142 83 Total nei assets 925.793 16,5 942393 21ll3 Endowment Unrestricted fund General funds £0 Totsl funds £000 Investments Cash at bank and in hand Creditors due within one year Creditors du¢ after one year Debtors due within one year 614227 100.0 (351) 19,888 1,649 (2,005) (3285) 634,115 101.649 (2J56) {3.285) 40 37 Total net assets 713.913 16250 730,163 Page 30
Denise Coates Foundation NOTES TO THE FtNANCtAL STATEMENTS for the 53 weeks ended 31 March 2024 13 RECONCtLIATION OF NFr tNCOME TO CASH FLOW FROM OPERATING ACTlVtTIES 31 M*reh 2024 £000 26 March 2023 £000 Income after gains and losses on invesiments Gsft of expendable endowment Endowment conversion Investhjent income Inv¢stm¢nt manager eosL% Decreasel{Incre&se) in creditOf5 (In¢rea5¢)IDecrease in debtors N¢t (gainsylosses on investments 212.130 (120,0(N>) 10,514 (13,297) 1,670 62,205 (100,000) 10,998 (7,918) 1,369 (1,859) (53) (91073) 33.270 Net cash provided byl{used in) operating activities 3,937 (1.935) 14 RELATED PARTY TRANSACTIONS The Trusttts consider that Hillside (Shared Services 2018) Limited, Hillside (Media Services) Limited and bet365 Group Limited are related parties of the Foundation by virtue of common directors and that their ultimate holdin8 company. it365 Group Limited. is under the control of Denise Coates CBE. The Foundation received donations of £35.Om from Eet365 Group Limited (2023.. £20.Om) and £85.Om from Hillside (Media Services) Limited (2023.. £80.Om) during the period. No balances were owed to or from related parties ai the period end (2023.. £nil). The FOUtion receive5 SUPPOrt from the bet365 GrOl Limited group of companies in respect of office space and other costs including management time. but the Trustees believe that this support is noi material to disclose in the periiwj. Page31
Denise Coates Foundation NOTES TO THE FtNANCtAL STATEMENTS for th¢ 53 wttks ended 31 March 2024 15 CONTINGENT GRANT COMMITMETrrrs The Trustee5 intend to make the following grant& A grant to provide five-yeu long term fvnding of medi7 research including pilot proj1% fellowship5. and PhD sdents. The institIOn overseeing this project has been informed of the Foundation's intention to fimd an award of £0.8m. To-date the in511tIOn ha5 received £0_6m towords this projecu however the remaining award of £0.2m is contingent upon the current Medical Direclor still being in position and the trUSeS being content with the naiure and extent of progress towards the intended deliverables. A grant to support a four-year community outreach programme in Stokeffjn-Trent and Staffordshire. The institution overseeing this project has been infornied of the Foundation's intention to nd an award of £0.5m To-date the InstitiOn has received £0.2rn towards this projecL however the remaining award of £0.3m, is contingent up)n the project re¢¢iving National Portfolio Organisations funding from the Arts Council. and the tritstees being content with the nature and extent of progress iowards the intended delivernbles. Page 32