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2024-03-31-accounts

Registered number: 14454377 Charity number: 1202030

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

TRUSTEES' REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2024

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

CONTENTS

Page
Reference and administrative details of the Charity, its Trustees and advisers 1
Trustees' report 2 - 5
Independent auditors' report on the financial statements 6 - 9
Statement of financial activities 10
Balance sheet 11
Statement of cash flows 12
Notes to the financial statements 13 - 17

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

REFERENCE AND ADMINISTRATIVE DETAILS OF THE CHARITY, ITS TRUSTEES AND ADVISERS FOR THE PERIOD ENDED 31 MARCH 2024

Trustees Deep Shah, Chair
Trishna Shah, Trustee
Roy Fu, Trustee
Company registered
number
14454377
Charity registered
number
1202030
Registered office
14th Floor
Cavendish Square
London
W1G 0PW
Independent auditors
Sumer Auditco Limited
14th Floor
33 Cavendish Square
London
W1G 0PW

Page 1

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

TRUSTEES' REPORT FOR THE PERIOD ENDED 31 MARCH 2024

The Trustees present their annual report together with the audited financial statements of the Shahcircle Foundation for the period 1 November 2022 to 31 March 2024. The Annual report serves the purposes of both a Trustees' report and a directors' report under company law. The Trustees confirm that the Annual report and financial statements of the charitable company comply with the current statutory requirements, the requirements of the charitable company's governing document and the provisions of the Statement of Recommended Practice (SORP) applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102) (effective 1 January 2019).

Since the Charity qualifies as small under section 382 of the Companies Act 2006, the Strategic report required of medium and large companies under the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 has been omitted.

Objectives and activities

a. Policies and objectives

ShahCircle Foundation was established on 1 November 2022 and under the articles of association the objects of the Charity are for such charitable purposes for the public benefit as the Trustees may in their absolute discretion determine.

The Charity seeks to champion both established organisations and grassroots causes focused on empowering, enabling and uplifting women, children and vulnerable people in communities around the world. The initial objectives and principal activities are to be pursued worldwide and will focus on:

In setting objectives and planning for activities, the Trustees have given due consideration to general guidance published by the Charity Commission relating to public benefit, including the guidance 'Public benefit: running a charity (PB2)'.

Achievements and performance

a. Main achievements of the Charity

The foundation was founded on the belief that we all have the capacity to serve and that every small act creates a ripple effect of goodness. Our aim is to inspire people to be the change and serve others by supporting initiatives that plant seeds of positivity in the hearts of communities locally and globally.

Having funded the Charity through donations by one of the founding Trustees, the Charity is now actively evaluating grant opportunities. Grants are to be made at the discretion of the Trustees after giving carefully consideration to the merits and uses of funds.

This is the first period of operation for the Charity and this financial period was one of set-up with grants to start flowing from the next financial year.

Page 2

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

TRUSTEES' REPORT (CONTINUED) FOR THE PERIOD ENDED 31 MARCH 2024

Financial review

a. Going concern

After making appropriate enquiries, the Trustees have a reasonable expectation that the Charity has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

b. Reserves policy

The Charity's policy is to set aside funds for special purposes or as reserves against future expenditure.

c. Principal risks and uncertainties

The Trustees have considered the risks faced by the Charity. They consider the main risks to be:

a. Capital losses as a result of investment activity: the risk is mitigated by following a consistent investment policy and having regard to the suitability of investments and sufficient diversification.

b. The misuse of grants by third parties: the risk is mitigated through a robust diligence and monitoring process that is being implemented prior to any donations being made.

d. Financial review

During the period to 31 March 2024 the Charity recieved income of £5,099,009. Of this amount, £4,962,625 related to donations from a Trustee and £136,384 related to bank interest. Whilst there is no guarantee that the Charity will attract donations in the future, it has received verbal commitments from a founding Trustee that he intends to continue to donate in sufficient amounts to fund the charity’s need should it be required.

The Charity incurred support costs of £16,086 during this first period.

No direct charitable expenditure was incurred in the period. This is expected to change in future periods.

e. Investment policy

The Trustees may deposit or invest its funds in any manner as may be thought fit (including, but not limited to, the establishment of trading or other subsidiaries of any kind), but only after obtaining such advice from a Financial Expert as the Trustees consider necessary and having regard to the suitability of investments and the need for diversification.

Structure, governance and management

a. Constitution

ShahCircle Foundation is registered as a charitable company limited by guarantee, incorporated on 1st November 2022. The company was set up by a memorandum of association.

Page 3

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

TRUSTEES' REPORT (CONTINUED) FOR THE PERIOD ENDED 31 MARCH 2024

Structure, governance and management (continued)

b. Organisational structure and decision-making policies

The management of the Charity is the responsibility of the Trustees (who are also directors of ShahCircle Foundation for the purposes of company law). The Trustees, who have general control and management of the administration of the Charity and its property and funds, are elected and co-opted under the terms of the articles of association. They are responsible for the governance, strategic direction and policy making of the Charity.

The Trustees serve for such term as the Members may determine by notice to the Trustees. Subsequent Trustees are appointed by the Members by way of an ordinary resolution or by way of a notice in writing signed by all of the Members and delivered to the Trustees.

There shall be at least three Trustees. If the number of Trustees falls below three, the remaining Trustees may act only to circulate a written resolution to the Members and/or call a general meeting for the purpose of appointing one or more Trustees.

The Trustees will enlist the support of other advisors such as legal, tax and accounting specialists, as the need occurs and operate a grant management system for all grants.

No decision may be made by a meeting of the Trustees unless a quorum is present at the time when the decision is made. A quorum at a meeting of the Trustees may be fixed by the Trustees and unless so fixed shall be the greater of two or one-third of the Trustees.

Procedures have been implemented which are designed to identify and manage conflicts of interest and in the event that one or more Trustees is a Conflicted Trustee, if there is only one Trustee in office other than the Conflicted Trustee, the quorum for such meeting (or any part of a meeting) shall be one Trustee.

c. Financial risk management

The Trustees have assessed the major risks to which the Charity is exposed, in particular those related to the operations and finances of the Charity, and are satisfied that systems and procedures are in place to mitigate exposure to the major risks.

As at the close of the year, given the contemplated grant activity and the fact these grants are discretionary, the Trustees are satisfied that sufficient reserves are maintained.

Page 4

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

TRUSTEES' REPORT (CONTINUED) FOR THE PERIOD ENDED 31 MARCH 2024

Statement of Trustees' responsibilities

The Trustees (who are also the directors of the Charity for the purposes of company law) are responsible for preparing the Trustees' report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the Trustees to prepare financial statements for each financial period. Under company law, the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Charity and of its incoming resources and application of resources, including its income and expenditure, for that period. In preparing these financial statements, the Trustees are required to:

The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the Charity's transactions and 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 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.

Disclosure of information to auditors

Each of the persons who are Trustees at the time when this Trustees' report is approved has confirmed that:

Auditors

The auditors, Sumer Auditco Limited, have indicated their willingness to continue in office. The designated Trustees will propose a motion reappointing the auditors at a meeting of the Trustees.

Approved by order of the members of the board of Trustees and signed on their behalf by:

Deep Shah

Chair Date: 21/6/2024 | 11:25 BST

Page 5

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SHAHCIRCLE FOUNDATION

Opinion

We have audited the financial statements of Shahcircle Foundation (the 'charitable company') for the period ended 31 March 2024 which comprise the Statement of financial activities, the Balance sheet, the Statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Trustees' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charitable company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the Annual report other than the financial statements and our Auditors' report thereon. The Trustees are responsible for the other information contained within the Annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Page 6

(A company limited by guarantee)

SHAHCIRCLE FOUNDATION

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SHAHCIRCLE FOUNDATION (CONTINUED)

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Charities (Accounts and Reports) Regulations 2008 requires us to report to you if, in our opinion:

Responsibilities of trustees

As explained more fully in the Trustees' responsibilities statement, the Trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Trustees are responsible for assessing the charitable company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

We have been appointed as auditor under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Page 7

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SHAHCIRCLE FOUNDATION (CONTINUED)

In order to identify and assess the risks of material misstatements, including fraud and non-compliance with laws and regulations that could be expected to have a material impact on the financial statements, we have considered:

We also considered UK tax and pension legislation and laws and regulations relating to employment and the preparation and presentation of the financial statements such as the Companies Act 2006 and the Charities Act 2011.

Based on this understanding we identified the following matters as being of significance to the entity:

We communicated the outcomes of these discussions and enquiries, as well as consideration as to where and how fraud may occur in the entity, to all engagement team members.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised:

Page 8

(A company limited by guarantee)

SHAHCIRCLE FOUNDATION

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SHAHCIRCLE FOUNDATION (CONTINUED)

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.

Use of our report

This report is made solely to the charitable company's trustees, as a body, in accordance with Part 4 of the Charities (Accounts and Reports) Regulations 2008. Our audit work has been undertaken so that we might state to the charitable company's trustees those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and its members, as a body, for our audit work, for this report, or for the opinions we have formed.

David Pumfrey FCA (Senior statutory auditor) for and on behalf of

Sumer Auditco Limited Statutory Auditors 14th Floor 33 Cavendish Square London W1G 0PW

Date: 21/6/2024 | 11:25 BST

Sumer Auditco Limited are eligible to act as auditors in terms of section 1212 of the Companies Act 2006.

Page 9

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

STATEMENT OF FINANCIAL ACTIVITIES (INCORPORATING INCOME AND EXPENDITURE ACCOUNT) FOR THE PERIOD ENDED 31 MARCH 2024

Note
Income from:
Donations and legacies
3
Investment income
4
Total income
Expenditure on:
Charitable activities
5
Total expenditure
Net income
Net movement in funds
Reconciliation of funds:
Net movement in funds
Total funds carried forward
Unrestricted
funds
2024
£
4,962,625
136,384
5,099,009
16,086
16,086
5,082,923
5,082,923
5,082,923
5,082,923
Total
funds
2024
£
4,962,625
136,384
5,099,009
16,086
16,086
5,082,923
5,082,923
5,082,923
5,082,923

The Statement of financial activities includes all gains and losses recognised in the period.

The notes on pages 13 to 17 form part of these financial statements.

Page 10

SHAHCIRCLE FOUNDATION (A company limited by guarantee) REGISTERED NUMBER: 14454377

BALANCE SHEET AS AT 31 MARCH 2024

Note
Current assets
Debtors
8
Cash at bank and in hand
Creditors: amounts falling due within one year
9
Net current assets
Total net assets
Charity funds
Restricted funds
11
Unrestricted funds
11
Total funds
4,693
5,086,030
5,090,723
(7,800)
2024
£
5,082,923
5,082,923
-
5,082,923
5,082,923

The entity was entitled to exemption from audit under section 477 of the Companies Act 2006.

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

However, an audit is required in accordance with section 144 of the Charities Act 2011.

The Trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and preparation of financial statements.

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.

The financial statements were approved and authorised for issue by the Trustees and signed on their behalf by:

Deep Shah Chair Date: 21/6/2024 | 11:25 BST

The notes on pages 13 to 17 form part of these financial statements.

Page 11

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2024

Note
Cash flows from operating activities
Net cash used in operating activities
12
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
2024
£
5,086,030
-
5,086,030

The notes on pages 13 to 17 form part of these financial statements

Page 12

SHAHCIRCLE FOUNDATION (A company limited by guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

1. General information

The company is a private charitable company limited by guarantee, and is incorporated in England and Wales. The registered office is 14th Floor, 33 Cavendish Square, London, W1G 0PW.

The principal accounting policies adopted, judgements and key sources of estimation uncertainty in the preparation of the financial statements are as follows:

2. Accounting policies

2.1 Basis of preparation of financial statements

The financial statements have been prepared in accordance with the Charities SORP (FRS 102) - Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.

Shahcircle Foundation meets the definition of a public benefit entity under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy.

2.2 Company status

The company is a company limited by guarantee and has no share capital. The members of the company are the Trustees named on page 1. In the event of the company being would up, the liability in respect of the guarantee is limited to £1 per member of the company.

2.3 Income

All income is recognised once the Charity has entitlement to the income, it is probable that the income will be received and the amount of income receivable can be measured reliably.

2.4 Interest receivable

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the Bank.

2.5 Fund accounting

General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the general objectives of the Charity and which have not been designated for other purposes.

Investment income, gains and losses are allocated to the appropriate fund.

Page 13

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

2. Accounting policies (continued)

2.6 Expenditure

Expenditure is recognised once there is a legal or constructive obligation to transfer economic benefit to a third party, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is classified by activity.

Support costs which are not attributable to a single activity are apportioned between those activities on a basis consistent with the use of resources.

Expenditure on charitable activities is incurred on directly undertaking the activities which further the Charity's objectives, as well as any associated support costs.

All expenditure is inclusive of irrecoverable VAT.

2.7 Debtors

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

2.8 Cash at bank and in hand

Cash at bank and in hand includes cash and short-term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.

2.9 Liabilities and provisions

Liabilities are recognised when there is an obligation at the Balance sheet date as a result of a past event, it is probable that a transfer of economic benefit will be required in settlement, and the amount of the settlement can be estimated reliably.

2.10 Financial instruments

The Charity only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value.

3. Income from donations and legacies

Unrestricted Total
funds funds
2024 2024
£ £
Donations 4,962,625 4,962,625

Donations from trustees and other related parties during the year amounted to £4,962,625. No conditions were placed on these donations.

Page 14

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

4. Investment income

Unrestricted Total
funds funds
2024 2024
£ £
Interest receivable 136,384 136,384

5. Analysis of expenditure by activities

Support Total
costs funds
2024 2024
£ £
Grant making activities 16,086 16,086

Analysis of support costs

Legal & Professional fees
Audit & Accountancy fees
IT Software
Bank fees
Activities
2024
£
7,578
7,951
507
50
16,086
Total
funds
2024
£
7,578
7,951
507
50
16,086

6. Auditors' remuneration

Fees payable to the Charity's auditor for the audit of the Charity's annual accounts was £4,800. Fees payable to the Charity's auditor in respect of all other non-audit services was £3,151.

7. Trustees' remuneration and expenses

During the period, no Trustees received any remuneration or other benefits.

Page 15

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

8. Debtors
2024
£
Due within one year
Prepayments and accrued income 4,693
9. Creditors: Amounts falling due within one year
2024
£
Accruals and deferred income 7,800
10. Financial instruments
2024
£
Financial assets
Financial assets measured at fair value through income and expenditure 5,086,030
Financial assets measured at fair value through income and expenditure comprise cash at bank.
11. Statement of funds
Statement of funds - current period
Balance at
31 March
Income Expenditure 2024
£ £ £
Unrestricted funds
General Funds - all funds 5,099,009 (16,086) 5,082,923

Page 16

SHAHCIRCLE FOUNDATION

(A company limited by guarantee)

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2024

12. Reconciliation of net movement in funds to net cash flow from operating activities

Net income for the period (as per Statement of Financial Activities)
Adjustments for:
Decrease/(increase) in debtors
Increase in creditors
Net cash provided by operating activities
2024
£
5,082,923
(4,693)
7,800
5,086,030

Page 17