Lion Supporting RICS professionals and their families The Royal Institution of Chartered Surveyors Benevolent Fund Limited (A Charitable Company Limited by Guarantee) ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR FROM I APRIL 2022 TO 31 MARCH 2023 Company Number.. 980025 Charity Number.. 261245 The Royal Institution of Chartered Surveyors Benevolent Fund Limlted ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR FROM I APRIL 2022 TO 31 MARCH 2023 Contents Chairfs Foreword.................................................. Strate81¢ Report............................ . Trustees. Report.................................................-. Auditor￿ Report.. .. .19 Statement of FTnan¢ial Arttvities...... .2Z Balonce Sheet............-........... .23 statement of CashltQWS............................................ 24 Note5 to Financial Statements.......-............-....... .25 LionHeart CHAIR'S FOREWORD During 2022-2023, LionHeart continued to provide support to the RICS family ZS the world emerged from the Covld- 19 pandemic. Other signbffcant international challenge5 remaine(J, and we were delighted to coritinue to eKiend our global reach, including helplng surveyors in Ukraine and in the earthquake-affected Turkey. Through our incrèasing number of global ambassadors, we will continue to expand our serwce overseas. Closer to home, we 5ald goodbye to our base for the last few years at the ground floor of 55 Colmore Row, and we look forward to opening our new Birmingham office later this year, allowing the LionHeart team to once again have a permanent base from whlch to operate. The Board $3w one departure, and some slgnilicant appointment5. Katie Leppard, like me from the 'class of 2017,. stood dgwn after two term5 as a Trustee, during which she did much of the hea￿ lifting, often behind the scenes and unthanked until now. and was a wise and cool head around the table. In anticIpa￿On of several board rnembers'rgllin8 off, the board later in 2023, we also made three appointments: Neil A'Bear Iwho had already contributed to the Investment Commltteel, Simon Dunkling, and Neil Worrall. Between them, they bring a varlety of experience and knowledge. I was delSghted that the Baard agreed to create the role of Associate 8oard Members- a personal ambition of mine- to both gain insight from the nearly or newly qualiff ed end tsf the profession, and to provide Board-level experience to those at the start of their careers. From a competitive field, we were pleased to appoint Grace Conisbee and SO Sum Lee. who have already hit the ground running and made valuzble contributions. On the Senior Leadership Team, the Board were very happy to see the appointment of Doris Yuen as Head of Finance and Corporate Services, bringing extensive intemationa1 experience to the Charity. I would also like to thank David Homer, our Finance Manager, for keeping a steady hand on our fi'nance function until Doris's appointment. As Davina outlines below, we COn￿nUed to build upon and expand our range of setvices, mtsst notably our APC candidate 5UPPOrt, which has met with astounding succe5S. None of this is of course possible without a large number of Staff, volunteers and sUPPOrters, all of whom have played thelr part In ensuring that LionHeart is there for the surveying family, at any stage of their career, and whatever life throws at them. To all of you, I simply offer my very grateful thanks. Peter Mccrea FRICS FCIArb FRSA Chair, Board of Trustees, LionHeart LionHeart STRATEGIC REPORT 2022-2023 This was the fourth year of a flve-year strategy which aim5 to dramatiC311y increase awarene55 of and engagement in LionHeart with Royal Institution of Chartered Surveyors IRICSI members around the globe. There have been no changes to our vi5i0n, mission and values which remain as follows.. Our vision is to ensure that everyone in the RICS communlty has access to confidentlal, prartlcal support. Our mission is to deliver advice that matters and sUPPOrt that Counts,, personal, flexlble support for all RICS professionals and the people they love to help them overcome life's unexpected challenges. Our values are.. Integrity Compassion Professionalism Our five strategic priorities are.. Building Awareness- so that all RIC5 professiona15 know of LionHeart, understand it5 role, and have pride in association wlth It, Developing Engagement- so that the RICS world is interested and engaged in LionHearVs 5tOryi services and activities and takes opportunities to get involved, Global Development - to provide a truly global offer wlth seNlces and products meeting the needs of each RICS world region, Service Development and Dellvery- to deliver a validated range of Services meeting an increased demand with demonstrable impact on the wellbeing of RICS professionals, Organisational Development- to be an organisation that punches above its weight and achieves incredible results through delivery of its strategy. Operatlonal Management We have continued wlth our development of a full Set of Work plans that operationali5e the Strategic Plan and link delivery to KP15. Every member of the LionHeart staff team contributes to at least one of the work plans. All managers have been empowered to manage their own budget aligned to the work plans. Everyone has regular supervisiun that focuses on the delivery of work plans. In this way we ensure that our focus is upon the delivery of the Strategic Plan. The values of the organisation.. Flexibility, Compassion, Professionalism, and Integrity are central to our operation5 and are discussed at meetings and within individual supeN15ion sessions. Diiital Transformatlon We have made significant progress in a review of the use of data and digital technology across the organisatlon and as a result will be developlng pilot Initiatives within the final year of our current strategy as a launchpad for more strategic change during the next strategv. LionHeart A Great Place to Work We ensure that we consider the wellbeing of the staff team. We ask for feedback on staff wellbein& experlence, and motivation regularly using an anonymous all staff suivey. The full staff team is now working from home with visits to the office now limited to specific meetings or events. We continue to invest in staff development with the organisational learning plan and the launch of our Management Development Programme which will continue for another full year. We have had two extErnal reviews of our workplace wlthln the year. An Investors in People review resulted in the organisation retaining our IIP Gold Statils for another three years. We engaged EDI Specialists EMBED to carry out a review of our policies and practice with regards to Equality. Diversity, and Inclusion. A large amount of good practice was identified indicating that we have good foundations on which to build. We will be rolling out the recommendations across the organi5ation over the next 1- 2 years via several EDI task groups looking at policies, people and our communications and appearance. Engagement Our warm inclusive and reassuring tone ha5 enabled us to further build our online audience with 8 19% growth in website visits including vi51tors from almost every country in the world. Many visitors arrive at our website by following links from social media or from content we have supplied to our corporate and education partners and from our own supporter newsletters. Our social medla following has seen another Impresslve increase. up 25% In the last year - and 65% in the last two years prompted by 3 varied output of insplring stories and blogs and thou8ht-provoking articles. Of particular importance has been the signific3nt growth of our Linkedln following which provides our most globally diverse audience. Our followin8 has been boosted by both spontaneous posts from grateful reclplents thanklng the LionHeart team for theirsupport with APC presentation preparation5 and also social media activity surrounding innovative virtu31 fundraising events this year. As a predominantly professlonal platfomi, Linkedln has become not only a vital place for us to communicate the LionHeart story but also a Space where we have genuine engagement and conversations with individuals and firm5. It is helping us consolidate our presence within the professlon as an organisation people both want to be involved with and turn to for support. We have continued tts invest in our online training offer, delniering new live webinars and increaslng the range and number of webinars available to download and view on demand. In additlon, the post-Covld-19 return to face-to-face events led to an increase in the opportunities to contribute to live conferences and events and we shared both wellbeing content and promotlonal message5 at a broad range of events during the year. Our support for APC (Assessment of Professional Competence) candidates continued to prove popular and became the most requested servlce on our helpline. We also began taking our APC support global, working alongside the RICS to maximise reach. We saw significant growth in the number of education partners we work with, delivering webinars designed specifically for students and apprentices as well as highlighting the other services we are able to prtsvide. We hope that this really positive experience of LionHeart so early in their careers will mean they continue to use our servI￿S and advocate for LionHeart for the rest of their careers. During the year we continued to grow our ambassador network both in the UK and globally and we also increased the number of organisations we work with to raise awareness of our service5 and Share our learning opportunities. Some of our ambassadors spoke on our behalf at events around the UK and many of them actively advocate for us on social media. sharing and engaging with our content and often contributing to blogs, news, and video post5. We also recruited two assoclate board members, giving younger professionals the opportunity to gain board experience and further increasing the diversity of our board. LionHeart As the war in Ukraine continued to develop over the year, we were able to provide financial and other support to a significant proportion of the RICS members in Ukraine. We were 31s0 able to help members in Turkey after the devastating earthouake there. 80th events made use of our good connections Wlth the RICS and enabled us to highlight the global nature of our 511PPOrt and were warmly received by the global Surveying communitv. Developlng SenJlce$ As the cost-of-living crisis developed, we delivered a new webinar on managing finances and began discussions with a new partner to deliver a service focused on financial education to be launched early in the 2023-24 financial year. We also developed and dellvered new webinars and other content on menopause. neurodiversity, and imposter synilrome, all subjects the Surveyors and firms we work with had indicated they were interested in. We also launched a pilot webchat project, designed not to detract from our telephone service but to offer an alternative way of contacting us for people who, for whatever reason, aren't able to speak on the phone - perhaps due to the risk of being overheard or because they find using the phone difficult. Our coun5elling services continue to be in high demand. This year we have also developed InformatSve content with our youth counselling partners to promote this seNice to families. We have also set in place plans to develop the sÈrvice to include couples counselling. Highlights from this year include: 13.702 individual arts of support, a 48% increase on the previous year, Our combined webinar and on demand audience was up 27% to 7,632, Our social media audience increased by 25%, Our APC support service grew by 37%, Our legal advice service saw an increase of 42%, We welcomed a further 12 organisations to corporate partnership and 9 institutions to education partnership this year. We recruited a further 23 ambassadors, taking our total to 82 volunteer5 who are avallable to share their lived experlence and to promote LionHeart within the profession. 22 of these are global ambassadors and are drawn from 11 different countrie5. Em[1￿5 Story Emily first contacted LlonHeart after the very sudden death of her father. She'd taken two weeks off work but, on her return, found herself really struggling to cope with her grief. Emily's regular calls wlth her LionHeart support officer became a real lifeline especlally when, a couple of month5 later, she was made redundant from her surveying job. She said.. .1 was In a very up5ettlng and dark place when I reached out to LionHeart and cannot fault the service. Over time, the support changed from dealing with the immediate grief to help with other things, such 05 5UPPOrt with work-related issues and stress. It was suth a ieassuring constant thmughout a period that was so upsetting and uncertain., We gave Emily help with her CV and interview Skills. She stayed In touch as she settled into a new job and graduallv moved fonmard from such a traumatic year. She added.. "LionHeart's support helped to make things so much more manageable than they would have been. I honestly don't know how I would have coped without you." LionHeart Brian's Story Brian lost his job in the aftermath of Covid and was struggling to find a new position in the property industry. In his 40s, it had been 3 long time since he had been a job hunter.. he was worried about money and struggling with his sense of self-worth. LionHeart gave Brlan a monthly grant to help. He also received counselling and help with hls search for a new job. He said.. "LionHeart helped me avoid losing my home ané helped me become financially self-sufficient again. They helped with my selfmmend to the Board of Trustees a change of investment managers, when required, To oversee and manage the 5eleetion process for new investment managers. Committee Membership- James Williamson Philip Ne51 James Grierson Philippa 5ampson-83ncroft Chris Perkin5 Neil A'Bear Dorls Yuen Trustee, Chair Trustee, Vice Chair Trustee Trustee Co-opted Co-opted, Trustee from December 2022 LionHeart, joined September 2022 Inon-voting member) SENIOR LEADERSHIPTEAM The Trustees delegate day to day management of the charity to the Senior Leadership Team, who attend Trustee and Committee meetings 3s approprlate and report on the activities of the charity to Trustees regularly. Chlef Executive Davina Goodchild Head of Finante & Corporate Servlces Doris Yuen, lolned September 2022 Head of Operations Juliet Smith50n PROFESSIONAL ADVISERS Auditor5 Crowe U.K. LLP, Black Country House, Rounds Green Road, OldbL¢ry, West Midland5, B69 20G LionHeart Sollcltors Wilsons, Alexandra House, St Johns Street, Salisbury SPI 2SB Investment Managers Sara5in & Partners, Juxon House, 100 St Paul's Churchyard. London, EC4M 8BU CCLA, Senator House, 85 Queen Victoria Street, London, EC4V 4ET. Bankers Unity Trust Bank PLC, Nine Brindleyplace, Birmingham, 812HB Corporate Governance Internal controls over all forms of commitment and expenditure contSnue to be refined to improve efficiency and effectivenes5. Processes are in place to ensure that performance is monitored, and that appropriate management information is prepared and reviewed regularly by both Executive Management and the Board of Trustee5. The systems of internal control are designed to provide reasonable but not absolute a55urance against rnaterial misstatement or loss. They include.. A business plan and annual budget approved by the Trustees, Regular tonsideration by the Trustees of financial results. variances from budgets, non-financial performance indicators and benchmarking reviews, Delegation of day-to-day management authority and 5egre8ation of duties, Identification and management of risks. Rlsk Mpnagement The Trusteès have continued to focv5 on Risk Management. This has involved.. Identifying the majur risks facing the charity, Assessing the likellhood and severity of the risks identlfied, Reviewing the existing controls that the charity has in place to mitigate the risks, Seeking to identify and implement any further actions required to manage risk. The Trustees confirm that they have systems in place to mitigate the major risk5 facing the charity which they have identified. Recent reviews have included consideration of how all aspects of Covid-19 may affect the charity. Major ri5k5 identified include.. Vol3tility of incorne, from both investments and donatiDn5. To mitigate thi5 the Investment Committee monitors performance, and WE encourage donations by mLJltiple methods. Sufficient reserve5 are held in case income falls significantly. Our reliance on the RICS for a slgnificant proportion of our Income In the form of subscription donations. Third Party Indemnlty for Directors Qualifying third party indemnity provision is in pSace for the benefit of all Trustees of the charitable company. This cover Is up to £2m and cost £lk12021-2022 £lkl. 18 LionHeart Statement as to Di5clo$ure of Information to Auditors The Tru5tee5 who were in office on the date of approval of these financial statements have confirmed, as far as they are aware, that there is no relevant audit information of which the auditors are unaware. Each of the Trustees have confirmed that they have taken all the 5tep5 that they ought to have taken as Trustees to make themselves aware of ny relevant audit information and to establish that it has been communicated to the auditor. Audltors LionHeart's auditors for financial year ending 31 March 2023 are Crowe U.K. LLP. Crowe U.K. LLP has indicated its willingness to be reappointed as statutory auditor. This report has been prepared in accordance with the Statement of Recommended Prartice Accounting and Reporting by Charltle5 and in accordance with the special provisions of Part 15 of the Companies Act relating to small companies. The report and accounts were approved and authorised by the Board of Trustees on 7 September 2023 and signed on behalf by.. Peter Mccrea FRICS FCIArb FRSA Chair, Board of Trustees, LionHeart 19 LionHeart Independent Audltors, Report to the members of LlonHeart (The Royal In5tltutlon of Chartered Surveyors Benevolent Fund Llmitedl Opinlon We have audited the f inanclal statements of LionHe8rt IThe Royal Instltution of Chartered Surveyors Benevolent Fund Llmitedl for the year ended 31 March 2023 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cashflows and notes to the financial statements. including signlficant accounting policies. The financial reportlng framework that h35 been applied in thelr preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republlc of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements.. give a true and fair view of the state of charitable company's affairs as at 31 March 2023 and of its income resources and application of resource5, Sncluding its income and expenditure, for the year then ended have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice- and have been prepared in accordance with the requirements of the Companies Act 2006 Basls for oplnion We conducted our audit in accordance with International Standard5 on Auditing IUKI IISAS IUKII and applicab1e13w. Our responsibilities under those standard5 are further described in the Auditorfs responsibilities for the audit of the financial statements section of our report. We are independent of the charitable company In accordance with the ethical requirement5 that are relevant to our audit of the financial statements in the UK, including the FRCS 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 relatlng to going concern In audltlng the financial statements, we have concluded that the trustee's use of the going concern basis of accounting in the preparation of the finaricial statement5 is appropriate. Based on the work we have performed, we have not Identlfied any material uncertalntles relatlng to events or condltions that, individually or collectively, may cast signlficant doubt on the charitable companvs 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 responsibillties and the responsibilities of the Trustee5 Wlth respect to going concern are described in the relevant sections of this report. Other informatlon The Trustees are responsible for the other information contalned within the annual report. The gther information comprises the information included in the annual report, other than the financial statement5 and our auditorfs report thereon, 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 expre55 any form of 25surance conclusion thereon. Our responsibility is to read the other infomation and, in doing so, consider whether the other information is materially Inconsistent with the financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material mi55tatements. we are required to determine whether thi5 gives rise to a material misstatement in the financial statement5 thern5elves. 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 thls regard. 20 LionHeart OplnSons on other matters prescribed by the Companles Act 2006 In our opinion based on the work undertaken in the course of our audft the information given in the Trustees, report, which includes the director5, report and the strategic report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial 5tatements,' and the strategic report and the directors. report included within the Trustee5' report have been prepared in accordance with applicable legal requirements Matters on which we are requlred to report by exception In light of the knowledge and understanding of the charitable company and their environment obtained in the course of the audlt, we have not Identified material misstatements in the strateglc report or the directors, report included within the Trustee5' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 require5 U5 to report to you if, in our opinion= adequate and proper accounting records have not been kept,. or the financlal statements are not Sn agreement with ihe accounting records and returns: or certain disclosures of Trustees, ￿mUneration specified by law are not made,. or we have not received all the information and explanations we require for our audit Responslbllltles of trustee5 As explained more fully in the Trustees, responsibilities statement set out on page 13, the Trustees Iwho are also the dlrectors of the charitable company for the purposes of company lawl are responsible for the preparation of the financial statement5 and for being satisfied that they give a true and fair view, and for such inteTnal control as the Trustees determine is necessary to enable the preparation of financial statements that are free from material misgt3ttment, whether due to fraud or error. In preparing the flnancial statement5, the Trustee5 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 con¢ern ba515 of accounting unless the Trustees either intend to liquidate the charitable company or to cease operation5. or have no realistic a￿ernatIVe but to do so. Ayditorfs responslbilitles foy the audit of the financlal statements Our objectives are to obtain reasonable assurance about whether the financial statement5 as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable asstjrance Is a hlgh level of assurance but is not a guarantee that an audlt conducted In accordance with ISAS IUKI will always detect a materi31 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 economlc decisions of users taken on the basis of these financial statements. Details of the extent to which the audit was considered capable of detecting irregularities, including fraud and non- compliance with laws and regulations are set out below. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Councll's web51te at.. www.frc.org.uklauditor5responsibilities. This description foms part of our auditor's report. Extent to whlch the audit wa5 considered ¢apable of detertlng Irregularitle5, Includlng fraud Ir￿gUlaritIes, Includlng fraud, are instance5 of non-compliance with laws and regulations. We identified and assessed the ri5k5 of material misstatement of the financial staternents from irre8ularitiÈs, whether due to fraud or error. and discussed these between our audit team members. We then designed and performed audit proCedU￿S responsive to those rlsks, including obtaininB audit evidence 5vffi¢ient and appropriate to provide a basis for our opinion. 21 LionHeart We obtained an understanding of the legal and regulatory frameworks within whith the charitable company operate5, focusing on those laws and regulations that have a direct effert on the determination of material amounts and disclosure5 in the financial statements. The law5 and regulations we considered in this context were the Companie5 Act 2006, the Charities Act 2011 together with the Charitie5 SORP IFRS 1021. We assessed the required compliance with these laws and regulations as part of our audit procedures on the related financial statement items. In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which might be fundamental to the charitable company's ability to operate or to avoid a material penalty. We also considered the opportunities and incentives that may exist within the charitable company for fraud. The laws and regulations we considered in this context for the UK operations were Charitv Commission regulatlons, General Data Protertion Regulation IGDPRI, Anti-fraud, bribery and corruption legislation, Employment legislation and Taxation legislation. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enqulry of the Trustees and other management and inspection of regulatory and legal correspondente, if anv. We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be within the timing of recognitlDn of income znd the override of controls by management. Our 3udlt procedures to respond to these risks included enquirie5 of management about their own identification and assessment of the risks of irregularities, sample testing on the posting of joumals. designing audit procedures over income, reviewing accounting estimate5 for bia5e5, reviewing regulatory correspondence with the Charity Commission, and reading minute5 of meetings of those charged with governance. Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatement5 in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations lirregularltSesl Is from the events and transactions reflected in the financial statements, the le55 likely the inherently limited procedures required by auditing Standards would identify it. In addition, as with any audit, there remained a hlgher risk of non-detection of irregularities, as these may involve collusion, forgery, Intentlonal omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. Use of our report This report Is made solely to the charitable companvs members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's members those matters 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 responsibTlity to anyone other than the charitable company and the charitable £omp3nV5 member5 a5 a body, for our audit work, for this report, or for the opinlons we have formed. C¢ Kerry Brown, Senior Statutory Auditor For and on behalf of Crowe U.K. LLP. Statutory Auditor Black Country House Rounds Green Road Oldburv West Midlands B69 2DG Date: 22 September 2023 22 LionHeart STATEMENT OF FINANCIAL ACTIVITIES 1lntorpor4tinE 3n lTrcorne and E¥pendrture A¢fNntl FOR THE YEAR FROM I APRIL 2022 TO 31 MARCH 2023 Unrestritted Funds Year Ended 31 March 2023 Total Unrestrlcted Funds Year Énded 31 March 2022 Total Notes £000 £000 £000 £000 Income From: Donations and Legacles 1,163 1,163 1,120 1,120 Other Trading Activitie5 Investments 947 947 866 866 Totsl Income 2.110 2,110 1.992 1,992 Empenditure on.. R3ising Fund5 Investrnent Mana8ement Fee5 Charitable Activities 58 58 53 53 84 iio 1.905 iio 2,086 2,086 1,905 Total Expenditurè 2,228 2,228 2,06B 2,068 Realised Net Gains on Investments Unrealised Net Galns / IL0551 on Investments 18 18 19 19 11,4061 11.4061 273 273 Ner IncomellExpendlturel 11,5061 11,5061 216 216 Transfers Between Fund5 Other Recognised Gains I IL055e51'. Actuarial Gains / IL055e51 on Defined Benefit Pension Scheme 21 1571 1571 405 405 Net Movement In Funds 11,5631 11,5631 621 621 Reconclllatlon of Funds Total Funds Brought Forward 27,381 27,381 26.760 26,760 Totsl Funds Carried Forward 25,818 25,818 27,381 27.381 The statement of financial activities include5 all galns and10sses recognised in the period. All income and expenditure derive from continuing activities. The notes on pages 25 to 41 fomi part of these financial statements. 23 LionHeart BAL4NCE SHE￿As AT31 MARCH 2023 CCMPANY REGISTRATION No. 980025 REGISTERED CHARITY No. 261245 31 March 2023 31 March 2022 NOTES £000 £000 £0 E(M)O Fixed Assets Int3ngible Assets Tangible Assets Investments.. Pooled Investments.. Social li 12 13 14 24.055 74 25,041 79 Total Flxed Assets 24,130 25,123 Current Asset5 Debtor5 Cash at Bank and in Hand 15 275 I,S96 1,871 399 1,872 2,271 Total Current Assets Credltors Amounts falling dve within gne year Net Current As5els 16 12561 (IS81 1,615 2,113 Total a$5ets less current liabililles 25,745 27,Z36 Creditors Amounts falling due after one year 16 Defined Pension Stheme Uablllty 21 73 145 Total Net Assets 25,818 27.381 Funds Restricted Funds Unre5tri¢ted Deslgnated Funds Unrestrlcted Free Funds 23.074 2,671 24,352 2,884 Pension Reserve 73 145 Total Charlty Funds 18 25,818 27,381 The account5 are prepared in accordance with the Companies Act 2006 and Financial Reporting Standard 102 and with the special provisions of Part 15 of the Companies Act relating to small companies. Signed on behalf of the Board of Tru5tee5 and authorised for issue on 7 September 2023. Peter Mccrea FRICS FCIArb FRSA Chair, Board of Trustees, LionHeart The notes on pages 25 to 41 form part of these financial statement5. 24 LionHeart STATEMENT OF CASHFLOW5 FOR THE YEAR ENDED 31 MARCH 2023 Year Ended 31 March 2023 Year Ended 31 March 2022 Note £000 £000 Cash Flows from Operatin8 Actlvltles: Net Cosh Providedby/(used In) OperotlngActivities 23 18201 iii Cash Flows from Investlng Actlvltles: Returns from Investments Purthase of Property, Plant, Equipment & Intangible5 Proceeds from Sale of Investments Purchase of Investments Net Cosh Provlded by/{u5ed inj Investing ArtiViTties 947 866 13 136 97 Isooi 544 11,5001 15011 Change In Cash and Cash Equivalents In the year Cash and Cash Equivalents at l April 2022 Cash and Cash Equivalents at 31 March 2023 12761 1,872 1,596 15021 2,374 1,872 25 LionHeart NOTES TO THE FINANCIAL STATEMENTS l. Accounting Policies Charity Intormatlon LionHeart is a registered charlty (number 2612451 and company limited by guarantee with no share capltal. registered in England and Wales (number 9800251. Its registered office and principal place of busines5 is 55 Colmore Row, Birmingham, 83 2AA. Since the flnancial period being reported on the registered office and principal place of business has changed to I Cornwall Street, Birmingham B3 2DX. Basis of preparation The financial statements have been prepared under the historical cost convention, except for investments which are included at fair value, and in accordance with the Statement of Recommended Prattice: Accounting and Reporting bv Charlties preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 issued on 16 July 2014 and the Compinie5 Act 2006. The charlty meets the definition of a public benefit entity under FRS 102. A55et5 and liabilities are initially recoEni5ed at historical c05t or transactlon value unless Otherwise stated in the relevant accounting policy notes. Going Concern The accounts have been prepared on a going concern ba515. Having carried out a detailed review of LlonHearfs resources and the challenges presented by the current economic climate, the Trustee5 are Satisfied that the charity has sufficient cash flow5 to meet its liabilities as they fall due for at least one year from the date of the approval of the accounts. There are no significant financial uncertainties which the Trustees conslder are a significant risk to the ability of the charity to trade as a going concern in the foreseeable future. Funds Strurture LionHeart ha5 one unrestricted and unde5ignated fund, three de5ign3ted funds and no restricted funds. General funds are unrestricted funds which are available for use at the discretion of the Trustees in furtherance of the objectives of the charity and which have not been designated for other purposes. Designated funds are unrestricted funds that have been set aslde by the Trustees for particular purposes. These funds are reviewed annuallv. Restricted fund5 are funds which are to be used in accordance with specific restrictlons imposed by donors or which have been raised by the Charity for particular purposes. Expenditure 15 charged to the Statement of Financial Activities when incurred. Income Donations received directly by LionHeart are accoLJnted for on the day of receipt or when they become entitled to them. Donitions collected by third parties are accounted for as cash in third parties, hands on the date of receipt by the third party. Legacies are accounted for as soon as entitlement. probability and monetary value can be established. For investments, accounting entrie5 are based upon the quarterly returns submitted by our investment m?naÉement company. Expendlture and Irrecoverable VAT Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the charity to the expenditure. All expenditure 15 accounted for on an accruals ba515 and has been classified under headings that aggregate all costs related to the category. Grants payable to beneflciaries are accounted for where either we have agreed to pay the grant without condition and the recipient has a reasonable expectation that they will receive 3 grant, or where any conditlon attaching to the 26 LionHeart grant is fulfilled. We have taken the exemption available for charity trusts registered in England and Wales from providing the name5 of grant recipients and the amount5 of the grants. Irrecoverable VAT 15 charged against the category of expenditure for which it was incurred. where possible costs are dlrecrly attributed to specific activities. Overhead and support costs which relate to more than one activity are apportioned between those activities. Tangible Fixed Assets and Depre¢lation All a55ets costing more than £1,000 are capitalised and are valued at depreciated historic cost. Depreciation is charged on fixed assets on a stralght-line basis over their estimated useful life. The useful life of LionHeart's fixed a55ets is 3 years for office and computer equipment. Intanglble A55et5 and Amortlsation Intangibles are amortised over 3 years, wlth a full yearfs depreciation charged in the first year. Investments Inve5tmen15 are st3t@d at fair value as at the balance sheet date. The Statement of Financial Activities includes the net gains Bnd losses arising on revaluation and disposals throughout the period. The fair value OF the investments is the quoted bid price. Soci31 Investments are loan5 to beneficiaries. Loans are partially provided for in case of default. The 5h3res in Gravesend and District Property Company Ltd were disposed of within the year. Pension5 LionHeart operates defined benefit and defined contribution Imoney purchase) schemes. Note 21 gives detai15 of the defined benefit scheme. The calculations on the recognition of gains and losses and the notes are produced in accordance with FRS 102 requirement5. For dèfined benefit retirement plans, the £05t of providing benefi'ts is determined using the projected unit credit method, with actuarial valuations being carried out at each balance sheet date. Actuarial gain5 and1055e5 arising are recognised immediately in the Statement of Financial Activities. Past service costs are recognised as an expense on a stralght-llne basis over the average period until the benefits become vested. To the extent that the benefits have already vested, the cost is recognised immediately in the Statement of Financial Activities. The amount recognised in the balance sheet represents the present value of the defined benefit obligation, adjusted for unrecagnised past service costs, and reduced by the fair value of plan assets. Any asset resulting from this calculation is limited to the lower of the asset and any unrecogni5ed past servlce cost plus the presentvalue of available refund5 or reductions in future contributions to the plan. The rate used to discount the benefit obligatlons is based on market yields for high quality corporate bonds with terms and currencie5 consistent with those of the benefit obligations. Gains and losses on curtailments/settlements are recognised when the curtailment/5ettlement occur5. Debtors Trade and other debtors are recogni5ed at the settlement amount due after any trade discounts offered. Prepayments are valued at the amount prepaid net of any trade discounts due. Cash at Bank and In Hand Cash at bank and cash in hand includes cash and monies on short term deposit, at the bank and other short-term liquid investments with original maturities of three months or le55. Credltors and Provi5ion5 Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditor5 and provisions are normally recognised at their settlement amount allowing for any trade discounts due. 27 LionHeart Flnanclal Instruments The charity only has financial assets and liabilities of a kind that qualify as basic financial instruments and are not considered to be of a financial nature. Such financial instruments, except for investments classified at fair value through profit and loss, are initially recognised at transaction value and subsequently measured at their settlement value. CrFtical A¢countlng Estimates and Areas of Judgement Estimates and judgements are continually evaluated and are based on historical experience and other fattors, including expectations of future events that are believed to be reasonable under the circumstances. Trustees have determined a level of provislon against the loans made to beneficiaries, thi5 is reviewed each year. 2. Donations and Legacie5 Year ended 31 March 2023 Year ended 31 March 2022 £000 £000 Donations from RICS members Other cash donation5 Donated off1ce space 591 443 683 248 Donations 1,034 931 Legacies Unrestricted grants 119 179 io io Total 1.163 1.120 3. Other Trading Activitie5 Year ended 31 March 2023 Year ended 31 March 2022 £000 £000 Trading subsidiarv Lottery income Total The Lottery was discontinued June 2021. 28 LionHeart 4. Investment Income Year ended 31 March 2023 Year ended 31 March 2022 Dividends from pooled investment funds 796 Investment income 151 183 Total 947 866 The above figure5 have been amended to show investment return as income instead of as a change in market value. 5. Cost of Ra155ng Funds Year ended 31 March 2023 Year ended 31 March 2022 £000 £000 Costs of activities Lottery costs Staff c05t5 Total Investment manager fees 52 47 53 iio 58 84 Total 142 163 The Lottery was discontinued June 2021. 29 LionHeart 6. Charitable Expenditure by Artivlty Year ended 31 March 2023 Year onded 31 March 2022 £rJ)o £000 Grant Maklng to Indlviduals Grants approved Staff costs Depreciation Other costs Support & Governance Total 449 135 314 117 118 702 116 553 Advice and Bèneficiary Support Staff costs Depreciation Other costs Support & Governance Total 230 207 li 47 205 54 214 499 470 Engagement and Communl¢ations Staff costs Depreciatlon Other costs Support & Governance Total 218 193 io 96 26 212 182 456 481 Workshops and Weblnars Staff costs Depreciation Other costs Support & Governance Total 164 155 35 229 429 65 173 402 Total Grants approved Staff cost5 Depreciation Other tosts Support & Governance Total 449 747 314 671 36 208 115 773 676 2,086 1,905 All expenditure is from unrestricted funds. Support & Governance costs are also showrh in nute 7. 50 LionHeart 7. Analysis of Support and Govemance Costs Year ended 31 March 2023 Year ended 31 March 2012 £000 £000 Grant Making to Individua15 Staff cost5 Consultancv Informatlon and technology cost5 Other costs Governance Total 50 li 15 22 55 21 18 20 118 17 116 Advice and Beneficiary Support Staff costs Consultancy Information and technology Costs Other costs Governanee Total 91 19 28 39 37 97 37 33 29 205 214 Enga8ement and Communlcations Staff costs Consultancv Information and technology cost5 Other tosts Governance Total 89 19 28 39 37 86 33 29 26 212 182 Workshops and Weblnars Staff costs Consultancy Information and technology costs Other costs Governance 97 21 82 30 41 40 31 28 25 173 Total 229 Totsl Staff costs Consultancv Information and Technology Costs Other costs Governance Total 327 70 320 29 122 108 97 676 ioi 141 134 773 All allocations are based on staff numbers. 31 LionHeart 8. Net Income 15 Stated after charying the following: Year Ended Year Ended 3110312023 3110312022 £OOO's £OOO's Depreciation Auditor's remuneration Operating lease expenses incurred in the vear Total 36 14 16 17 43 94 9. Employees Yearended 31 March 2023 £000 Yearended 31 March 2Q22 Staff costs comprise: Salaries Social security costs Other pension contributlons 999 889 85 130 125 Total 1,224 1,104 All expenditure is from unrestricted funds. The average number of employees during the year was 2912021-2022 281. Full time equivalents were 25.212021-2022 24.41, One employee earned emoluments In excess of £60,OCQ in the year12021-2022 11 this wa5 in the band £80,001 to £90,OIX) 12021-2022 £80,001 to £90,Cml. Pension contributions of £9k were made for this employee12021-2022 £8kl. Key management personnel of the charlty are those having authority and responsibility delegated to them by the Trustees for planning, directing, and controlling the activities of the charity. The total employee benefits of the key management personnel of the charity were £206k12021-2022 £211kl. The Head of Finan￿ and Corporate Services wst was vacant for 6 months of the year. 10. TNstees' and Co-opted Member5, Remuneration and Expenses The Trustees and co-opted committee members re￿iVed no remuneration during the year12021-2022 nill. Some of the Trustees and co-opted members claim travelling and subslstence expenses and during the year a total of £4,618 was paid to 12 Trustees and co-opted committee members12021-2022 £2,174 to 81. 32 LionHeart 11. Intangible Fixed Assets Year ended 31 March 2023 £000 Software Development Cost At l April 2022 Additions Oisposals At 31 March 2023 88 Depre¢iatlon At l April 2022 Disp05als Charge for year At 31 March 2022 88 88 Net book value At 31 Marth 2023 At 31 March 2022 12. Tangible Fixed Assets Year ended 31 March 2023 £000 Office Equipment Cost At l April 2022 Addition5 Disposals At 31 March 2023 63 63 Oepreciation At l April 2022 Disposals Charge for year At 31 March 2023 60 62 Net book value At 31 March 2023 At 31 March 2022 33 LionHeart 13. Fixed Asset Inve5tment5 Year ended 3110312023 £'ooo 25,041 500 -80 -1,406 24.055 Year ended 3110312022 £'ooo 23,385 1,500 -117 273 2S,041 Market value brought forward Add additions to Investments at C05t Less disposals at carryinB value Add net gain1105sI on revaluation Market value a5 3t 31 March Flxed Asset Invesknents by Type Year Ended Year Ended 3110312023 3110312022 £IJOO's £OOO's Pooled Investment Funds 24,055 24,961 Unquoted Securltles at Fair Value Graves@nd and District Property Company 80 Total 24,055 25.041 During the first quarter of the year a second Investment Manager was appointed in CCLA, znd 50% of the Sarasin Endowment Fund wa5 transferred to a CCLA COIF Ethlcal Investment Fund. 14. Social Investments Year Ended Year Ended 3110312023 3110312022 £OOO's £IXIO's Interest Free Loans wtth no Fixed Repayment Date Paid to Beneficlarles Loan5 Ovtstanding at 1st April Loans Repaid During the Year Loans Outstanding at 31st March 210 221 -11 210 205 Provisltsn for Bad Debts on Loans Provision at 1st April Provision Released In the Year Provision at 31st March Net Loans Outstandlng at 315t March -131 -136 -131 74 -131 79 15. Debtor5 34 LionHeart YeaT Ended Year Ended 3110312023 3110312022 £OOO's £OOO's Taxation Recoverable Prepayments and Accrued Income Other Debtors Total 56 176 43 275 44 251 104 399 16. Credttor5 31 March 2023 £fy)o 31 March 2022 £000 Trade creditors Grant Commitments Accruals Taxation and soclal security other creditors Total 73 83 65 26 36 54 44 22 256 158 31 March 2023 31 March 2022 £000 Grant Commitments Balance l April 2022 Addition5 Paid Balance 31 March 2023 54 439 14101 73 309 13281 54 17. Net Assets 31 March 2023 Unrestrlcted £OOO's 31 March 2023 Total £OOO's 31 March 2022 Unrestricted £OOO's 31 March 2022 Total £OOO's Fixed Assets Investments Net Current Assets Provislons Total 24.129 1,615 73 25,818 24,129 1,615 73 25.818 25,120 2.113 145 27,Y81 25,120 2,113 145 27.381 35 LionHeart 18. Movement In Funds in the Year Balance at l April 2022 £000 Income Expenditure Transfer5 Gains / Ilossesl £000 Balance at 31 March 2023 £￿0 £000 £000 £000 Free reserves Income fund Development fund Pension reserve Fixed asset fund Restricted fund Total 2,884 23,349 1,000 145 2,110 12,2111 11121 412 13001 2.671 22.373 700 73 11,3881 1151 21 1571 27,381 2.110 12,228) 11,445} 25.818 Balance at l April 2021 £000 Income Expenditure Transfers Gains I Ilossesl £000 Balance at 31 March 2022 £000 £000 £000 £000 Free reserves Income fund Development fund Pension reserve Fixed asset fund Restrirted fund Total 2,449 23.307 1,200 12321 36 1,992 12,0051 448 12501 Izooi 2,884 23,349 1,000 145 292 1281 1351 405 26,760 1.992 {2,0681 697 27,381 Oeslgnated Funds The Income Fund has been designated by the Tru5tee5 to provide future income for the charityto continue its actlvities indefinitely. This is predorninantly made up of investment holdings. The Development Fund was set up in 2019 to utilise Some reserves to facilitate funding the objective5 of the five-year strategy. Monie5 were transferred from the Income Fund for this. The Pension Reserve has been designated by the Trustees to set aside funds against the deficit on the defined benefft pension scheme. rhe Tanglble Fixed Asset Fund ha5 been designated by the Trustees to set aside funds for the future depreciation on fixed assets. Restrlcted Fund There are currently no restricted funds. Transfer5 Between Funds Funds have been transferred to Ifroml free reserves to match the necessary levels of design2ted funds. 36 LionHeart 19. Commitment5 Under Operating Leases At 31 March 2023. the charity had one operating lease with a commitment of £37k within one year12022 £32kl and £74k greater than one year, but less than five years12022 £nlll. 20. Capltsl Commltmenis At 31 March 2023. the charlty had no capltal commltments12022 £nill. 21. Staff Penslon Schemes Three current employees are members of the Local Government Pension Scheme which is administered bythe London Pensions Fund Authority. There is also one pension member and a further three deferred members. The Local Government Pension scheme is a defined benefit Ifinal salary) scheme. LionHeart as the employer, although not a IDc31 authority, 15 classified as an admitted body into the scheme. LionHeart has no influence over how thè stheme operate5 or its investment performance. Contribution levels are set by reference to actuarlal assessments that are formally reviewed by the LPFA every three years. Pension costs are accounted for on the basis of spreading the cost of pensions over employee5, working live5 Wlth LiDnHeart. The scheme was closed to new member5 On 9 December 2010. Following this date new employees are offered a contribution to stakèholder pensioTh plans. The current pension offered 15 operated by Royal London. The Financial Reporting Standard 102 IFRS 1021 disclosures are provided bythe London Pensions Fund Authority ILPFAI on an agreed statutory basis over which LionHeart has no control. The methodology and assumptions prescribed for the purposes of FRS 102 mean that the disclosures will be inherently volatile. varying greatly according to investment markèt conditions at each accountlng date. FRS 102 requires di5c105ure of the charity's share of the a55et5 and liabilities of the LPFA defined benefit5 scheme. A qualified independent actuary, appointed by LPFA. has made a valuation on 31 March 2023 based on the following assumption5'. A55urned life expectations from age 65 are.. 31 March 2023 31 March 2022 Life expertancy from age 65 Iyearsl Retiring today Males Females 21.9 23.9 23.6 23.6 Retiring in 20 years Males Females 23.1 25.8 23.4 25.9 The estimated duration of the employer as of the 31# of March 2023 is IS years. The financial assumptlons used to calculate the results are Bs follow5.. 31 March 2023 31 March 2022 %pa 2.60% 3.25% 4.25% Flnancial assumptions %pa 4.80% 2.90% 3.90% Discount rate Pension increases Salary increases 37 LionHeart Based on these assumptions the LPFA actuary values the charity's share of the funds is as follows: 31 March 2023 31 March 2022 £000 £000 Present value of the defined beneflt obligation Fair value of fund assets Ibid value) Deficit /1Surplusl Impact of asset ceiling Net defined benefit liability I lassetl 1.361 2,452 11.091) 1.018 173) 2,259 2,404 {1451 (1451 The analysis of the assets of the scheme is as follows.. 31 March 2023 £000 31 March 2022 £000 Equities Tar8et return funds Infrastructure Property Cash Total 1,442 456 310 241 1,368 518 245 216 57 2.452 2.4Q4 Reconciliation of defined benefit obligation.. Opening defi'ned benefit obligation Current seNice cost Interest Cost Contributions by members Estimated benefits paid, net of transfers in Change in financiol assumptions Experience gain I Ilossl on defined benefit obligation Past 5ervite costs lThcludlng curtailments Change in demographic assumptions Clo51ng defined beneflt obllgation 2,259 45 59 2,289 47 44 1231 17041 13301 1221 Iiioi 48 1.361 2.259 Reconciliation of fair value of employer assets.. Opening fair value of employer assets Interest on assets Contributions by members Contributions by employer. including unfunded Return on assets less Interest Administratlon expenses Estimated benefits pald plus unfunded transfers in Other artuarial gains C105ing fair value of employer's as$ets 2,404 63 2,057 40 27 1311 iii 1231 26 299 131 1221 2,452 2.404 The total retum on fund assets for the year to 31 March 2023 was £32k12021-2022 £339kl. 38 LionHeart Amounts recognised in the statement of Financial Activitie5 in respert of defined benefit schemes are as follaws: Year ended 31 March 2023 Year ended 31 March 2022 £000 £000 Service c05t Net interest on the defined liability Admlnlstratlon expenses Total loss l {profltl 45 41 141 42 43 Remea5urements In other comprehensive income: Year ended 31 March 2023 £(IOD 1311 Yearended 31 March 2022 £000 299 Remea5urement of the net assets / (defined liability) Return on Fund assets in excess of interest Other actuarlal galns 1 Ilossesl on assets Change in financial assumptions Change in demographic assumptions Experience gain / Ilossl on defined benefit obligation Changes in effect of asset ceiling Remea5urement of the net assets / (defined liability) 704 1481 330 11,0181 1571 iio 141 405 Reconciliatlon of asset ceiling: Yearended 31 March 2023 £000 Yearended 31 March 2022 £o(x) Openlng impact of ?5set ceiling Interest on asset celling Actuarial losses I Igainsl C105ing Impact of asset celllng 1.018 1,018 The asset celllng is the present value of any economic benefit avallable to Lionheart In the form of refunds or reduced future employer contributions. The approach taken was to restrict the surplus with an asset ceiling. The asset ceiling is calculated as the difference between the accounting surplus attributable to Lionheart and the 5urplu5 limit. The surplus limit 15 calculated as the future cost of accrual. calculated in line with the discount rate, minus the present value of the certified contributions payable by ￿Onheart. 39 LionHeart Projected pension expense for the perlod to 31 March 2024 Analy515 of projerted amount to be Charged to the statement of financial activities for the year to 31 March 2024.. l April 2023 to 31 March 2024 £000 Service cost Net interest C05t Administration expenses Total charge 28 141 25 Estimated employer's contributlons 16 Estimated employels contrlbutions at 15% from l April 2023 Ipreviovs rate 25.7%). 22. Related Party Transactlons No related party transartions have been identified in the year. 23. Reconcillatlon of Income I IExpenditurel to Net Ca5hflow from Operating Activitles Year Ended 31 March 2023 £000 11.506) Year Ended 31 March 2022 £000 Net income I lexpendlturel for the year Depreciation and amortisation Disposal uf social investment IGainsl11055e5 on investments Change of provision - bad debts Defined benefit pension scheme adjustment Returns on Investments Ilncrea5el I decrease In debtors Increase I Idecreasel in creditors Net cash provlded by / (used byl operating activities 216 36 li 12921 {61 28 18661 857 15 1,388 15 19471 124 98 {8201 (i) 40 LionHeart 24. Flnanclal Instruments 31 March 2023 31 March 2022 £000 £000 Financial assets Financial assets measured at falr value through Income and expendlture Financial assets that are debt Iristruments measured at amortised cost 24,055 25,041 1,909 2,306 25,964 27,347 Financial liabilities Financial liabilities measured at amortised cost {Z56) 11581 Financial assets measured at fair value through income and expenditure comprises investments in UK listed and unlisted securities. Financial assets measured at amortised c05t comprise cash at bank, other debtors, and accrued income. Financial1Sabilities measured at amortlsed c05t comprise grant commitment5, accruals, and other credltors. The charity's income, expense. gains, and losses in respect of financi31 instruments are summarised below.. 31 March 2023 31 March 2022 £000 £000 Total investment income for financial assets measured at fair value through income and expenditure 947 866 Net gains /11055e51 on financial assets measured at fair value through income and èxpendlturÈ 11,3881 292 25. Recondllatlon of Net Debt l Aprli 20Z2 £000 Cashflows 31 March 2023 £000 Cash 1,872 12761 1,596 Finance lease obligations Total 1,872 12761 1,596 41