Docusign Envelope ID". F567DA4E-c0OSS9-94O3-BAE3A9e08Bls Carbon Gap CARBON GAP LTD (A Company Limited by Guarantee REPORT AND FINANCIAL STATEMENTS FOR THE16 MONTH PERIOD ENDED 31st DECEMBER 2023 Company Registration No: 13557860 Charity Reglstration No:1200562
Oocusun Envelope ID.. F567DA4E-C005-4559-9403-BAE3A9808B15 REPORTOF THE TRUSTEES Carbon Gap INDEX TO THE REPORT & FINANCIAL STATEMENTS LEGAL AND ADMINISTRATIVE INFORMATION REPORT OF THE TRUSTEES STRUCTURE, GOVERNANCE AND MANAGEMENT OBJECTIVES AND ACTIVITIES ENSURING OUR WORK DELIVERS OUR AIMS THE FOCUS OFOUR WORK PUBLIC BENEFIT WHO USED AND BENEFITED FROM OUR ACTIVITIES? WHAT IMPACT DID OUR ACTIVITIES HAVE? FINANCIAL PERFORMANCE SOURCES OF INCOME RESERVES POLICY FUNDRAISING POLICY io TRUSTEESIDIRECTORS RELATED PARTIES io 10 RELATED PARTIES (CONTINUED) FUTURE PLANS TRUSTEES, RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS ii RISK MANAGEMENT 12 AUDITENQUIRIES 12 AUDITORS 12 INDEPENDENT AUDITORS, REPORTTO THE MEMBERS OF CARBON GAP LTD 13 STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) 17 BALANCE SHEET 19 STATEMENT OF CASH FLOWS 20 NOTES TO THE FINANCIAL STATEMENTS 21
DoGvsign Envelope ID.. F5870A4E.COD54559-940&BAE3A9808B15 REPORT OFTHE TRUS Carbon Gap LEGAL AND ADMINISTRATIVE INFORMATION REGISTERED ADDRESS 71-75 Shelton Street Covent Gorden LONDON WC2H 9JQ REGISTERED COMPANY NUMBER 13557860 REGISTERED CHARITY NUMBER 1200562 WEBSITE www.corbongap.org CHIEF EXECUTIVE OFFICER Christoph Beuttler BOARD OF TRUSTEES AND DIRECTORS Timothy Kruger Barbaralg Fleming Cressida Pollock Irena Spaziopan Benjamln Tincq BANKERS Wise, London Lloyds, London AUDITORS Cocke, Vellacott & Hill Chartered Accountants Unit 28 City Business Centre Lower Road LONDON SE16 2XB
Docusign Envelop8 ID.. F567DA4E.c0OSsg.9403.8AE3A98oBB15 REPORTOF THETRUSTEES Carbon Gap REPORT OF THE TRUSTEES For the16 month period ended 31st December 2023 The Trustees, who are also the Directors, present their report and the finoncial statements ot the charitable company for the ie month period ended 31 December 2023, which are also prepared to meet the requirements for a directors, report ond occounts for Companies Act purposes and which comply with the current statutory requirements ond the requirements ol the charity's governing Instrument. Structure. Governance and Management Carbon Gap is a charitable company limited by guarantee and governed by its Articles of Association, revised and adopted on 22 September 2022. Carbon Gap is managed by a board, made up of the TrusteeslDirectors who are also the rnembers of the Company. The board met12 times during the16 month period. The organisation is led by the Chief Executive Off icer, Christoph Beuttler. During the16 month period the organisation was also led by the former Chief Executive Officer, Glenn Morley. The senior management team is comprised of.. Mr P Wilson, Chief Operating Off icer Mr E Mitchell-Larson, Chief Science and Advocacy Officer (resigngd 24, August 2024) Mr J Townsend, Chief of Staff Ms R Avornic, Associate Policy Director Mr V Selen, Associate Policy Director Dr S Delerce, Associate Research Director Ms D Banerjee MBE, Associate Research Director (resigned 31°, August 2024)
OoGusign Envelope ID.. F567DA4E-C005-4559-9403-BAE3A9808815 RE Carbon Gap OBJECTIVES AND ACTIVITIES Our charity's purposes ore set out in the objects contained in the companys memorondum of ossociotion, and are to.. Further the charitable purposes of promoting for the benefit of the public the conservation, protection and improvement of the physical and natural environment, including the atmosphere and global climate system, and advancing the science of Carbon Dioxide Removal and related technologies. Ensuring ourwork delivers ouraims Carbon Gap has a theory of change to guide our strategy, which is reviewed by the board annually both with the senior management team and during oway days. In this16 month period, Carbon Gap held two offsite strategy sessions with the senior monagement team, and a closed strategy session with board members and the CEO. The theory of change states: Carbon Gap's theory of chonge stipulates that Carbon Dioxide Removal will not scale without making changes to the underlying 'rules of the gome,, such that all emissions are one day tied to an obligation to remove more corbon than wos emitted, with an explicit preference is to enshrine these chonges into law wherever possible. Carbon Dioxide Removal will not reach the scale that it needs to reach on its own. Unlike other climate technologies, such os solar and wind energy, Carbon Dioxide Removal has no meaningful existing morket to sell into. Carbon Dioxid8 Remov(Jl is o type of planetary waste manogemen¢ just like municipal waste collection, wastewater treotment. and nuclear waste disposal. The challenge faced in the cas8 of Carbon Dioxide Removal is arguably even more daunting than these other examples, glven thot C02 is invisible, globally distributed, and extremely long lived in the atmosphere. Just like these other forms of waste management, Carbon Dioxide Removal will not scale without changing the ur]derlying 'rules of the game.. The focus of our work The advancement of practices and technologies that directly or indirectly remove carbon dioxide or other identified greenhouse gases from the atmosphere (referred to as -carbon Dioxide Removal-),. Carrying out and commissioning evidence-led research in the subject of Carbon Dioxide Removal and publishing the useful result5,' Organising, convening, tunding and delivering educational and research publications, activities and events with key stakeholders, organisations and individuals.. and Building the capacity of academics, policymakers, NGO'S. the public ond others to understand, engage with and evaluate Corbon Dioxide Removal.
uocusign tnveiope Iu.. trJtriUA4È-iUuJ-4)JY4vJ-sAk0Yl5vJtS1j Carbon Gap PUBLIC BENEFIT In planning activities for the 16 month period, the Trustees referred to the Charity Commission guidance on public benetit and the need to comply with their duties under section 4 of the Charities Act 2011. Our objects and funding limit the work that we do to the conservotion, protection and improvement of the physicol and natural environment. Corbon Gap was created to be Europe's first independent, philanthropically funded environmental advocacy organisation focused on Carbon Dioxide Removal (Carbon Dioxide Removol). There is a clear consensus among scientists and the IPCC thot Corbon Dioxide Removal needs to be deployed at a massive scale. The consensus is thot it should be a complement to emissions reductions os part of an integrated climate policy,. however, we don't yet have that consensus among the public or poli¢ymokers. Who used and benefited from our activities? Our main activities ore described below. All our charitoble activities focus on the conservation, protection and improvement of the physical and natural environment for the benefit of the public and the planet. Public benefit is derived fromthe outcomes ofthe activities we undertake, we do not directly engage with the public. Our science and research led interv8ntions have meant meaningful changes in policy, in law, and to the public understanding of the issues in the environment. We work at multiple levels-. Partnerships with other NGO'S and Charities Gaining funding from independent philanthropic fovndotions Toking part as experts in public ond privote groups including EU expert groups and advising the politically agnostic UK civil service Advising and educotlng policy makers across parties Providing impartial, fact-based, research-led information to the public at large National and EU parliaments What impact did our activities have? Carbon Dioxide Removal requires a public consensus. In part, due to other related fields ofwork such as Carbon Capture and Storage being easier to understand and more widely discussed, more educotion is required with policy makers and the public at large to reach a consensus outside of science and academia that this is a critical part of the globol journey to net zero. Ourworkoverthe16-month period hos been wide ranging. Corbon Gap does not offer paid services- all the work we do is free to access including research, public dotabases, web portals, and expert advice.
Docu5wn Envelope ID.. F567t)A4E£Q05.4559.94D3.BAE3A9893B15 Carbon Gap What impact did our activities have? {contlnued) Policy Tracker Our flagship initiative is the Carbon Gap Policy Tracker. The Policy Tracker is a free to use, public web portal that launched in April 2023. Policy Tracker is a popular resourcethat has becomethestandard for policy files related to Carbon Dioxide Removal. It is updated multiple times weekly and currentty has comprehensive coverage of all 27 EU member states and four other European countries including the United Kingdom. Country Roadmaps for Carbon Dioxide Removal With thanks to the generous donations from the Grontham Institute on Climote Change and Environment. we have conducted an unparalleled lorge-scole assessment of the capacity, leasibility, and social acceptability of Carbon Dioxide Removol. Using a large network of scientists, and other experts, we have mapped out the geographical possibilities within each country for removal methods that forthefirst timetake into accounteach country's economy,existing industriol octivities, and based upon that research, created an indicative roadmap ot how removols could be scaled to reach their individuol targets towards carbon neutrality. Furthermore, our work saw us engage with the public directly through focus groups and workshops to goin doto and ts better understanding of public attitudes to the varying removal methodologios and how that may impact th8ir own communities. We successfully compl8t8d our pilot programme during this 16-month period and we have secured funding to roll out the programme to cover 80% of the European continental capacity for removals during 2024. As well as this, we hove mode the methodology and datosets open-source and we will publish a toolkit for global scalg-up to ensure that citizens of every country has the ability to have o voice, and to see how their own community may work towards net zero. Policy Advl¢e and Expert Guldan¢e The Carbon Gap website has become a wide ronging document repository for reseorch-led white papers and summaries that provide policy makers. industry and the public with independent guidance on wide ranging topics including policy, science and technology research and nature. Recent publications includ8 mitigation deterrence, soil health, certifying Corbon Dioxide Removal and more. The Carbon Gap team is comprised of expert researchers and policy strategists who have taken part by invitation to the Eu's relevant expert groups (cross-partyworking groups), as well as working directly with civil service, government and opposition advisors, and parliomentarians. Most recently we have advised the UK civil servic8 Within the Department for Energy Security and Net Zero and the office of the French Prime Minister. Our advice is always fact-based, research-driven and non- partisan. To further demonstrate this, we work with policy makers from across the political spectrum across individual nation states and the EU, our recommendations and guidance are published on our public website for transparency and peer review.
UQCU51gn tnveiope ru." r)UfVmqttuv?-9JjY-Ygv)-me¥ouVtt i) Carbon Gap What Impact did our activities have? (continued) Direet Interventions The Europeon Union has been very active in the sphare of the climate over the last 16 months. This has included some signficant work on legislation and guldance that involves Carbon Dioxide Removal. Carbon Gap hos worked to advocate for the best possible position in line with our charitable purpose both on legislotion directly involving Carbon Dioxide Removal and that which, while tangential, could still have a significant impact on the development of a robust, regulated approach for Carbon Dioxide Removol at scale.. Carbon Removal Certification Framework A key piece of legislotion defines the rules on certifying and regulating reliable Carbon Dioxide Removal activities. We were invited to the Expert Group to help correct the definitions of Carbon Dioxide Removal, and the rules on the uses of certitied units our odvice led directly to text changes in the finol legislation passed by the Parlioment. This legislation will increase the trust and legitimocy of removals such that the public and industryareableto see a fair systemto help the scale-up otremovals and ensure a legitimate approach is taken by corporations in their removals. Green Claims Directive The Green Claims directive (which in the EU means the member state chooses how to implement the rule and requires national legislation) gives guidonce on ensuring fair, accurate and verifiable clirnate claims in business and is a critical directive to build public trust ond confidence. We took a research led approach with Green Claims In which we made several recommendotions to ensure that it linked fully to the Carbon Removal Certification Framework as well as the like-for-like principle thot forms a core part of our advice in which it ensures accurate, reliable equivolence between emissions and the Carbon Dioxide Removal or mitigation efforts. The final, adopted text by the EU institutions was very closely aligned with our suggestions. other legislotion The chority hos worked actively on other research-18d policy areas such as the Net Zero Industrial Act and Industrial Carbon Managernent strategy. Our advice in thes8 areas has led to direct changes in the Netzero Industriol Actadopted bythe European Parliament to ensure that Carbon Dioxide Removal is included and in scope. Directly in the United Kingdom we have advised tho UK civil seNice on a pro bono basis and participated in a number of consultations in which we provide expert advice and research to assist Policy Maker5 in the steps prior to legislation.
DoGu$ign Enve ID" F567DA4E£005-4559-9403-BAE3A9808B15 REPORT OF THE TRUSTEES Carbon Gap What impact did our activities have? (continued) Direct Interventions Thought leadership The chority has throughout the 16-month period published a number of thought leadership pieces in white paper and policy maker summary formats for the benefit of the community. Our work is open source and publicly available and covers topics such as Mitigation Deterrence, and Nature Based Solutions. The charity has also been very active in leading the more general climate approoch to Climote Justice and created a framework for Policy Makers to assess policy against historic and current considerations such as historic emissions, the impact on the globol south, and ensuring equity. In the pursuit of non-portison public benefit, we have diligently creoted relationships across the political spectrum in which we seo MEP'S, MP'S and other policy mokers speaking at our events, requesting our guidance, and sitting side by side together building consensus across these critical areas. We have created a unique niche in the climate world as w8 are truly seen to be independent advisors and our work is unbiosed. FINANCIAL PERFORMANCE Carbon Gap is extremely grateful to all its donors throughout this 16-month period. In this finoncial year, the charity continued to demonstrate solid finonclol performance despite ongoing challenges withinthe external environment. Total income fortheyeor ornounted to £2,848,376, which represents 0 736Y. increase on the previous years donation5. In line with contracts income is released as expenditure is incurred. Sources of Income Our income was derived exclusively from philanthropic, independent foundations, ond oll funds are received as unrestricted funds. We do not derive funds from the general public, and we have not received donations from any corporation, government or individual. Our kind grant makers in the16-month period are.. Quadrature Climate Foundation Rio Vista Foundation Grantham Foundation stichting Eff8cti8f Fonden Breakthrough Energy Foundation Reserves Policy Our income rgcognition policy states that we do not operate reserves atthe yeor-end as all revenue is deferred to the following year. We therefore assess our status as a going concern by ensuring we have a year-end cash balance sufficient to cover 3 months operational expenditure.
Docusign Envelope ID.. F567DA4E-C0054559-9403.BAE3A9808B15 REPORT OF THE TRUSTEES Carbon Gap Fundraising Policy Carbon Gop conducts its own fundraising activity and does not use a commercial fundraiser. Corbon Gop does not use diract mailing to raise funds from the public. Carbon Gap received no complaints about Its fundraising activities In 2023. Trustees review Carbon Gap's fundraising on a regular basis. Carbon Gap is particularly grateful tor the support of its many benefactors. TrusteeslDirectors The Trustees of the charity in office during the 16-month period, who also served as Directors for the purposes of company law, were.. Cressida Pollock (Current Chairperson, appointed 22ndJanuary 2024,. appointed Trustee 28 February 2023) Remi Bouteille (resigned 27th February 2024) Timothy Kruger (appointed 28Eh February 2023) Susan Hooper (former Chairperson, resigned as trustee and chair 22 Januory 2024) Barbara le Fleming (appointed 241tt October 2023) Irena Spazzapan (appointed 28th February 2023) Benjamin Tincq (appointed 26th May 2022) nd The Trustees are not paid for their services to act as a trustee, however under section 185 of the Charity Act 2011, and in accordance with our memorandum and articles of associotion, the Trustees by quorum chose to contract with Tim Kruger for a specific piece of work which required his expertise during this 16 month period. No other trustees have an interest in any contract with Carbon Gap nor do they receive any renumeration for their seTvices. Reloted Parties As port of our commitrnent to transpargncy, we are required to disclose any related party tronsactions thot have occurred during the linanclol year. A related party includes individuals or organisations connected with the charity, such 0$ trustees, employees, or close family members. Details of other relat9d party transactions are given at note12 to these accounts. During the16 month period, the following related paty tronsoctions took ploce.. Trustee Name l Related Party.. Borboro le Fleming Nature of the Tron$actlon'. Reloted party is a Trustee of Carbon Gap whilst also remaining in position as the Financial Director of Quadrature Climate Foundation, a major funder of Carbon Gap. Amount ol the Transaction.. £1.2m was received from Quadrature Climote Foundation during the 16 month period. the related party was not a Trustee of Carbon Gop at the time these transactions took place. Reason for the Transaction.. The transaction is critical core funding for the charity, and the charity require the expertise of the related porty as a valued member of the trustee board due to her unique experiences. io
Oocu5ign Envelope ID.. F567DA4E-C005-4559-9403-BAE3A9808B15 REPORT OF THE TRUSTEES Carbon Gap Related Parties (continued) Trustee Name l Related Party.. Barbara18 Fleming (continued) Approval Process.. Quadrature Climate Foundation have been a funder of the charity since incorporation. During board meeting discussions, and where o quorum Is required for decisions, the related party recuses herself and this is noted in the minutes of the board of trustees. The board also satisfies itself that there is no conflict of interest in her role at Quadrature Climate Foundation as the related porty olso recuses herself formally with ony discussion or decision related to the chority. Truste¢ Name l Related Party.. Tim Kruger NaturooftheTransa¢tion.' Related party is a Truste8 of Carbon Gap whilst also being paid to work on a project for Carbon Gap. Amount ol th¢ Trunsaction: £18,000 was paid during the16 month period tor the work conducted. Reason for the Transaction.. The related party is considered an expert in his field, and his servic95 were sought on a paid-basis dueto the amount of time and engagement required on the specific project. Approval Process.. The trustee board, upon recommendation of the sensor leadershlp teom undertook a decision within a closed Session, excluding the related party, to approve the scope and payment for the services required. The decision was reached by quorum and noted by the board of trustees in the minutes. The charity has procedures in place to ensure thot any contlicts of interest ar8 identified ond managed. All trustees and senior management staff are required to disclose any potential conflicts at the start of each trustee meeting. Future plans The charity plans continuing the activities outlined above in the forthcoming years subject to satisfactory funding arrangements. In particular, we seek funding tor the exponsion of the Policy Tracker to include funding opportunities for scienc8, reseorch and industry in the field of removals os well as continuing with the Country Roadmops work to achieve 80% coverage during 2024. With directives being passed at EU level, we will next look to assisting individual member stotes and other non-EU European countries to formulate and achieve their own activities. Trustees. responsibilities for the financial statements The TrusteeslDirectors are responsible for preparing the Report of the Trustees and the finoncial stotements in accordance with applicable law and with opplicable Financial Reporting Standards. Company law requires the Trustees to prepare financial statements for each financial period, which give a true and fair view of the state of affairs of the charlty ond of the income and expenditure of the charity tor that period. In preparing those financial statements the Trustees are required to: li
Docusign Envek)pe ID.. F567DA4E-CD054559-940>8AE3A9608B15 REPORT OFTHE TrUSTEES Carbon Gap Trustees, responsibilities for the financial statements (¢ontinugd) select suitoble occounting policies and then apply them consistently,. makejudgements and estimates that are reosonable ond prudent,. and prepore the financial statements on the 'going concern, bosis unless it is inappropriate to (Jssume that the charity will continue to operate. The Trustees are responsible for keeping proper accounting records which 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 Companies Act 2006. They ore olso responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention ond detection ol fraud and other irregulorities. Risk Management The Trustees reviewed the major risks to which the charity is exposed at each board meeting ond satisfied themselves that proper systems and procedures are in place to manage those risks. All processes ond procedures are reviewed by the trustee boord once per year even in the event that no chonges are proposed. Trustees continue to pay close attention to all developments that could affect the operations ot Carbon Gop's partners ond other donors, and their ability to continue to support Carbon Gop. Finoncial risk is managed at each boord meetlng by reviewing management accounts, budgets and a cash-tlowforecast to ensurethot we remain at all times a going-concern andthatthe actuals meet the forecasted range. Any staff travel to conflict-offected areas takes tull account of Foreign, Commonwealth and Development Office Travel Advice, and of the views of local contacts. An insurance policy covering Directors. and Officers. Liability and Corporate Liability in connection with any negligence, default, breach of duty or breach of trust in relation to th8 company wos in force during the16-month period ond ot the time the report was approved, in addition to standord policies for Employers. Liability Insurance and Public and Products Liability Insurance. Audit Enquiries As far as Trustees are aware. there is no relevant audit information of which the choritoble company's aLiditors are unaware. Each ot the Trustees has token all steps that they ought to have taken as Trustees in order to make themselves aware ol any relevant audit information and to establish that the company's auditors are aware of such intormation. Auditors Cocke, Vellacott & Hill continue as auditors of the company. By Order of the Board OoGMSlgnedby'. Cressida Pollock TrusteelDirector, and Chair of the Board 27/2024 90144749F83F49C 27th September 2024 12
OoGu$vJn EnvePe IO". F567DA4EI005.45594O3.AE3A98o8Bl5 AUIYTORV REPORT Carbon Gap INDEPENDENT AUDITORS, REPORTTOTHE MEMBERS OFCARBON GAP LTD Oplnlon We hove oudited the finonciol statements ol Carbon Gap Ltd for the 16 month period ended 31 December 2023 which comprise the statement ol financial activities (incorporating income and expenditure account), balance sheet, statement ol Cosh flows and notes to the financial statements including a summary of significant accounting policies. The financial framework that has been applied in their prgparotion is opplicoble law ond United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Proctico) including FRS102-The Financial Reporting Standord opplicoble in the UK and Republic of Ireland-. In our opinion the financial statements.. give a true ond fair view of the state of the charitable companws affairs as at 31 December 2023. and ol its incoming resources CTnd application of resources for the16 month period then ended,. have been properly prepared in occordance with United Kingdom Geneially Accepted Accounting Practice,. and have been prepared in accordanee with the requirements of the Companies Act 2006. Basi$ for Opinion We conducted our oudit in occordance with International Stondards on Auditing (UK) (ISAS {UK)) ond applicable law. Our responsibilities under those stondards are further described in the Auditor's Responsibilities foi the Audit of the Financial Statements section of our report. We are independent of the charitoble company in accordance with the ethical requirements thot are relevant to our audit of the financial statements in the UK, including the FRC'S Ethical Standard. and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evldence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the financial statements, we hove concluded that the directors. use of the going concern bosis ot accounting in the preparotion of the financlal statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or Conditions thot, individually or collectively, moy cast significant doubt on the company's ability to continue os a going concern for a period of at least twelve months from when the financial statements are authorised tor issue. Our responsibilities and the responsibilities of the directors with respect to going concem are descrlbed In the relevant sections ot this reporL 13
Docusign Envelope ID." F567DA4E-C0054559-9403-BAE3A9808B15 IUDITOPS. REPORT. Carbon Gap other intormatlon The oth9r information comprise5 the information included in the annual report, other th¢Jn the flnancial statements and our auditor's report thereon. The directors are responsible for the other information. Our opinion on the financial statements doe5 not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our oudit ol the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other informotion is materially inconsistent with the tinancial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated,11 we identity such material inconsistencies or apparent material misstotements. we are required to determine whether there is a moterial misstotement in the financial statements or a material misstatement ol the other information. If. based on the work we have performed, we conclude thot there is o material misstatement of thls other Information, we aTe required to report that lact. We have nothing to report in this regard. Opinions on other matters proscribed bythe Companles Act 2006 In our opinion, based on the work undertaken in the course of the audit.. the inlormation given in the Trustees, Repor¢ which incorporates the Directors. Report prepared for the purposes of company law, for the financial 16 month period for which the tinoncial statements are prepared is consistent with the financial statements,. and tt)e Directors. Report included in the Trustees, Report has been prepared in accordance with applicable legal requiiements. other malters on which we tsre required to roPOVt by gxception In the light of the knowledge and understanding ot the charitable company and its environment obtained in the course of the oudit, we have not identified material misstCTtements in the Directors, Report, included within the Trustees, Rgporl We have nothing to report in respect ol the following matters where the Companies Act 2006 requires us to report to you if, in our opinion.. adequate and proper accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or the financial statements are not in agreement with the accounting records and returns,. or certoin disclosures of trustees, remuneration specified by low ore not made-, or we have not received all the information and explanations we require for our audit,. or the trustees were not entitled to prepare the financial statements in accordonce with the small companies regime and take advantoge of the small companies, exemptions in preporing the directors. report and from the requirement to prepore a strategic report. 14
Docusign Envelope 10." F567DA4E.C0054559-9403-BAE3A9808815 "AUDfw•RS' REPORT Carbon Gap Responslbllltles of trustees As expluined more fully in the trustees. responsibilities statement sgt out on page11 the trustees (who are olso directors of the charitable company tor the purposes of company law) are responsible for the preparation of the tinancial statements and for being Satisfied that they give o true and fair view, and for such internal contiol as the directors determine is necessary to enable the preparation of financial stotements thot ore free from material misstatemenL whether due to fraud or error. In preporing the financiol stotements, the trustees ore responsible for assessing the charitable companys obility to continue os o going concern, disclosing, as applicable, motters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no reolistic alternative but to do so. Aud6tor's responsibilities forthe audit ol thg financial statements Our objectives are to obtain reasonable ossuronce about whether the finonciol statements as a whole org freg from material misstatement, whether due to fraud or error, and lo issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAS (UK) will always detect a material misstatement when it exists. Misstatements con arise from fraud or error and are considered material if, individually or in the oggrggote, they could reasonably b9 expected to influence the economic decisions of users taken on the basis of these financial statements. Ext8nt to which the audit was considered capable of detectlng Irregularities. including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities. outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, Includlng fraud, is detailed below. We have obtained an understanding of the charitable compony's policies and procedures through discussions with senior management. We also drew on our existing understanding of the work that the charitoble company does. We understand that the charitable company complies with its responsibilities through Close involvement of the CEO and COO in the day to day running of the business and regular liaison between him and the Chair of trustees. Were there any litigation or claims they would com9 to the attention of the Executive Director directly. The choritablB company also holds regular board meetings. We hove reviewed the minutes of all meetings, ond no irregularities were identified. In the context of the audit, we considered those lows and regulations which determine the torm ond content ot the financial statements, which are central to the charitoble company's ability to conduct business and where failure to comply could result in material penalties. We hove considered the disclosure requirements of the Componies Act 2006 and the Charities Act 2011, along with the Charities SORP FRS102 ond thg Charities (Accounts and Reports) Regulations 2008 as pait of our finolisation processes. 15
DoGusigll Envelope ID.. F567DA4E-C0054559-94oE3A9808B15 ".>uDrroRP/ REPORT . Carbon Gap Ext¢nl to whi¢h the audit was considered capable of detecting irregularities. in¢luding fraud (¢ontinued) We discussed the possibility of fraud with senior management and whether they hod any knowledge of any actual, alleged or suspected fiaud. We designed our audit tests to consider controls and tested a sample of payments to fellows paying attention to the evidence obtained in respect of our scmple fellows. identities. In common with all oudits under ISAS (UK) we also performed specific procedures to respond to the risk of management override. We ossessed that the churitable company's control environment is adequate for the size ond operating model of such a charitable company. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at.. www.frc.org.uklauditorsresponsibilities. This description forms part of our auditor's report. Use of our report This report is made solely to the charitoble companys members, as a body, in accordonce with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work hos been undertaken so that we might state to the charitable companys members those motters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law. we do not accept or assume responsibility to anyone other than thecharltable company and the charitablecompanys members os o body, for our oudit work, for this report, or for the opinions we have formed. DAVID WARREN BA FCA (Senior Statutory Auditor) For and on behalf ofCOCKE, VELLACOTT & HILL Chartered Accountants and Statutory Auditor Unit 28 City Business Centre Lower Road LONDON SE16 2XB 27 September 2024 16
DocU9n Envelo ID.. F567DA4E-C0O545594a3-BAE3Ag808B]S AIIDITORYREPORT, Carbon Gap STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) For the16 month period ended 31st December 2023 unrestricted Funds Notes 2023 2022 Income from: Charitable activities Grants received 2846,531 386,907 Activities for Generotlng Funds Investment Income 1,845 Total income 2,848,376 386,907 Expenditure on: Raising funds Charitable activities Grants poyable Programme ond project work 2,843,617 386,907 Total expenditure 2,843,617 386,907 Net incomel(expenditure) other recognised gains l (losses) Corporation tax paid 4,759 Net movement in fund$ Reconciliation offunds Total funds brought forward 13 Total funds carried forward 13 All of the operations undertoken by the charitable company during the current and preceding 16 month periods are continuing operations and therewereno other recognised 9ains ond losses other than those above. 17
Docusign Envelope ID". F5670A4E-C005-4559-9403-BAE3A9808B15 FINANCIAL STATEMENTS Carbon Gap The notes on pages 20 to 26 form part of these finoncial statements 18
Docusign Envelope ID.. F5670A4E-C00>4559-9403-BAE3A9808B15 FINANCIAL STATEMEITrs Carbon Gap BALANCE SHEET as at 31st December 2023 Notes 2023 2022 rixed assets Tangible ossets 15.372 Total fixed assets 15,372 Current assets Debtors Cash at bank and in hand 15.260 1.181.443 377,140 Total current asset5 ,196.703 377,140 Liabilities Creditors.. Amounts falling due within one year 10 {1.212,075) (377.140) Net current assets (Ilabllltles) (15,372) Totol assets less current liabilities Cfeditors: Amounts falling due after one year Total ossets less current liabilities Thefunds of the charity. Unrestricted Funds - general 13 Total Charfiy funds 13 The financial statements were opproved by the Board of Trustees on the 27th September 2024 and signed on its behalf by.. - Do¢uSlgnedby'. Cressida Pollock (Trustee} BB144749F63F4>C 9/27/20Z4 Company Registratlon No: 13557860 The notes on pages 20 to 26 form part of these finonciol statements 19
Docusign Envelope ID.. F567DA4E£005455W940&BAE3A9808B15 FINANCIAL STATEMENTS Carbon Gap STATEMENT OF CASH FLOWS For the16 month period ended 31st December 2023 2023 2022 Notes Cash flows from operating activities Net movement in funds Add back depreciation charge Decreasel{increase) in debtors Increase in creditors 1.741 {15.260) 834.935 10 377,140 Net cash generated from operating activities 821.416 377,140 Cash flows from InvestSng actlvities Purchase ot tongible fixed assets (17,113) Net cash used in investing activities (17.113} Increase in cash 804.303 377,140 Bank and cash balance brought forward 377.140 Bank and cash balance carried forward 1.181,443 377,140 The notes on pages 20 to 26 form port of these ffinancial statements 20
Docusign Envebpe ID". F5670A4E-COO54559-9403-BAE3A9808B15 FINANCIAL STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS For the16 month period ended 31st December 2023 Accounting policies These financial statements have been prepored underthehistorical cost convention as modified by the inclusion of fixed assets investments at market volue, and in accordance with the Charitie5 Act 2011, the Companies Act 2006, and the Financial Reporting Standard applicoble in the UK and Republic of Ireland (FRS 102), and follow the recommendotions of the Chority Commission in Accounting and Reporting by Charities: Statement of Recommended Practice opplicable to charities preparing their accounts in accordance with the Financial Rgporting stondard opplicable in the UK and Republic of Ireland (FRS 102), the -Churities SORP (FRS 102)". The company is registered in England and Woles, is a public benefit entity and reports in £sterling, its principal currency. This year's financial statements are for the extended 16 month period I September 2022 to 31 December 2023. Corresponding figures are for the year ended 31 August 2022. The principal accounting policies adopted are as follows.. min All incoming resources are recognised once the charity has entitlement to the resources, if it is certain thot the resources will be receivgd, ond the monetary volue ot the incoming resources can be measured with sufficient reliability. Income is deferred where the charity has to meet conditions imposed by the donor before expenditure of resources can take place. Investment income ond interest received includes income tax recoverable where applicable. resources Ibl Resources ex Expenditure is included in the accounts on an accruals basis. lill Expenditure incurred on activities falling directly within one cost category is attributed to that category. Other expenditure, including salaries, has been reasonably and consistently apportioned to charitable activities and governance costs on a time spent basis. liiil Choritoble awards authorised by the chority and agreed by the grantee in the financial 16 month period and committed for payment before the end of the next finonciol 16 month period have been occrued in the accounts. ende The depreciable volue of each asset is written off over its expected useful life. This is currently expected to be three year periods for office equipment, while the depreciation charge on office furniture is calculated at 15/0 on book value. The useful life of each asset, its residual volue ond the amounts of depreciation charged are reviewed annuolly. Idl Taxation Provision for corporation tax is not necessary as the charitable company is a registgrod charity. No deferred tox provision is required. The charity is non-troding and is not registered for VAT.
Docusign Envelope ID.. F567DA4E-CLNJ54559-9403-BAE3A9808B15 FINANCIAL STATEMENTS Carbon Gap NOTESTO THE FINANCIAL STATEMENTS (continued) For the16 month period ended 31st December 2023 Accounting policies (continued) lel Unrestricted Funds The General reserve represents those funds that the Board may use in the furtherancg ofthe charltable objectives of the charitable company. Igl Forei Assets and liabilities denominoted in foreign currencies at the balance sheet date are translated into sterling at the closing rate. Transactions in foreign currencies are converted to sterling ot the rate ol exchange prevailing on the day of the tronsaction. eratin leases n exchan ains and losses Rent poyable under operating leases is charged to the income ond expenditure account os Incurred. lil Pensions Eligible stoff members received monthly payments of 8Yo of their salaries into a scheme administered by SMART in the UK and 4% in Belgium. One ellgible stalf member has opted out. Contributions made in the 16 month period are treated os an expense. 2. Charitable activiti¢$ During the16 month period the charity received grants and donations from the following 2023 Unrestricted 2022 Unrestricted Quadrature Climate Foundation (QCF) Breakthrough Energy Foundation SED- Stitching Effectief Doneren Grantham Foundation Climate Pathfinders Foundation South Pole France Other institutions and trusts 1,288.091 167.966 122.311 1.169.179 85.179 1.728 12.077 386,907 2.846.531 386,907 3. Investment Income 2023 2022 Interest from funds on deposit 1.845 22
Docusign Envelope ID.. F567DA4E-cOOSs9.94O3.8AE3Ageo6815 FINANCIAI STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS (continued) For the16 month period ended 31st December 2023 4. Charitableactivities- Programme and project work 2023 Unrestrlcted 2022 Unrestricted Salaries ond associated costs (notes i(b) (li) and 5) Directors and key management remuneration other personnel costs Consultancy costs Staff training Advertising and marketing Sponsorship tees Travel and events Rent office costs including IT expenditure Insurance .098,860 109.015 44.489 .094.183 3.603 28.589 120.000 87.260 69.116 39.827 1.874 6.000 106,015 7,075 25,693 277 88,039 58,814 200,999 4,369 6,079 1,112 1,699 Audit costs AccountaT)cy fees Legol and professional costs Finance charges Interest paid Depreciation 13,072 12528 193 1.741 2,843.617 386,907 Support costs included above amount to £150,387 (2022. £58,175). Governance costs included above amount to £19,075 (2022. £6,000) as r)oted below. 23
Do¢u$lgn Envelope ID.. F567DA4E.C0O5S94oBAE3A9e08B15 FINANCIAL STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS (continued) For the16 month period ended 31st December 2023 Charitable aetlvltles - Programme and project work (continued) Governance costs included are as follows-. 2023 Unrestri¢ted 2022 Total Director Remuneration Senior management time Professional Fees Meetings and related travel costs Audit Aocountancy and payroll related fe8s Legol fees 6,000 6,000 6,000 7,075 Totol governance costs 19,075 6,000 In common with many other charitoble companies of our size and nature we use ourauditors to ossist in the preporotion of the tinancial statements. 5. Staff costs and particulars of employees 2023 2022 2023 2022 Total remuneration ot employees.. Numbers Numbers Wages and salaries Social security costs Pension contributions 938.883 85,400 110.864 822 49.113 1,817 li .098.860 88,039 6 employees (2022- none) eorned above £60,000 per annum. No trustee had any remuneration during the current or preceding period. No trustee (2022 none) was reimbursed for travel expenses (2022 - £nil). There ore no other related party transactions other than as described in the rewrt of trustees. The salories figure above includes £144,390 {2022= £57,536) which relates to key management costs. Further informotion relating to additional key monagement costs 15 contained in note 6. The charitable company makes poyments into approved pension funds. The assets of the schemes are held separatety from those of the charitable company in independently administered funds. The pension costs charge represents contributions payable by the charitable company to the funds and amounted to £49,113 (2022 £1,817). No contributlons were outstanding or repoyable (2022 Nil outstonding or r8payabl8) to the funds at the period end. 24
Do¢usvJn Envelope ID". F567DA4E-C0054559.9403.BAE3A9808815 FINANCIAL STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS (continued) For the16 month period endgd 31st December 2023 6. Key management remuneratlon 2023 2022 Key management compensation Key management pension contributions 109,015 49,750 9,064 109.015 58,814 7. Taxation 2023 2022 Corporation tax paid in relation to prior year (relates to period betore registration as a charity) 4,759 8. Tangible fixed assets Equipment Total Cost Balance at 1st September 2022 Additions Disposals 17,113 17,113 Balance at 31st December 2023 17,113 17,113 Accumulated de reciation Balance at 1st September 2022 Charge for the16 month period 1,741 1,741 Balance at 31st December 2023 1,741 1,741 Net ljook value at 318t De¢ember 2023 15,372 15,372 Net book value at 31st August 2022 25
Docusun EnvekJpe ID.. F567DA4E.C005.4559.9403.BAE3A9808815 FINANCIAL STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS (continued) For the16 month period ended 31st December 2023 9. Debtors 2023 2022 Sundry debtors Income tax recoverable Accrued incorne Prepoyments other debtors 1.734 13.526 15,260 10. Credltors.. amounts folling due in one year 2023 2022 Trade creditors Short term compensated absencos other creditors and accruals Deferred income Taxation and sociol security Costs 123,492 33,452 237.192 150.048 801.048 213,093 16.891 7,385 6,614 ,212.075 377,140 i i. Financial commitments At the year end the choritable company had total commitments under non-cancellable operoting leases amounting to £4,576 (2022.. £0). 12. Reloled partytran$a¢tion$ As noted in the Trustees. Report, Barbara la Fleming is o senior munagement employee at Quadrature Climate Foundation, a major funder. She has no involvement in any funding decisions made by them. Tim Kruger was performed consultancy seNices amounting to £18,000, lee commensurate with the work done. There ore no other related party tronsoctions to disclose. 26
Docusign Envelope ID.. F567DA4E-C0054559-9403.BAE3A9808B15 FINANCIAL STATEMENTS Carbon Gap NOTES TO THE FINANCIAL STATEMENTS (continued) For thè16 month period ended 31st Decernber 2023 13. Total Charity Funds Balanee at I Sept 2022 Incoming Re$ources Resources Expended Balanc• at 31st Dec 2023 Unrestricted lunds General reserve 2,848,376 (2,848,376) Total ehurity lund$ 2,848,376 (2,848,376) 27