**Annual Report 2023** Charity registration number: 1188861 Company registration number: 12395709 **BecomingX Foundation** Trustee Annual Report and Accounts
**1**
## **Chairman’s Statement**
The invasion of Ukraine shocked the world. In the space of a few weeks, millions of people had fled their homes and left their former lives behind them. An uncertain future ahead. When we set up BecomingX Foundation, we never envisioned we would see a war in Europe, with a generation of young people and adults needing significant support to help them realise their potential.
We set out to make a difference to all Ukrainians, to help them see a brighter future, despite the horrors they have suffered. To help them build their skills
and confidence. We have focused on developing ‘BecomingX Ukraine’, a digital platform to help Ukrainians build the skills and confidence needed to succeed in an uncertain world.
In our third annual report, we are grateful for the support of our partners and donors who have supported our vision to help people from disadvantaged communities to realise their potential. We hope our support can make a real difference.
**Rohitesh Dhawan** Chairman to the Board of Trustees
**BecomingX Foundation** Trustee Annual Report and Accounts
**BecomingX Foundation Trustee Annual Report and Accounts**
## **BecomingX Ukraine**
11 million Ukrainians have fled their homes. 4.8 million are children. Two thirds of all Ukrainian children are now displaced. Many have left the country. Most don’t speak the local language. Few are being educated as they once were. Many adults don’t have any income. Whether fleeing or sheltering, all are traumatised. Yet the desire to realise their potential prevails. A desire to learn, grow and succeed in a challenging world.
The war in Ukraine resulted in Europe’s largest refugee crisis for a generation, depriving millions of young people of the opportunity to receive an education, and for adults to get meaningful and secure work as refugees. With support from corporate donors Accenture and Amazon, we are working with BecomingX to design and develop ‘BecomingX Ukraine’, a freely available digital platform that provides both lessons for schools and also personalised interactive digital skills and careers courses for Ukrainian adults.
In support of President Zelensky’s charity United24 and DIIA Education, Ukraine’s online education platform, we are designing a platform with over 40 lessons and modules in Ukrainian – featuring insights from some of Ukraine’s most inspiring and iconic people such as boxing legend Wladimir Klitschko, tennis star Elina Svitolina, and Ballon d’Or winning football player Andriy Shevchenko.
Launching in early 2024, BecomingX Ukraine represents an inspiring example of how we can leverage and adapt BecomingX’s educational resources to support people who need our help the most. Together with our corporate donors, we believe we can help change the future for a generation of Ukrainians and show them that the world is a compassionate place. With people who care. With people that believe in them. With people who are prepared to take a stand and make a difference.
**BecomingX Foundation** Trustee Annual Report and Accounts
**4**
## **2023 Annual Report & Financial Statements**
The trustees and directors present their annual report and financial statements for the year ended 31 March 2023. The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the financial statements and comply with the Foundation’s Articles of Association, the Companies Act 2006 and “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)” (effective 1 January 2019).
## **Purposes & Aims**
## **Structure, Governance and Management**
The Foundation’s purposes as set out in the objects within the Articles of Association are:
The advancement of education for the public benefit, in particular but not exclusively, by:
- (a) promoting and showcasing the critical skills that are required to be successful;
- (b) enhancing the knowledge and understanding of what it takes to achieve exceptional things;
- (c) building the skills and confidence of people to help them realise their full potential; and
- (d) supporting organisations that improve people’s confidence, skills and opportunities.
The trustees pay due regard to guidance issued by the Charity Commission in deciding what activities the Foundation should undertake.
The Foundation is a charitable company limited by guarantee without share capital and is governed by its Articles of Association. The Articles of Association require a minimum of 3 trustees of which 2 must be independent trustees.
BecomingX Ventures Limited, registered company number 1163681 is the Foundation’s Member and
has the right to appoint trustees by giving written notice to the charity. Full details of the terms of this type of appointment are detailed in the full articles of association.
As a member, BecomingX Ventures Limited, is limited to a liability of £1 in the event of the company being wound up.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Financial Review**
In summary, the income for the financial year was £407,480 with a total expenditure of £392,286. At the end of the financial year the charity had unrestricted funds of £61,386 and restricted funds of £24,338.
## **Income**
Our income for the year was £407,480 with funding primarily from corporate partners. Our aim is to develop, launch and support BecomingX Ukraine, then review our broader education programmes and fundraising strategy in FY24.
## **Expenditure**
Expenditure for the year was £392,286 which was focused on developing the technology platform and building the content for BecomingX Ukraine. Costs are carefully managed throughout the year with additional gift-in-kind support from BecomingX Ventures, as the sole member of the Foundation, including operational support, reporting and website costs.
## **Reserves policy**
It is the policy of the Foundation that unrestricted funds which have not been designated for a specific use should be maintained at a level equivalent to between three and six months of committed expenditure. The trustees consider that reserves at this level will ensure that, in the event of a significant drop in funding, they will be able to continue the Foundation’s current activities while consideration is given to ways in which additional funds may be raised. This level of reserves has been maintained throughout the year.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Legal and administrative details**
**Charity Name:** BecomingX Foundation
**Charity Registration Number:** 1188861
## **Company Registration Number**
**(England & Wales):** 12395709
**Registered Office & Administration Address:** First Floor, 10 Queen Street Place, London, EC4 1BE
## **Trustees and Management**
## **Trustees:**
Mr Rohitesh Dhawan (joined 9th January 2020) Mr Paul Gurney (joined 9th January 2020) Mr Antony Cowell (joined 9th January 2020) Mr Luke Mann (joined 9th January 2020) Ms Nimisha Brahmbhatt (joined 6th October 2020)
## **Executive Director & Company Secretary:**
**Accountant:** David Owen & Co, 17 The Market Place, Devizes, Wiltshire, SN10 1HT
Mrs Jenna Mosimann (appointed November 2020, resigned June 2022)
**Independent Verifier:** Christina Wilson, ICAEW No. 9290138. Address: 95, The Chase, Pinner, Middlesex, HA5 1SH
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Financial Statements**
**----- Start of picture text -----**
Statement of Financial Activities (including income and expenditure account): For the year ended 31st March 2023
Notes Unrestricted Restricted Total Total
funds 2023 (£) funds 2023 (£) 2023 (£) 2022 (£)
Income and endowments from
Donations and legacies 2 1,516 405,917 407,433 2,189
Charitable activities 3 - - - 3,500
Investments 4 47 - 47 -
Other income 5 - - - 52
TOTAL INCOME 1,563 405,917 407,480 5,741
Expenditure
Raising funds 6 310 - 310 3,718
Charitable activities 7 10,397 381,579 391,976 51,945
TOTAL EXPENDITURE 10,707 381,579 392,286 55,663
Net income/(expenditure) before tax for the reporting period (9,144) 24,338 15,194 -49,992
Reconciliation of funds
-
Fund balances at 1st April 2022 70,530 70,530 120,452
Fund balances at 31st March 2023 61,386 24,338 85,724 70,530
**----- End of picture text -----**
The statement of financial activities includes all gains and losses recognised in the year. All income and expenditure derive from continuing activities.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Balance Sheet: 31st March 2023**
**----- Start of picture text -----**
2023 2022
Notes (£) (£) (£) (£)
Current assets
Debtors 13 81,907 57,992
Cash at bank and in hand 5,017 15,787
TOTAL 86,924 73,779
Creditors
Amounts falling due within one year 14 1,200 3,249
Net current assets 85,724 70,530
Funds of the Charity
Restricted income funds 15 24,338 -
Unrestricted funds 16 61,386 70,530
Total funds 85,724 70,530
**----- End of picture text -----**
The company is entitled to the exemption from the audit requirement contained in section 477 of the Companies Act 2006, for the year ended 31 March 2023.
The financial statements were approved by the trustees on December 22nd 2023.
The directors acknowledges their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
**Rohitesh Dhawan** Chair, BecomingX Foundation
**Paul Gurney** Board of Trustees
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 1: Accounting policies**
## **Charity information**
BecomingX Foundation is a private company limited by guarantee incorporated in England and Wales. The registered office is First Floor, 10 Queen Street Place, London, EC4R 1BE.
## **1.1 Accounting convention**
The financial statements have been prepared in accordance with the Foundation’s articles of association, the Companies Act 2006, FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the Charities SORP “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)” (effective 1 January 2019). The Foundation is a Public Benefit Entity as defined by FRS 102.
The Foundation has taken advantage of the provisions in the SORP for charities not to prepare a Statement of Cash Flows.
The financial statements are prepared in sterling, which is the functional currency of the Foundation. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
## **1.2 Going concern**
At the time of approving the financial statements, the trustees have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future. Thus the trustees continue to adopt the going concern basis of accounting in preparing the financial statements.
## **1.3 Charitable funds**
Unrestricted funds are available for use at the discretion of the trustees in furtherance of their charitable objectives.
Restricted funds are subject to specific conditions by donors or grantors as to how they may be used. The purposes and uses of the restricted funds are set out in the notes to the financial statements.
## **1.4 Income**
Income is recognised when the Foundation is legally entitled to it after any performance conditions have been met, the amounts can be measured reliably, and it is probable that income will be received.
Cash donations are recognised on receipt. Other donations are recognised once the Foundation has been notified of the donation, unless performance conditions require deferral of the amount. Income tax recoverable in relation to donations received under Gift Aid or deeds of covenant is recognised at the time of the donation.
## **1.5 Expenditure**
Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement, and the amount of the obligation can be measured reliably.
## **1.6 Cash and cash equivalents**
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 1: Accounting policies (cont.)**
## **1.7 Financial instruments**
The Foundation has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Foundation’s balance sheet when the Foundation becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
## _**Basic financial assets**_
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are
subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
## _**Basic financial liabilities**_
Basic financial liabilities, including creditors and bank loans are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of operations from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
## _**Derecognition of financial liabilities**_
Financial liabilities are derecognised when the Foundation’s contractual obligations expire or are discharged or cancelled.
**Note 2: Income from donations and legacies**
|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|**Note 2: Income from donations and legacies**|
|---|---|---|---|---|---|---|
||**Unrestricted**
**funds 2023 (£)**|**Restricted funds**
**2023 (£)**|**Total**
**2023 (£)**|**Unrestricted**
**funds 2022 (£)**|**Restricted funds**
**2022 (£)**|**Total**
**2022 (£)**|
|**Donations and gifts**|1,516|405,917|407,433|2,189|-|2,189|
**BecomingX Foundation** Trustee Annual Report and Accounts
|**Note 3: Income from charitable activities**|**Note 3: Income from charitable activities**|**Note 3: Income from charitable activities**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|**Guest speaking**|-|3,500|
|**Note 4: Income from investments**|**Note 4: Income from investments**|**Note 4: Income from investments**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|**Interest receivable**|47|-|
|**Note 5: Other income**|**Note 5: Other income**|**Note 5: Other income**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|**Other income**|-|52|
|**Note 6: Expenditure on raising funds**|**Note 6: Expenditure on raising funds**|**Note 6: Expenditure on raising funds**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|Fundraising and publicity|||
|**Other fundraising costs**|310|3,718|
**BecomingX Foundation** Trustee Annual Report and Accounts
**----- Start of picture text -----**
Note 7: Expenditure on charitable activities
2023 (£) 2022 (£)
Direct costs
Staff costs 7,274 33,803
-
Ukraine online educational platform (‘BecomingX Ukraine’) 371,000
-
Other Charitable expenditure 2,618
-
Charitable expenditure: Travel 3,395
TOTAL 378,274 39,816
-
Grant funding of activities (see note 8) 6,445
Share of support and governance costs (see note 9)
Support 13,702 5,684
TOTAL 391,976 51,945
Analysis by fund
Unrestricted funds 10,397 51,945
Restricted funds 381,579 -
391,976 51,945
Note 8: Grants payable
2023 (£) 2022 (£)
Grants to institutions
-
Moving Mountains Kenya 6,445
**----- End of picture text -----**
**BecomingX Foundation** Trustee Annual Report and Accounts
**----- Start of picture text -----**
Note 9: Support costs allocated to activities
2023 (£) 2022 (£)
-
Consultancy fees 2,800
Insurance 264 248
- 104
Office expenses, stationery etc.
IT Software & consumables 591 1,927
Telephone & internet 20 95
Subscriptions and sundry 63 921
Governance costs 9,964 2,389
TOTAL 13,702 5,684
Analysed between
Advancement of education 13,702 5,684
**----- End of picture text -----**
|**Governance costs comprise**|**Governance costs comprise**|**Governance costs comprise**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|Legal and professional|8,154|1,000|
|Insurance|1,803|1,360|
|Ofce expenses, stationery etc.|7|29|
|**TOTAL**|**9,964**|**2,389**|
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 10: Trustees**
None of the trustees (or any persons connected with them) received any remuneration, benefits or expenses from the Foundation during the year.
## **Note 11: Employees**
|**Note 11: Employees**|**Note 11: Employees**|**Note 11: Employees**|
|---|---|---|
||**2023**|**2022**|
|The average monthly number of employees during the year was:|0|1|
|There was one employee for the frst three months of the year.|||
## **Employment costs**
|**Employment costs**|**Employment costs**|**Employment costs**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|Wages and salaries|7,108|33,000|
|Other pension costs|166|803|
|**TOTAL**|**7,274**|**33,803**|
|There were no employees whose annual remuneration was more than £60,000.|||
## **Remuneration of key management personnel**
The Foundation considers its key management personnel comprise the trustees and the Executive Director. The total employment benefits including employers pension contributions of the key management personnel were £7,274 (£33,803 in 2022).
## **Note 12: Taxation**
The charity is exempt from taxation on its activities because all its income is applied for charitable purposes.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 13: Debtors**
|**Note 13: Debtors**|**Note 13: Debtors**|**Note 13: Debtors**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|**Amounts falling due within one year**|||
|Other debtors|81,842|57,706|
|Prepayments and accrued income|65|286|
|**TOTAL**|**81,907**|**57,992**|
|**Note 14: Creditors: amounts falling due within one year**|**Note 14: Creditors: amounts falling due within one year**|**Note 14: Creditors: amounts falling due within one year**|
|---|---|---|
||**2023 (£)**|**2022 (£)**|
|Other taxation and social security|-|575|
|Trade creditors|-|72|
|Other creditors|-|2,242|
|Accruals and deferred income|1,200|360|
|**TOTAL**|**1,200**|**3,249**|
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 15: Restricted funds**
|**Note 15: Restricted funds**|**Note 15: Restricted funds**|**Note 15: Restricted funds**|**Note 15: Restricted funds**||
|---|---|---|---|---|
|The restricted funds of the charity comprise the unexpended balances of donations and grants held on trust subject to specifc conditions by donors as to how they may
be used.|||||
||**At 1 April 2022**
**(£)**|**Incoming**
**resources (£)**|**Resources**
**expended (£)**|**At 31 March**
**2023 (£)**|
|BecomingX Ukraine|-|405,917|(381,579)|24,338|
|BecomingX Ukraine - The creation of a bespoke platform to support students and adults to realise their potential.|||||
## **Note 16: Unrestricted funds**
|**Note 16: Unrestricted funds**|**Note 16: Unrestricted funds**|**Note 16: Unrestricted funds**|**Note 16: Unrestricted funds**||
|---|---|---|---|---|
|The unrestricted funds of the charity comprise the unexpended balances of donations and grants which are not subject to specifc conditions by donors and grantors as
to how they may be used. These include designated funds which have been set aside out of unrestricted funds by the trustees for specifc purposes.|||||
||**At 1 April 2022**
**(£)**|**Incoming**
**resources (£)**|**Resources**
**expended (£)**|**At 31 March**
**2023 (£)**|
|General funds|70,530|1,563|(10,707)|61,386|
|**Previous year**|||||
||**At 1 April 2021**
**(£)**|**Incoming**
**resources (£)**|**Resources**
**expended (£)**|**At 31 March**
**2022 (£)**|
|General funds|120,452|5,741|(55,663)|70,530|
**BecomingX Foundation** Trustee Annual Report and Accounts
**----- Start of picture text -----**
Note 17: Analysis of net assets between funds
Unrestricted Restricted Total (£)
funds 2023 (£) funds 2023 (£)
Fund balances at 31 March 2023 are represented by:
Current assets/(liabilities) 61,386 24,338 85,724
TOTAL 61,386 24,338 85,724
Unrestricted Restricted Total (£)
funds 2022 (£) funds 2022 (£)
Fund balances at 31 March 2022 are represented by:
-
Current assets/(liabilities) 70,530 70,530
TOTAL 70,530 - 70,530
**----- End of picture text -----**
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Note 18: Related party transactions**
## **Transactions with related parties**
During the year the Foundation entered into the following transactions with related parties:
|**Note 18: Related party transactions**|**Note 18: Related party transactions**|**Note 18: Related party transactions**|**Note 18: Related party transactions**||
|---|---|---|---|---|
|**Transactions with related parties**|||||
|During the year the Foundation entered into the following transactions with related parties:|||||
||**Donation received**||**Purchase of services**||
||**2023 (£)**|**2022 (£)**|**2023 (£)**|**2022 (£)**|
|BecomingX Ventures Limited: Member|-|1,570|371,000|-|
|BecomingX Ventures Limited supplied technology services, resources, educational content and
The following amounts were outstanding at the reporting end date:|investment into BecomingX Ukraine.||||
||**Amounts owed by related parties**||||
||**2023**||**2022**||
||**Balance (£)**|**Net (£)**|**Balance (£)**|**Net (£)**|
|BecomingX Ventures Limited: Member|46,299|46,299|57,270|57,270|
|**TOTAL**|**46,299**|**46,299**|**57,270**|**57,270**|
The Foundation took on all of the assets of BecomingX Futures (previous name of BecomingX Foundation) in 2021, including agreed repayment for a set of assets that the corporate (BecomingX Ventures) bought off the Foundation for £128,541. The balance of £46,299 is due to be repaid in the next financial year.
**BecomingX Foundation** Trustee Annual Report and Accounts
## **Independent Examiner's Report to the Trustees of BecomingX Foundation**
I report to the trustees on my examination of the financial statements of BecomingX Foundation (the Foundation) for the year ended 31 March 2023.
## **Responsibilities and basis of report**
As the trustees of the Foundation (and also its directors for the purposes of company law) you are responsible for the preparation of the financial statements in accordance with the requirements of the Companies Act 2006 (the 2006 Act).
Having satisfied myself that the financial statements of the Foundation are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of the Foundation’s financial statements carried out under section 145 of the Charities Act 2011 (the 2011 Act). In carrying out my examination I have followed all the applicable Directions given by the Charity Commission under section 145(5)(b) of the 2011 Act.
## **Independent examiner’s statement**
Since the Foundation’s gross income exceeded £250,000 your examiner must be a member of a body listed in section 145 of the 2011 Act. I confirm that I am qualified to undertake the examination because I am a member of the Institute of Chartered Accountants in England and Wales, which is one of the listed bodies.
I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe that in any material respect:
1. accounting records were not kept in respect of the Foundation as required by section 386 of the 2006 Act; or
2. the financial statements do not accord with those records; or
3. the financial statements do not comply with the accounting requirements of section 396 of the
2006 Act other than any requirement that the accounts give a true and fair view which is not a matter considered as part of an independent examination; or
4. the financial statements have not been prepared in accordance with the methods and principles of the Statement of Recommended Practice for accounting and reporting by charities applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).
I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the financial statements to be reached.
**Christina Wilson FCA**
Dated 22nd December 2023
**BecomingX Foundation** Trustee Annual Report and Accounts
potential@becomingxfoundation.org Charity registration number: 1188861 Company registration number: 12395709
**BecomingX Foundation** Trustee Annual Report and Accounts
**21**