_______________________________________________________________________________________ 

## **FILM NATION UK TRADING AS INTO FILM (A company limited by guarantee)** 

## **ANNUAL REPORT AND FINANCIAL STATEMENTS** 

**FOR THE YEAR ENDED 31 MARCH 2023** 

**Company Number: 08210217 Charity Number: 1154030** 



## 

## **FILM NATION UK** 

## **(A company limited by guarantee)** 

## **CONTENTS** 

||**Page**|
|---|---|
|Reference and Administrative Information|1|
|Chairman’s and Chief Executive’s Report|2|
|Directors’ and Trustees’ Report incorporating Strategic Report|4|
|Independent Auditor’s Report to the Members|16|
|Statement of Financial Activities|20|
|Balance Sheet|21|
|Statement of Cash Flows|22|
|Notes to the Financial Statements|23|





**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT** 

**FOR THE YEAR ENDED 31 MARCH 2023** 

## **Reference and Administrative Information** 

Charity Name Company Registration Number 08210217 Charity Registration Number 1154030 Registered Office 31 Islington Green London N1 8DU Auditors Cooper Parry Group Limited Cubo Birmingham Office 401, 3[rd] Floor Two Chamberlain Square Birmingham B3 3AX Bankers Barclays Bank plc 27 Soho Square London, W1D 3QR 

Film Nation UK (trading as Into Film) 

## **Board of Trustees** 

Members of the Board of Trustees, who are directors for the purpose of company law and Trustees for the purpose of charity law, who served during the year and up to the date of this report are set out below: 

Ms B D Broccoli OBE Ms L Bryer ** Mr D Clark** (resigned 20[th] April 2022) Mr E N Fellner CBE Mr J A Graydon ACA* Ms D Lewis-Egonu Sir A Macdonald (resigned 15[th] September 2023) Ms G McKenna* Ms A A A Mensah Mr C J Needham Ms N Park Ms L Williams 

- Finance and Audit Sub-committee members 

- ** Development Sub-committee members 

## **Senior Management Team** 

Chief Executive Paul Reeve MBE Chief Technology Officer Alan Reitsch Director of Communications Mark Frodsham Director of Programme Delivery Jane Fletcher Director of Finance and Operations Will Elkerton Director of Business Development Leigh Thomas 

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**FILM NATION UK** 

**(A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **CHAIRMAN’S AND CHIEF EXECUTIVE’S REPORT** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

The last 12 months saw Into Film deliver a varied and engaging programme at scale across the four nations, reflecting our position as the UK’s leading charity for film in education. Highlights include 126,330 educational resource downloads, 3,927 teachers trained, welcoming over 350,000 attendees to the Into Film Festival, and supporting a network of 6,539 extra-curricular clubs dedicated to watching and making films. 

2022-23 was an important milestone for our organisation – for two reasons. Firstly, our work and funding to support the BFI 2022 strategy concluded and we submitted tenders to deliver educational activity within the BFI’s new Screen Culture 2033 strategy. We’re delighted and privileged to have been successful in our applications, and now look forward to developing new programme strands that enable children and young people to realise their creative, cultural, educational and career aspirations through and with film and the moving image. 

Secondly, 2023 marks Into Film’s ten-year anniversary and we’re immensely proud of what has been achieved during that time in terms of both outcomes and reach. Now, as we enter our second decade, we want to build further on those achievements. Through an exciting new programme launching in September 2023 we’ll inspire young people to tell their own screen stories, enable them to take their first steps in practical filmmaking, and advocate even more vocally for why this is so valuable and important. At the heart of this commitment will sit a new campaign called Every Child A Filmmaker, which will help to nurture the next generation of screen storytellers, including those from underrepresented groups. 

We’ll also encourage and enable the watching and discussing of a diverse range of screen stories, to both facilitate cultural access and to support teaching and learning. Finally, we’ll ignite interest in the screen industries as a career, highlighting the breadth of potential roles. While it has always featured in our work, we are excited to have been funded to do more in this area and to work closely with the screen industries to inform and encourage diverse young talent. 

The coming year will be an exciting one, as we develop new partnerships and build on existing ones to further our goals and enable our activities to achieve the greatest possible impact, inclusion and reach across all four UK nations. None of this would have been possible without the support of our funders (listed further on in the review). We’re particularly grateful to those who have supported and partnered with us throughout the last ten years: the BFI (and the UK’s Lottery players whose support enables the BFI to grant us National Lottery funding); Cinema First, Northern Ireland Screen and the Paul Hamlyn Foundation. 



**Eric Fellner, Chairman Paul Reeve, CEO** 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **CHAIRMAN’S  AND CHIEF EXECUTIVE’S REPORT** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## **With thanks to:** 

## _**Our funders:**_ 

British Film Institute The National Lottery Cinema First Northern Ireland Screen Paul Hamlyn Foundation British Council 

## _**Our film industry ambassadors:**_ 

Sir Kenneth Branagh Ruby Barnhill Lynwen Brennan Naomi Harris Rhys Ifans Celyn Jones Katie Leung Jack Lowden Eddie Redmayne Matthew Rhys Michael Sheen Cornelius Walker 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

The Trustees present their annual report and audited financial statements for the year ended 31 March 2023. The Trustees have adopted the provisions of the Statement of Recommended Practice (SORP) “Accounting and Reporting by Charities” (FRS 102) in preparing the annual report and financial statements of the charity. 

## _**Objectives and Activities**_ 

## **Objectives** 

Into Film is the UK’s leading charity for film in education and the community. We provide screen industry careers information and advice, support young filmmakers, and bring the power of moving image storytelling into classroom teaching. 

We also run the annual Into Film Festival, which enables more than 300,000 pupils to visit the cinema for free, and the Into Film Awards - the UK’s leading showcase for young filmmaking talent. 

The core Into Film programme is free for UK state schools, colleges and other youth settings, thanks to support from the British Film Institute (BFI), awarding National Lottery funding, and through other key funders including Cinema First and Northern Ireland Screen. 

**Our vision** – Film enriches the life of every child and young person. 

**Our mission** – To inspire and support young people to learn, and to realise their creative, cultural and career aspirations through film and the moving image. 

The charitable organisation’s objects, as set out in its Articles of Association, are: 

- To advance education among children and young people by the use of film as a learning tool 

- To advance the education, knowledge, understanding and appreciation of film, in particular among children and young people, by the provision of services, facilities, and events, and by such other means as the Trustees may determine. 

## **Public benefit** 

The Trustees have referred to the guidance contained in the Charity Commission’s general guidance on public benefit when reviewing the charitable company’s aims and objectives and in planning future activities. In particular, the Trustees have considered how planned activities will contribute to the aims and objectives set. 

As a result of support from our principal funders, the BFI, Cinema First and Northern Ireland Screen, we deliver our core programme free of charge. Moving the financial barrier at this time of austerity and squeezed school budgets is a key factor behind our success in reaching scale and achieving inclusion and diversity within the school system. 

## **Use of volunteers** 

All Into Film Club leaders give their time to run clubs on a voluntary basis. Into Film also works with actors, directors, producers, and many other professionals from the screen industries who give their time on a voluntary basis. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Key achievements, performance, and impact**_ 

## **YEAR IN REVIEW 2022-23** 

- 53,500 teachers from 20,000 UK-based schools and colleges held Into Film user accounts; 

- 75% of Into Film account holders were located outside of London and the South-East of England; 

- 126,330 teaching resources downloaded; 

- 3,927 educators trained; 

- 11,000 teachers signed up to use Into Film+ and streamed content; 

- More than 8,000 children and young people attended in-school screen industry visits; 

- 500 children and young people were engaged with practical filmmaking; 

- 351,514 children, young people and teachers attended the Into Film Festival; 

- • 6,539 extra-curricular Into Film Clubs across the UK. 

## **THE INTO FILM PROGRAMME** 

Our UK-wide programme, free to state schools, colleges, and other youth settings, seeks to fully realise the educational, cultural and social power of film in children and young people’s development. In 2022-23, the programme included: 

- Into Film+, the UK’s first free* streaming platform dedicated to film and designed specifically for all school settings, created in partnership with Filmbankmedia; 

- Educational resources – high quality online resources that enable teachers to embed film across a range of subjects and curriculum areas ; 

- Teacher training – online and face-to-face training for teachers to develop their skills to teach with, through and about film; 

- A year-round cinema screening programme, including the Into Film Festival – one of the largest free youth film festivals in the world, comprising screenings, discussions, filmmaking workshops and Q&As; 

- Careers – a wide range of classroom-based lessons, curriculum-linked resources and in-school and remote workshops led by industry practitioners; 

- Into Film Clubs – in school and out-of-school settings, clubs provide rich and varied opportunities to watch, discuss, review and make films. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

_**Key achievements, performance, and impact (continued)**_ 

## **OUR NEW FUNDING AGREEMENT AND STRATEGY** 

In December 2022 we were delighted to learn that we had been awarded, through a tendering process, three new contracts to deliver educational activities in support of the BFI’s Screen Culture 2033 strategy. These three-year contracts started on 1[st] April 2023, with a refocused Into Film programme launching the following September. This features the following strands, as well as the Into Film Festival and Awards: 

- **Screen Careers** – we will provide training, information and guidance to school Careers Leads so that they can support young people to access the screen industries. 

- **Filmmaking** – we will support children and young people to create, learn and find a voice through practical filmmaking activities. 

- **Film for Learning** – we will train and support teachers to use film and the moving image across the curriculum to drive better learning outcomes for pupils. 

## **USING FILM IN THE CLASSROOM – Into Film resources** 

- 113,563 educational resources downloaded. 

- 105 new educational resources created. 

- Most popular resource was Hidden Figures: Pretty Curious (6,110 downloads). 

Coming of age, climate change and celebrating sport on screen are just some of the topics that have been covered in Into Film’s resources this year. 

Our resource for Oscar-nominated animation Puss in Boots: The Last Wish, in partnership with Universal, encouraged learners to pursue their own everyday adventures and to build teamwork skills. Puss in Boots: The Last Wish was also made available on our streaming service, Into Film+, meaning that the resource can be enjoyed with full access to the film in the classroom. 

We partnered with numerous UK studios to develop classroom resources in 2022-23, including The Railway Children Return (StudioCanal), Strange World (Disney) and Till (Universal Pictures). These campaigns featured a wide range of activities, including postcard-themed competitions, film clips, classroom discussion points and take-home resources. Resources linked to new releases have always proved popular with children and young people, and this year proved to be no exception, with Strange World and Till engaging an estimated 111,000 and 230,000 users respectively. 

We were also proud to partner with the organisation Women in Football to produce produce Sport on Film: Women in Football, a resource championing women’s long history within the game after England's success at the UEFA European Women's Championship in 2022, using a range of archive and feature film content. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Key achievements, performance, and impact (continued)**_ 

## **Queen Elizabeth: A Life on Screen** 

In February 2022, discussions around the Queen’s health were surfaced in the media. In response, we created an adaptable resource titled Queen Elizabeth II: A Life on Screen that could be easily used ‘off the shelf’, either as a whole-school assembly, in tutor time, or to supplement history, citizenship and English teaching.  The resource is suitable for both primary and secondary and features The BFG and The Queen, both of which are available to stream with Into Film+, as well as a specially acquired archive clip of the Queen’s coronation from Pathé. 

## **TEACHER TRAINING** 

In 2022-23 we launched seven new online courses: 

- Healthy Relationships series – Healthy Relationships, Coercive Control, Consent, Call It Out with Filmmaking 

- Sustainability Through Film 

- Transform Your Teaching with Film 

- Curricular Filmmaking for Secondary schools. 

We acknowledged teachers’ appreciation for flexible learning to fit around their busy schedules and made all courses published to date available on demand, as well as splitting our popular Teaching Literacy Through Film course into seven micro-courses. We now have over 20 courses to choose from, all supported by live webinars, downloadable resources and opportunities for peer-to-peer discussion. 

We saw a resurgence of demand for in-person training, with over 1,650 teachers trained face-to-face at schools, universities and conference. This included practical production sessions delivered to Film Studies teachers at the BFI Media Conference and WJEC (examination body) training days. Webinars continue to prove popular with time-pressed educators, with over 1,000 participants joining online sessions on topics such as Raising Literacy Through Film, Shakespeare and stop-motion animation filmmaking. 

In response to a survey of our training provision earlier this year, all teachers planned to use film in their teaching and learning practice going forward, with 70% having already incorporated it into their learning, including using film for formative assessment at the end of a block of learning, and encouraging students to have a more mindful approach to looking at media products. Educators were particularly impressed with the way in which film can link to learning across so many parts of the school curriculum. 

## **AUDIENCE DEVELOPMENT** 

## **Into Film Festival** 

At the 2022 Into Film Festival, we were delighted to welcome 351,514 young people and educators to a UKwide cinema programme across 500 cinemas. An estimated 37,100 young people had their first ever cinema trip at this year’s festival. 

One challenge that schools face in attending is the cost of travel, so we brokered two partnerships to alleviate this concern. We partnered with Platform, a rail education charity who offered free train travel in the Southwest of England. We were also sponsored by Sky Cinema, who supported a bursary offer to schools. 

As part of our commitment to further make the Festival as accessible as possible for all young people, over 80% of Festival screenings were autism-friendly or provided audio-description and subtitling for sensoryimpaired attendees. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Key achievements, performance, and impact (continued)**_ 

We launched the Festival with UK-wide previews of Roald Dahl’s Matilda the Musical, offering a VIP treatment which saw some lucky attendees driven to the events in limousines, which was a memorable and celebratory start that set the tone for a magical three weeks of cinema. Amongst a programme of 60 titles, we also previewed The Woman King, Lunana (A Yak in the Classroom), S4C’s Deian a Loli Christmas Special, Till, and The Amazing Maurice, and we closed the Festival with a special screening of Disney’s Strange World. 

As part of our goal to demystify the film industry for aspiring entrants, we ran more than 40 Q&As, panels and workshops as part of the Festival. Highlights included Lashana Lynch in a Q&A alongside a preview of her film The Woman King; a female producers panel with Nira Park, Amelia Granger and Nisha Parti, hosted by film critic Rhianna Dhillon; talks from the BBFC; a Lockwood & Co. TV preview, with director Joe Cornish, producer Rachael Prior and author Jonathan Prior; the Director of Photography for Benediction, Nicola Daley; and Eric Wong, the designer behind hit anime Belle. 

## **Spring Screenings** 

We ran a programme of over 300 screenings and events in 150 cinemas across March to coincide with National Careers Week. This included over 30 industry careers talks, ranging from production and directing to development and music composing, welcoming 34,000 attendees. 

## **Connecting schools and cinemas year-round** 

We have launched a service which enables schools to contact their local cinema throughout the year and arrange specific screenings, accessing special group discount rates unique to the school’s requirements. 

## **School film streaming service - Into Film+** 

Our film streaming service continued to perform strongly with more than 11,000 users accessing features, short film and TV programmes in 2022-23. Further developments to the streaming service were made, including a highlights feature that enables teachers to save a useful scene or short segment of film and play it back easily in class when required. This feature had been requested by teachers and was well received, as it made teaching-specific content easier to find and use. 

## **Into Film+ campaigns** 

We ran a series of curriculum themed campaigns in 2022-23, supporting teachers to use film and the moving image as part of their teaching on important themes such as gender, diversity, mental wellbeing and the environment. 

During the Autumn of 2022, we ran two campaigns - Black History and Experiences and Mental Wellbeing - to support teaching and discussion around these themes. Both included a programme of films, educational resources, film guides and exclusive contributions from key figures and organisations such as The Black Curriculum and the Mental Health Foundation, to support teachers in both primary and secondary schools across the UK. As well as a range of feature-length films, we also promoted a host of short films, documentaries, and additional material available on Into Film+. We followed with more themed campaigns in ’ the Spring of 2023: International Women s Day, LGBTQ+ History Month and Our Earth. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

_**Key achievements, performance, and impact (continued)**_ 

## **Into Film Awards** 

The Into Film Awards returned in full-force in 2022, after COVID-19 restrictions led to a virtual ceremony in 2020 and a hiatus in 2021. Taking place on 28 June 2022 at London's ODEON Luxe Leicester Square, and hosted by TV presenter and comedian Sue Perkins, the star-studded 2022 Into Film Awards was a wonderful celebration of the UK's young filmmaking talent. 

A whole host of filmmaking talent was on hand to help present the awards, including Into Film Ambassador and Academy Award-winning actor Eddie Redmayne, BAFTA winner and Into Film Scotland Ambassador Jack Lowden, and EE Rising Star winner and Into Film Ambassador Lashana Lynch. 

Experiencing the same red carpet at the ODEON Luxe Leicester Square that countless film stars have graced before them, our nominees were treated to a once-in-a-lifetime experience, celebrating both their own remarkable achievements and the wider transformative power of film and filmmaking. 

## **Careers** 

Our careers programme continued to grow from strength to strength in 2022-2023 with the following aims: 

- To raise awareness of the industry and the variety of roles that exist 

- To equip young people with the knowledge they need to be able to take their first steps in the industry, including signposting to training and work opportunities 

- To empower young people with the belief that there is a role for them, and that they can achieve their dreams. Our ‘near to peer’ approach shows young people that others just like them - from their community, from their background, from their situation - are already working in the industry, and so can they. 

We worked in partnership with BAFTA on hosting eight online careers talks, as part of National Careers Week, and one in-person panel event as part of International Women's Day. We engaged with 51 schools, reaching over 1,100 young people. 

Our online sessions included talks from: 

- Esther Asiedu-Ofei - 1st Assistant Sound, Harry Potter and the Deathly Hallows, Malory Towers 

- Ben Ahmed - Location Manager, The School for Good and Evil 

- Kevin Beimers - Director at Italic Pig 

- Jade Crooks and Georgi - Wild Child Animation Studio 

- Simon Stanley-Clamp - VFX Supervisor on Roald Dahl’s Matilda the Musical, and Avengers: Endgame 

- Jay Clarke - Lead Storyboard Artist. Credits include Dolittle and The Epic Adventures of Morph 

- Claire Pritchard - Welsh make-up artist credits include Beatrix: The Tail of the Curious Mouse 

- Harriet Kendall, Costumer on Fantastic Beasts: The Crimes of Grindelwald, and Assistant Costume Designer on Black Widow and the recent Luther movie. 

We also delivered a series of careers-focused sessions with Speakers for Schools throughout 2022-2023, which featured film journalists Anna Smith and Wendy Ide, the Executive Producer of The People vs Climate Change and Sound Production experts Steve Little, Rebecca Heathcote and Jo Jackson. 69 schools and 1,300 young people engaged with these events. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

_**Key achievements, performance, and impact (continued**_ 

## **Switched On** 

In November 2021 we launched Switched On, a campaign aimed at school careers leads and young people aged 11-19 that highlighted the breadth of jobs on offer in the screen industries. The campaign featured new resources for teachers and parents that busted myths about working in the industry and helped them to develop a better understanding of how to support young people to take the next steps. 

In addition, we worked with a team of young people to create a range of careers-focused content for our Get Into Film channels on Instagram and TikTok. This included information, guidance, and interviews with screen industry practitioners. This element of the campaign has proven to be very successful, with 26,000 channel followers and over four million content views on TikTok alone. 

The Switched On campaign will continue as part of the broader screen careers work that will form part of our new strategy and programme that launches in September 2023. 

## **Filmmaking** 

During 2022-23 we supported 500 children and young people through a series of initiatives, including our flagship filmmaking competition, Film of the Month. 

Other activities included: 

## **Share Your Story – BBC 100** 

Thanks to additional funding from the BBC as part of their centenary, we were able to provide 20 schools with two 90-minute filmmaking and editing workshops, delivered by filmmaking practitioners and Into Film staff. 

The remit of the programme was a simple one: enable young people to be able to tell their own stories through film. The first session broke down the process of documentary filmmaking and helped the young people to create initial concepts and storyboards for the stories they wanted to tell. The storyboarding activity helped them to see their lives as the starting point - who they are, where they are, their interests - and then equipped them with an understanding of the types of camera angles and shot choices filmmakers use when telling a story.  The second session focused on editing techniques and approaches used by editors when telling a story, and helped the young people shape their films. 

The final submissions were entered into our Film of the Month competition. 

## **Cámara Chica** 

Cámara Chica is an international filmmaking programme for young people, in partnership with the British Council, that provides access to new technology, enhances digital skills, develops media literacy, and unlocks creative potential. 

Ran in early 2023, Cámara Chica Lahore (Pakistan) worked with 61 young people aged 11-17 from two schools and five local filmmakers. Four films were produced by the young people, based on subjects that interested them and were showcased at a red-carpet event called Chhota Camera – Badee Baat (Small Camera – Big Deal). 

All the young people involved were new to filmmaking and gained valuable skills through their experience. 

_“I loved taking training from Cámara Chica. It was amazing. The group leaders and mentors are very sweet. They explained everything about filmmaking. I learned new things after coming to Cámara Chica.”_ - **Young person** 

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**FILM NATION UK (A company limited by guarantee)** 

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## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Structure, governance, and management**_ 

## **Nature of the governing document** 

The charitable company is limited by guarantee and does not have share capital. It is governed by its Memorandum and Articles of Association. Film Nation UK is a registered charity, trading as Into Film. 

## **Governance** 

Into Film has a Board of Trustees, chaired by Eric Fellner CBE. The Board can comprise up to fourteen Trustees, including the Chair.  There were eleven Trustees as at 31 March 2023. 

There are two permanent Sub-committees: a Finance and Audit committee comprising two Trustees, and a Development committee comprising two Trustees (plus other non-Trustees to help with fundraising), which meet quarterly. Additional expertise led sub-committees will be created as needs demand. 

## **Trustee induction and training** 

The founding Trustees are experienced as Trustees and have been instrumental in the development of Into Film.  Trustees appointed since formation have been inducted by the Chief Executive using a recently compiled induction manual to ensure a comprehensive view of the organisation, its stakeholders, partners, and the wider context in which Into Film operates.  Trustees are regularly kept up to date with changes in relevant legislation and receive training where appropriate to their responsibilities. 

## **Senior management structure** 

The day-to-day management of Into Film is carried out by the Senior Management team comprising the directors of all departments, led by the Chief Executive.  Executive team salaries were made equal at the inception of Into Film when they were benchmarked against equivalent roles in the public sector and other educational charities.  Since then, they have increased with inflation, where possible, in line with the experience in similar sectors. 

## **Equity, Equality, Diversity and Inclusion (EED&I)** 

Into Film continued to implement its EED&I plan working towards our vision to create an inclusive, active listening culture that respects difference, in which staff are happy and proud to create a programme for the diverse society we work with. 

Internally, we ran training for the team on being aware of unconscious bias and on equitable recruitment. The team collaborated on reviewing Into Film’s values and embedding them across the programme and we devised a language guide to be used in our communications. A complementary policy around inclusion and representation in the moving image content we create was also launched. 

In support of the programme, we commissioned an accessibility audit of our website by Ability Net and are now progressing the recommendations made. We also continued to improve our curation policy to ensure wide representation through the films we select for Into Film+ and the Into Film Festival. 

Our Spring Screenings programme included 19% of the 357 free school screenings in March as Autism Friendly, 22% were audio described and 36% were played with subtitles. 

The EED&I working group continued to meet monthly and the succession plan meant that several new members joined the group as others stepped off. 

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**FILM NATION UK (A company limited by guarantee)** 

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## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Structure, governance, and management (continued)**_ 

## **Risk Management** 

In line with best practice and the requirements of the Charity SORP FRS 102, specific consideration has been given to the identification and management of risk within the organisation. This has resulted in a risk register, detailing priorities of importance with required actions identified to manage the risk. This is reviewed twice a year by the Finance and Audit committee and quarterly by the Senior Management Team. Details of specific risks facing the organisation and the steps taken by the Trustees to manage these risks are given on the following page. 

## **Principal Risks and Uncertainties** 

The main risks facing the charity are: 

- The uncertainty around the future of funding beyond 31 March 2026 from our current long-term partners, and in-year reductions during the current funding period. 

Lottery funding is at risk from fluctuations in future Lottery income, and funding from Cinema First will depend to an extent on the future commercial marketplace. This is mitigated through continued work to further programme impact and dialogue with the BFI regarding approaches to maximising public value; researching where there is potential to continue elements of programme, and introducing new ones, that could attract alternative income sources and use findings to inform the Business Plan; and implementing a fundraising strategy.  In the future we plan to co-opt a Development Specialist on to the Board and have an established Board Fundraising sub-committee. 

Our current Lottery funding is confirmed until 31 March 2026 when it will be reviewed, with the plan to renew for another three years. 

- Film distribution service fails to meet the needs of the organisation and/or schools. 

The delivery of the Into Film programme is now through our own streaming service, Into Film+, which for the 2023/24 financial year will be supported by the Department for Education. The new arrangement will bring in additional funding for an enhanced streaming service and extend the existing film licensing legislation for education organisations to cover streaming (in England only). 

There is a risk that the licencing arrangement and funding either ceases or is reduced next year, which would put pressure on the streaming service and the organisation. This is mitigated by using specialist legal advice and a Board working group to address licensing issues. We are also looking to expand the enhanced Into Film service to the rest of the UK, which would bring in further funds and increase the catalogue of films available to the other nations. 

- Uncertainty in securing additional funding/income streams to supplement that of principal funders in future years where our principal funders’ priorities have shifted. 

Given the overall reduction in funding for cultural and film education activity, securing funds has become harder in the current climate. We monitor fundraising quarterly, with the Director of Business Development responsible for commercial income and income from trusts and foundations. 

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**FILM NATION UK (A company limited by guarantee)** 

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## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Structure, governance, and management (continued)**_ 

## **Financial Review** 

A summary of the financial results and the work of the Charity are set out below. 

## **Income and expenditure for the year** 

The Statement of Financial Activities for the year is set out on page 20 of the financial statements. A summary of the financial results and the work of the Charity is set out below. 

Total income for Into Film for the year was £6,331,490 comprised mainly of donations and grants from film and education related organisations, with the majority (£5,050,000) being Lottery funding distributed by the British Film Institute (BFI). 

Total expenditure for the year was £6,183,579 which has resulted in a net surplus of £147,911. 

The net unrestricted income, including income retained from restricted projects, was £225,424 which means our freely available reserves have increased to £910,589. 

## **Reserves policy** 

In accordance with the Charity’s Articles of Association, Film Nation UK may set aside funds for special purposes or as reserves against future expenditure.  The Board of Trustees have agreed that it is prudent to retain a level of reserves sufficient to cover the costs of transition, in the event of significantly reduced funding. The level of funding is reviewed annually, and the reserves increased if required and funds are available. 

Given that our Lottery contract stipulates that we would receive six months’ funding at the current levels, should we get any reduction or notice of cessation of funding, Trustees have deemed that holding additional general reserves of around £300,000 is more than sufficient in a normal year. 

The level of reserves held at 31 March 2023 exceeds the reserves target, to reflect that we are at the end of the current funding cycle; as we expect reduced Lottery funding in the next cycle, the increased reserves will need to cover the costs of transition, including a restructure to reduce the staff team. 

This has led to unrestricted general funds as at 31 March 2023 of £910,589, unrestricted designated funds of £262,431 and restricted funds of £102,164. 

Further detail regarding fund balances is given at Note 14 to the financial statements. 

## **Investments** 

Apart from cash deposits Into Film does not have investments.  Investments are permitted under the Articles of Association and the Board of Trustees will seek to develop an appropriate policy when required. 

Page 13 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## _**Structure, governance, and management (continued)**_ 

## **Fundraising** 

Into Film does not actively raise funds from the public but does occasionally receive unsolicited donations from individuals or organisations. These are ring fenced and allocated to specific activity, either at the request of the donor or as suggested by Into Film. 

We do employ a small fundraising team who work mainly on securing income from trusts, foundations, and corporate bodies. 

## _**Looking to the future**_ 

Into Film’s new six-year strategy identifies the following objectives: 

- Into Film is used by a significantly higher number of UK schools, teachers, and educators; 

- Recognition of film and the moving image is reflected in the educational policy and curriculum of every UK nation; 

- Educators are equipped with the tools and confidence to teach with and about film to improve/enhance their teaching practice; 

- Increased recognition and respect for Into Film as an authority on the  curation and distribution of content for young audiences; 

- More children and young people have a shared experience of watching a diverse range of films; 

- Screen industry partners, schools and young people recognise and engage with Into Film's careers offer; 

- A greater technical and creative ability for children and young people to tell, share and celebrate their own stories in film; 

- Into Film programme (is designed to) ensures children and young people gain life and employability skills. 

Page 14 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **DIRECTORS’ AND TRUSTEES’ REPORT INCORPORATING THE STRATEGIC REPORT - continued** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

## **Responsibilities of the Trustees** 

The Trustees (who are also the directors of Film Nation UK for the purposes of company law) are responsible for preparing the Directors’ and 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. Under company law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. 

In preparing these financial statements, the Trustees are required to: 

- select suitable accounting policies and then apply them consistently; 

- observe the methods and principles in the Charities SORP 2019 (FRS 102); 

- make judgments and estimates that are reasonable and prudent; 

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and 

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in operation. 

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.  They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud 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. 

The Trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company’s website. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions. 

This report has been prepared taking advantage of the exemptions for small companies in section 15 of the Companies Act 2006. 

## **Auditors** 

Cooper Parry Group Limited has expressed its willingness to continue in office and will be proposed for reappointment at the Annual General Meeting. 

## **Approved by the Board of Directors on 17 November 2023 and signed on behalf of the Board:** 


**Eric Fellner Chairman** 

Page 15 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS AND TRUSTEES** 

## **OF FILM NATION UK** 

## **Opinion** 

We have audited the financial statements of Film Nation UK (“the charitable company”) for the year ended 31 March 2023 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cash Flows, and the related notes, 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 Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (United Kingdom Generally Accepted Accounting Practice). 

In our opinion the financial statements: 

- give a true and fair view of the state of the charitable company’s affairs as at 31 March 2023, and of the incoming resources and application of resources, including its income and expenditure, for the year then ended; 

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and 

- have been prepared in accordance with the requirements of the Companies Act 2006. 

## **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 the financial statements section of our report. We are independent of the 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 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. 

Page 16 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS AND TRUSTEES** 

## **OF FILM NATION UK - continued** 

## **Other information** 

The Trustees are responsible for the other information.  The other information comprises the information included in the report of the Trustees, other than the financial statements and our auditor’s report thereon. 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. 

## **Opinions on other matters prescribed by the Companies Act 2006** 

In our opinion, based on the work undertaken in the course of the audit: 

- the information given in the Directors’ and Trustees’ Annual Report  for the financial year for which the financial statements are prepared is consistent with the financial statements; and 

- the Directors’ and Trustees’ Annual Report  has been prepared in accordance with legal requirements. 

## **Matters on which we are required to report by exception** 

In the light of our 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 Directors’ and Trustees’ Annual Report . 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: 

- adequate and sufficient accounting records have not been kept by the charitable company, or returns adequate for our audit have not been received from branches not visited by us; or 

- the charitable company’s financial statements are not in agreement with the accounting records and returns; or 

- certain disclosures of Trustees' remuneration specified by law are not made; or 

- we have not received all the information and explanations we require for our audit; or 

- the Trustees were not entitled to prepare the financial statements in accordance with the small companies’ regime and take advantage of the small companies' exemptions in preparing the Directors’ and Trustees’ Annual Report and from the requirement to prepare a strategic report. 

Page 17 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS AND TRUSTEES** 

## **OF FILM NATION UK - continued** 

## **Responsibilities of Trustees** 

As explained more fully in the Statement of Trustees' Responsibilities set out on page 15, 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** 

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 the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: 

Our assessment focussed on key laws and regulations the charitable company has to comply with and areas of the financial statements we assessed as being more susceptible to misstatement. These key laws and regulations included but were not limited to compliance with the Companies Act 2006, Charities Act 2011, taxation legislation, data protection and employment legislation. 

We are not responsible for preventing irregularities. Our approach to detecting irregularities included, but was not limited to, the following: 

- obtaining an understanding of the legal and regulatory framework applicable to the charitable company and how the charitable company is complying with that framework, including agreement of financial statement disclosures to underlying documentation and other evidence; 

- obtaining an understanding of the charitable company’s control environment and how the charitable company has applied relevant control procedures, through discussions with management and by performing walkthrough testing over key areas; 

- obtaining an understanding of the charitable company’s risk assessment process, including the risk of fraud; 

- reviewing meeting minutes of those charged with governance throughout the year; and 

- performing audit testing to address the risk of management override of controls, including testing journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business, and reviewing accounting estimates for bias. 

Page 18 



**FILM NATION UK** 

**(A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS AND TRUSTEES** 

## **OF FILM NATION UK – continued** 

## **Auditor's responsibilities for the audit of the financial statements (continued)** 

Whilst considering how our audit work addressed the detection of irregularities, we also considered the likelihood of detection based on our approach. Irregularities arising from fraud are inherently more difficult to detect than those arising from error. 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation. 

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. 

## **Use of our report** 

This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members and Trustees 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 anyone other than the charitable company and the charitable company's members and trustees as a body, for our audit work, for this report, or for the opinions we have formed. 

Glen Bott FCA 

Senior Statutory Auditor for and on behalf of: 

## **Cooper Parry Group Limited** 

Statutory Auditor Cubo Birmingham Office 401, 3rd Floor Two Chamberlain Square Birmingham B3 3AX 

Date: 22 November 2023 

Page 19 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **STATEMENT OF FINANCIAL ACTIVITIES (incorporating an income and expenditure account)** 

## **FOR THE YEAR ENDED 31 MARCH 2023** 

|**Notes**<br>**INCOME FROM:**<br>Donations and legacies<br>2<br>Other trading activities<br>3<br>Investments<br>4<br>Charitable activities<br>5<br>Total income<br>**EXPENDITURE ON:**<br>Costs of generating funds<br>Charitable activities<br>Total expenditure<br>6<br>**NET INCOME/ (EXPENDITURE) FOR**<br>**THE YEAR**<br>Transfer between funds<br>14<br>**NET MOVEMENT IN FUNDS**<br>**RECONCILIATION OF FUNDS**<br>Total funds brought forward at 1 April<br>Total funds carried forward at 31 March<br>14|**General**<br>**Funds**<br>**£**<br>**Restricted**<br>**Funds**<br>**£**<br>**2023**<br>**Total**<br>**£**<br>2022<br>Total<br>£<br>30,981<br>-<br>30,981<br>45,311<br>729,596<br>-<br>729,596<br>383,341<br>28,930<br>-<br>28,930<br>1,268<br>5,262,988<br>278,995<br>5,541,983<br>5,357,313|
|---|---|
||6,052,495<br>278,995<br>6,331,490<br>5,787,233|
||75,392<br>-<br>75,392<br>75,118<br>5,831,768<br>276,419<br>6,108,187<br>5,768,969|
||5,907,160<br>276,419<br>6,183,579<br>5,844,087|
||145,335<br>2,576<br>147,911<br>(56,854)<br>144,094<br>(144,094)<br>-<br>-|
||289,429<br>(141,518)<br>147,911<br>(56,854)<br>883,591<br>243,682<br>1,127,273<br>1,184,127|
||1,173,020<br>102,164<br>1,275,184<br>1,127,273|



All income and expenditure derive from continuing activities. 

The statement of financial activities incorporates all gains and losses recognised in the above two financial periods. 

The notes on pages 23 to 36 form part of these financial statements. 

Page 20 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **BALANCE SHEET** 

## **COMPANY No. 08210217** 

## **AS AT 31 MARCH 2023** 

|**Notes**<br>**FIXED ASSETS**<br>Tangible fixed assets<br>11<br>Investments<br>20<br>**CURRENT ASSETS**<br>Debtors<br>12<br>Bank and cash balances<br>**CREDITORS: Amounts falling due within one year**<br>13<br>**NET CURRENT ASSETS**<br>**NET ASSETS**<br>**Represented by:**<br>Unrestricted - general funds<br>14<br>Unrestricted - designated funds<br>14<br>Restricted funds<br>14|**2023**<br>**£**<br>2022<br>£<br>22,029<br>15,440<br>-<br>-|
|---|---|
||22,029<br>15,440|
||342,263<br>398,162<br>1,378,891<br>1,180,709|
||1,721,154<br>1,578,871<br>(467,999)<br>(467,038)|
||1,253,155<br>1,111,833|
||1,275,184<br>1,127,273|
||910,589<br>685,165<br>262,431<br>198,426<br>102,164<br>243,682|
||1,275,184<br>1,127,273|



The financial statements were approved by the board of directors on 17 November 2023 and are signed on its behalf by: 


**Eric Fellner Chairman** 

The notes on pages 23 to 36 form part of the financial statements. 

Page 21 



_______________________________________________________________________________________ 

## **FILM NATION UK (A company limited by guarantee)** 

## **STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2023** 

|**Notes**<br>**Net cash used in operating activities**<br>17(a)<br>**Cash flow from investing activities**<br>Interest received<br>4<br>Capital expenditure<br>11<br>**Net cash provided by/(used in) investing activities**<br>**Change in cash and cash equivalents in the reporting period**<br>**Cash and cash equivalents at 31 March 2023**<br>**Cash and cash equivalents at 31 March 2022**<br>**Cash and cash equivalents consist of:**<br>Cash at bank and in hand|**2023**<br>**£**<br>2022<br>£<br>185,783<br>(417,460)|
|---|---|
||28,930<br>1,268<br>(16,531)<br>(15,477)|
||12,399<br>(14,209)|
||198,182<br>(431,669)<br>1,378,891<br>1,180,709|
||1,180,709<br>1,612,378|
||1,378,891<br>1,180,709|



Page 22 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **1 Accounting policies** 

## **Basis of preparation** 

Film Nation UK (trading as Into Film) is a charity limited by guarantee in the United Kingdom. In the event of the charity being wound up, the liability in respect of the guarantee is limited to £1 per member of the charity. The address of the registered office is given in the charity information on page 1 of these financial statements.  The nature of the charity’s operations and principal activities are in education among children and young people using film as a learning tool. 

The charity constitutes a public benefit entity as defined by FRS 102. The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102), the Charities Act 2011, the Companies Act 2006 and UK Generally Accepted Accounting Practice. 

The financial statements are prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value.  The financial statements are prepared in sterling which is the functional currency of the charity. 

The significant accounting policies applied in the preparation of these financial statements are set out below.  These policies have been consistently applied to all years presented unless otherwise stated. 

## **Incoming resources** 

All incoming resources are included in the Statement of Financial Activities when the charity is legally entitled to the income after any performance conditions have been met, the amount can be measured reliably, and it is probable that the income will be received. 

No amount is included in the financial statements for volunteer time in line with the SORP (FRS 102). 

Voluntary income by way of grants, donations and gifts is included in full in the Statement of Financial Activities when receivable and when the amounts are known with certainty and are measurable. Grants, where entitlement is not conditional on the delivery of a specific performance by the charitable company, are recognised when it becomes unconditionally entitled to the grant. 

Donated facilities and donated professional services are recognised in income at their fair value when their economic benefit is probable, it can be measured reliably, and the charity has control over the item. Fair value is determined on the basis of the value of the gift to the charity. For example, the amount the charity would be willing to pay in the open market for such facilities and services. A corresponding amount is recognised in expenditure. 

Incoming resources from grants, where related to performance and specific deliverables, are accounted for as the charitable company earns the right to consideration by its performance.  Where income is received in advance of performance it is treated as deferred income and included within creditors. 

The charitable company receives government grants in respect of its award from the British Film Institute. Income from government and other grants are recognised at fair value when the charitable company has entitlement after any performance conditions have been met, it is probable that the income will be received, and the amount can be measured reliably. If entitlement is not met, then these amounts are deferred. 

Page 23 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **1 Accounting policies (continued)** 

## **Resources expended** 

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Expenditure is recognised where there is a legal or constructive obligation to make payments to third parties, it is probable that the settlement will be required, and the amount of the obligation can be measured reliably. 

Charitable expenditure comprises those costs incurred by the charitable company in the delivery of its activities and services for its beneficiaries. 

Governance costs include those costs associated with meeting the constitutional and statutory requirements of the charitable company and include audit fees and costs linked to the strategic management of the charitable company. 

All costs are allocated between the expenditure categories of the Statement of Financial Activities on a basis designed to reflect the use of the resource.  Costs relating to a particular activity comprise both costs that can be allocated directly to such activities and those costs of an indirect nature necessary to support them. 

## **Fund accounting** 

## _**Restricted funds**_ 

Restricted funds represent grants and donations received which are subject to restrictions on their expenditure imposed by the donor or through the terms of an appeal. The aim and use of each restricted fund are set out in the notes to the financial statements. 

## _**Unrestricted funds and designated funds**_ 

Unrestricted funds represent funds that are expendable at the discretion of the directors in the furtherance of the objects of the charitable company.  Such funds may be held in order to finance both working capital and capital investment. 

Designated funds are those funds which are unrestricted in nature, but which have been designated by the directors to be used in a particular manner. 

## **Tangible fixed assets** 

Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses.  Cost includes costs directly attributable to making the asset capable of operating as intended. 

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows: 

Fixtures, fittings & equipment 4 years straight line Plant & machinery etc. 3 years straight line 

Assets purchased which are under £500 are expensed to the Statement of Financial Activities. 

Page 24 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **1 Accounting policies (continued)** 

## **Debtors and creditors receivable / payable within one year** 

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in expenditure. 

## **Recognition of liabilities** 

Liabilities are recognised when an obligation arises to transfer economic benefits as a result of past transactions or events. 

## **Employee benefits** 

When employees have rendered service to the charity, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in for that service. 

The charity operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable. 

## **VAT** 

VAT is only partially recoverable by the charitable company. Any irrecoverable VAT is included within the relevant costs in the Statement of Financial Activities. 

## **Tax** 

The charitable company meets the definition of a charity within the meaning of schedule 3 of the Charities Act 2011 and is considered to pass the tests set out in Paragraph 1 Schedule 6 Finance Act 2010 and therefore it meets the definition of a charitable company for UK corporation tax purposes. 

## **Going concern** 

The financial statements have been prepared on a going concern basis as the Trustees believe that no material uncertainties exist. The Trustees have considered the level of funds held and the expected level of income and expenditure for 12 months from authorising these financial statements. The budgeted income and expenditure are sufficient with the level of reserves for the charity to be able to continue as a going concern. 

Page 25 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

|**Donations and legacies**|**2023**|2022|
|---|---|---|
||**£**|£|
|Donations|30,981|45,311|



## **2 Donations and legacies** 

All of the income received in respect of donations and legacies was attributable to unrestricted funds in both the years ended 2023 and 2022. 

|**3**<br>**Other trading activities**<br>Cinema First<br>Sponsorship<br>Earned income<br>Sale of assets|**2023**<br>**£**<br>2022<br>£<br>450,000<br>145,000<br>115,000<br>-<br>164,596<br>237,335<br>-<br>1,006|
|---|---|
||729,596<br>383,341|



All of the income received in respect of other trading activities was attributable to unrestricted funds in both the years ended 2023 and 2022. 

|**4**|**Investments**|**2023**|2022|
|---|---|---|---|
|||**£**|£|
||Bank interest receivable|28,930|1,268|



All of the income received in respect of investments was attributable to unrestricted funds in the year ended 2023 and 2022. 

Page 26 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

|**5**<br>**Income from charitable activities**<br>**_Restricted_**<br>Paul Hamlyn<br>Northern Ireland Screen<br>British Council<br>Merthyr Tydfil CC<br>Sub-total<br>**_Unrestricted_**<br>BFI grants receivable<br>Northern Ireland Screen<br>BFI Screen Careers<br>Sub-total<br>Total|**2023**<br>**£**<br>2022<br>£<br>31,000<br>120,000<br>198,000<br>184,000<br>39,995<br>160,750<br>10,000<br>10,000|
|---|---|
||278,995<br>474,750<br> <br>5,050,000<br>4,767,500<br>158,000<br>115,063<br>54,988<br>-|
||5,262,988<br>4,882,563|
||5,541,983<br>5,357,313|



A grant of £24,000,000 was awarded to Into Film by the British Film Institute for a five-year period commencing 1 April 2018. 

Due to COVID-19 we received an additional year of Lottery funding, at the original level, meaning our current Lottery funding ended at 31 March 2023. 

The BFI grant income identified for 2022/23 represents the cash drawn down during the financial year, comprising £4,800,000 for the additional year’s funding and £250,000 carried forward from 2021/22. 

Page 27 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

**6        Analysis of expenditure on charitable activities** 

|**Costs of generating income**<br>Salaries, pensions and other<br>staffing costs<br>**Direct costs**<br>Audience development<br>Commercial activity<br>Communications and PR<br>Content<br>Digital<br>Digital Development (Streaming & LMS)<br>Events and Into Film Festival<br>Filmmaking<br>Careers (Screen Careers)<br>Programme Delivery<br>British Council (Camara Chica)<br>ICAP (Moving Minds)<br>Paul Hamlyn (Film for Learning)<br>Northern Ireland Screen (ScreenWorks)<br>Northern Ireland Screen (Mentoring pilots)<br>Merthyr Tydfil (Community Renewal Fund)<br>**Overhead costs**<br>Customer Relationship Manager (CRM)<br>Finance<br>Human Resources<br>Information Technology<br>Offices and premises<br>Strategy & Planning<br>**Governance**(note 7)|**Unrestricted**<br>**Funds**<br>**£**<br>**Restricted**<br>**Funds**<br>**£**<br>**2023**<br>**Total**<br>**£**<br>2022<br>Total<br>£<br>75,392<br>-<br>75,392<br>75,118<br>-<br>-<br>-<br>(209)<br>38,980<br>-<br>38,980<br>56,745<br>541,945<br>-<br>541,945<br>657,471<br>252,685<br>-<br>252,685<br>255,078<br>726,414<br>-<br>726,414<br>594,524<br>287,817<br>-<br>287,817<br>386,602<br>359,873<br>-<br>359,873<br>174,657<br>104,603<br>-<br>104,603<br>69,654<br>27,983<br>-<br>27,983<br>-<br>1,569,383<br>-<br>1,569,383<br>1,441,862<br>-<br>39,533<br>39,533<br>59,564<br>-<br>-<br>-<br>8,967<br>-<br>66,900<br>66,900<br>96,521<br>-<br>159,612<br>159,612<br>153,387<br> <br>-<br>-<br>-<br>6,622<br> <br>-<br>10,374<br>10,374<br>47<br>136,736<br>-<br>136,736<br>84,500<br>144,636<br>-<br>144,636<br>141,404<br>285,022<br>-<br>285,022<br>181,187<br>426,479<br>-<br>426,479<br>417,785<br>386,040<br>-<br>386,040<br>457,359<br>434,020<br>-<br>434,020<br>420,881<br>109,152<br>-<br>109,152<br>104,361|
|---|---|
||5,907,160<br>276,419<br>6,183,579<br>5,844,087|



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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

|**7**<br>**Governance costs**<br>Audit & Accounting fees<br>Salaries|**2023**<br>**Total**<br>**Funds**<br>**£**<br>2022<br>Total<br>Funds<br>£<br>26,559<br>25,808<br>82,593<br>78,553|
|---|---|
||109,152<br>104,361|



## **8 Net expenditure for the year** 

|Net expenditure is stated after charging:|**2023**|2022|
|---|---|---|
||**£**|£|
|Depreciation of owned assets|9,942|13,919|
|Insurance: Trustees’ and senior staff indemnity insurance|9,535|9,535|
|Audit fees – current year|18,750|17,500|
|Operating lease rentals|181,400<br>|298,820|



## **9 Pension costs** 

Into Film operates a salary sacrifice contribution pension scheme in respect of its employees. The scheme and the assets are held by independent managers. 

In October 2017, the charity implemented auto-enrolment for all its staff, increasing the number of employees using the pension scheme. At 31 March 2023, a total of 81 employees participated in these schemes (2022: 78). The charitable company will match the percentage contribution by the employee, up to a maximum of 5% of salary. 

The pension charge in the year was £265,228 (2022: £268,728) and at the year-end there were £43,265 contributions payable (2022: £32,766). 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

|**10**<br>**Staff costs**<br>Wages and salaries<br>Social security costs<br>Pension costs<br>Redundancy costs|**2023**<br>**£**<br>2022<br>£<br>2,963,479<br>2,891,437<br>326,191<br>306,692<br>265,228<br>268,728<br>-<br>24,375|
|---|---|
||3,554,898<br>3,486,843|



## **Number of employees** 

The average monthly numbers of employees (excluding the trustees) during the year, calculated on an average headcount basis (also equivalent to the full-time equivalent number) was as follows: 

|Chief Executive’s office<br>Communications and PR (now includes Web content team)<br>Digital<br>Education<br>Partnerships and Strategy<br>Finance and Operations|**2023**<br>**Number**<br>2022<br>Number<br>2<br>2<br>19<br>18<br>9<br>8<br>37<br>36<br>9<br>8<br>5<br>6|
|---|---|
||81<br>78|



The number of employees whose emoluments amounted to £60,000 or more in the year was as follows: 

||**2023**|2022|
|---|---|---|
||**Number**|Number|
|£60,001 - £  70,000|5|5|
|£80,001 - £  90,000|1|1|
|£90,001 - £100,000|-|1|
|£100,001 - £110,000|1|-|



Pension contributions in respect of the seven higher paid staff were £26,503 (2022: seven higher paid staff were £23,412). 

No salaries or wages have been paid to Trustees during the year (2022: £nil). 

No charity Trustee received payment for professional or other service supplied to the charity (2022: £nil). 

The total amount of employee benefits received by key management personnel is £541,306 (2022: £515,852). The key management personnel consist of six individuals (2022: six): the Chief Executive, Director of Programme Delivery, Director of Business Development, Director of Finance and Operations, Chief Technology Officer, and Director of Marketing and Communications. 

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_______________________________________________________________________________________ 

## **FILM NATION UK (A company limited by guarantee)** 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

|**11**<br>**Tangible fixed assets**<br>**Costs**<br>As at 1 April 2022<br>Additions<br>As at 31 March 2023<br>**Depreciation**<br>As at 1 April 2022<br>Charge for the year<br>As at 31 March 2023<br>**Net book values**<br>As at 31 March 2023<br>As at 31 March 2022<br>**12**<br>**Debtors**<br>Trade debtors<br>Other debtors<br>Prepayments and accrued income<br>**13**<br>**Creditors: Amounts falling due within one year**<br>Trade creditors<br>Other creditors<br>Accruals|**Fixtures,**<br>**Fittings &**<br>**Equipment**<br>84,664<br>8,819|**Computer**<br>**Equipment**<br>**Total**<br>**£**<br>42,232<br>126,896<br>7,712<br>16,531<br>49,944<br>143,427<br>27,854<br>111,456<br>8,718<br>9,942<br>36,572<br>121,398<br>13,372<br>22,029<br>14,378<br>15,440<br>**2023**<br>**£**<br>2022<br>£<br>68,449<br>36,271<br>399<br>1,435<br>273,415<br>360,456<br>342,263<br>398,162<br>**2023**<br>**£**<br>2022<br>£<br>130,627<br>148,492<br>143,135<br>113,773<br>194,237<br>204,773|
|---|---|---|
||93,483||
||83,602<br>1,224||
||84,826||
||8,657||
||1,062||
||||
|||467,999<br>467,038|



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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **14 Fund balances** 

|Fund balances at 31 March 2023 are represented by:<br>Tangible fixed assets<br>Current assets<br>Current liabilities<br>Fund balances at 31 March 2022 were represented by:<br>Tangible fixed assets<br>Current assets<br>Current liabilities|**General**<br>**£**<br>**Restricted**<br>**£**<br>Total<br>£<br>22,029<br>-<br>22,029<br>1,618,990<br>102,164<br>1,721,154<br>(467,999)<br>-<br>(467,999)|
|---|---|
||1,173,020<br>102,164<br>1,275,184|
||15,440<br>-<br>15,440<br>1,335,189<br>243,682<br>1,578,871<br>(467,038)<br>-<br>(467,038)|
||883,591<br>243,682<br>1,127,273|



|**2022/23**<br>**Restricted Funds**<br>Paul Hamlyn<br>NI Screen (Projects)<br>British Council<br>Merthyr Tydfil<br>**Unrestricted Fund**<br>General Funds<br>**Designated Funds**<br>Cinema First<br>EON donation<br>NI Screen (Clubs)<br>BFI (Screen Careers)<br>Fixed asset fund|**At 1 April**<br>**£**<br>**Incoming**<br>**Resources**<br>**£**<br>**Outgoing**<br>**Resources**<br>**£**<br>**Transfers**<br>**£**<br>**At 31 March**<br>**£**<br>71,106<br>31,000<br>(66,900)<br>(25,269)<br>9,937<br>-<br>198,000<br>(159,612)<br>(14,112)<br>24,276<br>162,623<br>39,995<br>(39,533)<br>(95,134)<br>67,951<br>9,953<br>10,000<br>(10,374)<br>(9,579)<br>-|
|---|---|
||243,682<br>278,995<br>(276,419)<br>(144,094)<br>102,164<br>685,165<br>5,359,096<br>(5,311,235)<br>177,563<br>910,589<br>-<br>450,000<br>(400,000)<br>-<br>50,000<br>182,986<br>30,411<br>-<br>(50,000)<br>163,397<br>-<br>158,000<br>(158,000)<br>-<br>-<br>-<br>54,988<br>(27,983)<br>-<br>27,005<br>15,440<br>-<br>(9,942)<br>16,531<br>22,029|
||1,127,273<br>6,331,490<br>(6,183,579)<br>-<br>1,275,184|



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_______________________________________________________________________________________ 

## **FILM NATION UK (A company limited by guarantee)** 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **14 Fund balances (continued)** 

|**2021/22**<br>**Restricted Funds**<br>ICAP<br>Paul Hamlyn<br>NI Screen (Projects)<br>British Council<br>Merthyr Tydfil<br>**Unrestricted Fund**<br>General Funds<br>**Designated Funds**<br>Cinema First<br>Digital development<br>EON donation<br>NI Screen (Clubs)<br>Fixed asset fund|**At 1 April**<br>**£**<br>**Incoming**<br>**Resources**<br>**£**<br>**Outgoing**<br>**Resources**<br>**£**<br>**Transfers**<br>**£**<br>**At 31 March**<br>**£**<br>33,957<br>-<br>(8,967)<br>(24,990)<br>-<br>69,827<br>120,000<br>(96,521)<br>(22,200)<br>71,106<br>76,817<br>184,000<br>(160,009)<br>(100,808)<br>-<br>61,437<br>160,750<br>(59,564)<br>-<br>162,623<br>-<br>10,000<br>(47)<br>-<br>9,953|
|---|---|
||242,038<br>474,750<br>(325,108)<br>(147,998)<br>243,682<br>533,567<br>5,020,841<br>(5,001,764)<br>132,521<br>685,165<br>100,000<br>145,000<br>(245,000)<br>-<br>-<br>111,016<br>-<br>(111,016)<br>-<br>-<br>151,407<br>31,579<br>-<br>-<br>182,986<br>31,222<br>115,063<br>(146,285)<br>-<br>-<br>14,877<br>-<br>(14,914)<br>15,477<br>15,440|
||1,184,127<br>5,787,233<br>(5,844,087)<br>-<br>1,127,273|



## **Description of funds** 

**General funds** include any reserves available to be used in the event of future reductions in funding. 

The **Paul Hamlyn** funding is for the Film for Learning project, to provide teachers with CPD to develop their film analysis, animation and filmmaking skills, and embed film in the classroom. 

The **ICAP** funding was used to explore and promote mental wellbeing through filmmaking, with professional filmmakers working with young people to improve their confidence, find their voice, learn about working in a fun and creative team, and to gain filmmaking skills and experience. 

The **NI Screen** funding is being used to deliver the ScreenWorks project, a scheme to help young people in Northern Ireland aged 16-19 to explore screen crafts through a range of unique work experiences. 

The **British Council** funding is for the Camara Chica project, which runs filmmaking courses in overseas countries. 

The **Merthyr Tydfill** funding is for a teacher training pilot in Wales. 

The transfers between the Restricted and General Funds represent amounts retained by Into Film to cover internal staff costs, management fees and other costs, as agreed with each funder. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **14 Fund balances (continued)** 

The **Designated Funds** represent funds ring-fenced by the Board in respect of the following: 

- **Cinema First** & **NI Screen** income that was unspent in 2022/23 and agreed to be used in 2023/24 instead; 

- A donation from **EON** which has yet to be assigned to specific activity; 

- **Fixed assets** , as they do not represent reserves that are freely available to the charity; future depreciation on these assets will be charged to this fund. 

## **15 Leasing commitments** 

The total future minimum lease payments under non-cancellable operating leases in respect of land and buildings are as follows: 

|**Expiry Date**<br>Within 1 year<br>Within 2-5 years<br>Total|**2023**<br>**£**<br>2022<br>**£**<br>89,340<br>181,400<br>27,125<br>73,840|
|---|---|
||116,465<br>255,240|



## **16 Capital commitments** 

There were no capital commitments at the balance sheet date (2022: £nil). 

## **17 Cash flow notes** 

## **(a)      Reconciliation of net expenditure to net cash flow from operating activities** 

|Net expenditure for the year<br>Interest received<br>Depreciation<br>Loss on disposal<br>Decrease/(Increase) in debtors<br>(Decrease)/ Increase in creditors<br>**Net Cash used in operating activities**||**2023**<br>**£**<br>2022<br>£<br>147,911<br>(56,854)|
|---|---|---|
||||
|||(28,930)<br>(1,268)<br>9,942<br>13,919|
|||-<br>995|
|||55,899<br> <br> (164,048)<br>|
|||~~961~~<br>~~(210,204)~~<br>185,783<br>(417,460)|
||||



Page 34 



**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **17 Cash flow notes (continued)** 

|||At 1 April|Cash|**At 31 March**|
|---|---|---|---|---|
|||2022|flows|**2023**|
|**(b)**|**Analysis of changes in net debt**|£|£|**£**|
||Cash at bank and in hand|1,180,709|198,182|1,378,891|



## **18 Controlling interest** 

The charitable company is controlled by its Trustees. 

## **19 Company limited by guarantee** 

Film Nation UK is a charitable company limited by guarantee and accordingly does not have a share capital. The liability of each member of the charitable company is limited to £1 in the event of it being wound up while he or she is a member, or within one year after he or she ceases to be a member. 

## **20 Investments** 

## **Subsidiary undertakings** 

The following charitable companies are Limited by Guarantee and are under the control of Film Nation UK at the balance sheet date. 

## **Subsidiary name** 

First Light Movies Limited Company No. 05730661 Dormant Company Film Club (UK) Company No. 05895219 Dormant Company 

## **21 Related Party Transactions** 

Eon Productions Ltd, a company in which B D Broccoli, Trustee is a director and shareholder of (and is therefore deemed to have significant control over) paid sponsorship of £10,000 (2022: £Nil) to the charity in the year. No amounts were outstanding at the year-end. Eon Productions also made donations (free of terms or conditions) to the charity totalling £30,411 (2022: of £35,579). 

C J Needham, Trustee paid sponsorship of £10,000 (2022: £Nil) to the charity in the year. No amounts were outstanding at the year-end. 

Working Title Films, a company in which E N Fellner, Trustee is a director of (and deemed to have significant control over) paid sponsorship of £10,000 (2022: £Nil) to the charity in the year. No amounts were outstanding at the year-end. 

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**FILM NATION UK (A company limited by guarantee)** 

_______________________________________________________________________________________ 

## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023** 

## **22 Subsequent Events** 

Further to the year-end, the charitable company implemented a restructure of the organisation to enable the charitable company to deliver its programme of works in the context of reduced Lottery funding and changes to certain programmes. This was achieved through consultation with staff, and a programme of voluntary redundancies was carried out. At the year-end the charitable company did not have a constructive obligation in relation to the restructuring, therefore no costs have been recorded in these account in respect of any termination benefits paid. 

Page 36 

