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2022-03-31-accounts

Charity registration number 1191347

THE DWF FOUNDATION

ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

THE DWF FOUNDATION

LEGAL AND ADMINISTRATIVE INFORMATION

Trustees Sir D Nichol CBE
Ms L Ogunyemi
Ms Z Bennett (Appointed 7 June 2022)
Mr P Holland (Appointed 16 March 2022)
Mr R Binns (Appointed 20 September
2021)
Mr E Oliver
Mr M Stanbury
Mr J Davies
Ms J Chamberlain
Ms C Ferber (Appointed 7 June 2022)
Mr S Monks (Appointed 16 March 2022)
Foundation Manager Ms C Beavan
Charity number 1191347
Principal address DWF Foundation
5 St Paul's Square
Old Hall Street
Liverpool
L3 9AE
Independent Examiner Tony Stanley ACA
BWM
Tempest
Suite 5.1
12 Tithebarn Street
Liverpool
L2 2DT
Bankers Royal Bank of Scotland plc
1 Spinningfields Square
2nd Floor
Manchester
M3 3AP
Solicitors DWF Group plc
DWF PLC
5 St Paul's Square
Old Hall Street
Liverpool
L3 9AE
Investment advisors Rathbone Investment Management Limited
Port of Liverpool Building
Pier Head
Liverpool
L3 1NW

THE DWF FOUNDATION

CONTENTS

Page
Trustees' report 1 - 11
Statement of Trustees' responsibilities 12
Independent examiner's report 13
Statement of financial activities 14
Balance sheet 15
Notes to the financial statements 16 - 27

THE DWF FOUNDATION

TRUSTEES' REPORT

FOR THE YEAR ENDED 31 MARCH 2022

The trustees present their annual report and financial statements of the charity for the year ended 31 March 2022.

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 charity's governing document, the Charities Act 2011 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).

Objectives and activities

A grant giving foundation focusing its resources on the themes of;

The trustees confirm that they have referred to the Charity Commission’s guidance on public benefit when reviewing the Trust’s aims and objectives, in planning future activities, and setting the grant making policy for the year. The foundation furthers its charitable purposes for the public benefit through its grant-making policy which aims at supporting the themes above. Within these the Foundation has been set up to particularly help with initiatives that develop and improve local communities by:

DWF Foundation was launched on 1st December 2015, the original structure was an unincorporated foundation. In 2019 the trustees made the decision to change the structure of the foundation to a CIO and this entity was confirmed in September 2020. The assets of the DWF Charitable Foundation (1157229) were transferred to the DWF Foundation (1191347) on 31 March 2021. The DWF Charitable Foundation (1157229) was closed on 31 March 2022.

The DWF Foundation has targeted its funds to support our established community themes. Charitable donations are agreed by the Foundation Board of Trustees and supported by DWF Group plc local CSR Groups who are involved in the feedback for grant applications received, sharing local knowledge to help grant making decision. We deliberately search out applications which are distinctive, impactful and align with the community themes which address the main concerns of local communities.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

Income

The Foundation's income comes from a variety of sources through DWF Group plc. The bulk of income is generated through the fundraising efforts of people within DWF Group plc and the dividends received from the investment portfolio, with a modest income stream coming from payroll giving and ad hoc donations from DWF Group plc clients and suppliers.

On 13 March 2019 the DWF Charitable Foundation received a donation of 1.8 million shares as part of the floatation of the DWF Law PLC business. This gift was to support the foundation grant giving. These share were transferred to DWF Foundation on 31 March 2021.

DWF PLC currently pays all the overheads, including staff costs for the foundation.

The trustees appointed Rathbones to support them in managing the shares and maximising the return on investments.

The trustees have established an investment committee as part of their governance structure. To manage any conflict of interests this committee includes 3 of the independent trustees who will lead on any decisions regarding shares relating to DWF Group plc.

Grant Making

Grant making policy

The Foundation has established its grant making policy to achieve its objectives for the benefit of the public. The DWF Foundation will provide funds, resources and support to help communities achieve their full potential. The beneficiaries of our grant making programme are those experiencing disadvantage.

The Foundation invites applications for grants from registered charities. Applicants submit an application via our online application process. Details of how to apply for grants together with the relevant forms are available on the DWF Law website (www.dwf.law/about-us/dwf-foundation/ )

Trustees have been realistic about the money that can be committed to good causes, focusing on small but effective projects that make a genuine impact. There are management systems in place that are delivering strategic, thoughtful and well managed outputs.

We continue to build on this framework to ensure that the DWF Foundation is independent but forms an integral part of the overall corporate social responsibility strategy for DWF Group plc.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

Monitoring achievement

A clear and transparent approach to evaluation is an important objective for us now that the Foundation has been bedded down. As a first step, we already review the projects supported to ensure they meet the stated aims of the Foundation and comply with the themes. In addition, we collate and review feedback from a cross section of charities to understand the impact of the funding received.

Those who received funding from the foundation are asked to complete an evaluation report 12 months after they have received the grant. We do encourage our projects to send pictures but appreciate by the nature of the projects we support safeguarding can make this difficult.

Financial review

100% of funds raised through fundraising and investments is given in grants.

DWF Foundations operating costs are covered by DWF Group plc.

To date it has been the decision of the trustees to spend the funds available at each grants meeting. Since the impact of COVID and the potential drop in income from both fundraising and investments the trustees are carefully managing their grant funds cashflow.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Risk Management

The principal risks faced by the Foundation lie in the performance of fundraising activity, management of investments and operational risks, from ineffective grant making and poor fundraising activity.

Risk Management of Risk
The operational risk from grants awards
that are ineffective in supporting those
who are disadvantaged

The process of reporting and review assists us, and those we
support, in keeping track of the impact our grant giving has had.
This review process retains our focus on the public benefit derived
from our funding of their work.
The risk of a lack of capacity to effectively
manage the grants programme
This is mitigated by support from DWF Group plc in providing
staffing and other resources to help in the operational management
of the Foundation.
Agreement in place with DWF group plc outlining the support and
how this will be given.
Retaining trustees of sufficient skill,
expertise and experiences to support the
governance and grant giving of the
charity and who reflect the diverse
communities we help.



The board appointed 3 independent trustees to assist with the
management of the charity, as they brought new skills such as
investment knowledge.
This also helped manage any conflict of interests that might arise
as a result of the shares received from DWF.
Establishing a governance group to maintain oversight of
governance requirements.
Reduced income from fundraising and
investment activity
Appointing investment managers to advise the board and manage
investments.
Managing cash flow carefully to plan for future meetings and make
sure funds are available.
Set up fundraising committee to assist/ encourage and support
working with DWF employees and their fundraising effort.

Reserve Policy

When moving to the CIO structure the trustees have also reviewed the Reserves Policy and have now increased this from £5k to £10K.

The trustees aim to maintain free reserves in unrestricted funds at £10k.

This level will provide sufficient funds to respond to emergency applications for grants and ensure that governance costs are covered.

The trustees consider that this is sufficient given the flexibility afforded by the support given to cover running costs by DWF PLC. For example the Foundation Manager is employed by DWF and seconded to DWF Foundation, any costs associated to this employment or ending of this employment are the responsibility of DWF PLC.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Environmental Activity

In November 2020 the DWF Foundation added an additional theme of Environment and Sustainability to its focus areas. Whilst it had funded environmental activity through its other themes in education and health and well being, in response to feedback the trustees wanted a clearer message it wished to support environmental activity.

We continue to look at the way we grant give to embed the principles and in Feb 2021 added the question to our application form " How do you consider your impact on the environment when planning your projects?" gathering these response will help inform our grant giving further.

Funders Commitment to Climate Change

The scale of the climate threat, and the scale of the solutions needed, means that this is an issue for all parts of civil society, and for all charitable foundations. Climate change is a health issue, an equality issue, an educational issue, an economic issue, a cultural issue, a scientific issue, a security issue and a local community issue, as well as an environmental issue.

There is a special responsibility on foundations, whose assets are held for the public good, to use their resources and independence to rise to the challenge. Through adding our additional pillar of "Environment and sustainability" we have recognised that the growing climate emergency is a serious risk and we through our grant giving can play a part in addressing the causes of climate change.

The Funders Commitment on Climate Change is hosted by the Association of Charitable Foundations (ACF). This commitment outlines 6 principles for funders to sign up to, to demonstrate their commitment and how they are using their resources to bring about change. This included how we educate our own people on environment to inform our grant making, how we commit our resources and even how we manage our investments.

DWF Foundation signed up to the commitment on 9 June 2021 following its launch of its 5[th] pillar of environment and sustainability in November 2020.

On 25 Feb 2022 we gave our first update as part of our The Funders Commitment on Climate Change.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Committment Meeting this commitment
EDUCATE AND LEARN
We will make opportunities for our trustees, staff and
stakeholders to learn more about the key causes and
solutions of climate change.
·
Updates at trustee meeting
·
Foundation Manager has attended a number
of information session and discussion events
to engage with others, share learning and
learn from others.
COMMIT RESOURCES
We will commit resources to accelerate work that
addresses the causes and impacts of climate
change. (If our governing document or
other factors make it difficult to directly fund such
work, we will find other ways to contribute, or
consider how such barriers might be overcome).


·
Additional
pillar
of
Environment
and
sustainability to make it clearer you want to
focus resources in this area.
INTEGRATE
Within all our existing programmes, priorities, and
processes, we will seek opportunities to contribute to
a fair and lasting transition to a post carbon society,
and to support adaptation to climate change impacts.

·
Our application process is online
·
Added the additional question within the
grant form relating to consideration of the
environment when planning projects.
·
Paperless systems
·
Grants notifications all electronic.
·
Evaluation onlineprocess
STEWARD OUR INVESTMENTS FOR A POST-
CARBON FUTURE
We will recognise climate change as a high-level risk
to our investments, and therefore to our mission. We
will proactively address the risks and opportunities of
a transition to a post carbon economy in our
investment
strategy
and
its
implementation,
recognising that our decisions can contribute to this
transition beingachieved.



·
Within investment policy regarding future
investments as we diversity and sell down
the holding in DWF PLC to reduce risk.
·
Make this a standing reporting item for
Rathbones.
DECARBONISE OUR OPERATIONS
We will take ambitious action to minimise the carbon
footprint of our own operations.
·
Meetings now online
·
Use of public transport encourage for any
travel
·
Online application and reviewprocess
REPORT ON PROGRESS
We will report annually on our progress against the
five goals listed above. We will continue to develop
our practice, to learn from others, and to share our
learning.


·
Update to Funders commitment to Climate
Change
·
Section in our DWF Foundation Annual
review to update and show progress.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Plans for future

The DWF Foundation is delivering on its targets and will continue to do so. Its remit is well designed and complements the DWF PLC strategic approach to CSR.

It has transparent and robust management processes in place and the Trustees participate appropriately in terms of governance, setting priorities, setting grant levels, monitoring outputs and planning to maximize the impacts and effectiveness of the Foundation and ensure its independence from DWF PLC.

Focus for 2021/22:

Shares

With the receipt of the donation of share[s] from DWF Law PLC the trustees with the support of Rathbones as their investment advisers reviewed the Investment Policy and continue to monitor the plans and progress for the selling down of 50% of the DWF shares to enable a more diverse investment portfolio and manage risk.

To ensure independence and manage any conflicts they have appointed three independent trustees (not associated

with DWF Law PLC) to join the board.

Oversight of the investments is done by our Investment Committee who meet on a quarterly basis. Focus is currently diversification of the investment portfolio and income generation to support grant giving.

Governance

The new CIO was agreed by the Charity Commission on 18 September 2020 and the trustees have completed the process of transferring to the new structure. The old charity (1157229) has now been closed.

Grant Giving

We regularly review our grant giving to streamline the process and ensure we are doing our due diligence. One of our challenges is supporting international projects. During the coming year we will be reviewing our process for international giving and learning from other foundations to help us have a robust, transparent and accessible process.

Improving the quality of the applications we receive is a challenge and during the coming year we will continue to run a series of online workshops on "Making an Application" to offer support and guidance to those who wish to make an application. We are particularly targeting the smaller organisations to help develop their skills and understanding about making application that will not only increase their chance of receiving our funding but with other funders too. These session have been well received by charities and feedback has been positive.

Fundraising

Working closely with the business, we aim to identify opportunities to raise more money in a way that is beneficial to our brand. With potential to engage and collaborate with DWF PLC clients.

In addition, we continue to work with the business to identify opportunities through funds from DWF dormant accounts. To access further funds at a higher level we are working with the business to design a process to ensure we are able to benefit from further dormant client monies. This process needs to be managed carefully and we will continue to proceed with caution.

In response to the crisis in Ukraine we worked with DWF employees to raise funds to support the relief efforts. This fundraising will be further supported by DWF by match funding of £50K. This will come into the DWF Foundation in May 2022.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

Volunteering

Whilst the Foundation's primary remit is to benefit charities through grant giving, we are also working with a number of charities who have benefitted from funds through the Foundation to deliver interesting volunteer projects

International

The DWF Foundation reflects the international expansion of DWF PLC. Locations include Dublin, Belfast, Dubai, Australia, Toronto, Chicago, Germany and Paris.

Whilst DWF Foundation can both give and receive funds internationally the challenge comes with the tax incentives for charitable giving in each country. In order to access this and maximise income we may need to consider the need to have a charitable body in other locations. To support this expansion the DWF Foundation has changed its structure to a CIO and during the coming year will be exploring the potential / need for charitable entities other locations first of which to be considered will be Australia.

Conclusion

There are areas where we can do more and work is in hand to tackle these opportunities and issues. Overall the impact of the DWF Foundation has been highly visible and very positive.

Our aims over the next two years continue to be:

2022-23 2023-24 ·To continue to develop a plan of national and ·Deliver a programme of partnership fundraising fundraising challenges. events with DWF Group plc clients.

·Develop plans to further engage DWF Group plc ·Develop plans to further engage DWF Group plc international offices in DWF Foundation activities. international offices in DWF Foundation activities. ·Grow our grant giving and further develop the systems ·Further develop the systems and governance to help and governance to help manage this giving. manage our grant giving.

·To establish our first charitable DWF Foundation entity ·To review our progress against our environmental in another jurisdiction to support our fundraising and commitments. grant giving.

·To further develop an online offering of fundraising ·To develop an online offering of fundraising activities to activities to help better engage the changing working help better engage the changing working environment. environment.

·To work with DWF employees to grow volunteering engagement with DWF Foundation supported projects.

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Structure, governance and management

The DWF Foundation is a registered CIO, number 1191347

The trust was initially set up by DWF LLP and the launch of the DWF Charitable Foundation marked a significant step in their journey to develop a culture of contribution. The Foundation builds on the existing community activity of DWF PLC in a focused and strategic way and demonstrates that when we all work together we can make a significant, positive impact on the communities in which we live and work.

The DWF Foundation has an independent board of trustees that are responsible for the overall activities of the

foundation.

New trustees are appointed by the existing trustees and serve for three years after which they may put themselves forward for re-appointment. The Trust Deed provides for a minimum of three trustees, no maximum number trustees.

At the quarterly trustees’ meetings, the trustees agree the broad strategy and areas of activity for the Trust, including consideration of grant making, investment, reserves and risk management policies and performance. The day to day administration of grants and the processing and handling of applications prior to consideration by the relevant subcommittee is delegated to the Foundation Manager.

The trustees seek to follow the good practice ‘Charity Trustees Guide’ issued by ICSA. We convene the Governance Sub Committee on a regular basis to keep the skills and composition of the trustee body and succession planning under review and, where needed, to recruit new trustee(s) for their experience, empathy and knowledge of the charity. The trustees have also developed a code of conduct for trustees including formal statements of role and responsibilities and provision for trustee training.

On appointment, new trustees sign a model trustee declaration statement committing them to giving of their time and expertise.

Induction information includes;

·A brief history of the DWF Foundation

·Trustee board and subcommittee minutes,

·Constitution

·Charity Commission’s guidance ‘The Essential Trustee: What You Need to Know’

·IOF Guide to Fundraising for Trustees.

·Charity Commission’s guidance on Corporate Foundations.

To support the governance of the charity we have established sub groups, with terms of reference which report to the wider board.

•Grants committee

•Finance and Investments

•Governance

•Fundraising and communications

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

Key management personnel remuneration

The trustees consider the board of trustees and the Foundation Manager as comprising the key management personnel of the charity in charge of directing and controlling the charity and running and operating the charity on a day to day basis. All trustees give of their time freely and no trustee remuneration was paid in the year. Details of trustee expenses and related party transactions are disclosed in note 2 to the accounts.

Trustees are required to disclose all relevant interests and register them with the Foundation Manager and in accordance with the Trust’s policy withdraw from decisions where a conflict of interest arises.

The Foundation Manager is employed by DWF Group plc and seconded to the DWF Foundation 3 days a week.

Reference and administrative information

Trustees

Foundation Manager: Clare Beavan

Principal Office: DWF PLC, 5 St Paul's Square Old Hall Street Liverpool L3 9AE

Charity Number : 1191347

Independent Examiners: BWM Chartered Accountants, Suite 5.1, 12 Tithebarn Street, Liverpool L2 2DT

Bankers: Royal Bank of Scotland plc, 1 Spinningfields Square, 2nd Floor, Manchester, M3 3AP

Solicitors: DWF PLC, 5 St Paul's Square Old Hall Street Liverpool L3 9AE

Maurice -Turnor - Gardner LLP, 15th Floor, Milton House, Milton Street, London, EC2Y 9BH

DAC BEACHCROFT, Portwall Place, Portwall Lane, Bristol BS1 9HS

Investment Managers: Rathbone Investment Management Limited, Earl Grey House, 75-85 Grey Street, Newcastle Upon Tyne, NE1 6EF

THE DWF FOUNDATION

TRUSTEES' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

The Trustees' report was approved by the Board of Trustees.

Sir Duncan Nichol CBE

Trustee (Chair) Dated: 30 January 2023

THE DWF FOUNDATION

STATEMENT OF TRUSTEES' RESPONSIBILITIES

FOR THE YEAR ENDED 31 MARCH 2022

The trustees 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).

The law applicable to charities in England and Wales requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charity and of the incoming resources and application of resources of the charity for that year.

In preparing these financial statements, the trustees are required to:

The trustees are responsible for keeping sufficient accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the financial statements comply with the Charities Act 2011, the Charity (Accounts and Reports) Regulations 2008 and the provisions of the trust deed. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

THE DWF FOUNDATION

INDEPENDENT EXAMINER'S REPORT

TO THE TRUSTEES OF THE DWF FOUNDATION

I report to the trustees on my examination of the financial statements of The DWF Foundation (the charity) for the year ended 31 March 2022.

This report is made solely to the charity's trustees, as a body, in accordance with Section 145 of the Charities Act 2011. My examination has been undertaken so that I might state to the CIO's trustees those matters I am required to state to them in an Independent Examiner's report and for no other purpose. To the fullest extent permitted by law, I do not accept or assume responsibility to anyone other than the CIO and the CIO's trustees as a body, for my examination, for this report, or for the opinions I have formed.

Responsibilities and basis of report

As the trustees of the charity you are responsible for the preparation of the financial statements in accordance with the requirements of the Charities Act 2011 (the 2011 Act).

I report in respect of my examination of the charity’s financial statements carried out under section 145 of 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

Your attention is drawn to the fact that the charity has prepared financial statements in accordance with Accounting and Reporting by Charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) in preference to the Accounting and Reporting by Charities: Statement of Recommended Practice issued on 1 April 2005 which is referred to in the extant regulations but has now been withdrawn.

I understand that this has been done in order for financial statements to provide a true and fair view in accordance with Generally Accepted Accounting Practice effective for reporting periods beginning on or after 1 January 2015.

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:

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.

Tony Stanley ACA

Independent Examiner BWM

Tempest Suite 5.1 12 Tithebarn Street Liverpool L2 2DT

Dated: 30 January 2023

THE DWF FOUNDATION

STATEMENT OF FINANCIAL ACTIVITIES INCLUDING INCOME AND EXPENDITURE ACCOUNT FOR THE YEAR ENDED 31 MARCH 2022

Unrestricted
Restricted
funds
funds
2022
2022
Notes
£
£		 Unrestricted
Restricted
funds
funds
2022
2022
Notes
£
£		 Unrestricted
Restricted
funds
funds
2022
2022
Notes
£
£		 Total
Unrestricted
funds
2022
2021
£
£
121,685
180,145
68,646
40,410
190,331
220,555
13,182
-
258,091
230,655
271,273
230,655
510,779
(154,833)
429,837
(164,933)
1,688,858
1,853,791
2,118,695
1,688,858		 Total
Unrestricted
funds
2022
2021
£
£
121,685
180,145
68,646
40,410
190,331
220,555
13,182
-
258,091
230,655
271,273
230,655
510,779
(154,833)
429,837
(164,933)
1,688,858
1,853,791
2,118,695
1,688,858
funds funds
2022 2022 2022
£ £ £
Income from:
Donations and legacies
3		 61,366 60,319 121,685
Investments
4		 68,646 - 68,646
Total income 130,012 60,319 190,331
Expenditure on:
Raising funds
5		 13,182 - 13,182
Charitable activities
6		 255,591 2,500 258,091
Total expenditure 268,773 2,500 271,273
510,779
429,837
Net gains/(losses) on investments
11		 510,779 - (154,833)
Net movement in funds 372,018 57,819 (164,933)
1,853,791
1,688,858
Fund balances at 1 April 2021 1,688,858 - 1,688,858
Fund balances at 31 March 2022 2,060,876 57,819 2,118,695

The statement of financial activities includes all gains and losses recognised in the year.

All income and expenditure derive from continuing activities.

THE DWF FOUNDATION

BALANCE SHEET

AS AT 31 MARCH 2022

Notes 2022 2022 2021 2021
£ £ £ £
Fixed assets
Investments
12
Current assets		 50,000
91,455
141,455
(54,056)		 2,031,296
87,399
2,118,695
57,819
2,060,876
2,118,695		 -
188,341
188,341
(9,749)		 1,510,266
Debtors
14
Cash at bank and in hand
Creditors: amounts falling due within
one year
15
Net current assets 178,592
Total assets less current liabilities
1,688,858
Income funds
Restricted funds
16		 -
Unrestricted funds 1,688,858
1,688,858

The financial statements were approved by the Trustees on 30 January 2023

Sir D Nichol CBE

Trustee

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

Charity information

The DWF Foundation is a UK registered charity. The principal address can be found on the Legal and Administrative page.

1.1 Accounting convention

The financial statements have been prepared in accordance with the charity's governing document, the Charities Act 2011, 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 charity is a Public Benefit Entity as defined by FRS 102.

The financial statements have departed from the Charities (Accounts and Reports) Regulations 2008 only to the extent required to provide a true and fair view. This departure has involved following the Statement of Recommended Practice for charities applying FRS 102 rather than the version of the Statement of Recommended Practice which is referred to in the Regulations but which has since been withdrawn.

The financial statements are prepared in sterling, which is the functional currency of the charity. 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.

On the 18th September 2020, DWF Foundation was registered as a Charitable Incorporated Organisation (CIO) number 1191347. The operations and activities of DWF Charitable foundation, charity number 1157229 were merged with the new CIO to take forward the Charity’s work.

All of the activities are now undertaken by the CIO, which had a nil opening position.

The transfer of the charitable activities previously carried on by DWF Charitable Foundation has been accounted for in accordance with the principles of merger accounting since the trustees of the new charity are the same as that in the old charity and the operations of the charity have been transferred in their entirety.

The financial statements have been prepared as if DWF Foundation (CIO) has been in existence for the whole of both the current and previous year.

1.2 Going concern

At the time of approving the financial statements, the trustees have a reasonable expectation that the charity 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 as to how they may be used. The purpose and uses of the restricted funds are set out in the notes to the accounts.

1.4 Income

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

1 Accounting policies

(continued)

Cash donations are recognised on receipt. Other donations are recognised once the charity 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.

Dividend income is recorded gross and includes tax deducted only when it is repayable.

Bank interest is included in the statement of financial activities on receipt.

1.5 Expenditure

Expenditure is recognised on an accruals basis, i.e. as soon as there is a legal or constructive obligation committing The DWF Charitable Foundation to the expenditure.

Wherever possible, each item of expenditure recognised is allocated to charitable activities or governance costs according to its purpose. If this is not possible the cost is apportioned on a reasonable and justifiable basis.

1.6 Fixed asset investments

Fixed asset investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred.

1.7 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.

1.8 Financial instruments

The charity 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 charity's balance sheet when the charity 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.

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

(continued)

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 charity’s contractual obligations expire or are discharged or cancelled.

1.9 Taxation

The charity benefits from various exemptions from taxation afforded by tax legislation and is not liable to corporation tax on income or gains falling within those exemptions. Recovery is made of tax deducted from income and from receipts under Gift Aid.

The charity is not able to recover Value Added Tax. Expenditure is recorded in the accounts inclusive of VAT.

1.10 Employee benefits

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the charity is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

2 Critical accounting estimates and judgements

In the application of the charity’s accounting policies, the trustees are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3 Donations and legacies

Unrestricted Restricted Total Unrestricted
funds funds funds
2022 2022 2022 2021
£ £ £ £
Donations and gifts 61,366 60,319 121,685 180,145

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

4
Investments
Unrestricted Unrestricted
funds funds
2022 2021
£ £
Income from listed investments 68,613 40,057
Interest receivable 33 353
68,646 40,410
5
Raising funds
Unrestricted Total
funds
2022 2021
£ £
Investment management 13,182 -
13,182 -
6
Charitable activities
Unrestricted
Unrestricted
funds
funds
2022 2021
£ £
Staff costs 36,622 31,230
Bank charges 220 -
Prize winners 286 -
37,128 31,230
Grant funding of activities (see note 7) 217,463
194,445
Share of governance costs (see note 8) 3,500 4,980
258,091
230,655
Analysis by fund
Unrestricted funds 255,591
230,655
Restricted funds 2,500 -
258,091
230,655

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

7 Grants payable

Unrestricted Unrestricted
funds funds
2022 2021
£ £
Grants to institutions:
a Life for a Cure Ryan Bresnahan's Meningitis Appeal 3,600 -
Acheinu Limited T/A The Boys Clubhouse 2,000 -
ADHD Foundation 1,500 -
Aiming Higher 1,440 -
American Red Cross Kentucky relief efforts. 2,515
As-Suffa 500 -
Barnabus 500 -
Beloved 2,500 -
Birmingham Community Healthcare NHS Foundation Trust General Charity 1,000 -
Birmingham Royal Ballet 1,500 -
Birth, Baby & Beyond 3,000 -
Birthday dream 15 2,500
Bolton Deaf Society 2,000 -
Brain Injury Matters (NI) 2,500 -
Center for Enriched Living.org 3,500 -
Central Remedial Clinic 1,500 -
Cerebra – For Brain Injured Children And Young People 2,100 -
Children with Cancer Fund (Polegate) 2,000 -
Cianna's Smile 2,500 -
CPotential 1,000 -
Crann Centre 1,015 -
Cumbria Council for Voluntary Service 2,000 -
Daylight Centre Fellowship 256 -
DCU Educational Trust 3,000 -
Deaf World 3,840 -
Dentaid 1,000 -
Doctors of the World UK 2,000 -
Dublin Simon Community 1,015 -
Edinburgh City Mission 500 -
Edinburgh Foodbank 500 -
Empowering Children 2,500 -
FareShare Yorkshire 3,500 -
Foundation Gaem 2,000 -
Friends of Dorothy 2,500 -
Germany Red Cross 5,015 -
Gympanzees 1,500 2,000
Hackney Foodbank 500 -
Hands on London - 3,000
Headway North Staffordshire 1,000 -
Hope for Justice 1,000 -
Horatio's Garden 2,500 -
Include Youth 1,500 -
India Red Cross 6,995 -
Australia habitats For Humanity 2,336 -
Katharine House Hospice 2,460 -

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

7
Grants payable		 (continued)
Leeds Baby bank 500 -
Leicester Hospitals Charity 2,000 -
Les Alden Foundation 2,000 -
Marathon Kids UK (Previously Kids Run Free) 1,000 -
Moseley Rugby Community Foundation 1,000 -
Move On 1,100 -
National Youth Advocacy Service (NYAS) 2,200 -
NFBM Jagriti School For Blind Girls 2,500 -
Noah Enterprise - 2,500
Northumberland community enterprise 2,000 -
NSPCC 500 500
Open Door Accommodation Project 3,450 -
Pah 2,500 -
PARK VILLA FOOTBALL DEVELOPMENT 2,350 -
Peer Productions 1,500 -
Playskill 2,340 -
Preston Caribbean Carnival Ltd 2,500 -
Project Ability 3,120 -
Rape and Sexual Violence Project 3,500 -
Red Cross India 5,000 -
Reuben's Retreat 1,500 -
River Oaks Charity 1,000 -
Routes hair loss solutions 500 -
Rowan Alba 2,000 -
Royal Liverpool Philharmonic 1,450 -
Sandwell Asian Development Association 1,000 -
SARASWATI ANATH SHIKSHAN ASHRAM (SASA), 2,500 -
School Mock Court Case Project SCIO 2,000 -
Sefton Women's and Children's Aid 2,000 -
Silverline Memories 3,000 -
Somali Advice Link 500 -
Sonshine Club 4,950 -
St Anne's Hostel 1,072 -
St Giles Trust 1,000 -
St Johns Hospice - 1,750
St Oswalds Hospice 100 -
St Oswald's Hospice 4,385 -
St Oswalds Hospice - Foodbank 300 -
Staying Put 2,000 -
Sunderland Women's Centre 2,000 -
team oasis children's charity 1,000 -
Thai Buddharam 500 -
Thai Buddharam Temple and Cultural Centre SCIO 2,000
The Big Help Project 500 -
The Charles Hesketh Fleetwood Hesketh Marshside Recreation Ground 500 -
The Compassionate Friends 1,500 -
The Everlasting Foundation 500 -
The Jubilee Sailing Trust 3,000 -
The Key (Registered as Keyfund Federation Limited) 2,000 -
The Larder West Lothian 2,500 -
The Literacy Pirates 2,000 -

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

7
Grants payable		 (continued)
The Miracle Foundation SCIO 1,000 -
The Prince's Trust Northern Ireland (NI) 2,000 -
The Salvation Army 2,015 -
The United Goal Ltd 1,000 -
The Wave Project Scotland 2,000 -
The Widows Empowerment Trust 2,500 -
The Yard (Scotland Yard Adventure Centre) 3,000 -
THOMAS Organisation 4,500 -
Torus Foundation 1,000 -
Washington Community 500 -
We Are Beams 5,000 -
Wheels for Wellbeing 2,500 -
Wirral Community Narrowboat Trust 2,025 -
Wirral Youth Zone 1,000 -
Women's Community Aid Association. 2,515 -
Wood Street Mission 4,988 -
Zion Arts Centre Limited (trading as Z-arts) 2,000 -
One 25 Limited - foodbank - 500
North Be - Foodbank - 500
Refuweegee - Foodbank - 500
Payment to Australian food bank - 1,713
Reubens Retreat - 1,000
Merlin MS Centre - 3,000
Treloar Trust - 3,170
The Island Trust - 3,000
The Rose Road - 3,710
Fareshare Yorkshire - 2,000
Trafford Domestic - 2,500
Fletchers Fund - 1,000
St Petrocs - 4,470
Barnet Youth Zone - 3,000
Mustard Tree - 500
Age UKBirmingham - 3,000
The Wayside Club - 500
Angels of Hope - 3,500
Emmelines Pantry - 500
Warrington Youth - 1,650
DWF - Payment of Irish food bank - 518
Compassionate Friends - 2,000
Spartans Community - Food Bank - 500
Food bank - Reach out - 500
Food bank - Birmingham Central - 500
Food bank - Bethany Community - 500
Salvation Army Ireland - 1,017
Argentex - Food bank - 942
Prevent 2 Protect - 5,000
St Gemmas Hospice - 3,984
Charnwood 2020 - 5,000
Fifers for the comm - 750
The Mustard Tree - 2,000
Seashell Trust - 3,210

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

7
Grants payable		 (continued)
700 Club - 4,000
The Food Chain UK - 1,500
Big Help Project - 1,500
The Social Mobility - 2,000
3D Drumchapel - 4,500
Bethany Foodbanks - 500
DWF 100 club winner - 69
Foodcycle - Foodbank - 500
Kirkaldy Foodbank - 500
Wirral foodbank - 500
Edinburgh foodbank - 500
Shelter - 2,000
JM Lindsay 100 club winner - 61
Foodbanks - 515
The National Emergency - 1,000
Scottish Cot Death - 3,000
The Void Art Center - 2,000
Foodbanks - 515
Kidsout - 1,200
Wood Street mission - foodbank - 300
Koala North West foodbank - 300
Beraveheart - 2,800
Spitalfields Crypt - 3,000
The Proud Trust - 2,500
Twinkle House - 1,700
International - 3,015
Habitat for Humanity Australia - 5,648
Old Warren Primary - 1,000
Cpotential - 2,000
Together against cancer - 1,806
Substance matters - 3,000
Coasch core foundation - 3,000
Mens Action network - 4,000
Cheshire young carers - 3,000
Cultivating mindful - christmas donation - 300
Ellas home - 2,500
The Smith Family - Australia - 515
Childhood Cancer - 2,015
Natalie Fraser 100 Winner - 61
Ballylough Living - 2,900
Bristol Refugee Foodbank - 500
SVSC Leeds - 500
St Matthews Church - 500
CAF Bank Foodbank - 500
Feast with us - 500
Booth Centre - 500
LS14 Trust - 500
Street Support - 500
Caring Bristol - 500
Carpenters &Docklands Foodbank - 500
St Vincent De Paul - 500

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

7
Grants payable		 (continued) (continued)
Anni Rhodes Steere
The Bay Foodbank
West Northumberland foodbank
Kent Enterprise
The Foundation for
Barking Churches foodbank
Stars Social Traub
Scottish Book
Get Set Girls
Edinburgh Forget Me
happy and Healing
Chest Heart and Healing
Thames Hospice
Meningitis Now
The Listening Place
Foundation for Con
Zarach
Shaftesbury Youth
Go Dharmic
Wanstead Youth Club
JPC Community Farm
Saraswati Anath Royworld Express
Other
- 2,000
- 500
- 500
- 2,500
- 1,950
- 500
- 2,500
- 2,500
- 3,000
- 5,000
- 615
- 1,000
- 1,500
- 1,250
- 2,500
- 2,500
- 2,500
- 1,500
- 2,500
- 500
- 1,000
- 515
- 12
217,463 194,445
8
Support costs
Audit/Independent examination fees
Accounts fees
Analysed between
Charitable activities		 Support
costs
Governance
costs		 2022 2021
£ £ £ £
- 1,000 1,000 3,080
- 2,500 2,500 1,900
- 3,500 3,500 4,980
- 3,500 3,500 4,980

Governance costs includes payments to the accountants of £1,000 in respect of independent examination fees (2021- £3,080 for audit fees)

9 Trustees

None of the trustees (or any persons connected with them) received any remuneration or benefits from the charity during the year (2021: £nil).

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2022

10 Employees

The average monthly number of employees during the year was:

The average monthly number of employees during the year was:
2022 2021
Number Number
Foundation Manager 1 1
Employment costs 2022 2021
£ £
Wages and salaries 36,622 31,230

There were no employees whose annual remuneration was more than £60,000.

11 Net gains/(losses) on investments

Unrestricted
Unrestricted
funds
funds
2022
2021
£
£
Revaluation of investments
443,439
(154,833)		 Unrestricted
Unrestricted
funds
funds
2022
2021
£
£
Revaluation of investments
443,439
(154,833)		 Unrestricted
Unrestricted
funds
funds
2022
2021
£
£
Revaluation of investments
443,439
(154,833)		 Unrestricted
Unrestricted
funds
funds
2022
2021
£
£
Revaluation of investments
443,439
(154,833)		 Unrestricted
Unrestricted
funds
funds
2022
2021
£
£
Revaluation of investments
443,439
(154,833)
funds funds
2022 2021
£ £
443,439
Revaluation of investments (154,833)
Gain/(loss) on sale of investments 67,340 -
510,779
(154,833)
Fixed asset investments
Listed
investments
£
Cash in
portfolio		 Total
£ £
Cost or valuation
At 1 April 2021 1,503,758 6,508 1,510,266
Additions 375,171 - 375,171
Valuation changes 443,439 - 443,439
Movement in cash value - 20,100 20,100
Disposals (317,680) - (317,680)
At 31 March 2022 2,004,688 26,608 2,031,296
Carrying amount
At 31 March 2022 2,004,688 26,608 2,031,296
At 31 March 2021 1,503,758 6,508 1,510,266

12 Fixed asset investments

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

13
Financial instruments		 2022 2021
Carrying amount of financial assets
Debt instruments measured at amortised cost
Instruments measured at fair value through profit or loss
Carrying amount of financial liabilities
Measured at amortised cost
14
Debtors
Amounts falling due within one year:
Prepayments and accrued income
15
Creditors: amounts falling due within one year		 £ £
168,063 188,341
2,004,688 1,510,266
54,056 9,749
2022 2021
£ £
50,000 -
Accruals and deferred income 2022 2021
£ £
54,056 9,749

16 Restricted funds

The income funds of the charity include restricted funds comprising the following unexpended balances of donations and grants held on trust for specific purposes:

Balance at
1 April 2020
Balance at
1 April 2021
£
£		 Balance at
1 April 2020
Balance at
1 April 2021
£
£		 Balance at
1 April 2020
Balance at
1 April 2021
£
£		 Balance at
1 April 2020
Balance at
1 April 2021
£
£		 Movement in funds Movement in funds
Incoming
resources		 Resources
expended
31		 Balance at
March 2022
£ £ £ £ £
60,319
Ukraine relief - - (2,500) 57,819
Ukraine rrelief
The DWF Ffoundation worked with the DWF employees to raise funds
contributed to the total funds raised.		 for the Ukraine crisis. DWF PLC also
Analysis of net assets between funds
Unrestricted
funds
Restricted
funds
2022
2022
£
£
Fund balances at 31 March 2022 are represented
by:		 Total
Unrestricted
funds
2022 2022 2022 2021
£ £ £ £
Investments 2,031,296 - 2,031,296 1,510,266
Current assets/(liabilities) 29,580 57,819 87,399 178,592
2,060,876 57,819 2,118,695 1,688,858

17 Analysis of net assets between funds

THE DWF FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2022

18 Related party transactions

Remuneration of key management personnel
The remuneration of key management personnel is as follows.
2022 2021
£ £
Aggregate compensation 36,622 31,230

The remuneration relates to the the Foundation Manager who is employed by DWF and seconded to DWF Foundation, any costs associated to this employment or ending of this employment are the responsibility of DWF PLC with a recharge of the cost being allocated to DWF Foundation.