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2022-03-31-accounts

IMPROBABLE

REPORT OF THE TRUSTEES AND

UNAUDITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2022

Registered Charity No. 1155695 Company No. 08561272

IMPROBABLE

____________

Contents of the Financial Statements for the Year Ended 31 March 2022

Page
Report of the Trustees 1
Independent Examiner's Report 5
Statement of Financial Activities 6
Balance Sheet 7
Notes to the Financial Statements 8

IMPROBABLE

Trustees’ Report for the Year Ended 31 March 2022

The Trustees (who are also directors of the charity for the purposes of the Companies Act) present their annual report together with the financial statements of Improbable (the charity) for the year ended 31 March 2022.

The Trustees confirm that the Annual report and financial statements of the charity comply with the current statutory requirements, the requirements of the charity's governing document and the provisions of the Statement of Recommended Practice Charities FRS 102 (SORP) 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 (effective January 2015).

Charity Name: Improbable

Charity registration number: 1155695

Company registration number: 08561272

Registered office: c/o PopHub 1[st] Floor, 41 Whitcomb Street, London WC2H 7DT

Board of Trustees:

The trustees in office during the year were as follows

Paul Anderson Phil Clarke Stephen Daldry Natasha Freedman (chair) David G. Knott Simon Minty (resigned March 2022) Elspeth Murray Christopher Sandhu (resigned March 2022) Griselda Yorke

Company Secretary:

Ben Qasim Monks

Key Management Personnel:

Phelim McDermott & Lee Simpson, Artistic Directors and joint Chief Executives Ben Qasim Monks, Executive Director Kathryn Bilyard, Executive Producer

Accountants:

Moore Kingston Smith LLP, 9 Appold Street, London, EC2 2AP.

Structure, governance and management

Constitution

Improbable is a company limited by guarantee, incorporated on 7 June 2013, governed by its Memorandum & Articles of Association. The company was registered as a charity by the Charity Commission in England and Wales on 7 February 2014.

The object for which the charity was established is to advance education for the public benefit by the promotion of the arts, in particular but not exclusively the art of drama.

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IMPROBABLE

Recruitment and Appointment of Trustees

The management of the company is the responsibility of the Trustees, who are appointed under the terms of the Articles of Association. They shall be no less than three and no more than ten. One-third of the Board of Directors, or, if their number is not a multiple of three then the number nearest to one third, shall retire from office each year at the Annual General Meeting. The retiring members shall be eligible for re-election unless it is expressly resolved otherwise. New Trustees are proposed by the company’s Executive Team and elected with a majority vote by the Trustees.

Induction and Training of Trustees

All new Trustees will attend a meeting with the Executive Team and, separately, the Chair of the Board. They will also be issued the Memorandum and Articles of Association and current company business plan. Specific training and development opportunities offered by external bodies will also be offered to individual Board members or the Board as a whole as and when appropriate.

Organisational Structure

During the 2021/22 financial year Improbable embedded a new senior management structure (transition to which was initiated in the 2020/21 financial year). The reshaped senior management team, incorporating Kathryn Bilyard as Executive Producer, came into effect in spring 2021, comprising two Artistic Directors (who are also joint Chief Executives of the organisation), an Executive Director and Executive Producer. The team was supported by an Open Space Producer (part time), a Fundraising Officer (part time), an Administrator (full time) and an Associate Director (freelance). The senior management team report to the Trustees at quarterly Board meetings, which are minuted by the Administrator.

Related Parties

Nothing to declare.

Risk Management

The Trustees have assessed the major risks to which the charity is exposed, and have included a risk register detailing these in their latest business plan.

Objectives

The principal activities of the company throughout the year are to advance the arts for the public benefit, by the promotion in particular, but not exclusively, of the art of drama. When planning activities the trustees have considered the Charity Commission’s guidance on public benefit, including the guidance ‘Public Benefit: Running a Charity (PB2)’.

Improbable is “one of the brilliant faces of British theatre” (The Observer), and exists in order to expand and deepen the practice and application of improvisation.

For Improbable, “Improvisation” might mean onstage improv, Open Space, Worldwork or any other emergent practice that brings awareness to each unfolding moment. Our view is that developing this awareness through improvisational practice has the capacity to materially change the world. It creates models of leadership, collectivity and collaboration that are more effective than systems based on hierarchy or command and control. It awakens the individual’s sense of their own agency while creating and nurturing community and collective action. It creates a conversation between the tangible and the intangible, between ‘hard’ and ‘soft’ power. It opens the possibility of a society where art, culture and the dreaming world are not treated as an add-on to be entertained after the important conversations have been had - they are central to decision making in social, organisational, legislative, economic and political spheres.

Improbable is led by Phelim McDermott and Lee Simpson, who for over thirty years (and since 1996 with Improbable) have been developing and sharing their improvisational practice. Their journey began by performing improv onstage and devising shows; developed further as they found ways to bring improvisation into other theatre forms such as text-based plays and opera; and then expanded beyond performance to bring the philosophies and practice of improvisation to community and societal issues. The breadth of Improbable’s knowledge of improvisation and its application is unrivalled and means we occupy a vital space in the landscape of international theatre.

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IMPROBABLE

Improbable’s business plan was updated in December 2020 (and six-monthly during Covid), and is supported by a range of policies and frameworks, which include an Audience Development Plan, Wellbeing Policy, Equality Action Plan, Risk Register, and Environmental & Sustainability Plan. Improbable is the only National Portfolio Organisation of Arts Council England that is solely dedicated to improvisation.

Activities and achievements

Improbable’s activity during the 2021/22 financial year continued to be impacted by the Covid-19 pandemic with work from the early part of the year postponed or cancelled. Towards the latter part of the year previously postponed projects started to slowly take place. We were able to continue building on the digital work which the organisation piloted in 2020/21, with several projects (notably our Open Space work) continuing to develop and be realised online.

Key activity:

Financial & Organisational Review

Having operated as a partnership since 1996, Improbable was incorporated as a limited company in 2013 and received charitable status in 2014. At that point trustees resolved to build reserves, having not held any while operating as a partnership. A target was set to allocate £5,000 - £10,000 per financial year towards a charitable reserve, working towards an end goal of £63,700 or three months’ organisational running costs in line with Charity Commission recommendations by the end of our 2018 – 2022 business plan cycle. During Covid-19, trustees identified an ‘absolute minimum’ level of reserves necessary for the healthy function of the organisation as £45,000, equivalent to 8 weeks’ operational costs and in line with changing guidance in the sector during the pandemic.

In 2021/22 we received our third year of a 3-year agreement with Arts Council England as an NPO and raised a further £17k from charitable sources. A further £166,750 was secured through our artistic activity through box office income, producing and management fees, workshops and other sources.

A grant of £100,000 was received from the Garfield Weston Foundation in January 2021 and brought into the 21/22 financial year. This was spent on a range of activity including our digital artistic programme listed above, An Improbable Musical in Northampton and to support salary costs of our Open Space producer.

Due to some anticipated income not coming in, largely due to Covid delays, our expenditure was higher than income this year but this loss was covered by a large reserves pool which was built up in the previous year and our charitable reserves remain intact and at, £58,695, remain above our pre-Covid target of £53,000.

Covid-19

Last year’s annual report outlined extensive measures taken to mitigate the impact of Covid-19 on Improbable’s operations, beneficiaries and future plans. Such measures continued into 2021/22 and during this year were gradually rolled back when it was considered appropriate by the Trustees to do so. This included

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IMPROBABLE

an ongoing conservative policy towards all non-essential overheads and expenditure, gradually increasing recruitment to fill gaps in the team to keep up with increasing activity as the industry gradually reopened after Covid closures and continuation of online activity streams alongside a return to in person events as they happened. Earned income streams were bolstered through Open Space for Hire, productions and fundraising, placing the company in a reasonably stable position and with charitable reserves above our pre-Covid target of £53,000. Trustees remain confident that Improbable is a going concern for at least 12 months. The current business model remains flexible, the reserves position is healthy and the company has been busy preparing an application to Arts Council England for consideration in the 2023-26 NPO funding cycle. This funding was approved on 4 November 2022 for £220,517. The priority going forward is to continue to focus on our refreshed mission for the future around The Gathering and Improbable’s shift to a place-based model whilst also remaining active to the opportunities this shift will present for income and financial stability. The company is committed to continuing to play an active role in tackling wider challenges within the sector and society more broadly, and will continue to adopt practices that are flexible and responsive to the uncertain world around us.

Approved by the Board of Trustees and signed on behalf of the Board:

Natasha Freedman Trustee and Chair

DATE 17 February 2023

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Independent Examiner's Report to the Trustees of IMPROBABLE For the Year Ended 31 March 2022

I report to the charity trustees on my examination of the accounts of the Company for the year ended 31 March 2022.

Responsibilities and basis of report

As the charity’s trustees of the Company (and also its directors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 (‘the 2006 Act’).

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

Independent examiner’s statement

Since the Company’s gross income exceeded £250,000 your examiner must be a member of a body listed in section 145 of the 2011 Act. I confirm that I am qualified to undertake the examination because I am member of the Institute of Chartered Accountants of England and Wales, which is one of the listed bodies.

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

  1. accounting records were not kept in respect of the Company as required by section 386 of the 2006 Act; or

  2. the accounts do not accord with those records; or

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

  4. the accounts have not been prepared in accordance with the methods and principles of the Statement of Recommended Practice for accounting and reporting by charities (applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102)).

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

Karen Wardell, FCCA, Independent Examiner

For and on behalf of Moore Kingston Smith LLP, Chartered Accountants

6th Floor 9 Appold Street London EC2A 2AP

Date: 22 February 2023

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IMPROBABLE

____________

STATEMENT OF FINANCIAL ACTIVITIES for the year ended 31 March 2022 (Incorporating Income and Expenditure Account)

Note
Income from:
Grants and donations
2
Charitable activities
3
Other trading activities
4
Total Income
Expenditure on:
Raising funds
5
Charitable activities
5
Total Expenditure
Net (Expenditure) / Income
Net movement in funds
Fund balances at 1st April 2021
Fund balances at 31st March 2022
12
Unrestricted
Restricted
Total
Total
Funds
Funds
2022
2021
£
£
£
£
231,323
-
231,323
434,863
166,750
-
166,750
35,544
339
-
339
34
398,412
-
398,412
470,441
-
-
-
-
355,361
100,000
455,361
309,477
355,361
100,000
455,361
309,477
43,051
100,000
-
(56,949)
160,964
43,051
100,000
-
(56,949)
160,964
120,510
100,000
220,510
59,546
163,561
-
163,561
120,510

All disclosures relate only to continuing operations.

There are no recognised gains or losses other than the net expenditure for the year as laid out above.

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IMPROBABLE

____________

BALANCE SHEET as at 31 March 2022

FIXED ASSETS
Tangible assets
9
CURRENT ASSETS
Debtors
10
Cash on short term deposit at bank and in hand
CREDITORS:Amounts falling due
within one year
11
NET CURRENT ASSETS
TOTAL ASSETS LESS CURRENT LIABILITIES
TOTAL NET ASSETS
FUNDS
Unrestricted Funds:
General funds
12
Restricted Funds
12
TOTAL FUNDS
£
£
61
11,537
185,519
197,056
(33,556)
163,500
163,561
163,561
163,561
-
163,561
2022
£
£
124
15,389
217,619
233,008
(12,622)
220,386
220,510
220,510
120,510
100,000
220,510
2021
£
£
124
15,389
217,619
233,008
(12,622)
220,386
220,510
220,510
120,510
100,000
220,510
2021
220,510
220,510
120,510
100,000
220,510

For the year ended 31 March 2022 the charity was entitled to exemption from audit under Section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibility for complying with the requirements of the Act with respect to accounting records and for the preparation of the accounts.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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

Trustee: Natasha Freedman Company No. 08561272

Page 7

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 March 2022

1. ACCOUNTING POLICIES

a) Accounting convention

Basis of Preparation

Improbable is a charity incorporated in England and Wales. The address at which the charity is registered can be found on page 1 of this report. The charity's constitution can be found at this address.

The financial statements have been prepared in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), published on 16 July 2014. 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 and the Charities Act 2011.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest pound.

b) Going Concern Basis

The financial statements have been prepared on a going concern basis.

Having carried out a detailed review of the Charity's resources and the current economic challenges facing both the Charity and its members the Trustees are satisfied that the Charity has sufficient cash flows to meet its liabilities as they fall due for at least one year from the date of approval of the financial statements.

c) Accounting Estimates

In the view of the trustees in applying the accounting policies adopted, no judgements were required that have a significant effect on the amounts recognised in the financial statements, nor do any estimates or assumptions made carry a significant risk of material adjustment in the next financial year.

d) Fixed Assets

Fixed assets are recorded at cost. Amounts incurred on capital items over £500 are capitalised.

Tangible fixed assets are depreciated at annual rates to write off the cost of the assets over their estimated useful lives using the following methods and rates:-

% per annum Method
Office equipment 25% Straight line

e) Incoming resources

Donations are recognised when there is evidence of entitlement, the receipt is probable and the amount can be measured reliably.

Grants, where entitlement is conditional on the delivery of a specific performance by the charity, are recognised when the charity becomes unconditionally entitled to the grant.

Page 8

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 March 2022

1. ACCOUNTING POLICIES (continued)

f) Expenditure and its basis of allocation

All expenditure is dealt with on the accruals basis and includes value added tax where appropriate. Charitable expenditure comprises those costs incurred by the charity in the delivery of its activities and services. It includes direct costs of activities and those costs of an indirect nature necessary to support those activities, allocated between expenditure categories on an appropriate basis.

g) Pension Policy

The company provides a defined contribution pension scheme for its employees and contributions payable for the year are charged to the Statement of Financial Activities as incurred.

h) Fund accounting

The unrestricted funds are other income receivable or generated for the objectives of the charity without further specified purpose, and are available as general funds.

The restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors or which have been raised by the charity for particular purposes. The cost of raising and administering such funds are charged against the specific fund.

i) Taxation

The Charity is exempt from tax on income and gains falling within sections 472-489 of the Corporation Tax Act 2010 or section 252 of the Taxation of Chargeable Gains Act 1992 to the extent that these are applied to its charitable objects.

j) VAT

The Charity is registered for Value Added Tax and charges and recovers tax as appropriate on its income and expenditure.

k) Financial Instruments

Cash and Cash

Cash and cash equivalents include cash at banks and in hand and short term deposits with a maturity date of three months or less.

Basic Financial Instruments

The charity only holds basic financial instruments as defined by FRS 102. Financial instruments receivable or payable within one year of the reporting date are carried at their at transaction price and subsequently at amortised cost.

l) Employee Benefits

The cost of short term employee benefits are recognised as a liability and expense. The cost of any unused holiday entitlement is recognised in the period in which the employees services are received.

Page 9

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 March 2022

2. Income from Donations

Year to 31 March 2022
Donations
Grants (breakdown below)
Grants
Arts Council of England
Year to 31 March 2021
Donations
Grants (breakdown below)
Grants
Arts Council of England
Garfield Weston Foundation
Westminster City Council
Leche Trust
3. Income from Charitable Activities
Year to 31 March 2022
Producing and management fees
Venue contributions
Faciliation fees
Box office income
Membership income
Unrestricted
Restricted
Total
Funds
Funds
2022
£
£
£
17,407
-
17,407
213,916
-
213,916
231,323
-
231,323
Unrestricted
Restricted
Total
Funds
Funds
2022
£
£
£
213,916
-
213,916
213,916
-
213,916
Unrestricted
Restricted
Total
Funds
Funds
2021
£
£
£
28,100
-
28,100
306,763
100,000
406,763
334,863
100,000
434,863
Unrestricted
Restricted
Total
Funds
Funds
2021
£
£
£
295,883 - 295,883
100,000 100,000
10,000 - 10,000
880 - 880
306,763
100,000
406,763
Unrestricted
Restricted
Total
Funds
Funds
2022
£
£
£
131,250
-
131,250
5,104
-
5,104
27,000
-
27,000
2,835
-
2,835
561
-
561
166,750
-
166,750

Page 10

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 March 2022

3. Income from Charitable Activities (Continued)

Year to 31 March 2021
Commissions and management fees
Faciliation fees
Box office income
Merchandise income
4. Other trading activities
Year to 31 March 2022
Other income
Year to 31 March 2021
Other income
5. Total Resources Expended
Year to 31 March 2022
Charitable Activities
Raising Funds
Support Costs
Fees and Salaries
Overheads
Depreciation
Amounts paid to Independent Examiner
Independent Examination
Corporation tax
Grant Audit
Marketing and press
Artistic programme
Unrestricted
Restricted
Total
Funds
Funds
2021
£
£
£
750
-
750
27,803
-
27,803
6,523
-
6,523
468
-
468
35,544
-
35,544
Unrestricted
Restricted
Total
Funds
Funds
2022
£
£
£
339
-
339
339
-
339
Unrestricted
Restricted
Total
Funds
Funds
2021
£
£
£
34
-
34
34
-
34
Direct
Support
Total
Costs
Costs
2021
£
£
£
242,427 212,935 455,361
242,427 212,935 455,361
-
-
-
-
-
-
242,427 212,935 455,361
179,994
24,327
63
5,750
1,401
1,400
212,935

Page 11

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 March 2022

5. Total Resources Expended Continued

Year to 31 March 2021
Charitable Activities
Raising Funds
Support Costs
Fees and Salaries
Overheads
Depreciation
Amounts paid to Independent Examiner
Independent Examination
Corporation tax
6. Net Incoming Resources
Net incoming resources are stated after charging:
Amounts paid to Independent Examiner
Independent Examination
Corporation tax
Depreciation
7. Staff Costs
Wages and salaries
Social security costs
Pension costs
Redundancy and termination payments
Marketing and press
Artistic programme
Open space for hire
Direct
Support
Total
Costs
Costs
2021
£
£
£
236,199 73,278
309,477
-
-
-
Direct
Support
Total
Costs
Costs
2021
£
£
£
236,199 73,278
309,477
-
-
-
236,199
-
73,278 309,477

-
-
-
-
-
236,199 73,278
309,477
48,175
19,540
63
4,850
650
2022
2021
£
£
-
4,850
-
650
63
63
2022
2021
£
£
122,721
114,330
6,866
6,846
3,682
3,421
-
-
73,278
133,269
124,597

There were no employees during the year whose emoluments, excluding pension costs, were £60,000 or greater (2021: none)

Expenses were paid to the trustee directors during the year of £nil (2021: £nil).

The average weekly number of employees during the year was:
Support
No.
No.
6
5
6
5

Key Management Personnel

Key management personnel include the Trustees and senior management. The total employee benefits, including pension costs, of the charity's key management personnel were £138,798 (2021: £43,758).

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IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 March 2022

8. Taxation

There is no tax charge nor theatre tax relief recognised in the Statement of Financial Activities in the current year or the prior year.

9. Tangible Fixed Assets

Costs:
At 1 April 2021
Additions
At 31 March 2022
Depreciation:
At 1 April 2021
Charge for year
At 31 March 2022
Net book value:
As at 31 March 2022
As at 31 March 2021
10. Debtors
Trade debtors
Prepayments and accrued income
Other debtors
Theatre tax relief receivable
11. Creditors: Amounts falling due within one year
Trade creditors
Accruals and deferred income
Pension, other taxes and social security costs
Other creditors
Office Equipment
£
2,385
-
2,385
2,261
63
2,324
61
124
2022
£
300
10,450
787
-
11,537
2022
£
20,811
6,760
5,985
-
33,556
Total
£
2,385
-
2,385
2,261
63
2,324
61
124
2021
£
3,780
3,531
8,078
-
15,389
2021
£
3,568
5,635
2,667
752
12,622

Included within pension, other taxes and social security costs payable above is an amount of £2,166 (2021: £2,362) of outstanding pension contributions at year end.

Page 13

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 March 2022

12. Reserves

Year to 31 March 2022
Unrestricted Funds:
General reserve
Total unrestricted funds
Restricted Funds:
(1) Garfield Weston Foundation
Total funds
Year to 31 March 2021
Unrestricted Funds:
General reserve
Total unrestricted funds
Restricted Funds:
(1) Garfield Weston Foundation
Total funds
Total restricted programme
funds
Total restricted programme
funds
At 1st
April 2021
£
120,510
120,510
100,000
100,000
220,510
At 1st
April 2020
£
59,546
59,546
-
-
59,546
Incoming
Resources
£
398,412
398,412
-
-
398,412
Incoming
Resources
£
370,441
370,441
100,000
100,000
470,441
Resources
Expended
£
(355,361)
(355,361)
(100,000)
(100,000)
(455,361)
Resources
Expended
£
(309,477)
(309,477)
-
-
(309,477)
(Taxation) /
Relief
£
-
-
-
-
-
(Taxation) /
Relief
£
-
-
-
-
-
At 31st
March 2022
£
163,561
163,561
-
-
163,561
At 31st
March 2021
£
120,510
120,510
100,000
100,000
220,510

(1) This grant relates to a number of different specific projects and the the costs related to these projects. The projects include Improbable the Musical, and BambinO digital production.

Page 14

IMPROBABLE

____________

NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 March 2021

13. Analysis of net assets between funds

Fixed assets
Net current assets
Fixed assets
Net current assets
Unrestricted
Funds
61
163,500
163,561
Funds
124
120,386
120,510
Restricted Funds
-
-
-
Restricted Funds
-
100,000
100,000
Total 2022
61
163,500
163,561
Total 2021
124
220,386
220,510

14. Related Party Transactions

In the year to 31 March 2022 there were no related party transactions. In 2021, £885 was paid to Fevered Sleep, a company with a director in common, for support costs.

Page: 15