2024-08-31-accounts - Upp Foundation

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Registered No: 09928856 Charity No: 1166323

UPP Foundation (a company limited by guarantee) Report and financial statements

For the year ended 31 August 2024

UPP Foundation Report and financial statements for the year ended 31 August 2024

	Pages
Report of the Trustees	2 -10
Independent auditor’s report to the Trustees of UPP Foundation	11-14
Statement of financial activities	15
Balance sheet	16
Notes to the financial statements	17 – 21

UPP Foundation Report of the Trustees for the year ended 31 August 2024

Legal and Administrative Details

Status

The organisation is a charitable company limited by guarantee, incorporated on 23 December 2015 and registered as a charity on 1 April 2016.

The company was established under a Memorandum of Association which established the objects and powers of the charitable company and is governed under its Articles of Association.

Administrative Details

Charity number: 1166323 Company number: 09928856 Registered Office: First Floor, 12 Arthur Street, London, EC4R 9AB Bankers: Barclays Bank plc, 1 Churchill Place, London, E14 5HP

Independent Auditor: KPMG LLP, 15 Canada Square, London E14 5GL

Directors and Trustees

R Brabner (appointed 31 October 2023) M Burton (appointed 31 October 2023) C Skidmore K Morgon (resigned 25 October 2024) M Stuart (resigned 26 March 2024)

Structure, governance and management

The Trustees are pleased to present their report and financial statements for the year ended 31 August 2024. The comparative results covering the year ended 31 August 2023.

The legal and administrative details set out on page 2 form part of this report. The financial statements have been prepared in accordance with the accounting policies set out in note 2, the Charities Act 2011 and the Statement of Recommended Practice: 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), Section 1A (effective 1 January 2015), and the Companies Act 2006.

The directors of the charitable company (the “Charity”) are its Trustees for the purpose of charity law and throughout this report are collectively referred to as the Trustees. The Trustees who served during the year are shown on page 2.

The Trustees are appointed in joint consultation with the senior management of UPP Group Holdings Limited for a renewable term of 3 years. Trustees are selected on the strength of their relevant knowledge and experience, and several have been drawn from across the UPP Group. New Trustees are fully briefed on the objectives of the Charity and their role as Trustees.

The Trustees are responsible for determining the overall strategy of the UPP Foundation. They are responsible for reviewing and making decisions on the Charity’s grant-giving activities with reference to the UPP Foundation’s charitable objectives.

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Structure, governance and management (continued)

In determining the Charity’s strategy, the Trustees consider the guidance of the Charity’s Advisory Board. The Advisory Board members are selected for their expertise and experience of the higher education sector, and include university vice-chancellors, policy experts and politicians. The members meet to consider key issues impacting the higher education sector, providing independent views and suggestions for how the Charity can best meet its objectives.

The Trustees have delegated the day-to-day administration of the Charity to UPP Group Holdings Limited. UPP Group Holdings Limited is responsible for company secretarial services and all aspects of the financial administration of the Charity.

UPP Group Holdings Limited is the primary donor to the Charity donating £274,000 (2023: £270,000) during the year. In addition, UPP Group Limited is the sole member of the Charity, having given an undertaking to contribute an amount not exceeding £1 in the event of the Charity being wound up. Other than the appointment of Trustees as described above, UPP Group Limited has no involvement or influence over the Charity’s activities and grant making decisions.

Objectives and principal activities

The UPP Foundation has been established as an independent charity by UPP Group Limited, a subsidiary company within UPP Group Holdings Limited (‘UPP’), the leading provider of on campus student accommodation and facility management services in partnership with fifteen UK universities.

Publicly launched in 2016, in 2023 the Foundation published its 2025 strategy, Belonging to the Future. This set out the Charity’s purpose of ‘helping students, graduates and universities fulfil their potential to transform lives and communities.’

The Foundation has three goals:

Enable students and graduates to succeed
Develop green and sustainable civic universities
• Support higher education’s value to society

During the year, the Charity received income of £274,000 from UPP Group Holdings Limited (as an annual donation) and had £177,000 of expenditure in furtherance of its objectives. In addition, the Charity has several multiple-year grant commitments which total £186,000 at 31 August 2024, of which nil have been accrued for in this year’s accounts.

The Trustees’ Terms of Reference outlines their responsibilities to ensure that the Charity adheres to its objectives. The Trustees confirm that they have referred to the guidance contained in the Charity Commission's general guidance on public benefit when reviewing the Charity's aims and objectives, and in planning future activities and setting the grant-making policy for the year.

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

How the Charity's activities deliver public benefit

The UPP Foundation primarily focuses on education, with a particular emphasis on the higher education sector, which aligns with the expertise of its sponsoring organization, UPP. This focus is reflected in the Charity’s objects. Within a higher education context, the Charity’s activities are focused on the three goals identified above.

The Charity delivers its objectives in three ways

(1) As a funder

The Charity funds charities and universities to develop innovative projects – providing flexibility as they attempt to overcome the most difficult and important social problems.
As a small funder the Charity delivers impact by igniting new ideas and practice through seedfunding.
The Charity incubates and grow vital small and medium sized charities in the higher education sector.
The Charity supports local and national charities that UPP staff are passionate about.

(2) As a convener

The Charity works in partnership with its corporate parent UPP and others to make effective use of resource to provide support and development opportunities for grant recipients and the wider higher education sector.
The Charity develops networks between our grant recipients, universities and the wider higher education sector to foster best practice, share learning and provide access to expertise.
Working with staff at UPP and UPP Gives the Charity will build mentoring and volunteering programmes, offering support to grant recipients and other organisations delivering our strategic goals.

(3) As a thought leader

The Charity will champion issues relating to its goals, influencing the public policy debate and engaging policy makers directly.
The Charity will develop ‘think and do’ projects – elevating thought and practice to achieve its goals.
To advance knowledge and understanding of key issues the Charity will publish research and facilitate debate within the higher education sector.

To champion the work of its grant recipients and inform future plans, the Charity will gather evidence from its projects to demonstrate impact.

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Funded projects

In 2023-24 the UPP Foundation created a pilot Student Sustainability Fund in partnership with the Universities of Exeter, Hull and Leeds Beckett. The pilot scheme will fund a student-led project at each of the participating universities, following panel assessments. Each of the winning projects will be led by groups of students who will design & deliver campaigns and projects aimed at engaging their peers in sustainability focused initiatives. The projects will be delivered with up to a £1000 budget each.

At the end of the pilot an overall winning team will be awarded a paid three-week placement at the UPP Foundation, which includes free accommodation at Garden Halls, the University of London and UPP accommodation in central London.

Trustees launched the fund towards the end of the financial year but much of the delivery of the SSF pilot will take place in 2024-25.

Trustees also approved the creation of a growth fund. The Foundation invited a small number of applicants from existing or previous grantees to submit proposals to grow their projects. At the end of the financial year Trustees had approved the funding for three initiatives but are in the process of agreeing the memorandum of understanding with the relevant organisations.

Rolling and concluding grants

The Foundation concluded the funding of support several multi-year projects, and single year schemes which cut across financial years. All of these are funded by the donations received from UPP Group Holdings Limited.

They were

Energy Advice Centre - South Bank University (£23,548)
Tutoring Pilot - University of Exeter (£24,885)
Environmental Service-Learning Pilots - Yorkshire Universities (£20,000)
Join the Dots – Brilliant Club (£25,000)
Transition to Success – Villiers Park Educational Trust (£25,000)
Climate Change and Student Mental Health Report - Student Minds (£10,544)

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Thought Leadership

We provide a public policy and thought-leadership platform enabling sector leaders, experts and the wider public the opportunity to debate the future of higher education.

Kerslake Collection

We published a new collection of essays from leading thinkers across different sectors outlining the economic and social benefits universities have on their local communities. The collection was published in memory of Lord Bob Kerslake, Chair of the UPP Foundation’s Civic University Commission (201819), who sadly died last year.

The collection features over 40 essayists from across the political spectrum and across different sectors – including education, business, healthcare, local government, think tanks, charities and the arts – who all advocate for universities to have a stronger voice in place-making. Each essay includes policy ideas for the new Government to enable the local civic role to thrive.

The Collection was launched at a reception at the National Theatre’s Deck venue with over 150 leaders from higher education, local government, the arts and industry attending.

Student Futures Commission: Two Years On

In March 2024 we published a major new report on the student experience. Looking two years on from our original Student Futures Commission, the research included a series of focus groups and a poll of over 1,600 students delivered by Group GTI to build a picture of the student experience. The report found that much of the student experience has bounced back from the impact of the pandemic and that students are satisfied with their time in higher education. But the research also uncovers alarming levels of loneliness, apathy, and disengagement among students at UK universities, driven by a ‘cost of learning’ crisis and an increasingly transactional relationship between students and their university.

The report was launched to coincide with Wonkhe’s Secret Life of Students conference, where it was a keynote session.

Student Civic Experience Report

With our partners the Civic University Network we published a report looking at the student civic experience. Based on input from two national workshops involving representatives from across higher education and leading civil society and student organisations, the report outlines four key recommendations:

Supporting Democratic Participation through practices like compulsory voter registration, oncampus polling, and legislative ‘surgeries’.
Acknowledging the student civic experience in metrics like the Teaching Excellence Framework and National Student Survey.
Refreshing Civic University Agreements to formally recognise the importance and value of the student civic experience to ‘truly civic’ universities.
Creating a ‘What Works’ civic learning resource hub and funding further research.

The report was published to coincide with the Civic University Network’s annual conference.

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Climate Change and Student Mental Health report:

Uniting two of the most pressing challenges facing the higher education sector, we published a report with our partners Student Minds on the relationship between student mental health and climate change. The report explored questions of curriculum design, leadership, behaviour changes, the impact on specific student groups, the role of government and higher education institutions (HEIs), and more. The findings were based on a self-selected survey of students, and semi-structured student focus groups. Selected findings included:

71% of student respondents were quite or very concerned about climate change, while 68% were quite or very concerned about the impact on them personally.
90% of students said climate change impacted their mental health and wellbeing in the preceding four weeks. The most commonly reported impacts were:
Frustration and anger due to climate change denial (40%)
Frustration and anger that not enough is being done to address climate change (37%)
Anxiety about the impact of climate change on future generations (37%)

The report was launched at a webinar hosted by our partners the Higher Education Policy Institute.

Student volunteering toolkit

Alongside our partners Student Hubs we published a toolkit to encourage the growth of place-based student volunteering. Based on the findings from The One Community Forum pilot, run by Student Hubs and funded by the UPP Foundation, the toolkit shared lessons from the Forums and the ways in which to enable students and community groups to come together to decide the purpose and focus of student volunteering in their city. For the most recent Forum, this led to over 370 students taking part in the pilot programme across five participating universities, with over 1,500 young people being positively impacted by projects to tackle youth inequality.

Transition to and through higher education

We continued our focus on transitions into and through higher education, hosting an event with The Brilliant Club and Villiers Park Educational Trust, bringing together over 60 leaders and practitioners from a wide range of universities and third sector organisations. The event showed how supported transitions from school or college into university can improve student retention rates, build student confidence and foster more diverse university populations.

Objectives for the Following Year

In the year ahead the Foundation’s priorities will be to:

Support the implementation of the Student Sustainability Fund and Growth Fund.
Develop the Foundation’s new convening purpose to better support charities in the higher education sector and effectively engage with UPP staff through volunteering opportunities.
Commission and launch new thought leadership initiatives about the future of higher education and its impact on society.
Continue to embed its initiatives, projects and grants within the higher education sector – ensuring practice and lessons from its activities are shared widely.

Reserves policy

The Charity holds financial reserves to secure and protect its ability to fulfill its mission and charitable purpose. Funding received is allocated towards funded projects and operational costs to achieve the Charity’s objectives based on the level of reserves at any given time.

The Foundation's level of reserves is carefully monitored and will be annually reviewed to ensure it is deemed sufficient to exceed the criteria outlined above.

The reserves at the end of the reporting period were £435,000 (2023: £508,000).

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Financial and performance review

Details of the financial performance are set out in the Statement of Financial Activities on page 15. The Charity is reliant on a recurrent donation from UPP Group Holdings Limited for its income as the main donor.

Total donations of £274,000 (2023: £270,000) were received from UPP Group Holdings Limited during the financial year. This was in line with budget and the Trustees’ expectations.

During the financial year there was a net decrease in funds of £73,000 (2023: increase of £103,000).

Going concern

The financial statements have been prepared on a going concern basis which the Trustees believe to be appropriate. The Charity is dependent upon a recurrent donation from UPP Group Holdings Limited for its income. Charity Trustees believe that UPP Group Holdings Limited will continue to make available such funds as are needed by the Charity for at least 12 months from the date of approval of these financial statements.

This should enable the Charity to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. The Trustees acknowledge that there can be no certainty that the financial support will continue, although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Charity’s Trustees believe that the planned donation from UPP Group Holdings remains sufficient. On this basis UPP Foundation is not expecting an impact on Charity's financial position for the 2024/25 year.

UPP Foundation Report of the Trustees (continued) for the year ended 31 August 2024

Trustees’ responsibilities statement

The trustees are responsible for preparing the Report of the Trustees and the financial statements in accordance with applicable law and regulations.

Company law requires the trustees to prepare financial statements for each financial year. Under that law they are required to prepare the financial statements in accordance with UK Accounting Standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland .

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 income and expenditure for that period. In preparing these financial statements, the trustees are required to:

select suitable accounting policies and then apply them consistently;
make judgements and estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards and the Statement of Recommended Practice have been followed, subject to any material departures disclosed and explained in the financial statements;
assess the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
use the going concern basis of accounting unless they either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

The trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the charitable company’s transactions and 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 responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the charitable company and to prevent and detect fraud and other irregularities.

Disclosure of information to auditor

So far as each of the trustees at the time the report is approved are aware:

there is no relevant audit information of which the auditors are unaware and;
that they have taken all the steps they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information

Qualifying third party indemnity provisions

During the year and up to the date of this report, the Charity maintained liability insurance and thirdparty indemnification provisions for its trustees, under which the Charity has agreed to indemnify the directors to the extent permitted by law in respect of all liabilities to third parties arising out of, or in connection with, the execution of their powers, duties and responsibilities of the Company.

UPP Foundation Independent auditor’s report to the members of UPP Foundation

Opinion

We have audited the financial statements of UPP Foundation (“the charitable company”) for the year ended 31 August 2024 which comprise the Statement of financial activities, Balance sheet and related notes, including the accounting policies in note 2.

In our opinion the financial statements:

give a true and fair view of the state of the charitable company’s affairs as at 31 August 2024 and of its incoming resources and application of resources, including its income and expenditure, for the year then ended;
have been properly prepared in accordance with UK accounting standards, applicable to smaller entities, including Section 1A of FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland; 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 are described below. We have fulfilled our ethical responsibilities under, and are independent of the charitable company in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.

Going concern

The trustees have prepared the financial statements on the going concern basis as they do not intend to liquidate the charitable company or to cease its operations, and as they have concluded that the charitable company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).

In our evaluation of the trustees’ conclusions, we considered the inherent risks to the charitable company’s business model and analysed how those risks might affect the charitable company’s financial resources or ability to continue operations over the going concern period.

Our conclusions based on this work:

we consider that the trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate;
we have not identified, and concur with the trustees assessment that there is not, a material uncertainty related 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 the going concern period.

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the charitable company will continue in operation.

UPP Foundation

Independent auditor’s report to the members of UPP Foundation (continued)

Fraud and breaches of laws and regulations – ability to detect

Identifying and responding to risks of material misstatement due to fraud

To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

Enquiring of the trustees and inspection of policy documentation as to the charitable company’s high-level policies and procedures to prevent and detect fraud, including Charitable company’s channel for “whistleblowing”, as well as whether they have knowledge of any actual, suspected or alleged fraud;
Reading Board minutes;
Considering remuneration incentive schemes and performance targets for management; and
Using analytical procedures to identify any unusual or unexpected relationships.

We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.

As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries.

On this audit we do not believe there is a fraud risk related to revenue recognition because the charity company’s income primarily arises from donations recognised at a point in time but which is nonjudgemental, straight forward and limited opportunity for manipulation.

We did not identify any additional fraud risks. We performed procedures including:

identifying journal entries to test based on risk criteria and comparing the identified entries to supporting documentation. These included those posted by senior finance management and journal entries made to unrelated accounts; and
assessing significant accounting estimates for bias.

Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the trustees and other management (as required by auditing standards) and from inspection of the charitable company’s regulatory and legal correspondence and discussed with the trustees the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

The potential effect of these laws and regulations on the financial statements varies considerably.

UPP Foundation Independent auditor’s report to the members of UPP Foundation (continued)

Fraud and breaches of laws and regulations – ability to detect

Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations (continued)

Firstly, the charitable company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies’ legislation), distributable profits and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the charitable company is subject to many other laws and regulations where the consequences of non- compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: health and safety and anti-bribery, recognising the nature of the charitable company’s activities.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the director and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Context of the ability of the audit to detect fraud or breaches of law or regulation

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remained a higher risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non- compliance or fraud and cannot be expected to detect non-compliance with all laws or regulation.

Other information

The trustees are responsible for the other information, which comprises Report of the Trustees. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:

we have not identified material misstatements in the other information;
in our opinion the information given in the Report of the Trustees which constitutes the directors’ report for the financial year, is consistent with the financial statements; and
in our opinion that report has been prepared in accordance with the Companies Act 2006.

UPP Foundation Independent auditor’s report to the members of UPP Foundation (continued)

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report to you if, in our opinion:

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

We have nothing to report in these respects.

Trustees’ responsibilities

As explained more fully in their statement set out on page 9, 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; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; 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 they either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities

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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

The purpose of our audit work and to whom we owe our responsibilities

This report is made solely to the charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and its members, as a body, for our audit work, for this report, or for the opinions we have formed.

Craig Steven-Jennings (Senior Statutory Auditor) for and on behalf of KPMG LLP

Chartered Accountants

15 Canada Square London E14 5GL 14 February 2025

UPP Foundation Statement of Financial Activities including Income and Expenditure for the year ended 31 August 2024

Notes Income and endowments from: Donations and legacies Total Expenditure on: Charitable activities 7 Governance costs 7 Other 7 Total resources expened Net (outgoing) /incoming resources 4 Interest income Net movement in funds Reconciliation of funds: Total funds brought forward Total funds carried forward	Unrestricted funds Restricted funds Total funds 2024 2024 2024 £’000 £’000 £’000 274 - 274 274 - 274 (177) - (177) (59) - (59) (116) - (116) (352) - (352) (78) - (78) 5 - 5 (73) - (73) 533 (25) 508 460 (25) 435	Unrestricted funds Restricted funds Total funds 2023 2023 2023 £’000 £’000 £’000 270 - 270
		270 - 270
		(80) - (80) (9) - (9) (78) - (78)
		(167) - (167)

		103 - 103
		- - -
		103 - 103
		430 (25) 405
		533 (25) 508

All income and expenditure derive from continuing activities.

The accompanying notes on pages 17 to 21 form part of these financial statements.

UPP Foundation Balance Sheet as at 31 August 2024

Notes Current assets Debtors: amounts falling due within one year Cash 9 Creditors: amounts falling due within 8 one year Net assets Funds Accumulated surplus Total charity funds	Unrestricted Restricted Total funds funds funds 31 August 31 August 31 August 2024 2024 2024 £'000 £'000 £'000 174 174 375 375 549 549 (89) (25) (114) 460 (25) 435 460 (25) 435 460 (25) 435	Unrestricted Restricted Total funds funds funds 31 August 31 August 31 August 2024 2024 2024 £'000 £'000 £'000 174 174 375 375 549 549 (89) (25) (114) 460 (25) 435 460 (25) 435 460 (25) 435		31 August 2023 £'000 20 574
				594 (86) 508 508 508

		460 (25) 435 460 (25) 435

The accompanying notes on pages 17 to 21 form part of these financial statements.

The Charity's financial statements have been prepared in accordance with the provisions applicable to entities subject to the small entities regime.

These financial statements were approved by the Trustees and authorised for issue on 14 February 2025 and were signed on their behalf by:

~~;~~ r Richard Brabner Trustee

Registered No: 09928856 Charity No: 1166323

UPP Foundation Notes to the financial statements for the year ended 31 August 2024

1. General information

UPP Foundation is a company limited by guarantee incorporated in England on 23 December 2015 with company number 09928856 and registered with the Charity Commission in England on 1 April 2016 (charity number 1166323). The registered office is 12 Arthur Street, London, EC4R 9AB.

2. Principal accounting policies

(a) Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention and in accordance with Statement of Recommended Practice '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), Section 1A (effective 1 January 2015)], the Charities Act 2011 and the Companies Act 2006.

These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies’ regime and in accordance with the provisions of FRS 102 Section 1A – small entities. The small entities regime provides exemption from the requirement to present a Cashflow Statement and Statement of Changes in Funds.

The Charity constitutes a public benefit entity as defined by FRS 102. The financial statements are presented in Sterling (£), which is the Charity’s functional currency, rounded to the nearest thousand.

The following principal accounting policies have been applied:

(b)

Going concern

The financial statements have been prepared on a going concern basis which the Trustees consider to be appropriate for the following reasons.

The business model of the charity is such that its charitable activities are limited to those which it has sufficient funds to support from the excess of funding received over the costs of administering the charity. The charity therefore has no specific commitments and no committed costs beyond its fixed costs of operation which are detailed in note 10.

In preparing these financial statements, the Trustees have considered the impact of the current inflationary environment on the ability of the Charity to continue as a going concern. The overarching priority for the Foundation is to work closely and effectively, together with our partners, to ensure our activities remain unchanged. Charity’s Trustees believe that the planned donation of £200k from UPP Group Holdings remains sufficient. On this basis UPP Foundation is not expecting an impact on Charity's financial position for the 2024/25 year.

The Foundation is dependent upon a recurrent donation from UPP Group Holdings Limited for its income. UPP Group Holdings Ltd has indicated its intention to continue to make available such funds as are needed by the Charity for at least 12 months from the date of approval of these financial statements.

As with any company placing reliance on other group entities for financial support, the Trustees acknowledge that there can be no certainty that the financial support will continue, although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Consequently, the Trustees are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and there are no material uncertainties and therefore, have prepared the financial statements on a going concern basis.

UPP Foundation Notes to the financial statements (continued) for the year ended 31 August 2024

2. Principal accounting policies (continued)

(c) Income

Income is recognised once the charity has entitlement to the resources, it is probable that the resources will be received, and the monetary value can be measured with sufficient reliability .

In the case of performance related grants, income must only be recognised to the extent that the charity has provided the specified goods or services as entitlement to the grant only occurs when the performance related conditions are met.

Interest income is recognised using the effective interest method.

(d) Expenditure

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to each category of expense shown in the Statement of Financial Activities. Expenditure is recognised when the following criteria are met:

there is a present legal or constructive obligation resulting from a past event
it is more likely than not that a transfer of benefits (usually a cash payment) will be required in settlement
the amount of the obligation can be measured or estimated reliably.

Irrecoverable VAT is charged against the category of resources expended for which it was incurred.

Grants offered subject to conditions that have not been met at the year end, and that remain at the Charity's discretion, are noted as a commitment, but not accrued as expenditure.

(e)

Restricted and unrestricted funds

Unrestricted funds are funds which can be used in accordance with the charitable objects at the discretion of the Trustees. Restricted funds refer to a reserve of money that can only be used for specific projects or purposes.

(f)

Cash at bank

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

(g)

Debtors

Trade and other debtors are measured at transaction price, less any impairment. When there is objective evidence that the financial asset is impaired, the impairment loss is determined by making an estimate of the likely recoverable value of debtors by considering factors such as the credit rating, the aging profile and the historic experience of the respective debtor.

(h)

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

UPP Foundation Notes to the financial statements (continued) for the year ended 31 August 2024

3. Trustees’ remuneration and related party transactions

Trustees consider the Board of Trustees as comprising the key management personnel of the Charity in charge of directing and controlling the Charity and running and operating the Charity on a day-to-day basis. All Trustees give of their time freely and no Trustee remuneration was paid in the year.

No Trustee, Director or other person related to the Charity had any personal interest in any contract or transaction entered into by the Charity during the year.

4. Net income for the year

*Net income(expenditure) for the year* *is stated after charging:* Independent Auditors’ remuneration Employee information Staff costs were as follows: Wages and salaries Social Security costs	Year ended 31 August 2024 £’000 9 9 Year ended 31 August 2024 £’000 23 5 28		Year ended 31 August 2023 £’000 9
			9
			Year ended 31 August 2023 £’000 - -
			-

5. Employee information

There was one person remunerated by the Charity in 2024 (2023: none).

6. Taxation

The Company is recognised by the HMRC and is a registered charity with the charities commission. The revenue recognised by the Foundation consists entirely of donations and is used for charitable expenditure. Hence no provision is considered necessary for taxation.

UPP Foundation Notes to the financial statements (continued) for the year ended 31 August 2024

7. Expenditure

*Charitable activities* Grants *Governance costs* Staff costs Strategy costs Independent Auditors’ remuneration *Other* Policy Marketing and promotion Other operational costs	Year ended 31 August 2024 £’000 177 177 28 22 9 59 Year ended 31 August 2024 £’000 50 17 49 116		Year ended 31 August 2023 £’000 80
			80
			- - 9
			9
			Year ended 31 August 2023 £’000 33 15 30
			78

UPP Foundation Notes to the financial statements (continued) for the year ended 31 August 2024

8. Creditors: amounts falling due within one year

Grants payable Accruals and deferred income Trade creditors	31 August 2024 £’000 54 57 3 114	31 August 2023 £’000 51 8 27
		86

9. Commitments

At 31 August 2024, the Charity had an amount of £186,000 of 1 year commitments of which nil has been accrued for in these accounts, the balance is subject to interim impact report reviews.

There were no capital commitments as at the balance sheet date.

10. Controlling party

In the opinion of the Trustees there is no controlling party as defined by FRS102 section 33, 'Related party disclosures'.