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2022-03-31-accounts

Charity Registration No. 1159480

Company Registration No. 09040143 (England and Wales)

ONEBILLION LEARNERS

ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2022

ONEBILLION LEARNERS

LEGAL AND ADMINISTRATIVE INFORMATION

Trustees Mr A G Ashe Dr S Murdoch Mr J M Yeomans Charity number 1159480 Company number 09040143 Registered office 315-317 New Kings Road London England SW6 4RF Auditor Kirk Rice LLP Zeeta House 200 Upper Richmond Road Putney London SW15 2SH

ONEBILLION LEARNERS

CONTENTS

Page
Trustees' report 1 - 6
Independent auditor's report 7 - 9
Statement of financial activities 10
Consolidated Balance sheet 11 - 12
Statement of cash flows 13
Notes to the financial statements 14 - 25

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) FOR THE YEAR ENDED 31 MARCH 2022

This is the consolidated report relating to onebillion Learners (the Group) and its subsidiary, onebillion children

The Trustees present their annual report and financial statements for the year ended 31 March 2022.

The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the financial statements and comply with the Charity's Memorandum and Articles of Association incorporated 14 May 2014, the Companies Act 2006 and "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) (effective 1 January 2019)".

Objectives and activities

The charitable objectives (“Objects”), for which onebillion Learners is incorporated, are set out in the Memorandum and Articles of Association, and are as follows:

To effect these Objects the charity's Trustees have paid particular attention to:

1) Development of such educational solutions in schools across sub-Saharan Africa and beyond - involving supply of computer tablets equipped with educational software, training, support in installation, data gathering on usage and effectiveness, and working with governments and other charities to scale activities.

3) Exploiting success in the Global Learning XPRIZE competition to refine the solutions for reading, literacy and mathematics such that they may be deployed on a broader basis.

The Trustees have paid due regard to guidance issued by the Charity Commission in deciding what activities the Charity should undertake.

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Achievements and performance

The financial performance of onebillion Learners in the United Kingdom is displayed in the accompanying financial statements on pages 11 to 25.

Supporting the Malawi Ministry of Education and a consortium of partners including VSO and Imagine Worldwide to scale onecourse to every Standard 1-4 primary child in the country. The scaling is due to start in September 2023 and will reach 3.8 million children by 2029.

Development of 'onecourse' software for numeracy and literacy to make it more accessible to children who are not yet school-ready, for children with special educational needs, and for children who can already read.

Optimisation of adaptive mode of 'onecourse' to deliver personalised, autonomous learning sessions that address the learning needs of any child, as well as improvements to the functionality of a ‘teacher mode’ to enable teachers to select specific content for use by a child or groups of children.

Localisation of the 'onecourse' software into Portuguese for Mozambique to reach more children across subSaharan Africa, starting with a project targeting teenage out of school girls in Mozambique in partnership with VSO Mozambique.

Sourcing and customisation of an improved model of 'onetab' , a low-cost android tablet dedicated to 'onecourse' , to improve cost-effectiveness and durability in challenging learning environments.

Continued support to existing scaling partners including those taking onetab to new countries (such as Senegal, Burkina Faso, Jamaica). onetab is now in use in over 10 countries, and reporting from partners shows that onecourse is used by approx. 300,000 children globally.

onebillion was named a winner of the WISE Awards 2021 for its contribution to addressing global education

challenges.

Development of a digital e-assessment ( onetest ) to gain rapid insights into the numeracy and literacy levels of individual children and provide teachers and Ministries with detailed data on student performance. onetest is now available as both a standalone app and on the onetab device.

Expansion of the digital library, onelibrary , which currently forms part of onecourse and will in time also be a standalone app. onelibrary is being curated to include more story formats, non-fiction and poetry.

Activities during the year

Development of our 'onecourse' software:

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Development of our 'onetab' dedicated learning device:

Development of the ‘ onetest’ digital assessment:

Supporting the scaling of tablet-based learning initiatives through partner organisations:

Public benefit provided

The Charity's Trustees have complied with the duty in section 4 of the Charities Act 2011 to have due regard to Public Benefit guidance published by the Charity Commission. All Trustees gave their time voluntarily and received no benefits from the Charity. No Trustee reclaimed any expenses from the Charity during the current or previous year.

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Financial review

onebillion and its trading operations undertake three distinct types of activity:

  1. Research and development of educational software the purpose of which is to meet its charitable objectives.

  2. Feasibility and relationship development (for example with education ministries in emerging economies) to establish when and how onebillion's educational solutions can be deployed.

  3. Specific projects, often with partners such as NGOs, to deploy and 'roll out' its educational solutions.

Projects in category (3) may be on a larger scale than those in (1) and (2). Funding is obtained in advance for any specific project of category (3), and therefore reserves are not required to ensure the progression of these projects.

Categories (1) and (2) are funded by a) the commercial sale of onebillion's educational software in developed economies for which there is a well-established trading history, reducing any forecasting risk, and b) by charitable donations.

Policy on reserves

Annual budgets are prepared. Progress is monitored monthly of costs and revenues, and finances are reviewed at Trustee meetings. It is the aim of the Trustees to ensure that onebillion has enough cash, or reliable promises of donations, to fund at least 3 months forward planned activity within categories (1) and (2) above, after allowing for the forecast revenues from commercial sale of software. This level of reserves provides stability in staffing and project progression while giving time to fund-raise to avoid any shortfall or if necessary, reduce costs. onebillion has established links with a diverse range of charitable funders, including individuals, corporations, family offices and other institutions and believes there is sufficient diversity to afford reasonable confidence that additional funds could be found in time.

The success as a finalist of the Global Learning XPRIZE competition has much increased the charity's reserves. The cash and profile is also being used to scale up the activities of the charity, in particular with new projects and distribution partners, thus placing extra demands on the charity's resources. To mitigate medium term risk the charity is seeking to ensure in partnership activity that it recovers an appropriate level of its direct and indirect costs.

The Group holds reserves totaling £3,347,108 split between restricted funds of £41,833 and unrestricted funds of £3,305,275.

The Trustees have assessed the major risks to which the Charity is exposed, and are satisfied that systems are in place to mitigate exposure to the major risks.

Difficulty in raising unrestricted funds

Awareness of the charity's activities has increased significantly and the Charity has piloted a number of new products. Together, the result is many more opportunities. The challenge of securing unrestricted funds limits our capability to address the issues we see as priority. We address this by high selectivity, by continuing to invest in relationship focused direct marketing, by a diversity of unrestricted funding streams and by maximising cost recovery.

Loss and corruption of data

The risk has been mitigated by introducing further controls on external backups as well as introducing an additional back up server for the remote access.

Demand for the Charity's services

The charity remains small but its success and increased visibility, as a former joint winner of the $15M Global Learning XPRIZE, means the demand for its services continues to dramatically increase and is likely to continue to do so. The risks are being managed by tight criteria for selection of partners to act as channels to deliver the charity's innovative learning solutions to children and schools.

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Future Plans

onebillion Learners is applying for funding from a range of funding sources (e.g. EdTech competitions, HNW individuals, corporations, multilateral and bilateral donors, Trusts and Foundations) to further develop its 'onecourse' software, to localise onetest into new languages, to optimise the software for children with special educational needs and disabilities, and to pilot new methods of delivering this software to marginalised children.

Funding for the first Phase of the Malawi national scaling programme has been secured through partner Imagine Worldwide.

onebillion has introduced a software licence fee of $5 per tablet, charged to the partner at point of order from the tablet manufacturer. This fee is waived for researcher and small trials that inform scaling, and may be reduced over time. onebillion has committed to providing its software for free in Malawi, which is excluded from this software licence policy.

Structure, governance and management

At onebillion Learners, we develop apps to help educate children, wherever they are. onebillion Learners was incorporated and registered with the Charity Commission as a charity in England and Wales in 2014 (registered charity number 1159480).

onebillion Learners is a company limited by guarantee governed by its Memorandum and Articles of Association (company number 09040143).

The Trustees, who are also the Directors for the purpose of company law, and who served during the year and up to the date of signature of the financial statements were:

Mr A G Ashe

Dr S Murdoch Mr J M Yeomans

Appointment of Trustees

In accordance with the requirement for 1/3 of the Trustees to step down annually, Simon Murdoch has stepped down and offered himself for re-election.

Further, in accordance with Article 34 and 35 of the Company's Article of Association, additional Trustees may be appointed by the Board during the course of the year.

The criteria that the Board take into account in appointing people as Trustees is whether they possess skills that will be useful to the Board and that can be used to fill gaps in the experience, knowledge or contracts of the Board and can contribute meaningfully to the work of the charity.

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

Organisation

The Directors of onebillion Learners are its Trustees for the purpose of charity law and throughout this report are collectively referred to as the Trustees.

The Trustees shall not be less than three in number, but are not subject to any maximum.

Related parties

The Charity owns 100% of the share capital of a trading subsidiary onebillion Children Limited. It is intended that over time onebillion children becomes profitable and begins to repay the loan from onebillion Learners. One of the Trustees Andrew Ashe is also a Director of onebillion Children Limited.

ONEBILLION LEARNERS

TRUSTEES' REPORT (INCLUDING DIRECTORS' REPORT) (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Statement of Trustees' responsibilities

The Trustees, who are also the Directors of Onebillion Learners for the purpose of company law, are responsible for preparing the Trustees' Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company Law requires the Trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Charity and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that year.

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

The Trustees are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the Charity 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 Charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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

Auditor

In accordance with the company's articles, a resolution proposing that Kirk Rice LLP be reappointed as auditor of the company will be put at a General Meeting.

Disclosure of information to auditor

Each of the Trustees has confirmed that there is no information of which they are aware which is relevant to the audit, but of which the auditor is unaware. They have further confirmed that they have taken appropriate steps to identify such relevant information and to establish that the auditor is aware of such information.

The Trustees' report was approved by the Board of Trustees.

..............................

Mr A G Ashe

Trustee 03/02/2023 Dated: .........................

ONEBILLION LEARNERS

INDEPENDENT AUDITOR'S REPORT TO THE TRUSTEES OF ONEBILLION LEARNERS

Opinion

We have audited the financial statements of onebillion Learners (the 'parent Charity’) and its subsidiaries (the 'group') for the year ended 31 March 2022 which comprise the consolidated statement on financial activities, the consolidated balance sheet, the consolidated statement of cashflow and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

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 Charity 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 Charity’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The Trustees are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters in relation to which the Charities (Accounts and Reports) Regulations 2008 require us to report to you if, in our opinion:

ONEBILLION LEARNERS

INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE TRUSTEES OF ONEBILLION LEARNERS

Responsibilities of Trustees

As explained more fully in the statement of Trustees' responsibilities, the Trustees, who are also the Directors of the Charity for the purpose 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 parent Charity’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder.

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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the group and its environment, we identified the principal risks of non-compliance with laws and regulations related to the Companies Act 2006 and the Charities Act 2011 and we considered the extent to which non-compliance might have an effect on the financial statements. We also considered the direct impact of these laws and regulations on the financial statements. We evaluated incentives and opportunities for fraudulent manipulation of the financial statements including the risk of override of controls, by the directors, Trustees management and those responsible for, or involved in, the preparation of the underlying accounting records and financial statements, and determined that the principle risks were related to the posting of inappropriate journals to manipulate financial results or conceal the misappropriation of assets and potential management bias in accounting estimates. Audit procedures performed included:

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting material misstatements due to fraud is higher that the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery or intended misrepresentation through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https:// www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

ONEBILLION LEARNERS

INDEPENDENT AUDITOR'S REPORT (CONTINUED) TO THE TRUSTEES OF ONEBILLION LEARNERS

Use of our report

This report is made solely to the charity’s trustees, as a body, in accordance with part 4 of the Charities (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charity's trustees those matters we are required to state to them in an auditors' 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 charity and the charity’s trustees as a body, for our audit work, for this report, or for the opinions we have formed.

James Moody (Senior Statutory Auditor) for and on behalf of Kirk Rice LLP

03/02/2023 .........................

Statutory Auditor

Zeeta House 200 Upper Richmond Road Putney London SW15 2SH

Kirk Rice LLP is eligible for appointment as auditor of the Charity by virtue of its eligibility for appointment as auditor of a company under section 1212 of the Companies Act 2006.

ONEBILLION LEARNERS

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES INCLUDING INCOME AND EXPENDITURE ACCOUNT

FOR THE YEAR ENDED 31 MARCH 2022

Unrestricted
Restricted
funds
funds
2022
2022
Notes
£
£
Income and endowments from:
Donations and legacies
3
417,548
143,932
Other trading activities
4
96,983
-
Investments
5
1
-
Other income
6
85,778
-
Total income
600,310
143,932
Expenditure on:
Charitable activities
7
528,477
102,099
Net income/(expenditure) for the year/
Net movement in funds
71,833
41,833
Fund balances at 1 April 2021
3,233,442
-
Fund balances at 31 March 2022
3,305,275
41,833		 Total
Unrestricted
funds
2022
2021
£
£
561,480
391
96,983
300,010
1
294
85,778
247,098
744,242
547,793
630,576
978,346
113,666
(430,553)
3,233,442
3,663,995
3,347,108
3,233,442

The statement of financial activities includes all gains and losses recognised in the year.

All income and expenditure derive from continuing activities.

The statement of financial activities also complies with the requirements for an income and expenditure account under the Companies Act 2006.

ONEBILLION LEARNERS

CONSOLIDATED BALANCE SHEET

AS AT 31 MARCH 2022

Notes
Fixed assets
Intangible assets
11
Investments
12
Current assets
Stocks
13
Debtors
14
Cash at bank and in hand
Creditors: amounts falling due within
one year
16
Net current assets
Total assets less current liabilities
Income funds
Restricted funds
17
Unrestricted funds		 GROUP
2022
£
-
-
-
2,800
217,505
3,266,189
3,486,494
(139,386)
3,347,108
3,347,108
41,833
3,305,275
3,347,108		 GROUP
2021
£
50,000
-
50,000
34,644
380,324
2,903,217
3,318,185
(134,743)
3,183,442
3,233,442
-
3,233,442
3,233,442		 CHARITY
2022
£
-
234,000
234,000
-
1,649,394
2,986,762
4,636,156
(6,150)
4,630,006
4,864,006
-
4,864,006
4,864,006		 CHARITY
2021
£
-
234,000
234,000
-
1,730,774
2,875,070
4,605,844
(6,150)
4,599,695
4,833,695
-
4,833,695
4,833,695

ONEBILLION LEARNERS

CONSOLIDATED BALANCE SHEET

AS AT 31 MARCH 2022

The company is entitled to the exemption from the audit requirement contained in section 477 of the Companies Act 2006, for the year ended 31 March 2022, although an audit has been carried out under section 144 of the Charities Act 2011.

The Directors acknowledge their responsibilities for ensuring that the Charity keeps accounting records which comply with section 386 of the Act and for preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of the financial year and of its incoming resources and application of resources, including its income and expenditure, for the financial year in accordance with the requirements of sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The members have not required the company to obtain an audit of its financial statements under the requirements of the Companies Act 2006, for the year in question in accordance with section 476.

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

03/02/2023

The financial statements were approved by the Trustees on .........................

.............................. Mr A G Ashe Trustee

Company Registration No. 09040143

ONEBILLION LEARNERS

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2022

Notes
Cash flows from operating activities
Cash generated from/(absorbed by)
operations
20
Investing activities
Investment income received
Net cash generated from investing
activities
Net cash used in financing activities
Net increase/(decrease) in cash and cash
equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year		 2022
£
£
362,971
1
1
-
362,972
2,903,217
3,266,189		 2021
£
£
(607,287)
294
294
-
(606,993)
3,510,210
2,903,217

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

Charity information

Onebillion Learners is a private company limited by guarantee incorporated in England and Wales. The registered office is 315-317 New Kings Road, London, SW6 4RF, England.

1.1 Accounting convention

The financial statements have been prepared in accordance with the Companies Act 2006 and "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) (effective 1 January 2019)". The Charity is a Public Benefit Entity as defined by FRS 102.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2 Going concern

At the time of approving the financial statements, the Trustees have a reasonable expectation that the Charity has adequate resources to continue in operational existence for the foreseeable future. Thus the Trustees continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3 Charitable funds

Unrestricted funds are available for use at the discretion of the Trustees in furtherance of their charitable objectives.

Restricted funds are subject to specific conditions by donors as to how they may be used. The purposes and uses of the restricted funds are set out in the notes to the financial statements.

1.4 Income

Income is recognised when the Charity is legally entitled to it after any performance conditions have been met, the amounts can be measured reliably, and it is probable that income will be received.

Donations are received from individuals and corporations. onebillion Learners reclaims Gift Aid from the HM Revenue and Customs where appropriate documentation has been received from the donor.

Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(Continued)

1.5 Expenditure

Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement, and the amount of the obligation can be measured reliably.

Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources. Central staff costs are allocated on the basis of time spent, and depreciation charges are allocated on the portion of the asset’s use.

All expenditure is accounted for on an accruals basis and, in accordance with the requirements of the SORP, has either been classified directly to or allocated as appropriate support costs over the Charity's two main activities under the SORP of:

1.6 Research and development expenditure

Research and development expenditure is written off against profits in the year in which it is incurred.

1.7 Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Intellectual property over 8 years

1.8 Impairment of fixed assets

At each reporting end date, the Charity reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

1.9 Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. Items held for distribution at no or nominal consideration are measured the lower of replacement cost and cost.

1.10 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(Continued)

1.11 Financial instruments

Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the financial instrument.

Basic financial assets

Debtors do not carry interest and are stated at their nominal value. Appropriate allowances for estimated irrecoverable amounts are recognised in the Profit and Loss account when there is objective evidence that the asset is impaired.

Basic financial liabilities

Creditors are not interest bearing and are included at their nominal value.

1.12 Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.13 Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(Continued)

1.14 Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company OneBillion Learners Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 March 2022. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus postacquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

2 Critical accounting estimates and judgements

In the application of the Charity’s accounting policies, the Trustees are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

3 Donations and legacies

Unrestricted
Restricted
funds
funds
2022
2022
£
£
Donations and gifts
15,666
-
Grant income
414,482
143,932
Donated goods and services
(12,600)
-
417,548
143,932		 Total
Unrestricted
funds
2022
2021
£
£
15,666
391
558,414
-
(12,600)
-
561,480
391		 Total
Unrestricted
funds
2022
2021
£
£
15,666
391
558,414
-
(12,600)
-
561,480
391
391

4 Other trading activities

Unrestricted Unrestricted
funds funds
2022 2021
£ £
Trading activity income: other 96,983 300,010
5 Investments
Unrestricted Unrestricted
funds funds
2022 2021
£ £
Interest receivable 1 294
6 Other income
Unrestricted Unrestricted
funds funds
2022 2021
£ £
R&D tax reclaims 85,778 247,098

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

7 Charitable activities

Direct costs
Share of support costs (see note 8)
Share of governance costs (see note 8)
Analysis by fund
Unrestricted funds
Restricted funds
Support costs
Support
costs
Governance
costs
£
£
Staff costs
426,684
-
Depreciation
50,000
-
Exchange (gains)/losses
(78,002)
-
Other staff costs
16,655
-
Repairs and renewals
7,479
-
Travel and
accommodation
42,780
-
Bank charges
341
-
Insurance
573
-
General expenses
3,256
-
Entertaining
180
-
Accountancy
-
15,650
Legal and professional
-
225
469,946
15,875
Analysed between
Charitable activities
469,946
15,875		 Education of
marginalised
children
Education of
marginalised
children
2022
2021
£
£
144,755
276,281
469,946
685,376
15,875
16,689
630,576
978,346
528,477
978,346
102,099
-
630,576
978,346
2022Support costs Governance
costs
2021
£
£
£
£
426,684
401,915
-
401,915
50,000
50,000
-
50,000
(78,002)
145,156
-
145,156
16,655
16,490
-
16,490
7,479
3,702
-
3,702
42,780
39,618
-
39,618
341
260
-
260
573
540
-
540
3,256
27,695
-
27,695
180
-
-
-
15,650
-
14,800
14,800
225
-
1,889
1,889
485,821
685,376
16,689
702,065
485,821
685,376
16,689
702,065		 Education of
marginalised
children
Education of
marginalised
children
2022
2021
£
£
144,755
276,281
469,946
685,376
15,875
16,689
630,576
978,346
528,477
978,346
102,099
-
630,576
978,346
2022Support costs Governance
costs
2021
£
£
£
£
426,684
401,915
-
401,915
50,000
50,000
-
50,000
(78,002)
145,156
-
145,156
16,655
16,490
-
16,490
7,479
3,702
-
3,702
42,780
39,618
-
39,618
341
260
-
260
573
540
-
540
3,256
27,695
-
27,695
180
-
-
-
15,650
-
14,800
14,800
225
-
1,889
1,889
485,821
685,376
16,689
702,065
485,821
685,376
16,689
702,065
978,346
978,346
-
978,346
2021
£
401,915
50,000
145,156
16,490
3,702
39,618
260
540
27,695
-
14,800
1,889
702,065
702,065

8 Support costs

Governance costs includes payments to the auditors of £8,650 (2021- £8,250) for audit fees.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

9 Trustees

None of the Trustees (or any persons connected with them) received any remuneration or benefits from the Charity during the year.

10 Employees

The average monthly number of staff employed by the subsidiary was 8 (2021: 7). The Charity does not employ any staff.

Employment costs
Wages and salaries
Social security costs
Other pension costs		 2022
£
379,109
38,962
8,613
426,684		 2021
£
401,915
-
-
401,915

Key management personnel

The Trustees are considered to be the key management personnel and they have waived their right to any emoluments from onebillion Learners. Full time local staff salaries are determined by negotiation and reference to rates in the area for comparable work.

The number of employees whose annual remuneration was £60,000 or more were:

were:
2022 2021
Number Number
£60,001 to £70,000 - 1
£90,001 to £100,000 1 -

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

11 Intangible fixed assets

Intellectual property
GROUP
£
Cost
At 1 April 2021 and 31 March 2022 750,000
Amortisation and impairment
At 1 April 2021 700,000
Amortisation charged for the year 50,000
At 31 March 2022 750,000
Carrying amount
At 31 March 2022 -
At 31 March 2021 50,000

Costs in relation to the development of Onetab and Onetest app totaling £415,479 have been expensed to the SOFA in the year.

12 Fixed asset investments

Fixed asset investments
GROUP GROUP CHARITY CHARITY
2022 2021 2022 2021
£ £ £ £
Shares in group undertaking - - 234,000 234,000

The Charity's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiary

onebillion Children Limited

Registered Office: 315-317 New Kings Road, London SW6 4RF Company Number: 08966136 (England and Wales)

100% Ordinary Shares held

The results for this subsidiary were as follows:

2022 2021
£ £
Turnover 741,175 697,108
Expenditure (723,581) (816,354)
Net profit/loss to the Charity 17,594 (119,246)

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

12
Fixed asset investments
Aggregate capital and reserves
Aggregate assets
Aggregates liabilities
13
Stocks
Finished goods and goods for resale
14
Debtors
Amounts falling due within one year:
Trade debtors
Corporation tax recoverable
Amounts owed by fellow group undertakings
Other debtors
Prepayments and accrued income
15
Loans and overdrafts
Directors' loans
Payable within one year		 GROUP
2022
£
116,642
85,778
-
7,085
8,000
217,505
GROUP
2022
£
100,000
100,000		 (Continued)
£
£
(1,348,659)
(1,366,253)
433,972
493,114
1,782,631
1,859,367
2022
2021
£
£
2,800
34,644
GROUP
CHARITY
CHARITY
2021
2022
2021
£
£
£
131,060
-
-
247,098
-
-
-
1,649,394
1,730,774
2,166
-
-
-
-
-
380,324
1,649,394
1,730,774
GROUP
CHARITY
CHARITY
2021
2022
2021
£
£
£
100,000
-
-
100,000
-
-		 (Continued)
£
£
(1,348,659)
(1,366,253)
433,972
493,114
1,782,631
1,859,367
2022
2021
£
£
2,800
34,644
GROUP
CHARITY
CHARITY
2021
2022
2021
£
£
£
131,060
-
-
247,098
-
-
-
1,649,394
1,730,774
2,166
-
-
-
-
-
380,324
1,649,394
1,730,774
GROUP
CHARITY
CHARITY
2021
2022
2021
£
£
£
100,000
-
-
100,000
-
-
CHARITY
2021
£
-
-
1,730,774
-
-
1,730,774
CHARITY
2021
£
-
-

Amounts within Directors loan are not interest bearing and are repayable on demand.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

16 Creditors: amounts falling due within one year

Borrowings
Other taxation and social security
Trade creditors
Other creditors
Accruals and deferred income		 GROUP
2022
£
100,000
12,993
16,243
-
10,150
139,386		 GROUP
2021
£
100,000
6,563
24,676
354
3,150
134,743		 CHARITY
2022
£
-
-
3,000
-
3,150
6,150		 CHARITY
2021
£
-
-
3,000
-
3,149
6,149

17 Restricted funds

The income funds of the charity include restricted funds comprising the following unexpended balances of donations and grants held on trust for specific purposes:

Movement Movement in funds
in funds
Incoming Balance at Incoming Resources Balance at
resources
1 April 2021		 resources expended 31 March
£ £ £ £ 2022
£
Funding localisation - - 143,932 (102,099) 41,833
18 Analysis of net assets between funds
Unrestricted Restricted Total Unrestricted
funds funds funds
2022 2022 2022 2021
£ £ £ £
Fund balances at 31 March 2022 are represented
by:
Intangible fixed assets - - - 50,000
Current assets/(liabilities) 3,305,275 41,833 3,347,108 3,183,442
3,305,275 41,833 3,347,108 3,233,442

19 Analysis of changes in net funds

The Charity had no debt during the year.

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

20
Cash generated from operations
Surplus/(deficit) for the year
Adjustments for:
Investment income recognised in statement of financial activities
R&D tax credit refund
Amortisation and impairment of intangible assets
Taxation
Movements in working capital:
Decrease/(increase) in stocks
Decrease/(increase) in debtors
Increase in creditors
Cash generated from/(absorbed by) operations		 2022
2021
£
£
113,666
(430,553)
(1)
(294)
247,098
129,203
50,000
50,000
(85,778)
(247,098)
31,844
(16,467)
1,499
(98,208)
4,643
6,130
362,971
(607,287)

ONEBILLION LEARNERS

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

21 Related party transactions

Transactions with related parties

During the period under review there was charitable expenditure of £nil (2021: £150,000) made to the subsidiary onebillion Children Limited, for the furtherance of the Charity's objectives. At the balance sheet date, £1,649,394 was due to the Charity from the subsidiary (2021: £1,730,774). This amount is interest-free and repayable on demand.

At the balance sheet date £100,000 (2021: £100,000) was owed to Andrew Ashe, a Trustee and director. The balance is interest-free and repayable on demand.

During the year, purchases of £54,840 (2021: £54,840) were made from Eurotalk Ltd, a company in which Andrew Ashe is a significant shareholder. At the balance sheet date, £0 was due to Eurotalk Ltd in relation to these purchases (2021: £354).

Guarantors

onebillion Learners is a company limited by guarantee. In the event of a winding-up, the liability of each of the members is limited to £10. At 31 March 2022 the Members of the company were all Trustees as listed in the Trustees Report.