THE CONVERSATION TRUST (UK) LIMITED (Company Limited by Guarantee)
Company Number: 08158264 Registered Charity Number in England and Wales: 1151436 Registered Charity Number in Scotland: SC044707
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST JULY 2023
The Conversation Trust (UK) Limited
CONTENTS
| Page | |
|---|---|
| Trustees' Annual Report | 1 - 6 |
| Independent Auditor's Report | 7 - 10 |
| Statement of Financial Activities | 10 |
| Balance Sheet | 11 |
| Statement of Cash Flows | 12 |
| Notes to the Financial Statements | 13 - 19 |
The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
The Conversation Trust (UK) Limited (the 'Trust') is a charitable company limited by guarantee and incorporated as Company number 08158264 on 26 July 2012 and listed on the Central Register of Charities (England and Wales) under Charity number 1151436. The charitable company registered with the Office of the Scottish Charity Regulator on 3 March 2014 (SC044707).
The Trust was established under, and is governed by, its Articles of Association. The directors of the Trust are its trustees for the purposes of charity law and throughout this report are collectively referred to as 'the trustees'.
As set out in the Articles of Association, the trustees, who shall number not less than three, may be appointed for such terms as thought fit by the trustees.
Reference and administrative information
Trustees Professor Nishan Canagarajah - Chair Nicholas John Eldred Dr David Anthony Lipton Levy Katharine Louise Metzler Diana Beech Emily Anne Bunting - appointed 15 September 2022 Vivienne Mary Hunt Parry - appointed 15 September 2022 Kavita Reddi - appointed 15 September 2022 Matthew Peter Walsh - appointed 15 September 2022 Professor David Gordon Sweeney - appointed 1 October 2022 Kirsty Walker - appointed 18 May 2023 Dr Joanna Frances Newman MBE - resigned 1 December 2022 Caroline Agnes Morgan Thomson - resigned 1 December 2022 Michael Spence - resigned 18 May 2023 Chief Executive Officer Chris Waiting Registered Office Shropshire House Capper Street London England WC1E 6JA Auditors Moore Kingston Smith LLP 6th Floor 9 Appold Street London EC2A 2AP Bankers Co-operative Bank P.O. Box 250 Delf House Southway Skelmersdale WN8 6WT Solicitors Farrer & Co LLP 66 Lincoln's Inn Fields London WC2A 3LH
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The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
The trustees present their report along with the financial statements of the Trust for the year ended 31 July 2023.
The financial statements comply with statutory requirements, the memorandum and articles of association and the Statement of Recommended Practice - Accounting and Reporting by Charities and have been prepared in accordance with Companies Act 2006 and Charities Act 2011.
Objects, Objectives, Governance and Management
The Objects of the Charity are to promote for the public benefit the advancement of education, including the provision of a platform for the creation, aggregation and communication of news and information services relating to the knowledge industries and the communication of all academic disciplines and their benefits as broadly as possible to enrich society's foundations of knowledge, expertise and solutions.
Activities and Achievements
The financial year ended 31 July 2023 saw The Conversation UK mark its 10th anniversary in the UK. We launched in May 2013 with 13 founding member universities and just 7 editors at City, University of London. This was the first expansion of the project beyond its origination in Australia, and represented an important step in demonstrating that there was an appetite for our model of academic-authored journalism around the world.
Over the last 10 years, we have been joined by six further editions of The Conversation (each operating as a non-profit), with further expansion expected in the coming year. We celebrated this anniversary with a number of events, for readers, members and authors, and by hosting a strategy summit for our Conversation colleagues from around the world.
During its first decade, The Conversation published 36 thousand articles, written by 22 thousand different authors, which have been read a combined 1.2 billion times.
As with many news organisations, our readership declined in 2023 from its peak in 2020/1. Stories published by The Conversation was read a total of 120 million times in the year ended July 2023, a 21% decrease on the prior year, which was still benefiting from continued interest in stories relating to the pandemic. The Reuters Institute for the Study of Journalism at Oxford has extensively documented this trend, highlighting both ‘covid fatigue’ and ‘news avoidance’ as key drivers. We also know that algorithmic changes from Google, Facebook and other platforms are steering readers away from news sites. Republication, under our creative commons licence remains important, allowing our stories to reach new audiences. Partnerships, such as those with Reuters, the Press Association and Reach, encourage smaller, local news outlets to make use of our content, helping both to sustain their readership, and connecting those communities to local universities.
In response to this trend, which seems likely to continue, The Conversation network is adjusting its strategy, to focus on engagement and the impact of our journalism. More work is required to define and measure the way our output affects things in the real world.
Membership remains stable, with several new and returning members signing up, alongside a small number of leavers. We are aware that the UK higher education sector remains braced for a challenging period and so continue to look to diversify our income. However, we believe membership continues to provide enormous value to the institutions we work with, and membership continues to be our core funding stream.
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The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
While The Conversation’s journalism will always remain free to read and republish, we are grateful that a steady number of readers are donating to support our work. In the year ended 31 July 2023 we received more than £222k from over four thousand readers, with more than half now donating monthly. In the coming years we intend to strengthen our relationship with these ‘Friends of The Conversation’ and encourage more of our regular readers to contribute to support our journalism. This year we have produced several eBooks, available only to donors as a reward for their support. However, as we enter a challenging economic era, we expect the pressures of the cost of living crisis to limit further growth in reader donations.
We are now in the second year of our Research England funded Insights & Applications partnership. This project commissions longer-read stories which can explore topics more fully – and has led to significant coverage in other media. The ‘Applications’ side considered the ways that research impacts society, ranging from discoveries and innovations developed during the pandemic, to other ways research is shaping the UK economy.
FY23 saw several new appointments to the Board of Trustees, as several long serving board members stepped down. Together with the executive, a new strategic plan is in development, establishing our priorities for the next three years.
We are grateful to the Trustees who have left the board over the last 12 months for their work throughout their terms.
We continue to work closely with the other editions of the Conversation around the world, looking for opportunities for greater impact and improved efficiency.
Public Benefit
As required by the Charities Act 2011, the trustees have referred to the Charity Commission's general guidance on public benefit when setting up the Trust. The trustees will have due regard to the Charity Commission's general guidance on public benefit when making grants in future. In shaping our objectives for the year and planning our activities, the trustees have also considered the Charity Commission’s guidance on public benefit, including the guidance ‘public benefit: running a charity (PB2)’.
Financial Review
During the period, The Conversation received total income of £2.4m for use by the charity in pursuing its charitable objects. As per the Statement of Financial Activities on page 11 this resulted in a small loss for the year of £52k.
This loss reflects a small number of initiatives and one off costs incurred during the year, but is manageable given the reserves built up in recent years. Trustees will look at future budgets to ensure reserves are maintained and we have sufficient resources to face the uncertain period ahead.
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The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
Risk Management
1. Universities are not prepared or able to fund the project:
Even before the pandemic, the Higher Education sector was experiencing considerable external pressure and uncertainty, with their income reliant on international students. Post pandemic, and with student revenue failing to keep pace with inflation, many institutions are reviewing all costs, which could lead to existing members failing to renew while new members prove hard to attract. To mitigate this risk, The Conversation’s retention strategy involves a focus on the benefits delivered to members, active monitoring of engagement and targeted increases to staff capacity to meet demand. We are also exploring appropriate diversification of revenue to help us mitigate sectoral shocks. Finally, we have considered a range of options to reduce our costs should a significant number of universities fail to renew. The Conversation will need to show it delivers ongoing value to universities by demonstrating global reach and impact, especially as universities fight for foreign students to bolster revenues.
2. Readership collapse:
Breakdown of re-publishing relationships, SEO problems, poor content quality or relevance, or failure in marketing/social media efforts could diminish the power of the project. To mitigate this, normal editorial processes ensure that content is of a consistently high quality. We actively engage with republishers to help our stories reach a wider audience, and encourage regular readers to sign up for our newsletters.
3. Staffing problems:
Difficulty in attracting or retaining staff could make the editorial product difficult to deliver. This is mitigated by fostering an open and approachable management style allowing problems to be raised at an early stage and encouraging staff growth. Achievement is rewarded where appropriate.
4. Editorial issues:
With greater readership comes greater scrutiny of our stories, and an increased risk of legal action. TCUK’s model depends on high quality content written by experts, so our stories are lower risk than other news outlets. To mitigate, we follow journalism best-practice, all editors receive training from media law experts, and potentially higher risk stories receive external legal scrutiny. In September 2019, TCUK joined IMPRESS, a press regulator which provides an external complaints management process, further reducing the risk of legal action.
5. Office Health & Safety:
An employee could be injured onsite or when working offsite. To mitigate, employer’s liability insurance is up-to-date, staff are trained as fire marshals and health and safety officers as appropriate, and trained emergency first-aiders available onsite. The Health & Safety risk-assessment will continue to be kept up-todate and actioned appropriately.
Future Plans
The Conversation has attracted most research-intensive UK universities as members. Future plans will focus on the value delivered to member institutions and the impact delivered by our journalism. Trust, Foundation and public (donation) funding will be explored further but will remain secondary to membership revenue. We will continue to support the UK Higher Education sector through the challenges it faces – helping them engage with the public, to demonstrate the value of research, and helping that research reach new audiences. In the longer term, our commercial subsidiary, Universal Impact, will help us broaden the ways we work with research institutions, providing additional income to support our core charitable mission.
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The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
Remuneration Policy
Salaries are benchmarked against similar organisations with final sign off being made by the Remuneration Committee of the Board of Trustees.
Reserves Policy
Unrestricted funds totalled £599,920 as at 31 July 2023 (2022: £709,469). Restricted funds totalled £184,498 as at 31 July 2023 (2022: £127,569). It is the policy of The Conversation to maintain a reserve level equivalent to a minimum of four months outgoings, partly to guard against possible fluctuations in levels of membership as well as potential changes in the funding environment. Any loss of funding or membership income would likely take several months to replace. If such replacement were not possible, the reserves provide sufficient time for the Trust to adjust its outgoings accordingly. In addition, these reserves can provide a stronger bedrock for financial planning into subsequent financial years. Current reserves are in line with the Trust’s target of four months outgoings, approximately £600,000. Free reserves (unrestricted general funds minus fixed assets) of the charity at 31 July 2023 were £589,817. In forward planning, trustees will ensure free reserves continue to meet the reserves policy.
Going concern
The directors have assessed whether the use of the going concern basis is appropriate and have consider possible events or conditions that might cast significant doubt on the ability of the company to continue as a going concern. The directors have made this assessment for a period of at least one year from the date of approval of the financial statements. In particular the directors have considered the company's forecast and projections and have taken account of the challenging environment for the UK Higher Education sector. On this basis the directors have concluded that The Conversation has adequate resources to continue in operational existence for at least twelve months from the approval of the financial statements. The Conversation therefore continues to adopt the going concern basis in preparing its financial statements.
Appointment of new trustees
Potential Trustees are proposed to or approached by The Conversation’s Nominations committee, with vacancies publicly advertised. Recommendations are then put to the Board of Trustees to vote on. The executive officers are responsible for training Trustees and making them aware of their responsibilities. The Board of Trustees maintains a skills matrix of current members. When recruiting new Trustees, the Board aims to maintain a balance of skills and backgrounds to ensure a diverse mix of people.
Auditors
Moore Kingston Smith LLP have indicated their willingness to continue in office and in accordance with the provisions of the Companies Act, it is proposed that they be re-appointed auditors for the ensuing year.
Statement of trustees' responsibilities
The trustees (who are also directors of The Conversation Trust (UK) Limited for the purposes of company law) are responsible for preparing the Trustees’ Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Company law requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and the group and of the incoming resources and application of resources, including the income and expenditure, of the charitable group for that period. In preparing these financial statements, the trustees are required to:
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select suitable accounting policies and then apply them consistently;
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comply with applicable accounting standards, including FRS 102, subject to any material departures
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disclosed and explained in the financial statements;
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state whether a Statement of Recommended Practice (SORP) applies and has been followed, subject
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to any material departures which are explained in the financial statements;
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make judgements and estimates that are reasonable and prudent;
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The Conversation Trust (UK) Limited Report of the Trustees for the year ended 31st July 2023
● prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business.
The trustees are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companies Act 2006, Charities and Trustee Investment (Scotland) Act 2005 and Charities Accounts (Scotland) Regulations 2006. They are also responsible for safeguarding the assets of the charitable company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
● In so far as the trustees are aware:
there is no relevant audit information of which the charitable company's auditor is unaware; and
● the trustees have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.
This report has been prepared in accordance with the special provisions relating to small entities within Part 15 of the Companies Act 2006.
13/2/24
and signed on their behalf by:
Professor Nishan Canagarajah (Chair)
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Auditor's Report to the Trustees of The Conversation Trust (UK) Limited
Opinion
We have audited the financial statements of The Conversation Trust (UK) for the year ended 31 July 2023 which comprises the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 ‘The Financial Reporting Standard Applicable in the UK and Ireland’ (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
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give a true and fair view of the state of the charitable company’s affairs as at 31 July 2023 and of its incoming resources and application of resources, including its income and expenditure, for the year then ended;
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have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
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have been prepared in accordance with the requirements of the Companies Act 2006, the Charities and Trustee Investment (Scotland) Act 2005 (as amended) and regulation 8 of the Charities Accounts (Scotland) Regulations 2006 (as amended).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs(UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the audit of financial statements section 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 statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group’s and parent charitable company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The trustees are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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Auditor's Report to the Trustees of The Conversation Trust (UK) Limited
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
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the information given in the trustees’ annual report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
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the trustees’ annual report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the trustees’ annual report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
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adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
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the financial statements are not in agreement with the accounting records and returns; or
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• certain disclosures of trustees’ remuneration specified by law are not made; or
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we have not received all the information and explanations we require for our audit; or
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the trustees were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies exemption in preparing the from preparing a Strategic Report.
Responsibilities of trustees
As explained more fully in the trustees’ responsibilities statement set out on page 4, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the trustees are responsible for assessing the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
We have been appointed as auditor under Section 44(1)(c) of the Charities and Trustee Investment (Scotland) Act 2005 and under the Companies Act 2006 and report to you in accordance with regulations made under those Acts.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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Auditor's Report to the Trustees of The Conversation Trust (UK) Limited
Auditor’s responsibilities for the audit of the financial statements (continued)
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the charitable company’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the trustees.
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Conclude on the appropriateness of the trustees’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the charitable company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the charitable company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Explanation as to what Extent the Audit was Considered Capable of Detecting Irregularities, Including Fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to
respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance
Our aproach was as follows:
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We obtained an understanding of the legal and regulatory requirements applicable to the charitable company and considered that the most significant are the Companies Act 2006, the Charities Act 2011, the Charity SORP, and UK financial reporting standards as issued by the Financial Reporting Council.
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We obtained an understanding of how the charitable company complies with these requirements by discussions
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with
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We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement
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Auditor's Report to the Trustees of The Conversation Trust (UK) Limited
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We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
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Based on this understanding, we designed specific appropriate audit procedures to identify instances of noncompliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
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 the 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.
Use of our report
This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and to the charitable company's trustees, as a body, in accordance with section 44(1)(c) of the Charities and Trustee Investment (Scotland) Act 2005. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the charitable company and charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Date: 27 March 2024
Shivani Kothari (Senior Statutory Auditor) For and on behalf of Moore Kingston Smith LLP
9 Appold Street London EC2A 2AP
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The Conversation Trust (UK) Limited Statement of Financial Activities (incorporating the Income and Expenditure account) For the year ended 31st July 2023
| Notes Income from: Grants and donations 2 Membership subscriptions Gifts in Kind 3 Other income Other charitable income Trading income Total Expenditure on: Charitable Activities Advancement of education 5 Raising Funds Trading costs Total 4 Transfers between funds Net movement in funds Funds as at 1 August 2022 12 Donations Net income Fund balances carried forward as at 31 July 2023 |
Unrestricted Funds £ 372,824 1,440,966 18,000 49,389 33,445 1,914,624 1,953,390 122,304 2,075,694 (161,070) 51,521 (109,549) 709,469 599,920 |
Restricted Funds £ 452,965 - - - - 452,965 344,515 - 344,515 108,450 (51,521) 56,929 127,569 184,498 |
2023 Total Funds £ 825,789 1,440,966 18,000 49,389 33,445 2,367,589 2,297,905 122,304 2,420,209 (52,620) - (52,620) 837,038 784,418 |
2022 £ 662,611 1,504,725 18,000 11 25,440 2,210,787 1,893,662 122,304 2,015,966 194,821 - 194,821 642,217 837,038 |
|---|---|---|---|---|
All activities in the year were attributable to continuing operations.
The accompanying notes from part of these financial statements.
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The Conversation Trust (UK) Limited Balance Sheet
For the year ended 31st July 2023
| Note Fixed assets Tangible fixed assets 7 Current Assets Debtors 8 Cash at bank and in hand Creditors: Amounts falling due within one year 9 Net Current Assets Total assets less current liabilities Net assets Funds Unrestricted funds General Funds 10 Restricted funds 11 Total |
2023 £ 436,302 1,001,274 1,437,576 (663,261) |
2023 £ 10,103 774,315 784,418 784,418 599,920 184,498 784,418 |
2022 £ 447,129 875,693 1,322,822 (499,882) |
2022 £ 14,097 822,940 837,038 837,038 709,469 127,569 837,038 |
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These financial statements have been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies.
13/2/24
Approved and authorised for issue by the Board on ……………….
Signed on their behalf by:
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……………………………………………..
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Professor Nishan Canagarajah Trustee Company Number 08158264
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The Conversation Trust (UK) Limited Statement of Cash Flows for the Year Ended 31st July 2023
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2023 2022
£ £
Cash flows from operating activities
Net cash (used in)/ provided by operating activities 130,776 252,518
Cash flows from investing activities
Payments to acquire tangible fixed assets (5,196) (6,961)
(5,196) (6,961)
Net increase/(decrease) in cash and cash equivalents 125,581 245,557
Cash and cash equivalents at beginning of year 875,693 630,136
Cash and cash equivalents at end of year 1,001,274 875,693
Reconciliation of net income to net cash flow from operating activities
2023 2022
£ £
Net income including endowments (52,620) 194,821
Adjustments for:
Depreciation charges 9,190 7,610
Increase in debtors 10,827 (51,656)
(Decrease)/increase in creditors 163,379 101,743
Net cash (used in)/provided by operating activities 130,776 252,518
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
1 Accounting Policies
1.1 Basis of preparation of financial statements
These financial statements are prepared on a going concern basis, under the historical cost convention.
The financial statements have been prepared in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102). The Charitable Company is a public benefit entity for the purposes of FRS 102 and therefore the Charity also prepared its financial statements in accordance with the Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (The FRS 102 Charities SORP), the Companies Act 2006, the Charities Act 2011 and Charities Accounts (Scotland) Regulations 2006 as amended by The Charities Accounts (Scotland) Amendment (No. 2) Regulations 2014.
The financial statements are prepared in sterling, which is the functional currency of the charity. Monetary amounts in these financial statements are rounded to the nearest one pound.
The principal accounting policies adopted in the preparation of the financial statements are set out below.
1.2 Going concern
The trustees have assessed whether the use of the going concern basis is appropriate and have considered possible events or conditions that might cast significant doubt on the ability of the charitable company to continue as a going concern. The trustees have made this assessment for a period of at least one year from the date of approval of the financial statements. The trustees are able to reliably forecast a high proportion of pipeline income by reviewing annual memberships and repeated or multi-year grants. On the basis of such forecasts the trustees have concluded that the company has adequate resources to continue in operational existence for at least twelve months from the approval of the financial statements. The charitable company therefore continues to adopt the going concern basis in preparing its financial statements.
1.3 Income
All income is included in the Statement of Financial Activities when the Trust is entitled to the income and the amount can be quantified with reasonable accuracy.
Income received in advance is deferred where it would be repayable if conditions are not met in the future.
1.4 Gifts in kind
Where services are provided to the charity as a donation that would normally be purchased from suppliers, this contribution is included in the financial statements as an estimate based on the value of the contribution to the charity. Donated services and facilities are discussed in note 3.
1.5 Unrestricted funds
These resources arise from grants and donations provided for unrestricted purposes and from accumulated surpluses and deficits in the operations for charitable purposes and are expendable at the discretion of the trustees.
1.6 Designated funds
These funds have been designated for a particular purpose by the trustees.
1.7 Restricted funds
These funds arise from contributions made for specific purposes and are expended in accordance with these purposes.
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
1.8 Expenditure
Expenditure is classified under the principal categories of charitable expenditure and the costs of raising funds rather than the type of expense, in order to provide more useful information to users of these accounts. Irrecoverable VAT is treated as an expense.
Charitable expenditure and costs of raising funds comprise direct expenditure attributable to the Trust. Where costs cannot be directly attributed, they have been allocated to activities on a basis consistent with the use of the resources.
1.9 Defined contribution pension plans
The charity operates a defined contribution plan for its employees. The contributions are recognised as an expense when they are due in the statement of financial activities. All contributions were paid during the year and there are no amounts outstanding at either the 2022 or 2021 year end.
1.10 Governance costs
Governance costs include those incurred in the governance of the charity and its assets and are primarily associated with constitutional and statutory requirements.
1.11 Tangible fixed assets
Tangible fixed assets are stated at cost less depreciation. A full year’s depreciation is charged in the year of acquisition and none in the year of disposal.
Depreciation has been calculated at the following annual rates, in order to write off each asset over its estimated useful life.
Computer equipment
3 years straight line
The charity's capitalisation policy is to capitalise individual assets costing over £500.
1.12 Cash and Cash Equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.
1.13 Financial Instrument
The charity has elected to apply the provisions of Section 11 Basic Financial Instruments and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. Financial instruments are recognised in the charity's balance sheet when the chariy becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
With the exceptions of prepayments and deferred income all other debtor and creditor balances are considered to be basic financial instruments under FRS 102. See notes 8 and 9 for the debtor and creditor notes.
1.14 Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
1.15 Critical accounting estimates and areas of judgement
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In preparing financial statements it is necessary to make certain judgements, estimates and assumptions that affect the amounts recognised in the financial statements. The following judgements and estimates are considered by the trustees to have most significant effect on amounts recognised in the financial statements.
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(i) The valuation of gifts in kind has been estimated as per note 1.4 and note 3.
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(ii) Useful Economic Lives - The annual depreciation charge for plant and equipment is sensitive to change in the estimated useful economic lives and residual value of assets. These are reassessed annually and amended where necessary to reflect current circumstances.
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
| 2 Grants and donations UNDRR Independent Social Research Foundation International Public Policy Observatory (IPPO) HEFCW UK Research and Innovation Stichtin 5 Media Other grants Individual donations Gift aid receivable |
Unrestricted £ - - - - 25,247 900 222,271 124,406 372,824 |
Restricted £ 12,500 151,546 25,000 263,919 - - - - 452,965 |
Total 2023 £ 12,500 151,546 25,000 263,919 25,247 900 222,271 124,406 825,789 |
2022 £ 23,170 25,000 - - 247,805 25,088 67,030 240,893 33,625 662,611 |
|---|---|---|---|---|
3 Gifts in Kind
An estimate of the support in kind, based on the value of the contribution to the charity, has been included as a donation and a cost, at amounts summarised below:
| 2023 £ Rent and utilities 18,000 4 Net income The net income for the year is stated after charging: 2023 £ Auditor's remuneration - audit fee current year 13,200 Auditor's remuneration - prior year - Other non-audit services 875 5 Expenditure Staff Costs Direct Costs Support costs (note 6) (note 5a) Charitable Activities £ £ Public Learning 1,830,025 176,623 291,257 Raising Funds Trading costs 122,304 - - 1,952,329 176,623 291,257 Staff Costs Direct Costs Support costs (note 6) (note 5a) Charitable Activities £ £ Public Learning 1,485,783 140,860 267,019 Raising Funds Trading costs 122,304 - - 1,485,783 140,860 267,019 Staff costs include £344,515 (2023: £222,600) of expenditure funded by restricted grants, see note 11. 5a Support costs 2023 £ Office costs 66,441 Legal and professional fees 53,215 Insurance 2,677 Interest paid and bank charges 1,680 Travel 34,830 Depreciation 8,890 Marketing 80,274 Governance costs 43,250 291,257 |
2022 £ 18,000 2022 £ 8,190 1,200 40 Total 2023 £ 2,297,905 122,304 2,420,209 Total 2022 £ 1,893,662 122,304 2,015,966 2022 £ 83,796 20,255 1,049 1,365 24,626 7,610 98,470 29,848 267,019 |
|---|---|
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
6 Staff costs
| aff costs Salaries and wages Social security costs Employers pension contributions Redundancy Costs Freelance costs |
2023 £ 1,590,361 169,827 120,028 18,000 54,113 1,952,329 |
2022 £ 1,287,511 140,627 110,301 - 69,648 1,608,087 |
|---|---|---|
One employee (2022: none) earned between £60,000 - £69,999 in the year. One employee (2022: two) earned between £90,001 - £99,999 in the year. One employee (2022: none) earned between £100,000 - £110,000 in the year.
Key management personnel includes the trustees, Chief Executive (and three senior staff reporting directly to the Chief Executive). The total employee benefits of the charity's key management personnel were £398,436 (2022: £325,588). No trustee received any remuneration as part of this figure. Total pension payments included in this amount were £26,436 (2022: £10,157).
The average number of employees (including casual and part time staff) during the year was:
| Employees 7 Tangible Fixed Assets Cost As at 1 August 2022 Additions As at 31 July 2023 Depreciation As at 1 August 2022 Charge in year As at 31 July 2023 Net book value As at 31 July 2023 As at 31 July 2022 8 Debtors Other debtors Prepayments and accrued income 9 Creditors: Amounts falling due within one year Trade creditors Accruals and deferred income Other taxation and social security Other creditors |
2023 37 2023 £ 319,959 116,343 436,302 2023 £ 39,752 515,232 92,652 15,625 663,261 |
2022 33 Computer & office equipment £ 46,096 5,196 51,292 31,999 9,190 41,189 10,103 14,097 2022 £ 345,975 101,154 447,129 2022 £ 5,558 440,057 40,576 13,691 499,882 |
|---|---|---|
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
9 Creditors: Amounts falling due (continued) within one year
Deferred income relates to membership for the next financial year.
| Brought forward Amount added Amount released Carried forward 10 Unrestricted Funds As At 1 August 2022 £ General Fund 709,469 As At 1 August 2021 £ General Fund 512,740 11 Restricted funds As At 1 August 2022 £ (a) United Nations Office for Disaster R - (b) Independent Social Research - (b) International Public Policy Observat - (b) HEFCW - (b) UK Research and Innovation 127,569 127,569 As At 1 August 2021 £ (b) Lloyds Register Foundation - (b) - (b) UK Research and Innovation 129,477 (a) COST Action - (a) - 129,477 Independent Social Research Foundation United Nations Office for Disaster Risk Reduction |
Income £ 1,914,624 Income as restated £ 1,957,983 Income £ - 12,500 151,546 25,000 263,919 452,965 Income £ - 25,000 227,804 - - 252,804 |
Expenditure £ (2,075,694) Expenditure £ (1,761,254) Expenditure £ - (12,500) (64,629) (25,000) (242,386) (344,515) Expenditure £ - (25,000) (229,712) - - (254,712) |
2023 £ 430,667 525,318 (453,953) 502,032 Transfers £ 51,521 Transfers £ - Transfers £ - - (51,521) - - (51,521) Transfers £ - - - - - - |
2022 £ 338,833 430,667 (338,833) 430,667 As At 31 July 2023 £ 599,920 As At 31 July 2022 £ 709,469 As At 31 July 2023 £ - - 35,396 - 149,102 184,498 As At 31 July 2022 £ - - 127,569 - - 127,569 |
|---|---|---|---|---|
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The Conversation Trust (UK) Limited Notes to the Financial Statements For the year ended 31st July 2023
11 Restricted funds (contined)
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(a) The charity received a grant to report on specific topical events.
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(b) The charity received a grant to fund a specific role.
| 12 Analysis of Net Assets between Funds Fund balances at 31st July 2023 represented by: Fixed assets Net current assets Total net assets Fund balances at 31st July 2022 represented by: Fixed assets Net current assets Total net assets |
General £ 10,103 589,817 599,920 General £ 14,098 695,371 709,469 |
Restricted £ - 184,498 184,498 Restricted £ - 127,569 127,569 |
2023 Total Funds £ 10,103 774,315 784,418 2022 Total Funds £ 14,098 822,940 837,038 |
|---|---|---|---|
13 Transactions with Trustees
There was no remuneration paid to the trustees during the period.
One trustees (2022: none) was reimbursed £509 (2022: £Nil) travel and subsistence expenses in the period.
14 Related party transactions
During the year one trustee (2022: one) made donations of £50 (2022: £250) to The Conversation Trust.
The Chair of Trustees Nishan Canagarajah was the Vice Chancellor of the University of Leicester which is a member university and pays annual membership fees. The fees paid are on an arms length basis. Dr David Levy is on the board of The Conversation Media Group which is the sister company of the The Conversation Trust (UK) operating in Australia. The Conversation Trust (UK) pay a license fee to The Conversation Media Group for its use of the brand £91,366 (2022: 98,260).
15 Limited Liability
The company is limited by guarantee and has no share capital. In the event of it winding up the liability of each member is limited to £1.
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