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2020-12-31-accounts

C40 Cities Climate Leadership UK

(C40 Cities UK) (A company limited by guarantee)

Report and Financial Statements for the year ended 31 December 2020 Charity number 1173124 Company number 10401717

C40 Cities Climate Leadership UK

Report and Financial Statements For the year ended 31 December 2020

Contents
Page
2 Reference and administrative information
3-15 Director's report
16-19 Independent auditor's report
20 Statement of Financial Activities
21 Balance sheet
22 Cashflow
23-29 Notes to the financial statements

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C40 Cities Climate Leadership UK

Report and Financial Statements For the year ended 31 December 2020

Charity name C40 Cities Climate Leadership UK Principal and registered office 3 Queen Victoria Street, London, EC4N 4TQ Charity number 1173124 Company number 10401717 Board of Directors

The trustees who served during the period were:

Antha Williams (Chair) Pelle Lind Bournonville Jemma Read Henrietta Foster

Company Secretary Kevin Austin Chief Executive Mark Watts

Auditor KPMG LLP, 15 Canada Square, London, E14 5GL Solicitors Bates Wells Brathwaite, 10 Queen Street Place London, EC4R 1BE Bankers NatWest Bank, 94 Moorgate, London, EC2M 6UR

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Report of the Directors for the year ended 31 December 2020

The Trustees (who are the directors) of C40 Cities Climate Leadership UK (“C40 Cities UK”), are pleased to present their report and financial statements for the charity for the year ended 31 December 2020.

The accounts (financial statements) have been prepared in accordance with the Statement of Recommended Practice: Accounting and Reporting by Charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) issued on 16 July 2014, the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102), the Charities Act 2011 and UK Generally Accepted Practice as it applies from 1 January 2015.

The charity is registered with the Charity Commission under registration number 10401717.

C40 Cities UK contributes towards the global strategy of its sole member, C40 Cities Climate Leadership Group Inc (“C40 Cities Inc”), therefore, throughout the Aims and Objectives and Achievement and Performance sections of this report, reference is made to the activities of C40 Cities Inc during this financial year.

Our Aims and Objectives

Purposes and Aims

The purposes and aims of C40 Cities UK, as set out in the objects contained in the company’s Memorandum and Articles of Association, are:

The advancement of environmental protection and conservation of the natural environment, particularly by promoting the reduction of greenhouse gases (including carbon dioxide, methane and any other gases that may be identified from time to time as having a global warming potential);

Sustainable development means “development which meets the needs of the present without compromising the ability of future generations to meet their own needs”.

Public benefit

The achievement of the above aims drives our business planning. The beneficiaries of the charity are all global

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

citizens. The Achievements and Performance section below contains more information on how our work has contributed to the reduction of global greenhouse gas emissions over the last year.

The Trustees confirm that they have complied with the duty in section 17 of the Charities Act 2011 to have due regard to the Charity Commission’s general guidance on public benefit when exercising any powers or duties to which the guidance is relevant.

Mission

C40 Cities UK operates as part of the C40 Cities Network. The C40 Cities Network is headed by C40 Cities Inc (the sole member of C40 Cities UK).

The C40 Cities Network is a network of nearly 100 mayors of the world’s leading cities. It is working to deliver the urgent action needed right now to confront the climate crisis and create a future where everyone, everywhere can thrive. Mayors of C40 cities are committed to using a science-based and people-focused approach to help the world limit global heating to 1.5°C and build healthy, equitable and resilient communities. Through a Global Green New Deal, mayors are working alongside a broad coalition of representatives from labour, business, the youth climate movement and civil society to go further and faster than ever before.

The Trustees of C40 Cities UK believe that operating as part of the C40 Cities Network and adopting the strategy set by C40 Cities Inc is the most effective way of maximising the charitable impact of C40 Cities UK. This approach allows C40 Cities UK to work in partnership with other organisations in the C40 Cities Network around the world and with other partner organisations in order to achieve its charitable objects (which are global in nature).

Having worked towards C40 Cities Inc’s 2017 – 2020 Business Plan (which was approved by the Steering Committee in 2016) throughout 2017 – 2019 period, the Trustees of C40 Cities UK decided that contributing to the C40 Inc Business Plan continued to be in the interests of the charity in support of its charitable objects for 2020. The Business Plan sets out a collaborative strategy for advancement of the common mission of organisations within the global C40 Cities Network. It sets out a bold agenda, with its central focus to enable each C40 Cities Network mayor to commit to a climate action plan for their city in line with what is needed to deliver the Paris Agreement on climate change.

The Business Plan establishes the following five goals for each organisation in the C40 Cities Network:

Goal 1 - Engage mayoral leadership Goal 2 - Support cities to prepare robust climate inventories, targets and plans Goal 3 - Accelerate action through peer-to-peer exchange and direct support Goal 4 - Remove barriers to city climate action Goal 5 - Provide global thought leadership, agenda-setting communications and world class events

The C40 Cities Network’s Participation Standards for membership are conditions for ongoing C40 membership. They also encourage all cities to have developed and be implementing, by the end of 2020, a climate action plan compatible with the Paris Agreement goal to constrain global average temperature rise below 1.5˚C, while improving resiliency and inclusivity.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Achievements and Performance

Despite the ongoing COVID-19 pandemic, C40 Cities UK enjoyed a successful year in 2020, during which it contributed to the implementation of the C40 Cities Network Business Plan goals, in support of its charitable objects. C40 Cities Inc and C40 Cities UK worked in co-operation to maximise impact in advancing their compatible objects which are global in nature.

C40 Cities UK substantively contributed to providing direct support to 97 cities of the C40 Cities Network. C40’s key programmes are driven by data-based reports like Deadline 2020 and assigned quantifiable targets. Our progress on these targets is monitored thanks to reporting frameworks like the Global Protocol for Community-Scale Greenhouse Gas Emission Inventories (GPC), the Carbon Disclosure Project (CDP), and the Global Covenant of Mayors’ Common Reporting Framework (CRF), ensuring consistency across our regions and with the work of partner organizations.

2020 presented unprecedented challenges for cities, countries, and communities around the world. A global pandemic, the deepest recession since before the Second World War, a reckoning with racial injustice: all these crises crossed borders, reached into our homes, and upended our lives -- and all were compounded by the impacts of a climate emergency.

By 2020, 88 C40 mayors have committed to develop 1.5˚C climate action plans to help limit global heating to 1.5°C and build healthy, equitable and resilient communities. The majority of cities are finalising these plans early in 2021. The C40 Steering Committee formally adopted the requirement that all C40 cities demonstrate progress toward a 1.5°C action plan in order to stay in the organization. In 2020, C40 launched new initiatives, including the Green Ports Forum, the Water Security Network, and a Pilot Implementation Initiative supporting cities to deliver inclusive climate action, in line with the vision for a Global Green New Deal.

The citizens of 97 cities of the C40 Cities Network are the ultimate beneficiaries of the charity’s achievements. These 97 cities are the world’s leading cities, representing over 700 million citizens and one quarter of the global economy. The mayors of these cities are committed to delivering on the most ambitious goals of the Paris Agreement at the local level, as well as to cleaning the air we breathe. Ultimately, the charity’s efforts will contribute towards a more liveable and sustainable future for all global citizens.

Throughout 2020, C40 Cities UK contributed towards the progress of C40 Cities Inc and the C40 Cities Network towards the five goals set out in the C40 Cities Network 2017 – 2020 Business Plan:

Goal 1: Engage mayoral leadership – mayors are engaged and show leadership in the climate change agenda

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Goal 2: Support cities to prepare robust climate inventories, targets and plans consistent with 1.5 °C target

Goal 3: Accelerate climate change actions and reduce costs through peer-to-peer exchange and direct support in the C40 Cities Network

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Goal 4: Remove barriers to action – key barriers to climate action are removed

Goal 5: Provide global thought leadership, agenda-setting communications and world-class events

The pandemic has not stopped C40 Cities Network mayors from delivering on their world-leading climate ambitions. C40 mayors have continued to lead by example and set global standards, both with regards to climate crisis and the COVID-19 response and green & just recovery.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Just Recovery from the pandemic, such as that recovery should not be a return to ‘business-asusual’ - because that is a world on track for 3°C or more of over-heating, and that the recovery must address issues of equity.

Fundraising

In 2020 all of C40 Cities UK’s income was granted by C40 Cities Inc. C40 Cities UK does not currently and has no future plans to use third party fundraising organisations, nor does it carry out telephone or direct mail fundraising. C40 UK fundraising from external funders has been affected by Brexit. Some funders who previously funded C40 UK prefer to fund organisations based in the European Union. Organisations in the wider C40 network will now work with these funders.

C40 Cities Inc has a small global fundraising team focused on securing income to enable the C40 Cities Network globally to deliver its programmes for reducing climate change and its impacts.

Key management personnel remuneration

The C40 Cities UK Board approved a remuneration policy in 2017. The main objective of the remuneration policy is to attract, retain and reward talented staff and management by offering compensation that is

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

competitive within the sector. The intention of this is to motivate management to achieve C40 Cities UK’s strategic objectives and encourage high levels of performance. Depending on the company’s performance and financial position, and the level of inflation, the Management Team will aim to offer, at their discretion, an annual cost of living increase to staff salaries. Staff who are within the boundaries of their grade and have demonstrated good performance over the year may also be paid an additional sum over and above inflation. The Board is responsible for approving the budget, of which salaries form part, on an annual basis. Any annual salary award is made to staff effective 1 January each year. The Executive Director works globally and is employed by C40 Cities UK. His remuneration is set by the Trustees of C40 Cities UK in agreement with the Board of C40 Cities Inc.

C40 Cities UK approves all new compensation arrangements based on, to the extent reasonably available, information about compensation paid by similarly situated not-for-profit or charitable organisations, or organisations in comparable sectors for similar services, current compensation surveys compiled by independent firms, actual written offers from similarly situated organisations, and other relevant information.

Key management personnel are the Management Team listed on Page 13.

Plans for Future Periods

On January 1st of 2021, C40’s new strengthened membership requirements or “Leadership Standards” went into effect, unanimously approved by the C40 Steering Committee.

The C40 Leadership Standards 2021-2024 are as follows:

1. Plan. City has adopted a resilient and inclusive climate action plan aligned with the 1.5˚C ambition of the Paris Agreement, and updates it regularly;

2. Deliver. In 2024, city remains on track to deliver its climate action plan, contributing to increased resilience, equitable outcomes and halving C40’s overall emissions by 2030;

3. Mainstream. City uses the necessary financial, regulatory and other tools at their disposal to address the climate crisis and mainstreams their equitable climate targets into the most impactful city decisionmaking processes;

4. Innovate. City innovates and starts taking inclusive and resilient action to address emissions beyond the direct control of the city government, such as associated with goods and services consumed in their city;

5. Lead. Mayor and the city demonstrate global climate leadership and inspire others to act in support of the Paris Agreement.

The C40 Business Plan for 2021-2024 was launched at the same time, outlining how C40 staff will support our mayors to achieve these Standards. C40’s aim is to support our cities as they implement their robust, science-based climate action plans which are aligned with the 1.5°C target of the Paris Agreement and prioritise increasing climate resilience and equity. If this is achieved, C40 cities will see emissions reductions consistent with halving their collective emissions by 2030.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

The new C40 Business Plan reflects the immediate priorities of our mayors, building also on the Mayors’ Agenda for a Green and Just Recovery, which translated the vision of the Global Green New Deal into the new context of the COVID-19 pandemic.

In the coming years, C40 will shift our in-depth regional resources to focus on the highest priority and highest impact climate actions in each region. When providing assistance, we will concentrate on our unique ability to support mayors in making the case for and enacting ambitious and sometimes difficult policies, by building coalitions of support and facilitating peer-to-peer knowledge exchange. We will also work to elevate the voices and impact of our mayors even further, thereby shifting the regional and global debate on how to drive increased ambition and action. We will support mayors to form coalitions with partners from business, labour, youth climate movements and wider civil society, and inspire more than 1,000 cities beyond C40’s membership to commit to the same ambition and action. We will support our mayors as they seek to partner with national governments to accelerate action and meet science-based targets, and the finance and investment community around the world to stop funding things that make climate breakdown worse and instead catalyse the urgent and transformative change we need to avoid climate breakdown. We will help our mayors to use their strong track record domestically to bring hope, energy, best practices, and a universal narrative to others.

The delivery of the 2021-2024 Business Plan will be the priority of the C40 Cities Network in 2021, in particular supporting accelerated climate action implementation in cities, through best-practice sharing, and direct support in key areas such as building energy efficiency. C40 Cities UK will contribute to the delivery of the business plan described above.

Financial Review

Fund balance, income and expenditure

During 2020, C40 Cities UK received income of £7.2m (2019: £8.4m) and incurred £8.2m of expenses (2019: £7.6m). C40 UK income in 2020 was primarily in the form of a grant from C40 Inc. to deliver activities in the C40 Network business plan. C40 UK intentionally generated a loss of £1.0m in 2020. This had the effect of reducing the £1.7m of brought forward reserves to £0.7m of reserves by the year-end.

At 31 December 2020, C40 UK had total reserves of £0.7m. This was broken down into unrestricted reserves of £0.6m, and restricted reserves of £0.1m. This is in line with the board approved reserves policy.

Reserves and Investment Policy

Unrestricted reserves are available to be applied, at the discretion of the Trustees, to any of C40 Cities UK’s charitable purposes. Restricted reserves are to be applied to the specific project intended by the donor.

Trustees seek to retain a prudent level of reserves from unrestricted income.

Trustees base their reserves policy on the identified needs to:

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

opportunities when they arise, and which are not in budget.

C40 Cities UK is principally funded by restricted and unrestricted grants from C40 Cities Inc. C40 Cities UK requests and receives its grant income from C40 Cities Inc in sterling, and the majority of its expenditure is in sterling, so C40 Cities UK does not need to hold reserves against adverse movement in exchange rates.

C40 Cities Inc has committed to supporting C40 Cities UK in its statutory and contractual obligations to a maximum amount of £1 million for a period of two years from 22 May 2020 in order to permit an orderly wind-down.

Given the commitment it has received from C40 Cities Inc, the Trustees of C40 Cities UK require one month of total organisational expenditure to be kept as an unrestricted reserve. Based on the 2021 budget, C40 Cities UK seeks to hold unrestricted reserves in the region of £0.6m. As at 31 December 2020, unrestricted reserves were £0.6m, and the cash balance was £1.0m

Trustees believe that unrestricted reserves, being in line with the reserves policy, stand at a satisfactory level.

Cash held on deposit

C40 Cities UK holds an interest-bearing bank account, and grant funds received from C40 Cities Inc in advance of expenditure are occasionally placed on deposit.

Structure, Governance and Management

Governing Document

The organisation is a charitable company limited by guarantee, incorporated on 29 September 2016 and registered as a charity on 22 May 2017. The company is governed under its Memorandum and Articles of Association. In the event of the company being wound up, members are required to contribute an amount not exceeding £1.

Member

The sole Member of C40 Cities UK is C40 Cities Climate Leadership Group Inc. (“C40 Cities Inc”), a nonstock, non-profit corporation registered in the state of Delaware, that is exempt from federal income tax under section 501(c)(3) of the US Internal Revenue Code. C40 Cities Inc is at the centre of a network of over 90 of the world’s megacities committed to addressing climate change. The mayors of C40 Cities Inc’s member cities elect representatives to a Steering Committee, which sets the strategic direction of C40 Cities Inc and elects C40 Cities Inc’s Chair from its members. Los Angeles Mayor, Eric Garcetti, is currently the Chair of C40 Cities Inc’s Steering Committee. C40 Cities Inc also has a Board of Directors, made up of independent individuals representing various C40 partners, which oversees its governance and management. Michael R. Bloomberg, founder of Bloomberg LP & Bloomberg Philanthropies, and former Mayor of New York City is the President of the C40 Cities Inc Board of Directors.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Charity Activities

The charity’s income is comprised of donations from funders, primarily C40 Cities Inc. C40 Cities Inc is funded by unrestricted grants from its three strategic funders, Bloomberg Philanthropies, Children’s Investment Fund Foundation (CIFF) and Realdania, and by restricted grants both from its strategic funders and a variety of other funders.

Recruitment and Appointment of the Trustees

The Directors of the company are also charity Trustees for the purposes of charity law. Under the charity’s Articles of Association, Trustees are appointed by the sole member, C40 Cities Inc. Trustees serve until the fourth Annual Retirement Meeting after their appointment, when they can be reappointed for an indefinite number of terms – however, we would expect Trustees to serve for no more than two terms, and we will plan succession on that basis.

During the period, all Trustees gave their time on a voluntary basis and they did not receive any benefits from the charity.

Trustee Induction and Training

A Trustee induction is carried out for all new Trustees, covering the purpose of the charity, a review of the charity’s governing documents, policies and procedures, and the roles and responsibilities of Trustees, including the Trustees’ duty to act at all times in the interests of the charity and the Trustees’ duty to avoid conflicts of interest. The Trustee induction includes meetings with senior staff. Trustee training is provided, most recently in March 2019.

Trustees are experienced in their fields, and were selected based on their varied skills sets, including climate change, fundraising, international operations, finance and charity governance. We are pleased to highlight the gender diversity of the Board, being 75% female leadership.

The Trustees are aware of and endeavour to comply with the Charity Governance Code. In particular, there is close coordination between the Trustees and senior management to ensure the effective management of the charity. The Trustees act with integrity and care, complying with a Code of Conduct and conflict of interest policy. Trustees manage risk through C40’s risk register that is regularly reviewed by the Trustees.

Trustee Meetings

Trustees met formally three times during the period, at which meetings they approved a revised Safeguarding Policy, reviewed the Risk Register, approved the charity’s 2019 Annual Report and Accounts for the period ending 31 December 2019 approved the 2021 budget, approved grant income, approved the charity’s contribution to the C40 Cities Network’s global 2021-2024 Business Plan, and received reports from the Executive Director on the C40 Cities Network’s global progress against its goals. Trustees receive updates on the charity’s activities and delivery and those of the wider network between meetings as appropriate. Trustees also reviewed the management accounts against budget at each meeting.

Trustees and staff interact regularly between meetings: specifically, the Executive Director speaks with the Chair on a frequent basis; and the Director of Corporate Services and Deputy Executive Director speak with Board members in advance of each Board meeting.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Delegated Management

Executive management is delegated to the Executive Director, who is also the Executive Director of C40 Cities Inc, and to a global Management Team which includes employees of both C40 Cities UK and C40 Cities Inc. The members of the Management Team during the period were:

Executive Director Mark Watts Deputy Executive Director Kevin Austin Director of Corporate Services Juliette Carter Director of Governance & Global Partnerships Andrea Fernandez Director of Regions Simon Hansen Director of Global Initiatives Shannon Lawrence Director of Communications Hérve Marro (left August 2020) Director of International Diplomacy David Miller Director of Governance Anna Beech

Mark Watts, Kevin Austin, Juliette Carter, Andrea Fernandez, Shannon Lawrence and Anna Beech are employed by C40 Cities UK. Simon Hansen, Hérve Marro and David Miller are employed directly or indirectly by C40 Cities Inc.

Principal risks and uncertainties

C40 Cities Inc maintains a global Risk Register in relation to the C40 Cities Network, as well as a C40 Cities UK specific risk register. Each risk and its mitigating action are owned by a member of the Management Team, who discuss and review the risks as required at quarterly meetings, and the register is reviewed formally on a monthly basis. The mitigating actions are put into place to reduce the likelihood or impact of any detrimental events.

The Trustees consider the key risk facing C40 Cities UK is the high concentration of funding received from C40 Cities Inc. To mitigate this risk, a Cooperation Agreement between C40 Cities Inc and C40 Cities UK is in place to record their ongoing relationship to strengthen their joint efforts in the service of environmental issues and to promote joint working between the parties.

With regard to Brexit, which took place on 31 January 2020, the impact on the charitable purposes of C40 Cities UK has been largely mitigated by the registration of C40 Denmark in August 2019 allowing the C40 Cities Network to continue to benefit from European Union (EU) funding which will no longer be available to C40 Cities UK. During the November 2019 board meeting, the C40 Cities UK Board approved C40 Cities UK to become a member of C40 Denmark. The Board also approved Kevin Austin, Deputy Executive Director as representative of C40 Cities UK to C40 Denmark. Any future funding received from the European Union will be received by C40 Denmark. The risk posed by Brexit relating to staff from mainland Europe employed by C40 Cities UK has also been mitigated by the EU Settlement Scheme, under which EU nationals who are living in the UK prior to the Brexit date can apply and will be granted a settled or pre-settled status depending on the length of their residence in the UK. Where staff may be hired from mainland Europe after the Brexit date, they will be required to apply for European Temporary Leave to Remain, followed by an application under the new immigration system, potentially requiring employer’s sponsorship. C40 Cities UK will assess each case as it arises.

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

On 11 March 2020, the World Health Organization declared the outbreak of Coronavirus COVID-19 a pandemic. Most global governments took restrictive measures to contain the spread of the virus, including: isolation, quarantine, restricting the free movement of people, closure of public and private premises (except those of basic necessity and health), closure of borders and a significant reduction in air, sea, rail and land transport. The COVID-19 pandemic had a limited operational impact on C40, as employees continued to operate effectively from home. There was an impact on the number of face-toface meetings C40 Cities UK could run, including workshops and conferences, but many of these meetings moved to be run virtually.

The Trustees have also considered the impact of COVID-19 on the entity’s ability to continue as a going concern though cash flow forecasts up to 30 June 2022. These forecasts have been prepared on a downside basis with the key assumption being that there is no growth in the current funding arrangements. Further details are set out in note 1. COVID-19 is not considered to have a material impact on these forecasts and therefore the entity’s ability to continue as a going concern. The Trustees of C40 Cities UK, having considered its current funding arrangements and the status of the discussions for the next funding cycle, believe it is appropriate to prepare the accounts on a going concern basis.

The Trustees report, which incorporates the strategic report was approved by the Board of Trustees on 10 May 2021 and signed on its behalf by:

Antha Williams Chair

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

Statement of Trustees’ Responsibilities in Respect of the Trustees’ Annual Report and the Financial Statements

The trustees are responsible for preparing the Trustees’ Annual Report 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 have 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 over expenditure for that period. In preparing these financial statements, the trustees are required to:

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.

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

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Independent auditor’s report to the members of C40 Cities Climate Leadership UK

Opinion

We have audited the financial statements of C40 Cities Climate Leadership UK (“the charitable company”) for the year ended 31 December 2020 which comprise the Statement of Financial Activities, Balance Sheet and Statement of Cash Flows and related notes, including the accounting policies in note 1.

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 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:

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.

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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:

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 and the risk of fraudulent income recognition is recorded in the wrong period and the risk that management may be in a position to make inappropriate accounting entries.

We did not identify any additional fraud risks.

In determining the audit procedures, we took into account the results of our evaluation and testing of the operating effectiveness of the Company-wide fraud risk management controls

We also performed procedures including:

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 ,through discussion with the directors and other management (as required by auditing standards), and discussed with the directors 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.

Firstly, the charitable company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation and the Charities SORP), distributable profits legislation and taxation legislation and 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

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likely to have such an effect: health and safety, anti-bribery, employment law, regulatory capital and liquidity and certain aspects of charitable company legislation 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 directors 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 noncompliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

Other information

The trustees are responsible for the other information, which comprises the Trustees' Annual Report. 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:

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:

We have nothing to report in these respects.

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Trustees’ responsibilities

As explained more fully in their statement set out on page 15, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view; 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.

Lynton Richmond

(Senior Statutory Auditor)

for and on behalf of KPMG LLP, Statutory Auditor

Chartered Accountants

15 Canada Square London E14 5GL 17th May 2021

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C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK

Statement of Financial Activities (including Income and Expenditure) for the year ended 31 December 2020

Unrestricted
Restricted
Total
2020
2020
2020
£’000
£’000
£’000
Notes
Income from:
Donations
4,633
2,527
7,160
Other income
4
-
4
Total Income
3
4,637
2,527
7,164
Expenditure on:
Raising funds
-
-
-
Charitable activities
4,875
3,356
8,231
Total Expenditure
5
4,875
3,356
8,231
Net (expenditure) / income for the year
(238)
(829)
(1,067)
Reconciliation of funds
Total funds brought forward
821
912
1,733
Total funds carried forward
583
83
666
Total
2019
£’000
8,411
9
8,420
35
7,587
7,622
798
935
1,733

20

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Balance Sheet at 31 December 2020

Fixed Assets
Note
Tangible Assets
7
Current Assets
Debtors
8
155
Cash at Bank and in Hand
1,001
1,156
Current Liabilities
Creditors
9
(491)
Net Current Assets
Total Net Assets
Represented by:
Funds and reserves
Restricted funds
11
Unrestricted funds
11
Total funds
2020
£’000
1
665
666
83
583
666
388
1,849
2019
£’000
3
1,730
2,237
(507)
1,733
912
821
1,733

These financial statements were approved by the Board of Trustees on 10th May 2021 and were signed on its behalf by:

Antha Williams, Chair of Trustees

21

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Statement of cash flows for the year ended 31 December 2020

Cash flow from operating activities:
Net (expenditure) / income for the year
Adjustment for:
Depreciation and amortisation charge
Decrease / (Increase) in debtors
(Decrease) in creditors
Net cash absorbed by operating activities
Change in cash and cash equivalents in the year
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at end of the year
2020
£’000
(1,067)
2
233
(16)
(848)
(848)
1,849
1,001
2019
£’000
798
7
(184)
(2,230)
(1,609)
(1,609)
3,458
1,849

22

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

1) Basis of accounting and going concern

The financial statements have been prepared on the basis of historical cost in accordance with applicable accounting standards in the United Kingdom, the Companies Act 2006 and the Charities Act 2011. These financial statements are prepared in accordance with the Accounting and Reporting by Charities Statement of Recommended Practice (SORP 2015) under FRS 102 accounting framework.

The trustees have assessed whether the use of the going concern basis is appropriate. C40 Cities UK’s funding for its expenditure is provided by a number of grants, the most important of which are provided by C40 Cities Inc. C40 Cities UK and C40 Cities Inc work to joint operational plan in order to fulfil a common set of objectives. C40 Cities UK therefore has a reasonable expectation that funding will continue to flow from C40 Cities Inc to enable these objectives to be achieved. There is no competition between the two entities and others in the group for sources of finance. C40 Cities Inc is considered to be a going concern on the basis that adequate funding agreements with Strategic Funders are either in place or have been pledged to cover the current Business Plan period, being 20212024..

On 11 March 2020, the World Health Organization declared the outbreak of Coronavirus COVID-19 a pandemic. Throughout 2020, most global governments took restrictive measures to contain the spread of the virus, including: isolation, quarantine, restricting the free movement of people, closure of public premises, closure of borders and a significant reduction in air, sea, rail and land transport. The trustees consider that COVID-19 will not have a material impact on the ability of the Strategic Funders to make grants to C40 Cities Inc and in turn C40 Cities UK due to their size and the level of reserves in place. C40 Cities UK has seen some operational impacts from COVID-19, due to reduced ability for staff to travel and hold face-to-face meetings with member city governments. Despite this, C40 Cities UK has continued to operate effectively with employees working from home. The pandemic has been particularly prevalent in large cities and therefore provides C40 Cities UK with additional opportunities to work with key targets.

The trustees have assessed cash flow forecasts up to 30 June 2022 which show that C40 Cities UK can meet its liabilities as they fall due. These forecasts have been prepared on a downside basis with the key assumption being that there is no growth in the current funding arrangements. COVID-19 is not considered to have a material impact of these forecasts, and therefore the entity's ability to continue as a going concern. In the event that future funding is not available to allow C40 Cities UK to continue with its activities, C40 Inc has undertaken to provide unconditional and irrevocable financial support, either in the form of a grant or another form, to the value of GBP 1m to permit an orderly wind-down. The forecast used to assess the going concern basis of preparation does not rely on these arrangements. The trustees of C40 Cities UK, having considered its current funding arrangements and the status of the discussions for the next funding cycle, believe it is appropriate to prepare the accounts on a going concern basis.

A summary of the principle accounting policies, which have been applied consistently, is set out below.

2) Accounting policies

a) Income

Income is included in the Statement of Financial Activities when the charity is entitled to the income, the income is probable and the amount can be quantified with reasonable accuracy. Grant income is recognised when it becomes due in accordance with the grant agreements.

b) Expenditure

Expenditure is accounted for on an accruals basis.

Expenditure on fundraising includes the salaries of the fundraising staff and the direct costs associated with generating income. No support costs or overheads are allocated to expenditure on fund raising since the amounts would be immaterial.

23

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

Expenditure on charitable activities includes direct expenses incurred on the defined goals of the charity and attributable support costs including overheads. The basis of allocation of support costs is the proportion of C40 global staff costs spent on each of the goals of the charity. Support costs include governance costs such as legal and audit costs associated with meeting constitutional and statutory requirements.

c) Fund accounting

Unrestricted funds are used at the discretion of the trustees for the furtherance of the general objects of the charity.

Designated funds are unrestricted funds which have been set aside by the trustees for specific purposes or projects.

Restricted funds are those funds that have restrictions imposed by donors and can only be used for those purposes. They are not available for any other work than that specified by the donor.

d) Accounting estimates

An accounting estimate was used in the valuation of income received in kind, relating to the office space and associated services provided to the charity by Bloomberg L.P. The estimation technique used was based on the costs per square foot derived from local rental costs. The amount recognised reflects the value of the gift to the charity.

e) Tangible fixed assets

Tangible fixed assets, comprising computers and other equipment, are stated at cost less accumulated depreciation. Assets are depreciated on a straight-line basis over an estimated useful economic life of three years. Assets less than £1,500 are not capitalised.

f) Taxation

C40 Cities UK is a registered charity and is therefore not liable for corporation tax derived from its charitable activities as it falls within the exemptions available to registered charities. VAT, which is irrecoverable, is included within expenditure.

g) Pension

C40 Cities UK makes payments into a defined contribution pension scheme. The pension costs are allocated to activities and between restricted/unrestricted funds according to where the related staff costs are allocated.

24

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK

Notes forming part of the financial statements for the year ended 31 December 2020

3) Income from donations

The charity's donations total is comprised solely of donations from C40 Inc, Bloomberg LP and Climate-KIC.

Grant income
In-kind income
Unrestricted
Restricted
Total
2020
2020
2020
£ '000
£ '000
£ '000
3,900
2,527
6,427
733
-
733
4,633
2,527
7,160
Unrestricted
Restricted
Total
2019
2019
2019
£ '000
£ '000
£ '000
3,788
3,856
7,644
767
-
767
4,555
3,856
8,411

Further information about the grant income from C40 Inc can be found in the Related Parties note 13.

4) Donated goods and services

C40 Cities UK receives in-kind income in the form of office space and associated services from Bloomberg LP. The accounting policy in relation to this is in note 2 d) Accounting estimates. See also related party disclosure in note 13.

5) Expenditure
Support costs above include:
Governance costs:
Audit costs
Legal costs
Total
Goal 1: Engage Mayoral leadership
Goal 2: Support Cities to prepare robust
climate change inventories, targets and
plans
Goal 3: Accelerate action through peer-to-
peer exchange and direct support
Goal 4: Remove barriers to city climate
action
Goal 5: Provide global thought leadership,
agenda-setting communications and world
class events
766
1,345
1,922
1,068
1,326
2020
£ '000
Direct costs
Allocation of
support
costs
Total
Total
2020
2020
2019
£ '000
£ '000
£ '000
90
856
783
569
1,914
1,772
630
2,552
2,198
115
1,183
1,168
400
1,726
1,667
6,427 1,804
8,231
7,588
2020
£ '000
13
56
69
2019
£ '000
27
18
45

25

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

6) Staff costs, trustee remuneration and expenses and costs of key management personnel

a) Staff costs comprise:
Wages and salaries
Social security costs
Pension costs
Other staff costs
2020
£ '000
6,136
639
268
52
7,095
2019
£ '000
4,547
500
203
-
5,250

The average number of employees during the year was as follows:

2020 2019
No. No.
115 90

C40 Cities UK made termination payments totalling £6,379 in 2020 (2019: Nil).

Employee benefits, excluding employer pension costs and employer's NI, of higher paid staff within the following scales were:

2020 2019
£60,000 - £69,999 4 10
£70,000 - £79,999 7 3
£80,000 - £89,999 3 1
£90,000 - £99,999 1 1
£100,000 - £109,999 1 2
£110,000 - £119,999 2 -
£120,000 - £129,999 - -
£130,000 - £139,999 - -
£140,000 - £149,999 - 1
£150,000 - £159,999 1 -
£160,000 - £169,999 - -
£170,000 - £179,999 1 1

As outlined in note 13, C40 Cities UK and C40 Inc are aligned with their charitable aims, and staff work in the pursuit of these aims. The disclosure in this note relates to staff who are employed by C40 Cities UK.

None of the charity's trustees were paid or received any other benefits during the year, nor were any expenses reimbursed.

The total employee benefits received by key management personnel during the year were £767,939.

26

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

7) Tangible assets

7) Tangible assets
Cost
At 1 January 2020
Additions
At 31 December 2020
Depreciation
At 1 January 2020
Charge for the year
At 31 December 2020
Net book value
At 31 December 2020
At 31 December 2019
8) Debtors
Trade debtors - donations receivable
Prepayments
Due from other C40 entities
Sundry debtors
Total debtors
9) Creditors
Trade creditors
Accruals
PAYE and National Insurance
Total creditors
2020
£ '000
-
38
113
4
155
2020
£ '000
66
233
192
491
Total
£ '000
6
-
6
3
2
5
1
3
2019
£ '000
170
42
173
3
388
2019
£ '000
197
172
138
507

27

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

10) Restricted funds

Restricted funds are those funds that must be used in accordance with donors' wishes.

AXA Group These funds are restricted to the Infrastructure Interdependency project. These funds are an allocation of amounts granted to C40 Inc for work C40 Inc carried out by C40 Cities UK, and are restricted to the terms of the original grant agreements between C40 Inc and its funders. These funds are restricted to the following projects: Reinventing Cities, Climate KIC Lower Emissions Economy Partnership and Circular Economy. L'Oréal These funds are restricted to the Women4Climate project. Michelin Foundation These funds are restricted to the Women4Climate project.

Restricted funds:
AXA Group
C40 Inc
Climate KIC
L'Oréal
Michelin Foundation
Balance at 1
Jan 2020
Income 2020
Expenditure
2020
Balance at 31
Dec 2020
£ '000
£ '000
£ '000
£ '000
12
-
(2)
10
624
2,600
(3,151)
73
-
(73)
73
-
256
-
(256)
-
20
-
(20)
-
912
2,527
(3,356)
83

11) Analysis of net assets between funds

Unrestricted Restricted
funds funds Total Total
2020 2020 2020 2019
£ '000 £ '000 £ '000 £ '000
Fund balances at 31 December 2020
are represented by:
Tangible Fixed Assets 1 - 1 3
Current assets 873 283 1,156 2,237
Creditors: amounts falling due within
oneyear (291) (200) (491) (507)
Total net assets 583 83 666 1,733

12) Liability of member

The liability of the member is limited to £1.

28

C40 Cities Climate Leadership UK Charity Number 1173124 Company Number 10401717

C40 Cities Climate Leadership UK Notes forming part of the financial statements for the year ended 31 December 2020

13) Related Parties

The sole member of C40 Cities Climate Leadership UK (C40 Cities UK) is C40 Cities Climate Leadership Group Inc (C40 Inc), a non-stock, non-profit corporation registered in the state of Delaware (registered address: 120 Park Avenue, 23rd Floor, New York, NY 10017, USA). C40 Cities UK and C40 Inc have common global goals which all staff work towards. A memorandum of understanding outlines how the two entities work together towards these shared charitable aims.

One of the trustees of C40 Cities UK is also a Director of C40 Inc. During the year, C40 Cities UK received grant income from C40 Inc totalling £6,500,000, being £3,900,000 unrestricted grant income and £2,600,000 restricted grant income. All the grant income was received in cash. The grant income received from C40 Inc represents 91% of total income.

As identified in note 3, C40 Cities UK received income in kind in relation to office space and associated services from Bloomberg LP. Bloomberg Philanthropies is a donor of C40 Inc.

There were no other related party transactions.

29