G39 

(A company limited by guarantee and not having share capital) 

Charity No. 1181492 

Company No. 03938363 

Trustees' Report and Unaudited Accounts 

31 December 2023 



G39 Contents 

||Pages||
|---|---|---|
|Trustees'AnnualReport||2|
|IndependentExaminer'sReport||12|
|Statement of FinancialActivities||13|
|BalanceSheet||14|
|Notesto the Accounts||15|
|Chartered AccountantsReport to theBoard ofTrustees||25|



Page 1 



## G39 

Trustees Annual Report 

The trustees, who are also directors of the charity for the purposes of the Companies Act 2006, present their report with the unaudited financial statements of the charity for the year ended 31 December 2023. 

REFERENCE AND ADMINISTRATIVE DETAILS 

## Company No. 03938363 

Charity No. 1181492 

Registered Office 

G39 Oxford Street 

Cardiff South Glamorgan CF24 3DT 

## Directors and Trustees 

The Directors of the charitable company are its Trustees for the purposes of charity law. The following Directors and Trustees served during the year: 


H. Ansari R. Betton M.A. Brimfield 

|H.Ansari<br>R.Betton<br>M.A.Brimfield||
|---|---|
|J.Corbett-Simmons<br>K.L.S.Haines<br>M.Jivram<br>N.Morley<br>C.Mutigli<br>R.Pelopida<br>A.D.Shapland<br>G.C.Todd|MaternityLeave:1 yearfrom May 2023|
||Acted betweenJune 2022-18th October 2023|
|||
||Acted betweenJune 2022-18th October 2023|
|||



## Key Management Personnel 

|Key ManagementPersonnel||
|---|---|
|InterimCo-Chair|H Ansari|
|ChiefExecutive Officer|CinziaMutigli|
|Creative Director|AnthonyShapland|
|Co-Chair|JoCorbett-Simmons|



## Accountants 

Full Stop Accounts Ltd 67 Lakeside Drive Cardiff 

CF23 6DE 

## Summary 

Having supported visual artists in Wales for over two decades, g39’s longevity as an organisation is in part due to its responsiveness and adaptability in the face of a changing landscape for artists and audiences. In the past three years we have seen some of the most significant changes in that landscape that we are likely to see in a lifetime. 

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## G39 

## Trustees Annual Report 

In 2023 socio-economic equality in the arts in Wales continued to be a central motivation in our programming and operations. The Art Fund project - for which we secured funding in 2021 for research, testing and implementation of schemes and programmes towards this aim - continued throughout 2023. We intend to report on the findings in summer 2024. 

The first three full months of 2023 were focussed in great part on the Arts Council of Wales’ (ACW) Investment Review process. In September 2023 we received an in principle decision to fund our organisation, with a final offer due in 2024 when ACW has more detailed knowledge of their own funding position. 

## OBJECTIVES AND ACTIVITIES 

The Objects of the Charity are to advance and promote contemporary visual arts for the benefit of the public in particular but not exclusively by providing exhibition space for Welsh and other contemporary visual artists, and by providing training and other similar resources to artists and to the public. 

Our visionis a future where visual art practice is accessible to all regardless of background or circumstances. It is a society in which visual artand culture are resourced and supported as a right, and as a means to understand the cultural values of Wales. 

We are pleased that our vision is supported by a growing consensus within Wales that the artscan foster and nurture both individual psychological resilience and community resilience. At thecore of our conviction is the belief that artists are agents for change. In Wales this change isdefined in part by the Well-Being of Future Generations (Wales) Act 2015. Universal access toarts education and participation are highly effective means of achieving the goals set out in thelegislation: our creative agility as a nation will influence the perception of Wales as a healthy,prosperous, equal and resilient country, both within our borders and internationally. 

- g39’s work is a crucial contributor to the arts ecology in Wales. We are: 


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><br>><br>><br>><br>**----- End of picture text -----**<br>


   - Developers of talent across Wales 

   - Advocates for the visual arts and all art forms for their inherent worth as well as their instrumental value in health and wellbeing 

   - A public platform for visual art from Wales 

   - Champions for artistic pursuit and endeavour at all levels 

- We carry out those objectives via the following core activities: 

   - Curating and presenting an innovative public programme of activity centred around contemporary visual art 

   - Delivering artistic training opportunities and development including (but not limited to): workshops, public talks, seminars, one-to-one sessions, a library resource area, dissemination of information and opportunities 

- Those core activities have evolved in recognition of the need for: 

   - A space that reflects the communities that we work alongside 

   - High quality contemporary art experiences, which engage diverse audiences 

   - A safe and supportive environment for audiences and beneficiaries to engage with and openly discuss contemporary art practice 

   - Authentic and long-term relationships with individuals and communities 

   - Training and professional development opportunities for artists 

Page 3 



G39 Trustees Annual Report 

> Leadership and advocacy for the visual arts 

## Trustee statement 

The trustees acknowledge their responsibilities for complying with the requirements of guidance issued by the Charity Commission on public benefit (gained via Commission guidance booklets and bespoke Trustee Training sessions). 

## Summary of the main achievements and performance of the charity 

The right to culture is a human right. “At a time when artists, global majorities, culturalheritage and cultural expressions are increasingly under attack, defending the cultural rights of individuals and communities has never been more important.” UNESCO, The Right toCulture, 2018. Our message counters the perception that artists come from ‘elsewhere’,and we strive to demonstrate how artists should be seen as belonging to their communities, societies, nations, by advocating for artists as valuable agents of change within their communities. 

ACW Lottery “Create” funding secured in December 2022 constituted the main funding for our 2023 public programme of exhibitions and events. 

We also continued to receive funding from the Freelands Foundation to run the final year of our Fellowship programme supported by their Freelands Artist Programme. 

Soft Split the Stone was the title of our first exhibition in 2023, which ran from 8th April to 20th May, with a public launch event on 6th April. This show presented work by the third cohort of the g39 Fellowship programme and it brought the 5 artists’ works together for the first time. The artists had been based at g39 during the previous two years. Soft Split the Stone ran alongside a parallel public exhibition, In the Same Breath, at the Freelands Foundation, London. 

The Common Place season ran from 16th June to 3rd September and was a summertime public celebration of community culture and arts activities. The g39 space hosted a packed programme of more than 16 events featuring new voices, different communities, and neighbours. It included music, performances, screenings, exhibitions and workshops. We worked with early career curator Robert Oros, who programmed the June events and emerging writer, and multi-disciplinary artist Joshua Jones, who was resident in our public Library Resource space. Workshop leaders included Disability Arts Cymru (DAC) with artist Mel Brimfield, and Jerwood Arts. 

Within the Common Place season we hosted the Made in Roath Open exhibition. This is a truly open call to the people of Wales with no submission fee, no theme, and no restrictions on age, ability or experience. This approach is an excellent match with g39’s aims to remove barriers to participation and dismantle notions of cultural hierarchy. In 2023 the Open was activated by weekly creative workshops open to the public and run by Made in Roath and Aurora Trinity Collective. 

From October to November we presented We Ran Together, a show of work by Richard Billingham with the groundbreaking TV debut, Fishtank, at its centre. Made in 1998, the year g39 opened to the public, it led g39 to think about its own beginnings in South Wales, and some of the conditions that it came out of, a generation, in many cases, that mirrored Billingham’s own pattern: the first generation to go to college, the first in the arts, the sense that contemporary art was somewhere else, something you left home to pursue and all the subsequent ties and tensions of family patterns and priorities. Fishtank was presented in partnership with The Artangel Collection. We Ran Together also featured many works by Billingham, which had never before been publicly exhibited in Wales or anywhere in the UK, providing a unique opportunity for the people of Wales to experience these culturally important artworks during a socio-politically resonant time. 

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## G39 

## Trustees Annual Report 

In 2023, g39’s long-running Paid Internship provided an early career professional with training, mentorship and hands-on experience of working within an arts organisation. g39 has provided a paid internship opportunity continuously for the past 16 years. We have seen those interns go on to work in many creative and leadership roles within the arts, contributing to best practice, public accessibility and creative excellence, enhancing the experience of audiences in Wales. 

The g39 Fellowship, funded through a partnership with Freelands Foundation, alongside equivalent initiatives in Belfast, Edinburgh and Sheffield, continued in 2023 with 5 artists taking part in a structured programme of studio practice, professional development and self-directed research at g39 over a period of two years with financial support. The programme is unique in Wales and complements the ongoing support g39 offers artists in Wales. The general public are given the chance to see the result of some of that investment in artists through 2 exhibitions, one organised by Freelands Foundation at their London venue and the other organised by g39 in Cardiff. 

Throughout the year, we also hosted several public screenings in our Cinema space. These supported artists’ practice by providing a public platform for viewing their work. Partnerships with the Jarman Award, Film London and Videotage helped us to bring the work of emerging and nationally acclaimed filmmakers to Welsh viewers. 

Our professional development programme, which ran through the year, brought in 25 artists and curators to help us deliver the programme, directly contributing more than £6,000 towards the arts sector economy through the fees we paid to them. This programme, featuring talks, training, workshops and mentoring sessions, is aimed at equipping people with an ambition to pursue an arts career with the skills, knowledge and networks required to build confidence and progress. Although the figures for this programme are slightly lower than in 2022 due to a 6 month period of decreased staff capacity, the programme has benefits beyond the initial investment, providing a basis from which to build into an excellent future cultural offer to the public and contribute to the economy. 

Our partnerships with organisations such as Artangel, the Jarman Award, Made in Roath and DAC have been crucial in extending our resources and widening opportunities for communities and audiences in Wales to experience and participate in a diverse visual arts scene. 

The difference g39’s work has made to its beneficiaries and society as a whole: Our commitment to a diverse programme 

As part of our ongoing focus on socio-economic barriers to the arts, we targeted certain opportunities, such as the We Ran Together commissions, towards artists who had experienced or were currently experiencing socio-economic disadvantage. 

As in the previous 3 years, staff received training paying particular attention to the mental health and wellbeing of our constituents, including one session on managing and maintaining safer spaces for participants. 

Our data collection from the period indicates that 16.6% of g39’s exhibitions, training and events during the year were delivered by or targeted to people with protected characteristics. These were mainly LGTBQ+, global majority and disabled people. The diversity of our casual audiences and participants is more difficult to gauge as we don’t collect data from them as comprehensively, but we estimate that a fifth of the people we connect with via our activities belong to a protected characteristic group. 

In April 2023, we appointed a new Public Programmer role, and this brought our staff numbers back to 5 part-time staff after a 6 month period of decreased capacity. 

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## G39 

## Trustees Annual Report 

Working both in-house and with artists and curators to deliver talks and workshops, our Public Programme has attracted in excess of 1,000 beneficiaries across the year. In addition, our exhibitions, events and newsletters have reached more than 4,000 people, bringing them together with contemporary visual art and connecting them with the information, opportunities and networks which enhance their experiences, build knowledge and increase confidence in pursuing their interest in the arts. 

## Summary of targets and performance 

|Aim|Activity|Target|Performance|
|---|---|---|---|
|To<br>increase<br>the<br>programme’s<br>inclusivity<br>and<br>accessibility:<br>particularly for people<br>with<br>caring<br>responsibilities.|Create events that are<br>accessible for a wider<br>range ofaudiences|Deliver 3 daytime<br>previews<br>and<br>3<br>daytime<br>events<br>within<br>g39’s<br>programme|We held a daytime community event<br>with Non Place Collective, Sub-Saharan<br>Advisory Panel during Refugee Week<br>2023; an afternoon of queer short film<br>screeningswith OnYour Face collective;<br>a Paul Maheke film preview, and a Live<br>Performance event with Teddy Hunter<br>andImogen Marooney.<br>We held an evening launch event for<br>the Made in Roath Open in July 2023<br>and the following month we hosted the<br>daytime closing event for the Open. We<br>presented several daytime and evening<br>cinema screening sessions. There was<br>an evening launch event for the 2nd in<br>our<br>series<br>of<br>g39<br>Fellowship<br>publications. We also hosted a Shelter<br>Cymruart exhibitionandcharityauction<br>evening event. In Oct 2023, we held an<br>evening<br>launch<br>of<br>the<br>Richard<br>Billinghamshow,WeRanTogether|
|To bringartandartists<br>into more people’s<br>lives|A<br>focus<br>on<br>programming<br>that<br>supports and engages<br>artists,<br>participants<br>and<br>audiences<br>from<br>lower<br>socio-economic<br>backgrounds who are<br>underrepresented<br>in<br>theartsin Wales.|We’ll<br>present<br>3<br>exhibitions within<br>g39’sprogramme|1:<br>Soft<br>Split<br>the<br>Stone<br>exhibition<br>launched<br>April<br>2023.<br>2: The Made in Roath Open exhibition<br>ran from 15th July to 12th August.<br>3: The We Ran Together exhibition by<br>Richard Billingham ran from October to<br>December 2023.|
|To widen engagement<br>and increase equality,<br>diversity and inclusion<br>forartists.|Target<br>opportunities<br>towards<br>artists<br>who<br>have<br>experienced<br>or<br>are<br>currently<br>experiencing<br>socio-economic<br>disadvantage.|We<br>will<br>commission<br>new<br>works<br>from<br>3<br>artists from lower<br>socio-economic<br>backgrounds|We contracted 3 artist commissions for<br>WeRanTogether(Phase 2).|



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## G39 

## Trustees Annual Report 

|G39<br>TrusteesAnnualReport||||
|---|---|---|---|
|To widen engagement<br>and increase equality,<br>diversity and inclusion<br>in<br>pathways<br>to<br>arts<br>careers.|Provide access support<br>in<br>our<br>recruitment<br>processes.|When recruiting<br>the paid<br>internship,we will<br>implementa<br>system of<br>application<br>support,travel<br>and<br>accommodation<br>costsfor<br>interview,for<br>thoseapplicants<br>with<br>socio-economic<br>disadvantage|We supported the appointed intern’s<br>access requirements via a travel cost<br>subsidy.<br>For thesecond round ofrecruitment for<br>the internship, we adopted a policy of<br>positive action, which gave preference<br>to<br>applicants<br>from<br>lower<br>socio-economicbackgrounds.|
|Increaseaccessibleand<br>inclusive<br>public<br>programming.|Expand team capacity<br>to deliver the public<br>programme|Recruit<br>a<br>new<br>Public<br>Programmer<br>role<br>focused<br>on<br>engagement:<br>to<br>reach<br>more<br>audiences<br>and<br>participants<br>from<br>underrepresented<br>groups<br>(particularly those<br>including<br>D/deaf,<br>disabled<br>people<br>and<br>those<br>from<br>lower<br>socio-economic<br>backgrounds)|In<br>April<br>2023<br>our<br>new<br>Public<br>Programmer<br>started<br>their<br>role.<br>Since they began they have organised<br>training on D/deaf awareness and blind<br>and partially sighted awareness offered<br>to<br>staff<br>and<br>board;<br>organised<br>BSL<br>interpretation of work in the Richard<br>Billingham<br>show;<br>organised<br>the<br>commission of audio description of the<br>g39 building.|
|||||



Page 7 



## G39 

Trustees Annual Report 

## Financial Review 

## G39’s financial position 

G39’s total income in the last financial year (Jan-Dec 2023) was £260,464 and our total expenditure was £242,872. 

## Amount of reserves held 

On 31 Dec 2023 our reserves position was £177,190 (£60,321 restricted and £116,869 unrestricted) 

## Reserves policy 

g39 takes a resilience-oriented approach toward reserves designed to provide the ability to continue with our work through periods of lower funding and revenue or higher costs than planned. We want to ensure that we have the ability to invest in future opportunities, people and research and that we can develop and innovate within the sector. 

- The purpose of our Reserves Policy is to: 


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><br>><br>**----- End of picture text -----**<br>


- Maintain consistency in g39’s services and output through periods when income is lower and / or expenditure is higher than expected. 

- Save funds in anticipation of unforeseen development opportunities that would significantly improve g39’s operation and/ or long-term prospects. 

To allow for succession planning and development of the organisation and its financial stability, the focus of g39 in the coming years is to consolidate funding streams and this formed the rationale of our Arts Council of Wales Investment Review proposal. With multi-year project funding from other sources coming to an end at the end of 2023, we believe g39’s reserves are best utilised as a financial buffer for retaining key staff in the event of fluctuating project funds being insufficient to cover core costs, or our fundraising efforts not being successful (to date 50% of g39’s salary costs have been met by project grants, earned income and donations). 

## Additional information: g39’s principal sources of funds 

g39 submitted its Investment Review application in March 2023. In late 2023, we were informed that our Investment Review application was successful and were given an in principle offer of £140,000 per year, which was an increase of £68,000 on our previous award. However, it was £65,000 less than the £205,000 we had requested. The final settlement amount is to be provided by ACW in early 2024. 

g39 is experienced in responding to sea-changes in policy, funders’ priorities and available financial resources. The way that g39 has operated in the past, through necessity, makes financial management a complex process that navigates a number of project funding streams. This period addresses our longer-term goal, to address the capacity of the organisation and consolidate core costs. 

g39 operates with a mixture of funding streams, several of which are administered by the Arts Council of Wales (including, currently, a three-year Revenue agreement and various Lottery-funded project grants). Our track record of securing diverse funds for activity is good: on average two-thirds of the organisation’s income is from non-public sources (i.e. Lottery funds, charity and trust funds, partner projects, earned income and donations). 

Page 8 



## G39 

## Trustees Annual Report 

In 2018, we secured £375,000 from Freelands Foundation to run a fellowship programme for artists at g39 between 2018-23 (of which 17.8% or £66,948 was budgeted for Jan-Dec 2023). This Freelands programme has now ended and 2023 was the final year of this multi-year project fund. 

## Core funds 

Since 2010, g39 has received £72,000 Revenue Funding per year from Arts Council of Wales. However, our annual core costs and project costs have increased substantially in that time. Following our relocation to our current premises in 2011, we have been able to develop plural strands of our current programme and widen accessibility for audiences and to increase support for artists. Multi-year project funding from Freelands Foundation ended in 2023 and from Jerwood Arts in 2022 and these cannot be immediately reinstated. While our programme is planned with associated funding up to the end of 2024, we are currently researching and planning for applications to alternative multi-year sources of project funding for 2025 and beyond. With the advantage of some increase in our Revenue Funding agreement, our focus for the years ahead is to stabilise core funding through longer term funding partnerships. 

## Earned income and trading 

or a museum running a cafe for visitors.textbooks ’ and gives examples of a college selling students’s primary purpose” may include activity that "helps your charitynon-taxable tradings governing document states that we have powers to raise funds including trading (but excluding taxable trading). The Charity Commission's guidance specifies that ’As a registered charity, g39 

We are building on existing income streams and plan to develop new ones that help g39’s primary purpose. 

Our current trading situation does not warrant a trading arm, and is unlikely to do so in the near future. Any trading that falls outside of the charity’s primary purpose (e.g. car park hires)is permitted by the Small Trading tax exemption, which grants tax exemption on any profits up to the value of 25% of turnover. 

In 2023, we saw a 44% increase in income from car parking hire compared with the 2022 figure, the second consecutive year with a significant increase in this income stream. However, there was a large drop in sales from our refreshments bar at events, which were reduced by just over two thirds on the previous year. This was due to hosting fewer events at which alcohol was sold during the 2023 period. 

## Donations 

In 2021, we implemented a new digital infrastructure to support fundraising and core messaging. Since then we have been trialling Donorfy as g39’s new CRM. Donorfy manages g39’s online donations via a dedicated page on the website, and submits related Gift Aid and GASDS claims to HMRC. We also receive contactless donations via a GoodBox “tap to donate” device installed at the front desk and we are registered with the online Easyfundraising service. 

In 2023, donations to our charity went up by 11% on the previous year. 

Plans to review these systems with an aim to balance efficiency with cost - and taking account of staff capacity being reinstated to previous levels - have been delayed but have been discussed in Staff and Board Meetings during the year. We intend to move forward with them next year. 

## Additional information: Principal risks 

## Government orgs / Stakeholders 

> Dwindling availability of funds (public, trusts and foundations) 

Page 9 



## G39 Trustees Annual Report 

- Priorities of public funding at odds with g39’s aims and objectives 

## Funding and financial 

- Multi-year funding is not secured 

- [Art][s][ a][nd][ c][u][l][ture be][i][n][g][ a][ l][ow w][a][g][e][ a][nd][ l][ow produ][c][t][i][v][i][ty][ s][e][c][tor thre][a][ten][s][ the][ a][c][h][i][evement o][f] resilience at an organisational and sectoral level. 

- Decline in donations to Lottery Good Causes will impact Arts Council of Wales project funding 

- Reduction or loss of business rates relief from Cardiff Council 

## Internal / Working culture 

- Staff burnout and low morale due to low capacity 

- Loss of expertise if a long-standing member of staff leaves the organisation 

## Programme and activities 

- [P][ro][g][r][a][mme][ c][urrent][l][y he][a][v][il][y re][li][a][nt on pro][j][e][c][t][ f][und][i][n][g][ –][ re][s][our][c][e][s][ i][n][ s][h][a][rp] decline 

## Reputation and people (audiences, artists) 

- Negative perceptions of contemporary arts generally prevent people engaging with g39 

- Scaling up compromises what’s special about g39 

## Structure, Governance and Management 

G39 is constituted as a company limited by guarantee. On 1st May 2018, we changed our legal name to g39, and became a registered charity in January 2019. The current Articles of Association were adopted in March 2018 and comply with the Companies Act 2006. 

Trustees are sought through open calls and we have also used a pairing scheme, Arts & Business Cymru’s Board Bank. New trustees are voted on by existing trustees following an informal group meet and greet. 

In 2023, two of g39’s Trustees stood down due to personal reasons. One took maternity leave. Our Chair, having served two terms, stood down from the Chair position while remaining on the Board as a Trustee. We decided to recruit on the basis of a Co-Chair model with 2 people sharing responsibilities enabling a diversification of skills and wider accessibility at Chair level. One Co-Chair was recruited from existing Trustees. A call-out for a 2nd Co-Chair was prepared to be made public in January 2024. 

## Additional information: wider networks 

G39 has a good working relationship with Arts Council of Wales and is a member of numerous arts-related organisations including Visual Arts Group Wales and Disability Arts Cymru. Each of these organisations broadly share g39’s mission and aims either in part or wholly, and we enjoy constructive working relationships with them. Partnership working broadens our audiences, increases our capacity, and it’s always enjoyable to join teams and work towards a single endeavour. Brokering a relationship that is both professional and suited to both sides can require significant negotiating skills, even when values are shared – but when we get it right the partnership serves to reiterate and confirm our own values, and reminds us about the importance of our work in a wider context. 

Page 10 



## G39 

## Trustees Annual Report 

## Names and addresses of advisers 

We have been fortunate in the support we have received from our allies over the last year, the skills and experiences of a variety of voices have contributed to our work. We have been able to take substantial steps forward in our development, thanks to Art Fund’s Re:Imagine scheme and the Creating Transformations Programme run by People Make it Work. 

|Type ofadviser|Name|Address|
|---|---|---|
|Organisational<br>development|People Makeit Work|6 Goodwin’sCourt,St Martin’sLane<br>Covent Garden,LONDON,WC2N 4LL|
|Financial|FullStopAccountants|25Pen-y-LanRoad,CARDIFF,CF24 3PG|



## Declarations 

The trustees declare that they have approved the trustees’ report above. 

Signed on behalf of the board 

C. Mutigli Chief Executive Officer 

25 July 2024 


Page 11 



G39
Independent Examlner5 Aeport
Independent Examiner'5 Report to the trustees of G39
I report to the charity twstees on my examination of the financial statements ot G39 for the year ended 31
December 2023.
Respon51bllltles and basls of rewt
A5 the charlty's twstees of the company land also Its directors for the purposes of company lawl you are
responsible for the preparation of the flnanclal statements In accordance wlth the requirements of the
Companle5 Art 20061'the 2C¥)6 Act.
Having satisfied myself that the finantlal statements of the Charity are not required to be audited under Part
16 of the 2006 Act and are eliglble for independent examlnatlon, I report in respect of my examlnatlon of
your charity's financSal statements as carried out under sectlon 145 of the Charities Act 20111'the 2011 Act'l.
In carrylng oul my examination I have followed the Directions given by the Charity Commission under sectlon
145151 Ibl of the 2011 Act.
ndependent examlner's statement
As the charlty's gross Income exceeded £250.CW your examlner must be a member of a body Ilsted In
sectlon 145 of the 2011 Act. I conflrm that l am quallfled to undertake the examlnatlon because l am
member of CIMA, which is one of the Ilsted bodies.
I have completed my examlnatlon. I can conflrm that no materlal matter5 have come to my attentlon In
connectlon with the examination giving me cause to believe..
accountlng records were not kept in accordance wlth sectlon 386 of the 2006 Art: or
the flnancial statements do not accord with those records- or
the flnanclal statements do not comply wlth the accounting requlrements under section 396 of the 2006
Act other than any requirement that the flnancial statements glve a 'true and fair, view which is not a
matter considered as part of an independent examination,. or
the flnanclal statements have not been prepared in a¢cordance with the methods and prlnclples of the
Statement of Recommended Practlce for accountin8 and reporting by charities applicable to charities
preparing thelr accounts In accordance wtth the Flnandal Reportln8 Standard applicable In the UK arbd
Republlc of Ireland IFRS 1021.
I have no concerns and have come across no other matters In connection with the examination to whlch
attention should be drawn In thls report In order to enable a proper under5tandlng of the flnanclal
statements to be reached.
Tlna Jenklns ACMA
Chartered Management Accountant
19 Clos y Carw
Llantwlt Fardre
CF38 28P
Page 12

## G39 

Statement of Financial Activities 

for the year ended 31 December 2023 

|for the year ended 31 December 2023<br>G39<br>Statement ofFinancialActivities|||||
|---|---|---|---|---|
|Notes<br>Income and endowments<br>from:<br>Donationsandlegacies<br>4<br>Charitableactivities<br>5<br>Other tradingactivities<br>6<br>Investments<br>7<br>Other<br>8<br>Total<br>Expenditure on:<br>Raisingfunds<br>9<br>Charitableactivities<br>10<br>Other<br>11<br>Total<br>Netgainsoninvestments<br>Netincome<br>Transfersbetweenfunds<br>Netincome before other<br>gains/(losses)<br>Othergainsandlosses<br>Net movementinfunds<br>Reconciliation of funds:<br>Totalfundsbroughtforward<br>Totalfundscarriedforward|Unrestricted<br>funds<br>2023<br>£<br>78,995<br>2,347<br>-<br>-<br>24,973|Restricted<br>funds<br>2023<br>£<br>150,181<br>1,057<br>-<br>-<br>2,911|Totalfunds<br>2023<br>£<br>229,176<br>3,404<br>-<br>-<br>27,884|Totalfunds<br>2022<br>£<br>349,936<br>3,549<br>-<br>-<br>25,832|
||106,315<br>0<br>47,535<br>29,748|154,149<br>5,790<br>111,704<br>48,095|260,464<br>5,790<br>159,239<br>77,843|379,317<br>2,502<br>197,987<br>114,535|
||77,283<br>-|165,589<br>-|242,872<br>-|315,023<br>-|
||29,033<br>7,554|(11,441)<br>(7,554)|17,592<br>-|64,294<br>-|
||36,587|(18,995)|17,592|64,294|
||36,587<br>80,282|(18,995)<br>79,317|17,592<br>159,599|64,294<br>95,304|
||116,869|60,322|177,191|159,599|



Page 13 



G39 Balance Sheet 

|G39<br>BalanceSheet||
|---|---|
|at 31 December 2023<br>Company No.<br>03938363<br>Notes<br>2023<br>£<br>Fixed assets<br>Tangibleassets<br>13<br>1,640<br>1,640<br>Current assets<br>Debtors<br>14<br>46,496<br>Cashat bankandin hand<br>145,441<br>191,937<br>Creditors: Amountfallingdue within one year<br>15<br>(16,388)<br>Netcurrent assets<br>175,549<br>Totalassets lesscurrentliabilities<br>177,189<br>Net assetsexcludingpension asset orliability<br>177,189<br>Totalnet assets<br>177,189<br>Thefundsofthecharity<br>Restrictedfunds<br>17<br>Restrictedincomefunds<br>60,321<br>60,321<br>Unrestrictedfunds<br>17<br>Generalfunds<br>66,869<br>Designatedfunds<br>50,000<br>116,869<br>Reserves<br>17<br>Totalfunds<br>177,190|2022<br>£<br>9,022|
||9,022<br>44,239<br>130,731|
||174,970<br>(24,393)|
||150,577<br>159,599|
||159,599|
||159,599|
||79,317|
||79,317<br>30,282<br>50,000|
||80,282|
||159,599|



These accounts have been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies. 

For the year ended 31 December 2023 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies. 

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006. 

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts. 

Approved by the board on 25 July 2024 

And signed on its behalf by: 

C. Mutigli Trustee 25 July 2024 


Page 14 



## G39 Notes to the Accounts 

## for the year ended 31 December 2023 

- 1 Accounting policies 

## Basis of preparation 

The financial statements have been prepared in accordance with 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) - (Charities SORP (FRS 102)), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. 

## Change in basis of accounting or to previous accounts 

There has been no change to the accounting policies (valuation rules and method of accounting) since last year and no changes have been made to accounts for previous years. 

## Fund accounting 

|Fund accounting||
|---|---|
|Unrestrictedfunds|Theseareavailablefor useat the discretion ofthe trusteesinfurtherance ofthe|
||generalobjectsofthecharity.|
|Designatedfunds|Theseare unrestrictedfundsearmarked by the trusteesfor particular purposes.|
|Revaluationfunds|Theseare unrestrictedfundswhichincludearevaluation reserve representingthe|
||restatement ofinvestmentassetsat their market values.|
|Restrictedfunds|Theseareavailablefor usesubject to restrictionsimposed by the donor or through|
||termsofanappeal.|
|Income||
|Recognition of|Incomeisincludedin theStatement of FinancialActivities(SoFA)when thecharity|
|income|becomesentitled to,and virtuallycertain to receive,theincomeand theamount of|
||theincomecan be measured withsufficient reliability.|
|Income with related|Whereincome hasrelated expenditure theincomeand related expenditureis|
|expenditure|reportedgrossin theSoFA.|
|Donationsand|Voluntaryincome received by way ofgrants,donationsandgiftsisincludedin the|
|legacies|theSoFA when receivableand only when theCharity hasunconditional|
||entitlement to theincome.|
|Taxreclaimson|Incomefrom taxreclaimsisincludedin theSoFAat thesame timeasthe|
|donationsandgifts|gift/donation to whichit relates.|
|Donatedservices|Theseare onlyincludedinincome(withan equivalentamountin expenditure)|
|andfacilities|where the benefit to theCharityisreasonably quantifiable,measurableand|
||material.|
|Volunteer help|The value ofany volunteer help receivedisnotincludedin theaccounts.|
|Investmentincome|Thisisincludedin theaccountswhen receivable.|
|Gains/(losses)on|Thisincludesanygain orlossresultingfrom revaluinginvestmentsto market value|
|revaluation of fixed|at the end ofthe year.|
|assets||
|Gains/(losses)on|Thisincludesanygain orlosson thesale ofinvestments.|
|investmentassets||



Page 15 



## G39 

## Notes to the Accounts 

## Expenditure 

Recognition of Expenditure is recognised on an accruals basis. Expenditure includes any VAT which expenditure cannot be fully recovered, and is reported as part of the expenditure to which it relates. Expenditure on These comprise the costs associated with attracting voluntary income, fundraising raising funds trading costs and investment management costs. Expenditure on These comprise the costs incurred by the Charity in the delivery of its activities and charitable activities services in the furtherance of its objects, including the making of grants and governance costs. Grants payable All grant expenditure is accounted for on an actual paid basis plus an accrual for grants that have been approved by the trustees at the end of the year but not yet paid. Governance costs These include those costs associated with meeting the constitutional and statutory requirements of the Charity, including any audit/independent examination fees, costs linked to the strategic management of the Charity, together with a share of other administration costs. Other expenditure These are support costs not allocated to a particular activity. 

## Taxation 

The charity is exempt from corporation tax on its charitable activities. 

## Tangible fixed assets and depreciation 

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life: 

Leasehold improvements 20%% Straight Line Plant and machinery 20%% Straight Line 

## Freehold investment property 

Investment properties are measured initially at cost and subsequently at fair value at each balance sheet date and are not depreciated. All gains or losses are taken to the Statement of Financial Activities as they arise. 

## Stocks 

Stock is included at the lower of cost or net realisable value. Donated items of stock are recognised at fair value which is the amount the charity would have been willing to pay for the items on the open market. 

## Trade and other debtors 

Trade and other debtors are recognised at the settlement amount due after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due. 

## Cash and cash equivalents 

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. In the statement of financial position, bank overdrafts are shown within borrowings or current liabilities. In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management. 

Page 16 



## G39 Notes to the Accounts 

## Trade and other creditors 

Short term creditors are measured at the transaction price. Other creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due. 

## Research and development 

Expenditure on research and development is written off in the year in which it is incurred. 

## Foreign currencies 

Monetary assets and liabilities denominated in currencies other than the functional currency of the charity are translated at the rates of exchange prevailing at the end of the reporting period. Transactions in currencies other than the functional currency of the charity are recorded at the rate of exchange on the date that the transaction occurred. 

All exchange differences are are taken into account in arriving at net income/expenditure. 

## Leased assets 

Where the charity enters into a lease which entails taking substantially all the risks and rewards of ownership of an asset, the lease is treated as a finance lease. 

Leases which do not transfer substantially all the risks and rewards of ownership to charity are classified as operating leases. 

Assets held under finance leases are initially recognised as assets of the charity at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The 

corresponding liability to the lessor is included in the balance sheet date as a finance lease obligation. Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognised immediately, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the charity's policy on borrowing costs. 

Assets held under finance leases are depreciated in the same way as owned assets. 

Operating lease payments are recognised as an expense on a straight-line basis over the lease term. In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight-line basis. 

## Pension costs 

The charity operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payments obligations. The contributions are recognised as expenses when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds. 

## Receipt of donated goods, facilities and services 

All donated goods, facilities and services received are recognised within incoming resources and expenditure at an estimate of the value to the charity. 

Page 17 



## G39 Notes to the Accounts 

- 2 Company status 

The company is a private company limited by guarantee and consequently does not have share capital. 

- 3 Statement of Financial Activities - prior year 

|3<br>Statement ofFinancialActivities-prior year||||
|---|---|---|---|
|Income and endowmentsfrom:<br>Donationsandlegacies<br>Charitableactivities<br>Other<br>Total<br>Expenditure on:<br>Raisingfunds<br>Charitableactivities<br>Other<br>Total<br>Netincome<br>Netincome before other<br>gains/(losses)<br>Othergainsandlosses:<br>Net movementinfunds<br>Reconciliation of funds:<br>Totalfundsbroughtforward<br>Totalfundscarriedforward|Unrestricte<br>dfunds<br>2022<br>£<br>75,632<br>3,549<br>25,832<br>105,013<br>374<br>50,080<br>71,214<br>121,667<br>(16,655)<br>(16,655)<br>(16,655)<br>95,305<br>78,650|Restricted<br>funds<br>2022<br>£<br>274,305<br>-<br>-<br>274,305<br>2,128<br>147,907<br>43,321<br>193,356<br>80,949<br>80,949<br>80,949<br>-<br>80,949|Total<br>funds<br>2022<br>£<br>349,936<br>3,549<br>25,832|
||||379,317<br>2,502<br>197,987<br>114,535|
||||315,023|
||||64,294|
||||64,294|
||||64,294<br>95,305|
||||159,599|



- 4 Income from donations and legacies 

|Incomefrom donationsandlegacies|||||
|---|---|---|---|---|
|Donationsandgifts<br>Government Grants<br>Grantsprovided by other<br>charities|Unrestricted<br>£<br>282<br>78,713<br>-<br>78,995|Restricted<br>£<br>40<br>74,698<br>75,443<br>150,181|Total<br>2023<br>£<br>322<br>153,411<br>75,443<br>229,176|Total<br>2022<br>£<br>290<br>159,672<br>189,975|
|||||349,936|



Page 18 



## G39 Notes to the Accounts 

- 5 Income from charitable activities 

|Incomefromcharitable activities|||||
|---|---|---|---|---|
|Workshopsand Hires<br>Analysisofreceiptsof governmentgrants<br>ArtsCouncilWalesCRF Fund<br>ArtsCouncilWalesRevenue<br>Fund<br>ArtsCouncilWalesLotteryFunded|Unrestricted<br>£<br>2,347<br>2,347|Restricted<br>£<br>1,057<br>1,057|Total<br>2023<br>£<br>3,404<br>3,404<br>Total<br>2023<br>£<br>5,248<br>78,713<br>69,450<br>153,411|Total<br>2022<br>£<br>3,549|
|||||3,549|
|||||Total<br>2022<br>£<br>22,330<br>75,342<br>62,000|
|||||159,672|



6 Analysis of receipts of government grants 

- 7 Donated goods, facilities and services There were no donated goods, facilities or services during the year or in the previous year. 

## 8 Other income 

|8<br>Otherincome|||||
|---|---|---|---|---|
|Othersales<br>Galleriesand MuseumsTax<br>Relief<br>9<br>Expenditure on raising funds<br>Advertisingand marketing|Unrestricted<br>£<br>4,563<br>20,410<br>24,973|Restricted<br>£<br>2,911<br>-<br>2,911|Total<br>2023<br>£<br>7,474<br>20,410<br>27,884|Total<br>2022<br>£<br>6,469<br>19,363|
|||||25,832|
||||||
||Unrestricted<br>£<br>0<br>0|Restricted<br>£<br>5,790<br>5,790|Total<br>2023<br>£<br>5,790<br>5,790|Total<br>2022<br>£<br>2,502|
|||||2,502|



Page 19 



## G39 Notes to the Accounts 

10 Expenditure on charitable activities 

|10 Expenditure oncharitable activities|||||
|---|---|---|---|---|
|CreativeandExhibitionCosts<br>Staffcosts<br>11 Other expenditure<br>Depreciation<br>ProfessionalandConsulting<br>Fees<br>GeneralAdministrative<br>TravelandTransport<br>EstablishmentExpenses|Unrestricted<br>£<br>(2,150)<br>49,684<br>47,535<br>Unrestricted<br>£<br>5,850<br>14,320<br>2,471<br>0<br>7,108<br>29,748|Restricted<br>£<br>78,713<br>32,992<br>111,704<br>Restricted<br>£<br>1,532<br>460<br>20,681<br>7,135<br>18,286<br>48,095|Total<br>2023<br>£<br>76,563<br>82,676<br>159,239<br>Total<br>2023<br>£<br>7,382<br>14,780<br>23,152<br>7,135<br>25,394<br>77,843|Total<br>2022<br>£<br>115,454<br>82,533|
|||||197,987|
|||||Total<br>2022<br>£<br>9,325<br>9,025<br>12,305<br>20,141<br>63,739|
|||||114,535|



Page 20 



## G39 

## Notes to the Accounts 

## 12 Staff costs 

|Staffcosts<br>esto the Accounts|||
|---|---|---|
||2023|2022|
|Salariesand wages|81,136|79,856|
|Socialsecuritycosts|163|1,184|
|Pensioncosts|1,377|1,494|
||82,676|82,534|
|No employee received emolumentsin excessof£60,000.|||
||2023|2022|
|Totalemployee benefitsreceived bykey management<br>personnel|41,966|49,618|
|Theaverage monthly number of fulltime equivalent employees|duringthe year wasasfollows:||
||2023|2022|
||Number|Number|
|Charitable Activities|5|5|
||5|5|



Amount of contributions recognised in the SOFA as an expense £1,377 (2022: £1,494). The charity operates a defined contribution pension scheme for staff. The assets of the scheme are held seperately from those of the charity. The contributions are charged to the income and expenditure account and allocated between unrestricted and restricted funds where applicable. 

## 13 Tangible fixed assets 

|Tangiblefixed assets|||||
|---|---|---|---|---|
|Cost or revaluation<br>At 1January 2023<br>At 31 December 2023<br>Depreciation<br>At 1January 2023<br>Depreciationchargefor the<br>year<br>At 31 December 2023<br>Net bookvalues<br>At 31 December 2023<br>At 31 December 2022|Leasehold<br>improvements<br>£<br>13,611<br>13,611<br>11,833<br>809<br>12,642<br>969<br>1,778|Plant and<br>machinery<br>£<br>89,326<br>89,326<br>84,786<br>3,905<br>88,691<br>635<br>4,540|Computer<br>equipment<br>£<br>9,334<br>9,334<br>6,630<br>2,668<br>9,298<br>36<br>2,704|Total<br>£<br>112,271|
|||||112,271|
|||||103,249<br>7,382|
|||||110,631|
|||||1,640|
|||||9,022|



Page 21 



## G39 Notes to the Accounts 

## 14 Debtors 

|14 Debtors||
|---|---|
|2023<br>£<br>Trade debtors<br>70<br>Other debtors<br>20,410<br>Prepaymentsandaccruedincome<br>26,016<br>46,496<br>15 Creditors:<br>amountsfallingdue within one year<br>2023<br>£<br>Tradecreditors<br>814<br>Other taxesandsocialsecurity<br>1,538<br>Othercreditors<br>315<br>Accruals<br>13,721<br>Deferredincome<br>-<br>16,388<br>16 DeferredIncome<br>Movement ofthe deferredincomeshowninCreditors: amountsfallingdue within one year<br>2023<br>£<br>At 1January<br>2,923<br>Released incurrent year<br>(2,923)<br>At 31 December<br>-|2022<br>£<br>1,681<br>18,293<br>24,265|
||44,239|
||2022<br>£<br>6,545<br>1,613<br>480<br>12,832<br>2,923|
||24,393|
||2022<br>£<br>60,129<br>(57,206)|
||2,923|



Page 22 



## G39 Notes to the Accounts 

## 17 Movement in funds 

|17|Movementinfunds||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
|||||Incoming|||||||
|||At 1January||resources<br>(including<br>other||Resources<br>expended||Gross<br>transfers||At 31<br>December<br>2023|
|||2023||gains/losses)|||||||
|||||£||£||£||£|
||Restrictedfunds:||||||||||
||Restrictedincomefunds:||||||||||
||TheFreelandsFoundation|8,886||66,043||(66,331)||-||8,598|
||Jerwood Unite|7,554||-||-||(7,554)||-|
||ArtsCouncilWalesLottery||||||||||
||Funding|7,874||78,206||(76,813)||-||9,267|
||ACWCulturalRecoveryFund|16,037||-||(8,983)||-||7,054|
||ArtFund|29,065||-||(10,358)||-||18,707|
||CardiffArt Map|9,900||9,900||(3,104)||-||16,696|
||Total|79,317||154,149||(165,589)||(7,554)||60,321|
||Unrestrictedfunds:||||||||||
||Generalfunds|30,282||106,315||(77,283)||7,554||66,869|
||Designatedfunds:||||||||||
||To G39 DesignatedReserves|50,000||-||-||-||50,000|
||Total|50,000||-||-||-||50,000|
||||||||||||
||Totalfunds|159,599||260,464||(242,872)||-||177,190|
|18|Analysisofnet assetsbetweenfunds||||||||||
|||||||Unrestricte<br>dfunds||Restricted<br>funds||Total|
|||||||£||£||£|
||Cashat bank|||||85,687||59,754||145,441|
|||||||85,687||59,754||145,441|
|19|Reconciliation ofnet debt||||||||||
|||||||At 1||||At 31|
|||||||January||||December|
|||||||2023||Cashflows||2023|
|||||||£||£||£|
||Cashandcash equivalents|||||130,731||14,710||145,441|
|||||||130,731||14,710||145,441|
||Net debt|||||130,731||14,710||145,441|



Page 23 



## G39 

## Notes to the Accounts 

## 20 Related party disclosures 

## Controlling party 

The company is limited by guarantee and has no share capital; thus no single party controls the company. 

## Trustee remuneration and benefits 

During the year, none of the trustees have been paid any remuneration or received any other benefits from an employment with their charity or a related entity. 

Page 24 



## G39 

Chartered Accountants Report to the Board of Trustees 

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of G39 for the year ended year 31 December 2023, which comprise the Statement of Financial Activities, the Balance Sheet, and the related notes from the company's accounting records and from information and explanations you have given us. 

As a practising member firm of the Chartered Institute of Management Accountants, we are subject to its ethical and other professional requirements which are detailed at https://www.aicpa-cima.com. 

This report is made to the Board of Trustees of G39 in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of G39 and state those matters that we have agreed to state to the Trustees in this report in accordance with the requirements of the Chartered Institute of Management Accountants as detailed at https://www.aicpa-cima.com. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and its director for our work or for this report. 

It is your duty to ensure that G39 has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of G39. You consider that G39 is exempt from the statutory audit requirement for the year. 


Full Stop Accounts 67 Lakeside Drive Cardiff CF23 6DE 

Date 25 July 2024 

Page 25 

