**Registered number: 08861248 Charity number: 1180372**
## **THE FOUNDATION FOUNDATION**
**(A company limited by guarantee)**
**TRUSTEES' REPORT AND FINANCIAL STATEMENTS**
**FOR THE YEAR ENDED 31 JANUARY 2022**
**THE FOUNDATION FOUNDATION (A company limited by guarantee)**
|**CONTENTS**||
|---|---|
||Page|
|**Reference and administrative details of the Company, its Trustees and advisers**|1|
|**Trustees' report**|2 - 7|
|**Independent auditors' report on the financial statements**|8 - 11|
|**Statement of financial activities**|12|
|**Balance sheet**|13 - 14|
|**Statement of cash flows**|15|
|**Notes to the financial statements**|16 - 27|
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **REFERENCE AND ADMINISTRATIVE DETAILS OF THE COMPANY, ITS TRUSTEES AND ADVISERS FOR THE YEAR ENDED 31 JANUARY 2022**
|**Trustees**|Sir Antony Gormley|
|---|---|
||Lady Vicken Gormley|
||Marco Compagnoni|
||Richard Calvocoressi|
||Laura Stevenson|
|**Company registered**
**number**
08861248
**Charity registered**
**number**
1180372
**Registered office**
15-23 Vale Royal
London
N7 9AP
**Independent auditors**
MHA MacIntyre Hudson
Chartered Accountants
**Bankers**
HSBC Private Bank
8 Cork Street
Mayfair
London
W1S 3LJ
Brown Advisory Investment Management
10 Bruton Street
Mayfair
London
W1J 6PX
**Solicitors**
Weil Gotshal & Managers (London) LLP
110 Fetter Lane
Holborn
London
EC4A 1AY||
Page 1
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **TRUSTEES' REPORT FOR THE YEAR ENDED 31 JANUARY 2022**
## **Trustees Report**
## **For the Year ended 31st January 2022**
The Trustees present their annual report together with the audited financial statements of the company for the year 1st February 2021 - 31st January 2022. The Trustees confirm that the Annual Report and financial statements of the company comply with the current statutory requirements, the requirements of the company’s governing document and the provisions of the Statement of Recommended Practice (SORP) applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).
## **Aims, Objectives and Activities**
The Foundation Foundation was established for the advancement of art for the public benefit by advancing education in the arts in particular but not exclusively through:
- The provision of grants and professional development to art students at college and university and to
- artists who have recently graduated from college or university.
- The provision of arts education and workshop facilities including studio space to art students at
- college and university and to artists who have recently graduated from college or university.
- After the death of Antony Gormley the curation of the studios, archives, and works of art by Antony
- Gormley and Vicken Parsons (but not including works of art by Vicken Parsons during her lifetime) for the purposes of display, use, and research.
In shaping the objectives and planning the Foundation's activities, Trustees have considered the Charity Commission's guidance on public benefit. The Foundation continued to draw on donations made in 2018/2019 (and income derived from them) to cover its running costs during the reporting period. Its activities are offered without charge to beneficiaries.
The Foundation is registered as a charity (registration number 1180372) and is not liable to UK taxation as it has no taxable activities. In the exercise of their powers, the Trustees have paid due regard to the published guidance from the Charity Commission on the operation of the Public Benefit requirement under the Charities Act 2011.
The following notes record the chief elements in the Foundation’s programme during the year with particular reference to the accompanying financial statements.
## **Review of Activities**
During this reporting period the charity was pleased to resume residencies following the easing of the strictest Covid-19 pandemic restrictions and launch a new and significant programme of grantmaking to artists. The Trustees made strategic decisions about the charity’s programme, and the long-term objectives of The Foundation Foundation were re-aligned around newly agreed objects for the charity.
Early in the year the trustees concluded the payment of their Covid-19 support grants. The Trustees were happy to agree that with government imposed restrictions easing there was no need to extend this programme further into 2021.
The Foundation Foundation welcomed two more graduates from Norwich University of the Arts’ Fine Art BA programme to the residency facilities at High House Studios in the summer of 2021. The Foundation Foundation and NUA had planned for 2020 graduates to also spend 4 weeks at High House Studios this year but the Covid19 pandemic disrupted teaching schedules to such an extent that this was not possible. Each 2021 graduate received a £500 bursary to cover living expenses and materials during their stay. Selected by staff at Norwich University of the Arts, the young artists spent part of their post-graduation summer away from the demands of their everyday lives to work on developing their practice at this crucial moment in their careers. At the end of the
Page 2
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2022**
month, Antony and Vicken Gormley joined members of the NUA faculty to discuss the artists’ progress and the next steps in their development. Following feedback from our 2021 residents the NUA graduate residency in 2022 will be extended to 5 weeks to optimise the positive impact of this opportunity.
The trustees were delighted with feedback from the 2021 residents which affirmed that the space, structure, and context of the residencies was exactly what they had needed after their formal studies concluded:
"Studio house was a beautiful place to be based and the studios were so inspiring. So light, so big, so much freedom."
"The informal conversations within the studios and more formal critique towards the end of the residency were highlights. Having the opportunity to discuss your work with others always opens up new ideas, research, and processes to explore."
"I’ve never been able to be so committed to my work."
"I am now at a point where I feel much more confident to continue working, with my experience at High House a springboard for my next ventures!"
During the reporting period the proposed changes to the charity’s objects described in the 2019-2020 and 20202021 reports were agreed with the Charity Commission. The board of Trustees are pleased by the additional scope offered by the new objects of the charity and delighted by the expectation of offering the internationally important resources of Antony Gormley and Vicken Parsons’ artistic estates to the public in the future. The trustees visited Antony Gormley’s foundry, Hexham Studio Castings, and his nearby studio, Hexham Studio, in September 2021 to further understand the opportunities that they might be able to offer artists there in the longterm future.
At the end of last year’s report, the trustees indicated their intention to launch a new grant making programme, the ‘Emerging Artists Exhibition Fund’. The aim of this programme is to give artists at a crucial moment in their careers – the first time that their work is widely seen by the public and their peers at a respected institution – the opportunity to make exceptional work. During 2021 the board worked with expert nominators to compile a list of 12 small to medium sized public art institutions across England, Wales, Scotland and Northern Ireland. Each was chosen for its agile approach to exhibition making, its ambitious curatorial team, and its track record of showing contemporary art of real significance. These galleries were invited to apply to the Emerging Artists Exhibition Fund in both 2021 and 2022. Following the first annual application deadline the board agreed to give £60,000 in six individual £10,000 grants to assist artists with the costs of producing new artwork for their first solo exhibition at one of the 12 shortlisted institutions. The board of trustees are thrilled to be supporting artists making ambitious new work and look forward to continuing this programme in 2022/23.
In these ways the charity continued to fulfill its aims through its activities, nurturing talented artists when they graduate and encouraging artists’ ambitions as they plan their first major presentation at one of the U.K.’s brilliant ‘producing house’ museums and galleries.
As the charity’s activities continue, the Foundation will assess the success of the residency programme by archiving images of work created at High House Studios and collecting feedback from residents as well as NUA faculty staff on the programme. The Foundation Foundation will be collecting feedback from the Emerging Artists Exhibition Fund recipient institutions to understand the programme’s impact. Images and materials will also be collected to record the supported artworks and their exhibition. The comments, thoughts and suggestions of all beneficiaries will be used by the Trustees to record success and develop the charity’s work so that it always responds to the needs of those it seeks to assist.
The Trustees are satisfied with the progress made by the charity in achieving its activities during and subsequent to the reporting period.
Page 3
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2022**
## **Volunteers**
The Foundation is grateful for the assistance of 1 administrative volunteer, Alice O’Reilly. 156 volunteer hours were provided during the year. If this time is conservatively valued at £33 per hour, the volunteer effort amounts to £5,148 in the reporting period.
## **Grant Making Policy**
The Foundation Foundation makes grants available to artists at important stages of their careers. The overall intention is to use the monies of the Foundation to promote innovation, ambition, collaboration, education, and the extension of an ever-widening field of practice in sculpture, painting, performance and time based media. The Trustees wish to use their expertise in the field and the expertise of others to identify individuals and areas of practice that would benefit from support. This will always be done in line with the objects of the charity to advance education in the arts.
Whilst final responsibility for grant-making lies with the board of Trustees, decisions to offer grants to particular recipients are made by designated persons and board members and with the participation of staff from Norwich University of the Arts (in the case of the residencies for BA Fine Art graduates).
## **Financial Analysis**
At year end the Foundation holds Total Funds of £7,150,524 of which:
- £7,057,691 is held in investments
- £83,511 is in net current assets
The total incoming resources for the year were £84,205 (2021 - £81,471). Total resources expended were £147,421 (2021 - £115,371). At 31 January 2022, the charity held fund balances of £7,150,524 (2021 - £6,687,062) of which unrestricted funds was £7,150,524 (2021 - £6,687,062). There were no restricted or designated funds in either 2022 or 2021. The Trustees have decided to treat their investments for operational purposes as an expendable endowment in order to fund the current and future activities of The Foundation Foundation.
## **Investments**
The investment aims of the charity are long term and its investment policy is therefore steered toward growth and protection against the threat of inflation.
The investments of the Foundation are managed by Brown Advisory and the Trustees maintain a diversified portfolio so as not to expose the Foundation to undue risk. The Foundation’s investment policy is reviewed annually to ensure its continued efficacy and relevance. Income from investments will be disbursed as part of the Foundation’s work and/or reinvested at the discretion of the Trustees.
The Trustees expect that the fund managers with whom the Foundation's assets are invested to behave with integrity, to be fully compliant with all regulatory requirements and to meet relevant codes of practice. In addition, investment managers are expected to take account in their decision-making of environmental, social and governance issues.
Although the charitable objects of the Foundation do not require the automatic avoidance of investment in any particular geography, sector or corporation the Trustees have decided to adopt an investment policy that prohibits exposure to those equities, bonds and other asset classes that might open the Foundation to criticism on ethical or environmental grounds. They recognise that this policy may impact the growth potential of their investments but have decided that this risk is acceptable to protect the Foundation’s reputation.
Page 4
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
**TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2022**
The Foundation’s long-term investment objective is to achieve CPI +3% per annum. The strategic asset allocation targets are currently: equities 80%, fixed interest assets 20%.
## **Reserves Policy**
The Trustees aim to maintain general funds at a level and with such liquidity as to enable twelve to eighteen months of unrestricted charitable expenditure to be undertaken at any time.
At the end of the reporting period the charity had £20,904 in cash at bank and £99,771 in cash within the managed investment portfolio.
The Trustees recognise that they are still developing a full programme of activity and therefore they have decided to continue to keep their reserves at a higher level than required by their reserves policy in order to provide for potential feasibility studies relating to possible building works and consultancy fees associated with investigating new avenues of grant making activity.
The Trustees will regularly review their reserves policy to ensure it remains appropriate in the context of their evolving range of activities.
## **Risk Management**
The Trustees review the major financial and non-financial risks to the Foundation in order to ensure that steps have been taken to minimise risk and to take action to mitigate the impact of any unavoidable risks. Risk is reviewed at least annually with action resulting from this analysis represented in the Foundation’s Risk Policy.
One of the principal risks is inflation which has the potential to threaten the value of the Foundation’s investments. This is particularly challenging when political and economic uncertainty in the wider world may cause volatility in the markets. Trustees have sought to minimise this risk by spreading the Foundation's investments over a broad strategic asset base and across global markets.
A key reputational risk has been identified by the Trustees in the types of equities and bonds to be invested in by the Foundation. Seeking to minimise this risk, the Trustees have devised a stringent investment plan for their investment manager (Brown Advisory) which proscribes classes of investments, for example equities in fossil fuels, tobacco and defence.
In this reporting period the trustees considered additional risks posed by the Emerging Artists Exhibition Fund grants and principally that money given by the charity to institutions could be used for purposes other than those intended. As a result the board have ensured that the terms and conditions of the grants allow for them to be repaid if this is found to be the case. Considering the charitable status and excellent reputations of the institutions that the charity is working with the board also consider this risk to be remote.
## **Information on Fundraising Practices**
The Foundation does not currently rely on fundraising as a major source of income nor does it employ or engage professional fundraisers. The Foundation does not currently receive funding from the public or make applications to, other trusts and foundations. As a result, the Foundation is not registered with the Fundraising Regulator, however, should fundraising activities take place in the future the Foundation will review this. The Foundation is committed to avoiding any intrusive fundraising approaches and will never apply undue pressure to donate.
## **Going Concern**
The Foundation has substantial resources to continue in operational existence for the foreseeable future. For this reason the Trustees continue to adopt the going concern basis in preparing the financial statements.
Page 5
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2022**
## **Strategic Review and Future Plans**
The charity is committed to continuing the Emerging Artists Exhibition Fund and the NUA graduate residencies in 2022/3.
In 2019-20 the charity granted residencies at High House Studios to artists who applied through open application. As described in our report for year ending 31st January 2021 this programme was paused but following discussion about the most appropriate structure for the opportunity the board are pleased to offer the residencies once again, starting in February 2022. Knowing how successful the residencies for NUA students have been the Trustees are delighted to be welcoming a wider range of artists to High House once more. In consideration of the rising cost of living the Trustees have increased the weekly food and materials payment to residents to £50. In order to reach as many potential applicants as possible the board have decided to redevelop the residency’s website with a launch planned for later in 2022.
During the reporting period the charity’s activity was funded solely from cash at the bank. In 2022 – 23, however, it has been agreed with the charity’s investment manager to withdraw 1.6% of the value of the Foundation’s portfolio from which to fund grantmaking and running costs. The trustees agreed this approach in consultation with Brown Advisory and with reference to their investment and reserves policies. They expect to continue to fund the charity’s activity in this sustainable way – that continues to allow for long term growth – for the foreseeable future.
The strategic priorities of the Foundation will always be towards the charity’s aim of advancing art for the public benefit by supporting education in the arts, recognising and fostering the potential of artists and thereby supporting a thriving, creative society in the U.K.
## **Structure, Governance and Management**
## **Constitution**
The Foundation is registered as a charitable company limited by guarantee and was set up by a Memorandum of Association. It is a registered charity number 1180372.
## **Organisation**
The Board of Trustees is appointed by majority agreement of the Charity’s membership and meets regularly to review and make decisions by majority vote on the Foundation's activities and strategy. Day to day management of the Foundation is undertaken by Alice O’Reilly.
The Board of Trustees keeps under review the skills required of the Board. When necessary the Board will seek new Trustees in order to ensure that the Board has a relevant and appropriate mix of skills for the activities and plans of the Foundation.
The induction of new Trustees is designed to give them a proper understanding of all aspects of the work of the Foundation. On their appointment new trustees are given a copy of the Memorandum and Articles of Association, previous reports and accounts and the Annual Review.
## **Statement of Trustees’ Responsibilities**
The Trustees (who are also directors of The Foundation Foundation for the purposes of company law) are responsible for preparing the Trustees' report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Company law requires the Trustees to prepare financial statements for each financial year. Under company law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair
Page 6
THE FOUNDATION FOUNDATION
IA Company limltèd by guarantee)
TRUSTEES. REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2022
statemant of Trustees. Re5
onsibilities
The Truslees (who are also directors of The Foundation Foundation lor th8 purposes of company lawl are
responsible for preparing the Trustees. report and the financial statements in accordance with applicable law
and United Kingdom Accounting Standards Iunrted Kingdom Generally Accepted Ac¢ounting Prgclice).
Company law requires the Trustees to prepare ffnanryal statements for each financial year. Under company law
the TTUStees musl not approve the financial statements unless th2y are satisfied that they give a true and fair
view of the State of affairs of the charitable company and the group and of the incoming resources 8nd
application of resources, including the income and expenditure, of the charitable gTOUP for that period. In
preparing these financial stalemenls, the Trustees are required lo..
select surtable accountsng policies and then apply them consistently,
observe the methods and prinaples in the Charits'es SORP.,
make judgments and ac¢ountsng ests"males that are re850nable and prudent.,
prepare the financial statements on the going ¢oncsn basis unless rt is inappropriate to prume that the
charf(able group will continue in operation.
The Trustees are reswnsible for keeping adequate accounting records that are sufficient to show and èxplain
the charitable company and the,grovp's transactions and disdose wth reason*Jle accuracy at any lime the
nancial pos11ion of the charitable group and enable them to ensure that the finanGial statements comply with
the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable ¢ompany and
the group hence for taking reasonable steps for the prevention and dele¢tlDn of fraud and other
Irregularities. Legislation in the United Kingdom goveirnlng the preparation and dissemlnation of financial
stslements may differ Irom legislation in other jurigdith"ons.
Dls
losure of Information to auditors
Each of the person5 who are Tfuslees at the time when this Twstee5' report is approved has confirnied that..
50 far as that Trustee is aware, there is no relevant audit infonmation of which the charitable grrMJP'S
auditors are unaware. and
that Trustee has taken all th& steps that ought to have been taken as a Trustee in order to be aware of
any relevant audit information and to estsblish that the charitable group's auditors are aware Df that infomiation.
In preparing the report, the TTUStèès have taken advantage of the small companies exempticns available under
the Companies Act 2006.
This report was approved by the Trustees, on 11 June 2022 and signed on their behalf by..
Richard Calvocoressi
Ch81
an, Board of Trustees
Pag# 7
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE FOUNDATION FOUNDATION**
## **Opinion**
We have audited the financial statements of The Foundation Foundation (the 'charitable company') for the year ended 31 January 2022 which comprise the Statement of financial activities, the Balance sheet, the Statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
- give a true and fair view of the state of the charitable company's affairs as at 31 January 2022 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 United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.
## **Basis for opinion**
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
## **Conclusions relating to going concern**
In auditing the financial statements, we have concluded that the Trustees' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charitable company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report.
Page 8
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE FOUNDATION FOUNDATION (CONTINUED)**
## **Other information**
The other information comprises the information included in the Annual report other than the financial statements and our Auditors' report thereon. The Trustees are responsible for the other information contained within the Annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
## **Opinion on other matters prescribed by the Companies Act 2006**
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Trustees' report for the financial year for which the financial statements are prepared is consistent with the financial statements.
- the Trustees' report has been prepared in accordance with applicable legal requirements.
## **Matters on which we are required to report by exception**
In the light of our knowledge and understanding of the charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the Trustees' report.
We have nothing to report in respect of the following matters in relation to which Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, 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
- the Trustees were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Trustees' report and from the requirement to prepare a Strategic report.
Page 9
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE FOUNDATION FOUNDATION (CONTINUED)**
## **Responsibilities of trustees**
As explained more fully in the Trustees' responsibilities statement, the Trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Trustees are responsible for assessing the charitable company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.
## **Auditors' responsibilities for the audit of the financial statements**
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
• Enquiry of management and those charged with governance around actual and potential litigation and claims; • Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and revieing accounting estimates for bias;
• Reviewing minutes of meetings of those charged with governance; and
• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
Page 10
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE FOUNDATION FOUNDATION (CONTINUED)**
## **Use of our report**
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 Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and its members, as a body, for our audit work, for this report, or for the opinions we have formed.
## **Duncan Cochrane-Dyet BSc BFP FCA (Senior statutory auditor)**
for and on behalf of **MHA MacIntyre Hudson**
Statutory Auditor
Maidstone United Kingdom
> Date: 18 August 2022
Page 11
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 JANUARY 2022**
|**Note**
**Income from:**
Donations and legacies
3
Investments
4
**Total income**
**Expenditure on:**
Raising funds
5
Charitable activities
7
**Total expenditure**
Net gains on investments
**Net movement in funds**
**Reconciliation of funds:**
Total funds brought forward
Net movement in funds
**Total funds carried forward**|**Unrestricted**
**funds**
**2022**
**£**
**5,148**
**79,057**
**84,205**
**56,927**
**90,494**
**147,421**
**517,356**
**454,140**
**6,687,062**
**454,140**
**7,141,202**|**Total**
**funds**
**2022**
**£**
**5,148**
**79,057**
**84,205**
**56,927**
**90,494**
**147,421**
**517,356**
**454,140**
**6,687,062**
**454,140**
**7,141,202**|Total
funds
2021
£
6,500
74,971
81,471|
|---|---|---|---|
||||51,396
63,975
115,371|
||||436,549
402,649|
||||6,284,413
402,649
6,687,062|
The Statement of financial activities includes all gains and losses recognised in the year.
The notes on pages 16 to 27 form part of these financial statements.
Page 12
## **THE FOUNDATION FOUNDATION (A company limited by guarantee) REGISTERED NUMBER: 08861248**
## **BALANCE SHEET AS AT 31 JANUARY 2022**
|**Note**
**Fixed assets**
Investments
12
**Current assets**
Debtors
13
Investments
14
Cash at bank and in hand
Creditors: amounts falling due within one
year
15
**Net current assets**
**Total net assets**
**Charity funds**
Unrestricted funds
16
**Total funds**|**-**
**99,771**
**20,904**
**120,675**
**(37,164)**|**2022**
**£**
**7,057,691**
**83,511**
**7,141,202**
**7,141,202**
**7,141,202**|4,759
341,050
98,041
443,850
(20,481)|2021
£
6,263,693
423,369|
|---|---|---|---|---|
|||||6,687,062|
|||||6,687,062|
|||||6,687,062|
Page 13
THE FOUNDATION FOUNDATION
(A company limited by guarantee
REGISTEREO NUM8ER' 08861248
BALANCE SHEET ICONTINUEDI
AS AT 31 JANUARY 2022
The Trustees acknovledge their responsibilities for complying with the requir8ments of thè Act with respect to
accounb'ng record5 and preparation of financial stslements.
The flnancial statements have prepared in 8ecordance with the provisions applicable to entities subject to
the small companies regime.
The financial statements were approved and auihorised for issue by the Trustees and signed on their behalf by..
Marco Compagnoni
Date..
14/6 1££
The notes on pages 16 to 27 form part of these financial statements.
Page 14
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 JANUARY 2022**
|**Cash flows from operating activities**
Net cash used in operating activities
**Cash flows from investing activities**
Dividends, interests and rents from investments
Proceeds from sale of investments
Purchase of investments
**Net cash (used in)/provided by investing 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 the end of the year**|**2022**
**£**
**(120,804)**
**79,030**
**1,432,118**
**(1,708,760)**
**(197,612)**
**(318,416)**
**439,091**
**120,675**|2021
£
(95,817)
74,971
1,340,430
(1,065,756)
**349,645**
**253,828**
185,263
439,091|
|---|---|---|
The notes on pages 16 to 27 form part of these financial statements
Page 15
**THE FOUNDATION FOUNDATION**
**(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **1. General information**
The Foundation Foundation is a charitable company limited by guarantee and incorporated in the United Kingdom.
The aims of the charity are for the public benefit, the advancement of art and the advancement of education in the arts, in particular but not exclusively by: A. the provision of grants and professional development to students at college and university and to artists who have recently graduated from college or university; B. the provision of arts education and workshop facilities including studio space to art students at college and university and to artists who have recently graduated from college or university; C. after the death of Antony Gormley the curation of the studios, archives and works of art by Antony Gormley and Vicken Parsons (but not including works of art by Vicken Parsons during her lifetime) for the purposes of display, use, and research.
The charitable company's functional and presentational currency is GBP, presented rounded to the nearest £1.
## **2. Accounting policies**
## **2.1 Basis of preparation of financial statements**
The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2015), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.
The Foundation Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy.
## **2.2 Going concern**
The financial statements have been prepared on a going concern basis. The Trustees have considered relevant information, including the annual budget, forecast future cash flows and the impact of subsequent events in making their assessment. The COVID-19 pandemic and the ensuing economic shutdown has had some impact on the company’s operations as The Foundation Foundation receives its income in the form of dividends from stock market investments however these investments have proven to be robust. In response to the COVID-19 pandemic, the Trustees have performed a robust analysis of forecast future cash flows taking into account the potential impact on the business of possible future scenarios arising from the impact of COVID-19. This analysis also considers the effectiveness of available measures to assist in mitigating the impact.
Based on these assessments and having regard to the resources available to the entity, the Trustees have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and accounts.
Page 16
**THE FOUNDATION FOUNDATION**
**(A company limited by guarantee)**
**NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **2. Accounting policies (continued)**
## **2.3 Income**
All income is recognised once the charitable company has entitlement to the income, it is probable that the income will be received, and the amount of income receivable can be measured reliably. IInvestment income is reocgnised in the period to which it relates. Donated professional services and facilities are recognised on receipt on the basis of the value of the gift to the Company which is the amount it would have been willing to pay to obtain services or facilities of equivalent economic benefit on the open market; a corresponding amount is then recognised in expenditure in the period of receipt.
## **2.4 Expenditure**
Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity. The costs of each activity are made up of the total of direct costs and shared costs, including support costs involved in undertaking each activity. Direct costs attributable to a single activity are allocated directly to that activity. Shared costs which contribute to more than one activity and support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources. Central staff costs are allocated on the basis of time spent, and depreciation charges allocated on the portion of the asset’s use.
Expenditure on raising funds includes all expenditure incurred by the Company to raise funds for its charitable purposes and includes costs of all fundraising activities events and non-charitable trading.
Expenditure on charitable activities is incurred on directly undertaking the activities which further the Company's objectives, as well as any associated support costs.
Grants payable are charged in the year when the offer is made except in those cases where the offer is conditional, such grants being recognised as expenditure when the conditions attaching are fulfilled. Grants offered subject to conditions which have not been met at the year end are noted as a commitment, but not accrued as expenditure.
All expenditure is inclusive of irrecoverable VAT.
## **2.5 Investments**
Fixed asset investments are a form of financial instrument and are initially recognised at their transaction cost and subsequently measured at fair value at the Balance sheet date, unless the value cannot be measured reliably in which case it is measured at cost less impairment. Investment gains and losses, whether realised or unrealised, are combined and presented as ‘Gains/(Losses) on investments’ in the Statement of financial activities.
## **2.6 Debtors**
Trade and other debtors are recognised at the settlement amount after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.
Page 17
**THE FOUNDATION FOUNDATION**
**(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **2. Accounting policies (continued)**
## **2.7 Cash at bank and in hand**
Cash at bank and in hand includes cash and short-term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.
## **2.8 Liabilities and provisions**
Liabilities are recognised when there is an obligation at the Balance sheet date as a result of a past event, it is probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be estimated reliably.
Liabilities are recognised at the amount that the Company anticipates it will pay to settle the debt or the amount it has received as advanced payments for the goods or services it must provide.
Provisions are measured at the best estimate of the amounts required to settle the obligation. Where the effect of the time value of money is material, the provision is based on the present value of those amounts, discounted at the pre-tax discount rate that reflects the risks specific to the liability. The unwinding of the discount is recognised in the Statement of financial activities as a finance cost.
## **2.9 Financial instruments**
The Company only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amortised cost using the effective interest method.
## **2.10 Fund accounting**
General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Company and which have not been designated for other purposes.
Investment income, gains and losses are allocated to the appropriate fund.
## **3. Income from donations and legacies**
|**Unrestricted**
**funds**
**2022**
**£**
Donated administrator time
5,148
Total 2021
6,500|**Total**
**funds**
**2022**
**£**
**5,148**
6,500|Total
funds
2021
£
6,500|
|---|---|---|
||||
Page 18
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **4. Investment income**
|**Unrestricted**
**funds**
**2022**
**£**
Dividends accumulated
79,030
Other interest received
27
79,057
Total 2021
74,971
**Investment management costs**
**Unrestricted**
**funds**
**2022**
**£**
Investment management fees
56,927
Total 2021
51,396
**Analysis of grants**
**Grants to**
**Individuals**
**2022**
**£**
Grant making
61,000|**Total**
**funds**
**2022**
**£**
**79,030**
**27**
**79,057**
74,971
**Total**
**funds**
**2022**
**£**
**56,927**
51,396
**Total**
**funds**
**2022**
**£**
**61,000**|Total
funds
2021
£
74,971
-
74,971|
|---|---|---|
|||Total
funds
2021
£
51,396|
|||Total
funds
2021
£
40,000|
## **5. Investment management costs**
## **6. Analysis of grants**
Page 19
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **7. Analysis of expenditure on charitable activities**
## **Summary by fund type**
|Charitable activities
Total 2021
**Analysis of expenditure by activities**
Charitable activities
Total 2021|**Unrestricted**
**funds**
**2022**
**£**
90,494
63,975
**Grant**
**funding of**
**activities**
**2022**
**Support**
**costs**
**2022**
**£**
**£**
61,000
29,494
40,000
23,975|**Total**
**funds**
**2022**
**£**
**90,494**
63,975
**Total**
**funds**
**2022**
**£**
**90,494**
63,975|Total
funds
2021
£
63,975|
|---|---|---|---|
||||Total
funds
2021
£
63,975|
|||||
## **8. Analysis of expenditure by activities**
Page 20
**THE FOUNDATION FOUNDATION**
**(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **8. Analysis of expenditure by activities (continued)**
## **Analysis of support costs**
|Audit fees
Accountancy fees
Professional fees
Bank charges
Trustee expenses
Insurance
Listed investment foreign exchange rate loss
Donated administrator time - charge
**Total 2022**
**Auditors' remuneration**
Fees payable to the Company's auditor for the audit of the Company's
annual accounts
Fees payable to the Company's auditor in respect of:
All non-audit services not included above|**Total**
**funds**
**2022**
**£**
**3,157**
**3,268**
**15,715**
**36**
**1,267**
**678**
**225**
**5,148**
**29,494**
**2022**
**£**
**3,157**
**3,268**|Total
funds
2021
£
3,224
3,338
6,000
12
-
292
4,609
6,500
23,975|
|---|---|---|
|||2021
£
3,224
3,338|
## **9. Auditors' remuneration**
## **10. Staff costs**
During the year the charitable company employed no staff (2021: Nil). As a result, no employees received any remuneration in either year.
## **11. Trustees' remuneration and expenses**
During the year, no Trustees received any remuneration or other benefits (2021 - £NIL).
During the year ended 31 January 2022, £1,267 of expenses were reimbursed or paid directly to Trustees (2021 - £Nil).
At the year end, £1,255 (2021 - £Nil) was due to Sir Antony Gormley and is shown as Other loans in Note 15. There were no other transactions with related parties during the current or prior year.
Page 21
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
|**12.**
**Fixed asset investments**
**Cost or valuation**
At 1 February 2021
Additions
Disposals
Revaluations
At 31 January 2022
**Net book value**
At 31 January 2022
At 31 January 2021
**13.**
**Debtors**
**Due within one year**
Other debtors
**14.**
**Current asset investments**
Investments - Cash deposits|**2022**
**£**
**-**
**2022**
**£**
**99,771**|**Listed**
**investments**
**£**
**6,263,693**
**1,708,760**
**(1,208,004)**
**293,242**
**7,057,691**
**7,057,691**
6,263,693
2021
£
4,759
2021
£
341,050|
|---|---|---|
Page 22
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **15. Creditors: Amounts falling due within one year**
|Other loans
Trade creditors
Other creditors
Accruals and deferred income|**2022**
**£**
**1,255**
**12,000**
**3,750**
**20,159**
**37,164**|2021
£
-
7,500
6,000
6,981|
|---|---|---|
|||20,481|
Page 23
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **16. Statement of funds**
## **Statement of funds - current year**
||**Balance at 1**||||**Balance at**|
|---|---|---|---|---|---|
||**February**|||**Gains/**|**31 January**|
||**2021**|**Income**|**Expenditure**|**(Losses)**|**2022**|
||**£**|**£**|**£**|**£**|**£**|
|**Unrestricted funds**||||||
|General Funds - all funds|**6,687,062**|**84,205**|**(147,421)**|**517,356**|**7,141,202**|
|||||||
|**Statement of funds - prior**|**year**|||||
||Balance at||||Balance at|
||1 February|||Gains/|31 January|
||2020|Income|Expenditure|(Losses)|2021|
||£|£|£|£|£|
|**Unrestricted funds**||||||
|General Funds - all funds|6,284,413|81,471|(115,371)|436,549|6,687,062|
Page 24
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **17. Summary of funds**
## **Summary of funds - current year**
|General funds|**Balance at 1**
**February**
**2021**
**£**
**6,687,062**
Balance at
1 February
2020
£
6,284,413|**Income**
**£**
**84,205**
Income
£
81,471|**Expenditure**
**£**
**(147,421)**
Expenditure
£
(115,371)|**Gains/**
**(Losses)**
**£**
**517,356**
Gains/
(Losses)
£
436,549|**Balance at**
**31 January**
**2022**
**£**
**7,141,202**|
|---|---|---|---|---|---|
||||||Balance at
31 January
2021
£
6,687,062|
|**Summary of funds - prior year**||||||
|General funds||||||
## **18. Analysis of net assets between funds**
## **Analysis of net assets between funds - current year**
|**Unrestricted**
**funds**
**2022**
**£**
Fixed asset investments
7,057,691
Current assets
120,675
Creditors due within one year
(37,164)
**Total**
7,141,202|**Total**
**funds**
**2022**
**£**
**7,057,691**
**120,675**
**(37,164)**
**7,141,202**|
|---|---|
Page 25
## **THE FOUNDATION FOUNDATION**
## **(A company limited by guarantee)**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **18. Analysis of net assets between funds (continued)**
## **Analysis of net assets between funds - prior year**
|Fixed asset investments
Current assets
Creditors due within one year
**Total**|Unrestricted
funds
2021
£
6,263,693
443,850
(20,481)
6,687,062|Total
funds
2021
£
6,263,693
443,850
(20,481)
6,687,062|
|---|---|---|
## **19. Reconciliation of net movement in funds to net cash flow from operating activities**
|Net income for the year (as per Statement of Financial Activities)
**Adjustments for:**
Gains on investments
Dividends and interest from investments
Decrease in debtors
Increase in creditors
**Net cash used in operating activities**
**20.**
**Analysis of cash and cash equivalents**
Cash in hand|**2022**
**£**
**454,140**
**(517,356)**
**(79,030)**
**4,759**
**16,683**
**(120,804)**
**2022**
**£**
**120,675**|2021
£
402,649
(436,549)
(74,971)
-
13,054
(95,817)
2021
£
439,091|
|---|---|---|
Page 26
**(A company limited by guarantee)**
## **THE FOUNDATION FOUNDATION**
## **NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2022**
## **21. Analysis of changes in net debt**
|Cash at bank and in hand
Debt due within 1 year
Liquid investments|**At 1**
**February**
**2021**
**£**
**98,041**
**-**
**341,050**
**439,091**|**Cash flows**
**£**
**(176,564)**
**(1,255)**
**(236,365)**
**(414,184)**|**Changes in**
**market**
**value and**
**exchange**
**rate**
**movements**
**£**
**99,427**
**-**
**(4,914)**
**94,513**|**At 31**
**January**
**2022**
**£**
**20,904**
**(1,255)**
**99,771**
**119,420**|
|---|---|---|---|---|
Page 27