2024-03-31-accounts

LionHeart Supporting RICS professionals and their families The Royal Institution of Chartered Surveyors Benevolent Fund Limited IA Charitable Company Limited by Guarantee) ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR FROM I APRIL 2023 TO 31 MARCH 2024 Company Number.. 980025 Charity Number.. 261245

The Royal Institution of Chartered Surveyors Benevolent Fund Limited ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR FROM I APRIL2023TO 31 MARCH 2024 Contents Chalrfs Foreword............ .. Strategic ReporL................................................................. . Trustees, Report............................................. Audltors. Report......................................... .18 Statement of Flnandal Actfvltles................................................... .21 Bafantè Sheet... .22 statement of Cashnow&..................................................... ... .23 Notes to Flnancial 5tatementL.-.-.-....-.

LionHeart C+IAIR'S FOREWORD 2023-24 was on many levels a year of change at LionHeart. and yet In other ways it was very much buslness as usual, We said goodbye to our long-5erving CEO Davina Goodchild. after 12 years at the helm. Bein8 appointed as an 'agent of change, in 2011, Davina led the charity through a thorough transformation of governance, service delivery, and culture, and left with our very best wishes. Our Interim CEO. the highly experienced Sardh Keeton. hit the ground runnlng in the Autumn, dernonstrating leadership, insight, and competence in challenging times. Sarah did all that we asked of her, and more, keeping the show on the road until our new CEO, Phil Sparke, joined us in the Spring. After the departure of our Head of Finance for family reasons, David Homer has once a8ain stepped up, and l am very grateful to him ft)r putting in much of the heavy lifting In preparing this document. On the board, we lost 27 years, aggregate service when James Grierson, Dayle Bayliss ènd Andrew Carrick all 'rolled off, having each completed their maximum nlne-yeartemi. I can't overstate the input, Wisdom and sheer hours of graft that each of them brouglit to the board table. James and Dayle had l)oth Se￿e￿ as vice<hair. while Andrew undertook many hours of work behind the scenes as the trustee overseeing grants. We said goodbye to each of them at an emotional away day in June 2023. but I should again now record the board's thanks to three outstandin8 trustees. A5 will be evident from the Trustees Report, the charlty has seen significant financial headwind5. The combination of Income reducing and grants increasing has onty been oftset by a strong performance on the balance sheet, resulting In an overall increase in assets. The board of trustees has been altve to the prESsU￿$ frdcing the charity, and taken action accordingly. This 15 my final chair'5 foreword after six years chalring the board and nearfy elght as a trustee. To my colleagues past and present, our staff. ambassador5. donor5 and supporters, can I simply Say thank you fvr all of your effort5 over the last twefve months, as we continue to be there to 5UPPOrt the surveyinE family around the world. Peter Mccrea OBE FRICS FCIArb FRSA Chair. Board of Trustees, LionHeart

LionHeart STRATEGIC REPORT 21Y23-2024 2023124 marked the final year of a f￿￿year stralegy whlch aimed to increase awareness of and engagement with LiorbHeart on the part of members of the Royal Instrtution of Chartered Surveyors IRICSI around the globe. It also saw a significant uptske in the demand on LionHearVs services, both in the UK and globally. There have been no changes to LionHearfs vision, mission and wolues which remain as follows: Our vision is to ensure that everyone in the RICS community ha5 access to confidentlal, practical support. Our misslon is to deliver advice that matters and support that counts,. personal, flexible support for all RICS professlonals and the people they love to help them overcome life's unexpected challenges. Our valves are.. Integrity Compassion Profe55ionalism Flexibility Operational O¥eNlew 2023124 saw an Increase in demand on each of the charivs key services. In spite of that, feedback recelved indicated that the quality of servlce provision remained at a very high level. Key highlight5 ore as follows.. A total of 820 people were supported during the year. which represents a IO% Increase on the prior year, and continues a trend in which demand for our setvices has risen by over IIX)% in the last five years. In end of service feedback over 80% of respondent5 rated the service received from LionHeart as 10110. A total of 1544 hours of COLfnselling was delNered during the year, whlch represents an 8.5% increase on the prior year. 93% of those receiving counselling reported meaningftjl positive change in wellbeing la 54% figure is considered "very good" based on a standard national scale). A total of £581K in grants was avrdrded during the year, which represents a 29% increase on the prlor year. and the largest grants figure in the charity's history. A total of 200 individuals received legal SUPIM)rt throu8h ￿onHeart during the year. which represents an increase of 17.5% on the prior year. Over 5.6(Kl individuals attended a LionHeart professional or wellbeing webinar, wlth a further 2200 watching recorded LionHeart material online. Operational Financial Overview The increase in the provi5i0n of servi¢es compared to the prior year is a definite p05ttive for the charity, in deliverlng the mission for which it exists. However the resultin8 additional cost has an inevitable material impact, coming at a time when income right across the spectrum has dropped. Donations by individual RICS members on the back of their annual Rl(S subscription has previously been a con515tent source of income for LionHeart, but fell by 24% in 2023124 (from £591k to £448kl as compared to the prior year, which represents a fall of 48% from the 2019120 figure of £854k.

LionHeart Income from other sources (excluding legacies. donations on the back of RICS subscriptions and investment income has shown a similar decline, falling by 44% (from £443k to £247kl in 2023124 as compared with the prior year, which represent5 a fall of over 50Yo from the 2019120 fEure of £505k. With demand on the charity higher than ever, but reduced income acmss the key sources, this led to an operating deflcit which required the charity to ￿aliSe tKlth lon& and medium-term reserves. As these investments provide a vital element in the charivs funding model. this Sets a sustainability challenge which will need to be addressed in the short term in order lo move the dial back to a sustainable fundlng model. Engagement wlth the sur¥eylng communlty We continued to reach RICS professionals, candidates and trainees at all staEes of their surveylng careers through our onllne tralning, with a varied range of wellbein& personal and career development webinar topics. The staff team worked with our tr&iners to review and refresh content for seven of our titles, and added a further five topics. Some of these were developed in dirert response to feedback from the professionals and partners with whom we work, including sessions on avoiding burnoLrt, managing dtfficult conversations and SUPPDrting disability in the workplace. We also held a popular live online panel discussion and Q&A involving some of our male ambassadors as part of Men's Health Month in November. Through a comblnatlon of Ilve open webinar5. which include5 jOiTIt delivery with RICS. and ses5ion5 for corporate and education partners, we reached an audience of over 5,6CK) people. Recorded sessions, including the webinar library on the LlonHeart webslte, reached a further 2.2(X) people. with some 30% of these viewers from outslde the UK. Also in response to the increasing appetite for'on4emand' contenL we developed and launched the first LionHeart podcast series in September 2023. The initial series of six eplsodes, all ￿ntred on wellbeing subjects, and a Mme to TBlk Day'special, in February has beer7 accessed 351 times. Our support for APC (Assessment of Professional Competence} candidates contlnued to go from St￿ngth to strength. APC practice presentations remain popular and many of these cases are straightfO￿ard, one-off sessions. Increasingly however, the Support Services team Is supporting APC candidates experlenclng anxlety, stress. or not eating or sleeping due to work pressures. and provides ongoing support and contact where required. An astonishing one in four calls during 2023124 were in support of APC candidates. Such interaction provides a valuable opportunity for LlonHeart to engage with young professlonals eady on In thelr career. Many of them publicly thank us on social media after passing their APC. and also engage in fundraising and awarene55 raisin8 activities, provldin8 a rfch source of advocacy and endofftment for LionHeart. Our volunteer ambassador netsvork continued to Erow during the year wf(h an increasing number of opportunitles for ambassadors to represent LionHeart at fa￿ to face events and conferences. Our ambassadors have also contributed to online awareness-raising Content including blogs, video ènd social media, helping us increase our reach, and championing the charity among their netwot*s. Soclal media remalns a vlt31 place for u5 to connect and engage with our supporters, fvndraisers and service users. Our total audience grew by a further 15% during the year. representing a 117% rlse in followers since 2020, Although Linkedln ￿MaInS our biggest platfomi 162% of total audience) our growing Instagram presence is helping reach a younger audience, with some 40% aged 18 to 34. We have also seen a rise in Facebook followers aged 65 plus. Engagement of this nature a150 enables meaningful connections and conversations with individuals and fimis. We increasingly See spontaneous positive p05ts. recommendation5 and comments from people who have used our services which really helps to consolidate our position as part of their professional sphere and a needed resource for surveyors. A content marketing strategy. aligned to our services and the subjects in which we know our community is interested, continues to drive engagement and awareness. Over 2023124 we had 54.IX)O website page vlew5, Wlth approximately 68% of our audience comin8 from the UK. As well as producing shareable content for RICS and our

LionHeart corporate and educatlon partners. throughout the year we sent over 115.C4XI email communlcatlon5 to our opted~in supporters, includln8 quartetly newsletters and other occaskinal seasonal and fundraising messages. Maximising 8ood connections with RICS global staff and global networking ambassadors, we continued to widen awareness of LionHearVs services outside the UK. In the previous financial year, we were able to provide support to a slgnificant proportion of the RICS members who had been living and working in Ukraine when war broke out. During 2023124, we gave further financial support to a small number of members. either In Ukraine or as refugees from Ukraine. Grant assistance remains the most needed Se￿7￿ for RICS professionals outside the UK although an Increasln8 number are also accessing APC support as awareness of LionHearfs service grows. Personal Beneficiary Storfes These are just three stories of the people who have been supported by LionHeart durlng 2023124, accessing a range of servlces. James's story James, a surveyor In hls 505, contacted LKJnHeart after a serfous suicide attempL The 5UPPOrt officer he spoke lo immediately put safeguarding measures in pla￿, and 5UPF)Orted him with regular ca115 over a perlod of several months during his medical treatment and recovery. He 5aid- .1 called LlonHeart after a serious suicide attempt. My support officer continued to support me and was instrumental in estsblishing mentèl health support and also ￿gaI advice in regards to my employer and employment status. James was able to access legal advice through LionHeart and later agreed a phased return to work, wlth support In place. This meant he wo5 able to keep his job. He added.. "LionHeart's stsff went above and beyond to help me. The support I received was second to none and I can honestly say saved my life. l am now back at WO￿ and in the knowledge I have LionHeart by my side." Edward's s Chartered surveyor Edward was struggllng with stress at work. while balancing the needs of his disabled wife who needed increasing support at home. It hls wrfe who initially suggested he contart LionHeart to get some support around stress rnanagemenL He said: "My wife suggested I needed help dealing with the exceptional amount of stress I was under,. a combination of a very stressful work environment and my viife battling a disability at home. My counsellor was incredibty good and armed me with the tools to understand the sources of my stress and how to manage them effectivew. She was very good at steering me to identify ways in which I was causing myself even more unnecessary stress. Some of the strategies I have put in place with her help will assist me for the rest of my life." Slta'5 Story Sita contacted LionHeart after being made redundant from her surveying job. With other things going on in her life, it had been a bruising experience which left her professional confidence at an all-time low and unsure about how she should move forward. She said.. "I was really apprehensive about the future. I felt my 5UPPOrt officer really understood what I had experienced and was totally empathetic but prartical at the same time- a tricky double art to pull offl" Sita was offered some coaching sesslons to help improve her confidence, as well as support with her CV and intervlew skills. A Great Place to Worf( The wellbeing of our staff ￿MaInS key to LionHearVs operation, in maintaining a motivated team which is fulfilled in it5 day to day work. Feedback from staff on wellbeing, experience. and motivation is sought ￿gUlarlY using an anonymous all staff survey. and a Workplace Wellbeing Group has been established to ensure that staff-related Issues have appropriate visibility.

LionHeart A blended working model is now well established. alternating between workln8 remotety and from the new Birmingham office, to ensure appropriate face to face interaction for collaboration and innovation. A rolling review of HR policJe5 continues. in lialson with our HR partner Safe HR, to ensure that pollcies remain In Ilne wlth current legislation and best prartice. OUR PLANS FOR 2024-25 In the autumn of 2023 the charlty Initiated Work with the consultancy Falrisle to develop a new strategy to take effect from September 2024. This process will involve engagement with key stakeholders and former beneficiarles, workshops with trustees and staff, and a rolling review by a strategy development team consisting of consultants, trustees and seniorstaff. Central to this Pro￿55 is a refiection on the theory of change LionHeart seeks to brin8 about on the part of the communities it seNes. The strategy development work will run through the summer of 2024, with the intention of presentlng a proposed three year strategy for approval by the board of trustees in September 2024, 5UPPOrted by appropriate KP15 and a business plan. With 2024 marking ￿onHeart'S 125 anniversary, the event will be marked at variou5 Stages and in various locations during the year. That opportunity will be used to celebrate the ￿rviCe the charity has been able to make over such a long period, but a150 to promote a better understanding of its impact and the strdtegy which will be adopted for the next three years. P R W Sparke MA Chlef Executive

LionHeart TRUSTEES, REPORT The Board of Trustees presents Its combined annual report for the year from l April 2023- 31 Marth 2024, prepared In accordance with the Companie5 Act 2006 and the Charitie5 Act 2011, together with audited financial statement5 for the year, Publlc Beneflt The trustees have read and understood the Charity Commission guidance on public benefit. They consider that LionHeart, a reglstered charitable company whose charitable purpose5 as defined wlthin the Charities Act 2011 are for the relief and p￿ventIon of poverty, demonstrates its public benefit by providing financial help and other asslstance to past and present RICS members and their dependants lènd past members of organisations that have merged wlth the RICS and their dependantsl and RICS staff who have experienced difficultles in their lives. RICS is the leading profe55ional body for the property sector and membership is open to those who meet defined educational and professional practice standards. The number of people that could potentially ask for help is more than 500,000. All assistance 15 provided at the discretion of trustees of the charity, after carefvl consideration of the clrcumstante5 and the needs of the applicant. OBJEcfs AND PRINCIPAL AcTIV￿lEs OFTHE CHARfiY FOR THE PUBUC BENEFIT Reference and Admlnlstratlve Detalls The Royal Institution of Chartered Surveyors Benevolent Fund Limited, known as LionHeart, is reglstered as a Charlty in England with the registration number of 261245. It is also a company limited by guarantee and not having a share capital. The company is registered in England with the registration number 980025. The prlncipal office of the charity and its registe￿￿ office Is I Cornwall Street, Birmingham B3 2DX. Its website is www.lionheart.o The present trustees and any past trustees who served during the period are shown on page 15 together with the names of the senior executive staff on page 16. The professional advisors to the charity are set out on page 16. Charitable Obje¢tlve The declared object of LionHeart 15 to provide 355i5tance to past and present members of the Royal Institution of Chartered SuNeyors and their dependants who experience dtfficulties in their lives. Assistan￿ is typically given in cases of physical or mental ill health, unemployment. accidentor disability, famity separation, difficulties in retiremenl or returnin8 to work and adverse economic conditions, although LlonHeart will assist with any problem, whe posslble. Delivery of Charftable Objectlve LionHeart delivers its charitable objective through the work of two teams- the Training and Wellbeing Team and the Support SeNices Team. The Trdining and Wellbeing Team offers a sume of workshops, webinars, and awareness-rdising sesslons on subjects of interest to RICS profes5iona15. all designed to help increase v￿rIbein& health, and happiness. Workshops are developed in Trsponse to RICS professionals, needs which are assessed via our regular surveys and feedback from the people we help. The Support Services Team provide5 advi￿ that matters and support that counts. The team members, expert advice helps prevent life's challenges from becoming life's crises, and LionHearVs confidential, practical support helps people overcome those challenges. The team provides the folk)wing services. but everyone who calls is treated as an individual and, as such. the response is 'made to measure,:

LionHeart Regulargrants to help with general Irving costs. in certain clrcumstsnces One-off grant5 to deal with an emergenLy or unexperted difficulties Professional counselling Support and advice on a range of issues Including stress and wellbeing Coachlng Practical help and advice to help unemployed charte￿d surveyors get back into work Legal advice Debt advice and practical support All the help offered is per50n-centred, with each person being supported by a bespoke set of services and solutions according to their individual circumstance5. 6rdnts a￿ made to individuals and families. usually with a maximum time limit of 24 months. Grant Making Pollcy The Board of Trustees annually reviews and updatesthe guidelines used by the Support SeNicesTeam to establish the parameters for financlal assIstan￿. The guidelines are reviewed to consider changes to the general cost of livin social security benefit rates and other support forthose not working. The Sijpport ServlcesTeam's decisions regarding individual grants are audited by trustees twice a year. FINANCIAL REVIEW AND RESULTS FOR THE YEAR Income for the year was £1.720k. Our overall expenditure was £2.515k as a result of increased actlvity and development of our seNices in accordance with the five-year strategy. Overall income wa5 down on budget for the year due mainly to a reduction In Income from donations with subscriptions. legacy and client account income. This was partialty offset by increases in income from dNidends and interest. Due to the cost-of-living crlsis and a change in household costs calculations. the grant expendf(ures increased by 29% cofflpared to the previous year. Acknowledging the resulting operating deficit of £795K it is the trustee< intent to address this through the three-year Strategy which will be launched in September 2024. Alongside this operational position. LionHeart's financial a55ets increased over the year. due to a marked increase of £2,113k in investment valuations. Investments are made with a long-terni view, and short-term fluctuations are expected. Overall, the financial position of LionHeart remains 5tron& with free reserves at a level required by our reseNes pollcy, and investments maintaining leve15 required to ensure our long-temi growth and su5talnability. FINANaAL MANAGEMENT POLiaES Resentes l. Free Reserves These are unrestricted funds which are avai13ble for use at the discretion of the trustees in furtherance of the general objectives of the chartty and which have not been designated for other purposes. They are intended to facilitate the running costs of the charity and provide necessary cashflow from funds that are not invested. The free reserves at the end of the year are £2,514k. They are atthe ta￿et level of free reseryes and are intended to cover 12 month5 of budgeted expenditure. Trustees alm to secure sufficient income from LionHeart's investment portfolio and regular donations to provide cover for expenditure and give less slKSrt-term reliance on fluctuating sources of income such as legacies.

LionHeart 2. Designated Funds These comprlse unrestricted fijnds that have been set aside by the trustees for partlcular purposes. These funds are explained in the notes to the accounts. The deslgnated funds at the end of the year total £24,559k (2022-2023 £23,074kl. These funds are made up 3$ follows: FY23124 £1￿$ 24.531 28 24.559 Income Fund Fixed Assets Fund Total 3. Restrirted Fund These arise where donors express a rpstrktlon on the purw)ses to which a gift may be applied. The restrlcted fijnd at the end of the year is £nil {2022-2023 £nill. 4. Pension Reserve The pension reserve at the year*nd is a surplus of E115k12022-2023 surplus of £73kl. In general, participating in a defined benefit pension scheme means that the employer Is exposed to a number of risk5: Investment risk. The fund holds investment in asset dasses. such as equitie5, which have volatile market values and while these assets are expected to provide real returns over the long-term, the short-term volatllity can cause additional funding to be required rf a deficit emerEe5. Interest rate risk. The fund's liabilitie5 are assessed using market yields on high quality corporate bonds to discount future liability ca5hflows. As the fund holds assets such as equities the value of the assets and liabilities may not move in the same way. Inflation risk. All the benefrt5 under the fvnd are linked to inflation and so deficits may emerge to the extent that the assets are not linked to inflation: and Longevity risk. If the members INe longer than assumed a deficit will emerge in the fund. There are also other demographic risks. Golng Concern LlonHeart ha5 net a55et5 of 2023-2024 £27,188k12022-2023 £25.818k), and this includes managed investments of E26,168k12022-2023 £24,055kl. Investment income in 2023-2024 was £907k12022-2023 £947kl. Donation5 from RICS members totalled £448k12022-2023 £591kl. LlonHeart has appointed two specialist Investment management compènies to manage and safeguard the investments. and their track record in growing the portfolio and at the same time minimising risk has been in line with market trends. The trustees are aware of the operdting deficit indicated earlier which they are seeking to address via a new strategv. However given the level of reserves currently held. they do not consider this to be a risk to the charity a5 a going concern. 10

LionHeart INVESTMENT POLICY AND PERFORMANCE Principal Investment Objective LionHeart's investfflent objective, as set out in its Investment Policy Statement, is to grow the income and capital returns in the long term for invested funds. The assets should be managed to at least maintain the real capital value of the portfolio, whilst generating 3 Sustainable level of investment income to support current charitable activities, having regard to the charitable nature of the funds and to the trustees, responsibility to avoid unacceptable risks. Investment Policy Statement The charitvs investment policy was reviewed in May 2022 having previously been reviewed in 2019. Reviewof Fund Managers The charity formally reviews its fund managers on a regular basis. at least five-yearly. A formal review, including a full procurement, was carried out during 2022. The next review will be no later than 2027. Investments are split across two fund managers on a 50/50 basis. POOLED INVESTMENTS LionHeart has a number of pooled investments, which are managed by Sarasin & Partners and CCLA. Sarasin & Partners LLP and CCLA are pmfessional fund managers and operate subjert to constraints specified by the Investment Committee regarding objective, benchmark, risk profile, maximum size of individual underlying security and reporting. Sarasin investment portfolios are divided between a long-term fund, invested solely in the Sarasin Endowments Fund, and a medium-term fund, which is predominantly invested in the Sarasin Income & Reserves Fund. Pooled Investments - £millions at 31st March 2024 £12.7, 49% £12.5. 48% £0.9, 3% J."Tr •Sar•slTr LongTemi Funds w Sarasln Medlum Term Funds ry CCiA LongTerrn Fuhd& Long-term Portfolio- Sara5in Endowments Fund The aim of the portfolio is to enhance the capital value over the longer-term whilst generating sufficient income to meet the requirements of the trust. A'real return, of 4% per annum has been targeted as an appropriate long-term objective. The benchmark used for the Fund went through a further strategic evolution on the I" lune 2023 and is now.. ICE BofAML Sterling Corporate17.5%1, ICE BofAML UK Gilts All Stocks17.5%1, MSCI All Balanced Property Funds One Quarter Lagged15Yol, MSCI AC World (Local Currency) IGBPI IIO%I, MSCI AC World (Net Total Returnl160%1, SONIA + 2¥. (alternative assets) Il0%I.

LionHeart The Investment portfolio achieved a return Dver the 12 month5 to 31st March 2024 of 11.5% agaln5t the composite benchmark return of 15.5%13110312023-2.8% against a benchmark of -2.4%) and the ARC Steady Growth Charity Peer Group llldex, which rose by 9.4%. Medlum-temi Portfollo- Sarasin Income & Reserves Fund The alm of the portfolio is to seek a consistentty attractive level of income, whilst airning to preserve the value of the capital over the short-medium tem). The benchmark used for the Fund went through a further strategit evolution on the l June 2023 and Is now: ICE BofAML 1-10 Year Sterling Corporate & Collateralised130%1, ICE BofAML 1-10 Year UK Gilt Index135%1. MSCI AC World (Net Total Return}120%1, SONIA1S%1, SONIA + 2%131ternatNe assets) 110%). The investment portfolio achleved a return in the 12 months to 31 March 2024 of 5.4% against a composlte benchmark return of 6.5%13110312023 4.4% against a benchmark of -8.4%) and the ARC Cautious Charity Peer Group Index, whlch rose by 3.6%. CCLA COIF Charity Ethlcal Investment Fund The multl-asset long-term fund achieved a retum in the 12 months to 31 March 2024 of 13.11% against the Target Return of CPl+5% of7.18% and a fijnd comparator benchmark return of 16.73%. Fund performance is shown after the deduction of all fees and expenses with income reinvested. Comparator retums are based on market indices which are not adjusted for management fees or expenses. The Ethical Fund's Investment Objeetlve is to provide a long-tem total return comprising growth in both capital and income. It is benchmarked against a lonE-tem7 tolal return of inflation ICPII plus 5% per annum befo￿ costs. The LionHeart Portfolio had a total return performance of 12.9% after fees and expenses for the period to 31 March 2024. It also aims to delfver a volatillty of total retum (risk) of significantly less than l(X)% equity market r15K and, from within total return, an income distribution (dtvidend} which is reliable from year to year and rlses progressively over time. The fund in which the portfolK• ha5 invested ha5 declared an Intentlon to increase the annual dlstrlbutlon by 2% for calendar 2024. Reporting Income reports and valuations are prodU￿d monthly and full reports with economlc outlook, quarterly. The quarterly reports are circulated to members of the Investment Committee. The two fund managers attend tsvo Investment Committee meetings each year in addition to the September meeting of the Board of Trustee5. Soclally Respon55ble Investment Pollcy and Cojporate Governance Pollry LlonHeart's Investment Policy stipulates that". there will be no holdin8s in companie5 Wlth exposure to the productlon of tobacco or tobacco-related manufacturing. the fund will also avoid investment in companies that eam a material portion of iheir revenue from alcohol manufacture, armaments, gambling. pornography. and predatory lending. all externally managed fund5 are screened on inilial purchase and reviewed regularly to ensure that they also adhere to these rules. the fund managers publish a regular sustainability audit of investments and are active in voting on company resolutions. Where necessary. the firms will engage in direct dialogue with investee companies, policy make15 and governine bodies to drive p051tive change. 12

LionHeart STRUCTURE, GOVERNAN￿ AND MANAGEMENT Statement of Trustees, ResponsibilFtles, Corporate G¢)vernance and Rlsk Management Board of Trustees The Board of Trustees is responsible for preparing the Report of the Board of TnLStees and the financial statements in accordance wrth 3ppli¢able law and United KinBdom Accounting Standards Iunlted Kingdom Generally Accepted Accounting Practice). Company law requires the Board of Trustees to prepare financial statements for each flnanclal period which give a true and fairview of the charitable company and the group and of the incoming resources and application of resource5, including the income and expenditure, of the charitable group for that period. In preparingthese finallclal statements, the Board of Trustee5 15 required to: select sultable accounting pollcies and then appty them consistently, observe the methods and principles in the Charlties SORP. make Judgements and estiniates that are reasonable and prudent. state whether applicable LIK Accounting Standards have been followed subject to any materlal departures disclosed and explained in the financial ststements. prepare the finanaal statements on the going concern basis unless it is inapproprlate to presume that the charitable company will contlnue in busines5. The Board of Trustees is responsible for keeping proper accounting records which dlsclose with reasonable accurary at any time the financial position of the charitable company and to enable them to ensure that the flnanclal statements comply with the Companies Act 2CI)6. Itls also responsible for safeguarding the assets of the charltable company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregulartties. The trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable companls website. Legislation in the UnÈted Kingdom goveming the preparatk)n and dissemination of financial statements may differ from legislation in other jurisdlctions. LlonHeart, in preparing these accounts. ha5 complied with current statutory requirements and its Memorandum and Articles of Association. and ha5 adopted, in full, the provisions of SORP 2015 for Charitie5. The trustees consider that the charity is adequatety funded to meet its current obligatw)ns. The charity is governed by its ArtKles of A55Oaat￿n, which require that the number of elected members of the Board of Trustees be not fewer than 8 or more than 18. The PresKlent of RICS is Patron of LionHeart during thelr year of off￿e. All tnjstees seNe for a temi of three years upon which they are eligib￿ for re-appointment unless they have already seNed three consecutive terms in which case, they are not eligible for r&election until they have stood down for at least one year. Trustee Recrultmen( Tralning and Development Trustees are recruited via adverts placed online targeting both the property industry and the charlty sector. LionHeart also advertises online through its own web51te and social media as well as other free channels. A full app15cation proces515 fDllowed, including an application fomi and interview, with good prattice and equal opportunitle5 guidelines obseNed throughout the process. Trustees are actTrvety encouraged to undertake training and development so that governance is fit for purpose. Details of exiernal trustee training opportunities are circulated to twstees as they èrise. and attendance is reported to the 13

LionHeart Board. Training Is sourced from the AssoclatK)n Df Charitable Organisations Trustee Semlnar Programme. the Charity Finance Group, National Council of Voluntary Organisations. and other opportunities provided by commercial and thlrd sector providers from time to time. Safeguardlng LionHeart operates H robust safeguarding procedure to provlde staff and volunleers with overarching prfnciples that gulde its approach. These are reviewed regularly and were substantlaltyenhanced in 2023. Staff who work with people requesting help are aware of thelr safeguarding responsibilities, and LionHearVs counsellors are regulated by the British Association for Coun5elling and Psychotherdpy. ensurlnE appropriate professional and ethlcal standards at all times. Governance Code The Charity Governance Code was introduced in July 2017 and refreshed in 2020. The code is not statutory regulation but "represents a standard of good governance practice to which all chartties should aspire." The code requests that charities either apply the standards of the code or explain how they are going to apply them in the future. LionHeart completed a number of development activities during the prevlous financial year arising from the assessment of performance against the updated Code. This included an EDI review. A further assessment against the code will be carried out in another 2- 3 year5 to promde assurance around progress. or when the code is updated. Fundra151ng LionHeart Income Is largely from the following sources: Regular donations from RICS professionals, Gift aid, Return on investments, Legacy donations, Client account donations (with the necessary asSuran￿S regarding repayment if requlredl. LionHeart has three part-time fvndraising tearn members. We do not outsource fundrnising to external organisations and a￿ registered with the Fundraising Regulator. The charity ha5 no other fundraising requiring disclosure under S162A of the Charities Act 2011. General Data Protertion Regulatlon (GDPR) New data protection processes and policies were introduced in 2018 for the organlsation to be compliant with GDPR. We have a data sharing agreement with the RICS that ha5 been updated in line with the new code and our prlvacy statements have been updated and are available online. All staff are trained on their responsibilities in respect of data. OUR sfAFF LionHeart is a vibrant and progressive charitythat values Ils workfDrce and recognises the need for skilled and committed staff who work well as a team and with trustees to delNer qualty services to RICS members, past and pre*nt, and their dependants. This is achieved through crealing an erwironment in whid) slaff feel supported bymanagers and employers, and where they receive re8ular infonnation about the organisation through meetings and briefings. They are active encouraged to give their suggestions and views on perf0mlan￿ and strategy to develop the organisatlon and its perfornian￿. Trustees are committed to the continuing professM)nal development of staff at all levels within the Drganisatton. Monitoring the training needs and the perf0mlan￿ of each staff member is a continuou5 pr(Kess, supwrted by superyision from line managers. Training programmes are provided to meet any on£oing needs, with the aim of

LionHeart developing employees for both their cu￿ent and their future roles. LionHeart 15 èn accredited Investors in People employer and has the IIP Gold Award. KEI MANAGEMENT PERSONNEL REMUNERATION Remuneration for key management personnel is set on advrce from a third party, by refe￿nce to benchmarf(s for charrties of a similar size and nature. All salaries were revrewed in the last quarter of the prevKlUS finanaal year. Patron The President of the Royal Institution of Chartered Surveyors is LionHearVs Patron. On 31 March 2024, the office holder was Tina Paillet FRICS. Honorary Officer5 for 2023124 Chair Vice Chair Honorary Treasurer Peter Mccrea Philippa Sampson-Bancroft, from June 2023 James Williamson Other Member5 The following have served as members of the Board land Directors) during the year and at the date the account5 were signed: Neil A'Bear Dayle Bayllss, resigned June 2023 Andrew Carrick, resigned June 2023 Diane Dumashle Simon Dunkling James Grierson, VI￿ Chair until June 2023 Amy Dalton-Leader Caroline Legg Peter Mccrea Philip Nell Philippa Sampson-Bancroft Sha5hi Sharma James Williamson Neil Worrall Auditand Rlsk Committee The Audit and Risk Committee has the purpose of overseeing the prepardtion and agreement of the annual accounts and audit of LionHearfs finances. Specifically, the committee will: Oversee the audit of the accounts and make recommendotions for approval by the Board of Trustees Oversee the risk management process. Commtttee Membership: 5ha5hi Sharma James Grierson Mark Southwell Lorna Wright Neil Worrall AMY Dalton-Leader Diane Dumashie Doris Yuen Trustee. Chair from June 2023 Trustee, Chair resigned June 2023 Co-opted Co-opted, resiEned November 2023 Trustee Trustee, from June 2023 Trustee, from June 2023 LionHeart, Inon-voting member). left March 2024 15

LionHeart Investment Commlttee The Investment Committee has the following role and purpose.. To appoint approprlate professional investment mana8erlsl. To agree with the investment managerls) the broad long-terni investment strategy for LionHeart'5 capital endowment, To monitor the investment performan￿ of the investment manager<sl against sultable benchmarks and peer Eroiips. To assess the ethical, social and governance IESGI policies of the investment managerlsl and investments to ensure they do not bring LionHeart into disrepute. To oversee the charity's policles for cash and short-terni deposit management. To recommend to the Board of Trustees a change of investment managers, wher) required, To oversee and manage the selection process for new investment managers. Committee Membership.. James Williamson Philip Nell Nell A'Bear James Grierson Philippa Sampson-Bancroft Chris Perklns Doris Yuen Trustee. Chair Trustee. Wice Chair. resigned February 2024 Trustee, Vice Chairfrom February 2024 Trustee. resigned June 2023 Trustee Co-opted LionHeart. Inon-voting member). left March 2024 SENIOR LEADERSHIPTEAM The tnjstees delegate day to day management of the charity to the Senior Leadershlp Team, who attend trustee and committee meeting5 as appropriate and report on the actwities of the charity to Trustees regularty. Interim Chief Executive officer Sarah Keeton. joined November 2023 Chlef Executive Designate Phil Sparke• joined March 2024 Chief Executive Davina Goodchild. left De￿mber 2023 Acting Head of Finance & Corporate Servlces David Homer from March 2024 Head of Flnance & Corporate Services Doris Yuen, left March 2024 Head of Operations Juliet Smithson, left October 2023 PROFESSIONAL ADVISERS Audltors Crowe U.K. LLP. Black Country House. Rounds Green Road, Oldbury. West Midlands, B69 2DG Solicitors Wilsons, Alexandra House, Stjohns Street. Salisbury, SPI 2SB Investment Managers Sarasin & Partners. Juxon House, 100 St Paul's Churchyard, London. EC4M 8BU CCLA, Senator House. 85 Queen Victoria Street, London, EC4V 4Er Bankers Unty Tnjst Bank PLC. Nine Brindley place. Bimingham. Bl 2HB Corporate Governance Internal controls over all forms of commitment and expenditure continue to be refined to improve efpiciency and effectiveness. Processes are in place to ensure that perfomiance is monitored, and that appropriate management information is prepared and reviewed regularly by both executive management and the Board of Trustees. 16

LionHeart The systems of Intemal control are designed to provide reasonable but not ab501ute assurance agalnst material misstatement or10ss. They include.. A buslness plan and annual budget approved by the trustees. Regular consideration by the trustees of financial results, variances from budgets, non-financial performance indicators and benchmarking reviews, Delegation of day-to-day management authority and segregation of duties, Identification and management of risks. Risk Management The trustees have continued to focus on risk management. This has invofved: Identifying the major rlsks facing the charity, Assessing the likelihood and severity of the rlsks Identffied, Revlewing the existing controls that the charity has in place to mitigate the risks. Seeking to Identify and implement any further actions requlred to manaBe risk. The trustees confirm that they have systems in pla￿ to mitigate the major risks facing the charity whlch they have Identified. Major risks Identified intlude: Volatillty of income, from both investments and donations. To mitEate this the Investment Committee monitors performance, with donations by mukiple methods encouraged. Sufficient reserves are held in case income falls significantly. LionHearVs reliance on the RICS for a signFficant proportion of tts income in the form of subscription donations. Thlrd Party Indemnlty for DlrÈ¢tor5 Qualifying third party Indemnity provision 15 in place for the benefit of all trustees of the charitable company. Thls cover is up to £2m and costs £lk12022-2023 £lk). statement a5 to Disclosure of Inforniation to Auditors The trustees 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 infomiation of which the auditors are unaware. Each of the trnstees has confirmed that they have taken all the steps that they ought to have tsken a5 trustees to make themselves aware of any relevant audit information and to estsblish that St has been communicated to the auditor. Auditors LionHearfs auditors for financlal year endlng 31 March 2024 are Crowe U.K. LLP. Crowe U.K. LLP has indicated its willlngness to be reappointed as statutory auditor. This report has been prepared in accordance with the Statement of Recommended Practice Accountlng and ReportinB by Charities and in accordance with the special provisions of Part 15 of the Companies Act relating to small corvpanies. The report and account5 were approved and authorised by the Board of Trustee5 on 5 September 2024 and signed on its behalf bv= pa Samp50n-Bancroft FRI(5 Chair, Board of Trustees, LionHeart 17

LionHeart Independent Auditors, Report to the member5 of LionHeart mie Royal Instltutlon of Chartered Surveyors Benevolent Fund Umited) Oplnlon We have audited the financial Statements of LionHeart IThe Royal Institution of Chartered SuNeyors Benevolent Fund Limited} for the year ended 31 March 2024 which comprise the Statement of Financial Activities, the Balance Sheet, the Statement of Cashflows ènd notes to the financial statements, Including signtficant accounting policies. The financlal reporting framework that has been applied in their preparation 15 applicable law and United Kingdom Accounting Standards, Includin£ Financial Reporting Standard 102 The Flnancial Reporting standard applicable in the UK an(J Republic of Ireland (United Kingdom Generally Accepted Accounting Pratticel. In our opinion the financial statements= give a true and fair view of the state of charitable companls affairs as at 31 March 2024 and of its income resources and application of resource5. including its income and expenditure, for the year then ended have been property prepared in accordance with United Klngdom Generally Accepted Accounting Practice.. and have been prepared in accordance with the requirements of the Comp3nies Act 2006 Basis fov opiftion We conducted our audlt in accordance wtth Internatlonal Standards on Auditlng {UK) {ISAs {UKII and applicable law. Our responsibilities under those standards are further described in the Auditorfs responsibilities for the audit of the rinancial statements section of our report. We are independent of the charitable company in accordance with the ethi￿1 requirements that 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 relatlng to 8oln8 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 financial statements is appmpriate. Based on the work we have perfomed. we have not iderrtified any material uncertainties relating to events or conditions that, individually or collectively. may cast significant doubt on the charitable compan¢s abllity to continue as a going concem for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilitie5 and the responsibilities of the Trustees with respect to going concern are described in the relevant sections of this report. Other informatlon The Trustees a￿ ￿sponSIble for the other infomiation contained withln the annual report. The other information comprises the infomiation included in the annual report, other than the financial 5tatement5 and our audltorfs 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 express any fomi of assurance conclusion thereon. Our responsibility is to read the other infomation and, in doing so, consider whether the other inforn)ation is materially inconsistent wlth 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 misstatements, we are required to determine whether this glves rise to a material misstatement in the financial statements themselve5. If, based on the work we have perfonned, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to reFX)rt in this regard.

LionHeart Opinions on other matters prescribed by the Companles Act 2006 In our opinion based on the work undertaken in the course of our audit the informatlon given In the Trusteeg report. which includes the dI￿rt0￿ ￿port and the strateglc report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial statements: and the strate8ic report and the direttors, report included wtthin the Trusteeg report have been prepared in accordance wvth applicable legal requirements Matters on whl¢h we are requlred to report by exception In light of the knowledge and understandlng of the charitable company and their environment obtalned In the course of the audit, we have not identified material mi5Statements in the strategic report or the directors, report included wlthln the Trustees, report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requlres us to report to you rf. in our opinion-. adequate and proper accountlng record5 have not been kept: or the flnancial statements are not In agreement with the accounting record5 and returns,. or certain dlsclosures of TnJ5tees' remuneration specified by law are not made,. or we have not received all the infonnation and explanations we require for our audit Responslbllltles of trustses As explained more fully in the TnJstees' respor)sibiltties ststement set out on paBe 13, 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 gNe a true and fair view, and for such internal control as the Trustees determlne is necessary to enable the preparation of financial ststemetbts 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. disclosin& as applicable, matters related to going concem and using the going concern basis of accounting unles5 the Trustees either intend to liquidate the charitable company or to cease operations, or have no realistlc alternative but to do so. Audltorfs responslbilities for the audlt of the financlal statements Our objectNes are to obtain reasonable assurance about whether the financial statements a5 a whole are free from material misstatement, whether due to fraud or error. and to issue an auditorf5 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 15A5 {UKI will always detect a material mlsstatement 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 ba515 of these financial statements. Detai15 of the extent to which the audit was considered capable of deterting irregularities. including fraud and non- compliance with laws and regulations are set out below. A further de5criptlon of our responsibilities for the audit of the financial Statements is located on ihe Financlal Reporting Council's website at: v•ww.frc.org.uVauditorsresponsibilities. This description forms part of our auditorfs report. Extent to which the audit vrns considered capable of detecting irregularities, including fraud Irregularities. including fraud, are instance5 of non-compliance with laws and regulation5. We identlfied and assessed the risks of material misstatement of the financial statements from irregularities, whether due to fraud or error, and discussed these between our audit team MeM￿r5. We then designed and ￿rfOrmed audit procedures responsive to those risks, including obtainlng aLtdit evidence sufficient and appropriate to provide a basls for our opinion. 19

LionHeart We obtained an understanding of the legal and regulatory frameworks Within whlch the charitsble company operate5. focuslng on those laws and regulations that have a direct effect on the determination of material amount5 and disclosures in the financial Statements. The law5 and regulations we considered in this context were the Companles Act 2006, the Charities Act 2011 together with the Charities SORP IFRS 1021. We assessed the required compllance with these laws and ￿gUlationS 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 wrth which might be fijndamental to the charitable companvs abllity 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 law5 and regulations we considered in this context for the UK operations were Charity Commission regulation5, General Data Protection Regulation IGDPRI, Anti-fraud, bribery and corruption legislation, Employment leEislation and Taxation legislation. Auditing standards limit the required audit procedures to identtfy non-compliance with these laws and regulations to enquiry of the Trustees and other management and inspection of regulatory and legal correspondence, if any. We identified the greatest risk of material impact on the financial statements from irregularitie5, including fraud. to be within the timing of recognition of Income and the override of controls by management. Our audit procedures to respond to these risks included enquiries of management about their own identification and a55essment of the risks of irregularitie5, sample testing on the posting of journals, designing audit procedures over income, reviewing accounting estimates for biases. reviewing regulatory Cor￿sPOndence with the Charity Commission, and reading minutes of meetings of those charged with governan￿. Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have deterted some material misstatements in the financial statements. even though we have properly planned and perfomied our audit In accordance with auditing standards. For example. the further removed non-compliance with laws and regulations lirregularitiesl is from the events and transOCtion5 reflerted in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition. as with any audit, there remained a higher risk of non-detection of irregularities, as these may invO￿e collus￿n, forgeryi llltentional omissions, misrepre5entatiDns, or the override of intemal controls. We are not responsible for preventing nOn￿ompliance and cannot be expected to detect non-compliance wlth all laws and regulations. Use of our report This report is made solety to the charitable companvs members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Art 2(K)6. Our audit work ha5 been undertaken so that we might state to the charitable companvs members those matters we are required to rtate to them in an auditorfs 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 charrtable company and the charitèble companls members as a body. forour audit work. for this report, or for the opinion5 we have formed. Vve4 Kerry Brown, Senior Statutory Auditor For and on behalf of Crowe U.K. LLP, Statutory Auditor Black Country House Rounds Green Road Oldbury West Midlands B69 2DG Date: 07 October 2024

�LionHeart

STATEMENT OF FINANCIAL ACTIVITIES (Incorporating an Income and Expenditure Account) FOR THE YEAR FROM 1 APRIL 2023 TO 31 MARCH 2024

Notes Income From: Donations and Legacies 2 Investments 3 Total Income Expenditure on: Raising Funds 4 Investment Management Fees 4 Charitable Activities 5 Total Expenditure Realised Net Gains on Investments Unrealised Net Gains/ (Loss) on Investments Net income/(Expenditure) Transfers Between Funds Other Recognised Gains/ (Losses): Actuarial Gains/ (Losses) on 20 Defined Benefit Pension Scheme Net MovementinFunds Reconciliation of Funds Total Funds Brought Forward Total Funds Carried Forward	Unrestricted Funds £000 813 907 1,720 42 81 2,392 2,515 0 2,113 1,318 0 52 1,370 25,818 27,188	Year Ended 31 March 2024 Total £000 813 907 1,720 42 81 2,392 2,515 0 2,113 1,318 0 52 1,370 25,818 27,188	Unrestricted Funds £000 1,163 947 2,110 58 84 2,086 2,228 18 (1,406) (1,506) 0 (57) (1,563) 27,381 25,818 Year Ended 31 March 2023 Total £000 1,163 947 2,110 58 84 2,086 2,228 18 (1,406) {1,506) 0 (57) (1,563) 27,381 25,818

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

All income and expenditure derive from continuing activities. The notes on pages 24 to 39 form part of these financial statements.

21

�lionHeart

BALANCE SHEET AS AT 31 MARCH 2024 COMPANY REGISTRATION No. 980025 REGISTERED CHARITY No. 261245

BALANCE SHEET AS AT 31 MARCH 2024 COMPANY REGISTRATION No. 980025 REGISTERED CHARITY No. 261245
NOTES Fixed Assets Intangible Assets Tangible Assets Investments: Pooled Investments: Social Total Fixed Assets Current Assets Debtors Cash at Bank and in Hand Total Current Assets Creditors Amounts falling due within one year Net Current Assets Total assets less current liabilities Creditors Amounts falling due after one year Defined Pension Scheme Liability Total Net Assets Funds Restricted Funds Unrestricted Designated Funds Unrestricted Free Funds Pension Reserve Total Charity Funds 10 11 12 13 14 15 20 17	31 March 2024 £000 £000 253 806 1,059 (236) 10 18 26,168 54 26,2SO 823 27,073 0 115 27,188 0 24,559 2,514 115 27,188 31 March 2023 £000 £000 275 1,596 1,871 (256) 0 1 24,055 74 24,130 1,615 25,745 0 73 25,818 0 23,074 2,671 73 25,818
		24,130 1,615 25,745 0 73
	1,059 (236)
		25,818 0 23,074 2,671 73 25,818

The accounts 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 Trustees and authorised for issue on 5 September 2024.

Philippa Sampson-Bancroft FRICS Chair, Board of Trustees, Lion Heart

The notes on pages 24 to 39 form part of these financial statements.

22

LionHeart STATEMENT OF CASHFLOWS FOR THE YEAR ENDED 31 MARCH 2024 Year Ended 31 March 2024 Year Ended 31 March 2023 £(K)O Cash Flt>ws from Oper*lng Activltles.. Net Cosh Provlded by/{u5ed in) Operatlnq Actlvftles 22 11,658) (820) Cash Flows from Investing Actlvitles: Returns from Investments Purchase of Property, Plant. Equipment & Intangibles Proceeds from Sale of Investments Purchase of Investments Alet Cash Provided by/{used Inj InvestingArtivitle5 907 {391 947 97 544 Change In Cash and Cash EquiYJlents in the year Cash and Cash Equivalent5 at l April 2023 Cash and Cash Equivalents at 31 March 2024 {75￿1} 1,596 12761 1,872 1,596 ?3

LionHeart NOTES TO THE FINANCIAL STATEMENTS l. Accountlng Polides Charlty Informatlon LlonHeart is a registered charity (number 2612451 and company limtted by guarantee with no share capital, registered in England and Wales Inumber 9800251. Its registered office and principal place of business is I Cornwall Street, Birmingham B3 2DX. Basls ol preparatlon 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 Practice.. Accounting and Reporting by Charities preparing their accounts in accordance wrth the Financial Reporting Standard applicable in the UK and Republic of Ireland {FRS 1021 issued on 16 July 2014 and the Companies Art 2(Xffi. The charity meets the definition of a public benefit entty under FRS 102. Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounllng policy notes. Golng Concern The accounts have been prepared on a going concern basi5. Having rO￿led out a detailed review of LionHearYs resources and the challenges presented by the current economic climate, the Trustees are satisfied that the charlty has sufficient cash flows to meet its liabilities as they frdll due for at least one year from the datè of the appmval of the accounts. There are no significant financial uncertaintie5 which the Trustees consider a￿ a significant risk to the ability of the charity to trade as a going concern in the foreseeable future. Funds Structure LionHeart has one unrestricted and undesignated fund, three designated funds and no restricted funds. General funds are unrestricted funds which are available for use at the discretron of the Trustees in furtherance of the objectives of the charity and which have not been designated ft)r other purposes. Designated funds are unrestricted funds that have been set aside by the Tnjsteesfor particular purposes. These funds are reviewed annually. Restritted funds are fvnds which are to be vsed in accordance with specific restrictions imposed by donors or whlch have been raised by the Charity for particular purposes. Expenditure is charged to the Statement of Financial Activities when incurred. Income Donations received directly by LionHeart are accounted for on the day of re￿Ipt or when they become entitled to them. Donations collected by third parties are accounted for as cash in third partleg hands on the date of receipt by the third pèrty. Legacies are accounted for as 5(x)n as entitlement, pmbability and monetsry valije can be established. For investments. accounting entries are based upon the quarterty returns submitted by our investment managefflent companies. Expendhure and Irrecoverable VAT Liabilities are recognised as expenditure as soon as there is a legal or construtttve obligation committing the charity to the expenditure. All expendlture is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Grants payable to beneficiaries are accounted for where etther we have agreed to pay the grant wtthout condition and the reciplent has a ￿asOnable expectation that they will receNe a granL or where any condltion attaching to the grant is fulfilled. We have taken the exemption available for charity trusts registered In England and Wales from providing the names of grant recipients and the amounts of the grants.

LionHeart Irrecoverable VAT is charged against the category of expendtture for which It was incur￿d. Where possible costs are directly attributed to specific actlvities. Overhead and 5UPPOrt Costs which relate to more than one activity are apportioned between those activities. Tanglble Flxed Assets and Depreciatlon All assels Costing more than El,000 are ￿pItalISed and are valued at depreclated historic cost. Depreciatlon is charged on fixed assets on a 5traight-Ilne basis over their estimated useful lrfe. The useful life of LionHearY5 fixed a55ets is 3 years for office and computer equipment. Intanglble Assets and Amortisation Int?nEible5 are amort15ed over 3 years, with a full yearfs depreciation charged in the first year. Investments Investments are stated at fair value as at the balance sheet date. The Statement of Financial ActNities includes the net gains and losses arislng on revaluatlDn and disp)sals throughout the period. The fair value of the investments is the quoted bid price. Social Investments are loans to beneficiarles. Loans are partially provlded for In case of default. Penslons LionHeart operates defined benefit and defined contribution (money purchase) Schemes. Note 21 gives detalls of the defined benefit scheme. The calculations on the recognition of gains and losses and the notes are produced in accordance with FRS 102 requirements. For defined benefft retirement plans, the cost of providing benefits is detemiined using the projected vnit credit method. with artuarial valuations being carried out at each balance sheet date. Actuarial gains and losse5 arising are recognised immediately in the Statement of Financial Acttvities. Past service costs are recognised as an expense on a straight-line basis over the averdge period until the benefits become vested. To the extent that the benefits have already vested. the cost is recognised immediately in the Ststement of Financial Activities. The amount recognised in the balance sheet represents the p￿sent value of the defined benefit obligatlon. adjusted for unrecognised past service costs. and reduced by the fairvalue of plan assets. Any asset resulting from this calculation is limited to the lowerof the asset and any unretognised past servlce c05[ plus the present value of available refunds or reductions in future contributions to the plan. The rate used to discount the benefrt obligation515 based on market yields for high quality corporate bonds with tem)s and currencies consistent with those of the benefit obligations. Gains and losses on curtailmentslsettlements are recogDised when the curtailmentlsettlement occur5. Debtors Trade and other debtors are recognised at the settlement amount due after anytrade dlscounts 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 shorttem) deposit, at the bank and other short-term liquid investments with original maturities of three months or less. Creditors and Provlsions Creditor5 and provisions are recognised where the chartty has a present obligation resultlng 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. Credttors and provlsions are norrnally recogni5ed at their settlement amount allowing for any trade discounts due. 25

LionHeart Flnancial Instruments The charity only has financial assets ènd liablllties of a kind that qualify as basic financial instruments and are not consideréd to be of a financial nature. Such financial instruments, except for investments classified at ftlr value through profit and loss, are initially recognised at transartion value and subsequently measured at their settlement value. Critical A¢tounting Estlmates and Areas of JudEement Estimates and judgement5 are continually evaluated and are based on historical experfence and other factors, includlng expectations of future events that are believed to ￿ reasonable under the circumstances. Trustees have deteTmined a level of provision against the loans made to beneficiaries, this 15 reviewed each year. 2. Donatlons and legacies Yeaf ended 31 March 2024 Year ended 31 March 2023 Donation5 from RICS members Other cash donations 591 443 247 Donatlons 1,034 Legacies Unrestricted grants 119 io io Total 813 1,163 3. Investment Income Year enfled 31 March 2024 Year ended 31 March 2023 Dividends from pooled investment funds 771 796 Investment income 136 151 Totsl 947 The above figures have been amended to show investment retum as Income instead of as a change in market value. ?6

LionHeart 4. Cost of Ralslng Funds Year ended 31 Marth 2024 Year ended 31 March 2023 Costs of actlvities Staff costs Totsl Investment Management Fee5 52 42 81 Total 123 142

�LionHeart

5. Charitable Expenditure by Activity

Grant Making to Individuals Grants approved Staff costs Depreciation Other costs Support & Governance Total Advice and Beneficiary Support Staff costs Depreciation Other costs Support & Governance Total Engagement and Communications Staf costs Depreciation Other costs Support & Governance Total Workshops and Webinars Staf costs Depreciation Other costs Support & Governance Total Total Grants approved Staf costs Depreciation Other costs Support & Governance Total	Year ended 31 March 2024 £000 581 127 2 0 143 853 223 3 64 252 542 263 4 11 258 536 174 3 83 201 461 581 787 12 158 854 2,392	Year ended 31 March 2023 £000 449 135 0 0 118 702 230 1 54 214 499 218 0 26 212
		456 164 1 35 229 429 449 747 2 115 773 2,086

All expenditure is from unrestricted funds. Support & Governance costs are also shown in note 6.

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LionHeart 6. Analysls of Support and Governan￿ Costs Yearended 31 March 2024 Year ended 31 March 2023 Grant Maknng to Individuals Staff costs Consultancy Information and technology costs Other costs Governance Total 61 50 li 15 22 20 li 36 30 143 118 A(fvlce and Beneflclary Support Staff costs Consultancy Information and technology costs other costs Governance Total 107 io 20 91 19 28 39 37 51 252 214 Engagement and Comrnunlcatlon$ Staff costs Consultanry Informatlon and technology costs Other ¢osts Governance iii io 20 89 19 28 39 53 37 Total 258 212 Workshops and Webin3rs Staff costs Consultancy Information and technology costs Other costs Governance 87 97 21 30 41 16 49 41 Total 201 229 Total Staff costs Consultancy Information and Technology Costs Other costs Governance Total 366 33 67 213 175 327 70 ioi 141 134 854 773 All allocations are based on staff numbers.

LionHeart 7. Net Income Is stated after charglrvg the following: Year Year Ended Ended 31 March 31 March 2024 2023 £il)O's £OOtrs Depreciation Auditor's remuneration Operating lease expenses incurred in the year Totsl 12 16 16 57 85 17 8. Employees Year ended 31 March 2024 Yearended 31 March 2023 Staff costs comprise.. Salaries Social security costs Other pension contributions I,(Y34 iii 122 999 Ic 125 Total 1,327 1,224 All expenditure is from unrestrtcted fvrKIs. The average number of employees during the year wa5 2912022-2023 291. Full time equivalents were 25.112022-2023 25.21. One employee earned emoluments in excess of £60.IJXI in the year {2022-2023 11 thi5 was in the band £ICK),(XJI to £110,00012022-2023 £80,IX)I to £90,(XXJI. Pengon contributK)ns of £7k were made for this employee12022-2023 £9k). Key management personnel of the charity are those having autlK)rity and responsibilitydelegated to them bythe Tnjstees for planning, directin& and contyolling the actbvitie5 of the charity. The total empk)yee benefits of the key management personnel of the charity were £271k12022-2023 £2(￿). There were changes within the Senior Leadership Team during the year. 9. Trustees, and CLFOpted Members, Remuneratlon and Expenses The Trustees and co-opted committee members receNed no remuneration during the year12022-2023 nil}. Some of the Trustee5 and co-opted member5 clairn travelling and subsistence expenses and during the year a total of £5,662 was paid to 13 Trustee5 and co-opted committee members {2022-2023 £4,618 to 12). 30

LionHeart 10. Intangible Fixed Assets Year ended 31 March 2024 Software Development Cost At l April 2023 Additions Disposals At 31 March 2024 88 15 DepreCIa￿on At l April 2023 Dlsposals Charge for year At 31 March 2024 88 93 Net book value At 31 March 2024 io At 31 March 2023 11. Tangible Flxed Assets Yeai ended 31 March 2024 Offi¢e Equipment Cost At l April 2023 Additions Disposa15 At 31 March 2024 24 14) D¢pre¢iatlon At l April 2023 Disposals charge foryear At 31 March 2024 62 141 Net bookvalue At 31 March 2024 18 At 31 March 2023 31

LionHeart 12. Fixed Asset Investments Year ended 31 March 2024 Yearended 31 March 2023 Market value brought forward Add additions to investments at cost Less disposals at carrying value Add net gain Ilossl on revaluation Market value as at 31 March 24,055 25,041 500 -80 -1,406 24,055 2,113 26,168 Flxed Asset Investments by Type Year Ended Year Ended 31 March 31 Marth 2024 2023 £OOO's £(th's Pooled Investment Funds 26.168 24,055 Total 26,168 24,055 During the previous financial year, a second Investment Managerwas appointed in CCLA, and 50% of the Sarasin Endowment Fund was transferred to a CCLA COIF Ethical Investment Fund. 13. Soclal Investments Year Year Ended Ended 31 March 31 March 2024 2023 £(MJYs £¢XIO's Interest Free Loans with no Flxed Repayment Date Pald to Beneficlarles Loans Outstanding at 1st April Loans Repaid During the Year Loans Outstanding at 31st March 205 -20 210 185 205 Provision for Bad Debts on Loans Provision at 1st April Provision Released in the Year Provision at 31st March Net Loans Outstanding at 31si March -131 -131 -131 -131 74 32

�LionHeart

14. Debtors

Taxation Recoverable Prepayments and Accrued Income Other Debtors Total 15. Creditors Trade creditors Grant commitments Accruals Taxation and social security Other creditors Total Grant Commitments Balance 1 April 2023 Additions Paid Balance 31 March 2024	Year Ended Year Ended 31 March 31 March 2024 2023 £000's £OOO's 52 56 201 176 0 43 253 275 31 March 2024 £000 20 128 53 24 11 236 31 March 2024 £000 83 571 (526) 128	31 March 2023 £000 73 83 65 26 9 256 31 March 2023 £000 54 439 (410) 83

15. Creditors

16. Net Assets

Fixed Assets Investments Net Current Assets Provisions Total	31 March 2024 Unrestricted £000's 28 26,222 823 115 31 March 2024 Total £000'5 28 26,222 823 115 31 March 31 March 2023 2023 Unrestricted Total £000'5 £000's 1 1 24,129 24,129 1,615 1,615 73 73
	27,188 27,188 25,818 25,818

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LionHeart 17. Movement In Funds In the Year Balance at l Aprll 2023 Income Expenditure Transfers Gainsl Ilosse51 £￿0 Balance at 31 March 2024 £000 Free reserve5 Irbcome fund Development fund Pension reserve Fixed asset fund Restricted fund Total 2,671 22,373 7(X) 73 1,681 12.4931 655 45 (7(K)I 2.514 24.531 2,113 {ioi 1121 52 115 28 39 25,818 1,720 (2,5151 2,165 27.188 Balance at l April 2022 Income Expenditure Transfer5 Gains / 11055es1 £000 Balance at 31 March 2023 Free reserves Income fund Development fund Pension reSe￿e Fixed asset fund Restricted fund Totsl 2,884 23.349 I,cKJo 145 2.110 (2,2111 {112) 412 13C()I 2,671 22,373 700 73 11,388) 1151 121 {571 27?81 2,110 (2.228) 11,445 25￿18 Designated Funds The Income Fund has been designated by the Trustees to provide fvture income forthe charlty to continue its activities indefinwtely. This is predominantly made up of investment holdings. The Development Fund was set up in 2019 to utilise some reseNe5 lo facilitste funding the objectlves of the ffve-year strategy. Monie5 were transferred from the Income Fund ft)r this. The Penslon Reserve has been designated by the Trustees to set aslde funds against any deficit on the defined benefit pension scheme. The balance at close on the 31 of March 2024 reflects the 5urplu5 on the scheme. The Tangible fixed Asset Fund has been designated by the Tru5tee5 to set aside funds for the future depreclatlon on fixed assets. Restrlcted Fund There are CLJrrently no restricted funds. Transfers Between Funds Funds have been tr7nsferred to (from) free reserves to match the necessary levels of designated funds. 34

LionHeart 18. Commltments Under Operatlng Leases At 31 March 2024. the charity had one operating lease wtth a commttment of E37k within one year12023 £37kl and E37k greater than one year, but less than five year$12023 £74kl. 19. Capltsl Commltments At 31 March 2024, the charity had no capital comm￿Ments(2023 £nill. 20. Staff Pension Schemes Three C￿r￿nt employees are members of the Local Government Penslon Scheme which is administered by the London Pensions Fund Authority. There is also one pension member and a further three deferred members. The Local Government Pension scheme15 a defined benefft {final salary) scheme. LionHeart as the employer, although not a local authority, is classified as an admitted body into the scheme. LionHeart has no influence over how the scheme operates or kts investment perfom)ance. Contribution leve15 are set by reference to actuarial assessments that are formally reviewed by the LPFA every three years. Pension costs are accounted for on the basis of spreading the tost of pensions over employees, working lives with LionHeart. The stheme was closed to new members on 9 December 2010. Following thi5 date new employees are offered a contribution to stakeholdef pension plans. The current pension offered is operated by Royal London. The Financial Reporting Standard 102 (FR5 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 disc105ures will be inherently volatile, varying greètly according to investment market conditions at each accounting date. FRS 102 requires disclosure of the charitys share of the assets and liabillties of the LPFA defined beneflts scheme. A qualified independent actuary, appointed by LPFA, has made a valuation on 31 March 2024 based on the followlng assumptions: Assumed life expectations from age 65 are". 31 Maych 2024 31 March 2023 Llfe expectancy from age 65 (years) Retiring today Males Females 21.6 23.7 21.9 23.9 Retiring in 20 years Males Females 22.9 25.5 23.1 25.8 The estimated Macauley duration of the employer as of the 31SI of March 2024 is 15 year5. The financial a55UmPtions used to calculate the resufts are as follows- 31 March 2024 31 March 2023 Financial assumptions %pa 4.80% 2.90% 3.90% Discount rate Pension increases Salary increases 4.90% 2.95% 3.95% 35

LionHeart Based on these assumptions the LPFA actuary values the charitvs share of the fvnds is as follows: 31 March 21Y24 31 March 2023 Present value of the defined benefit obligation Falr value of fund assets (bid value) Deficit l {Surplusl Impatt of asset ceiling Net defined benefrt liabillty I lasset} 1,415 2,679 (1,264} 1,149 11151 1,361 2.452 11,091) 1,018 1731 The analysi5 of the assets of the scheme is as follows: 31 March 2024 31 March 2023 Equities Target return funds Infrastructure Property Cash Total 1,622 462 1,442 456 310 241 245 42 2,679 2.452 Reconciliation of defined benefit obligation: Opening defined benefrt obligation Current service ¢05t Interest cost Contributions by members Estimated benefits paid, net of transfers in Change in financial assumptions Experience gain I Ilossl on defined benefit obligation Past Service cost5 including curtailments Change in demographic assumptions Closlng dellned benefit obllgatlon 1,361 30 65 2.259 45 59 12SI (ioi 1231 1704) {330) 1161 1,415 48 1.361 Reconciliation of fair value of employer assets: Opening fair value of employer asset5 Interest on assets Contributions by members Contributions by employer, including unfunded Return on assets less interest Administration expenses Estimated benefits paid plus unfunded transfers in Other actuarial galns Closing fair value of employees assets 2,452 118 2,404 63 17 iii 27 131} iii 1231 {251 2.679 2,452 The total return on fund assets for the year to 31 March 2024 was £229k12022-2023 £32kl. 36

LionHeart Amounts recogni5ed In the Statement of Financial Actlvltles in respert of dellned benefit schemes are as follows.. Year ended 31 Marth 2024 Year ended 31 Ma￿h 2023 £cM)o Servlce cost Net Interest on the defined liability Administration expenses Total loss I Iprofrtl 30 141 45 141 27 42 Remeasurements In other comprehensive Income: Year Ènded 31 March 2024 Yearended 31 Marth 2023 £ooD {31) Remeasurement of the net assets I Idefined liability) Return on Fund assets in excess of interest Other actuarial Eains I1105ses) on a55ets Change in financial assumptions Change In demographic assumptions Experien￿ galn I Ilossl on defined benefit obligation Changes in effect of asset ceiling Remeasurement of the net assets / Idefined liability) iii io 16 {31 1821 52 704 1481 330 11.018 1571 Reconclliation of asset celllng: Year ended 31 Marth 2024 Year ended 31 March 2023 Openlng Impact of asset celllng Intere51 on asset ceiling Attuarial1055e51 Igain51 Closing impact of asset celli 1.018 49 82 1,018 1,018 1,149 The asset ceiling is the present value of any economic benefit available to LioDHeart in the fomi of refunds or reduced future employer Contrib￿l0￿S. The approach taken was to restrict the surplus with an asset ceiling. The asset ceilii)g Is calculated as the difference between the accounting surplus attributable to Lionheart and the surplus Ilmlt. The surplus limit is calculated as the future cost of accrual. calculated In line with the discount rate, minus the present value of the certified contributions payable by LionHeart. 37

LionHeart Projerted penslon expense for the perlod to 31 March 2025 Analysis of projected amount to be charged to the Statement of financial actNities for the year to 31 March 2025: l April 2024 to 31 Marth 2025 SeThice cost Net interest cost Administration expenses Total charge 29 16} Estimated employerfs contributions 17 Estimated employerfs contributions at 15% from l April 2023 {previous rate 25.7%). 21. Related Party Transactions No related party transactlons have been identtfied in the year. 22. Reconcillatlon ol Income / {Expenditure) to Net Cashflow fr(Mn Operatln8 Actlvities Year Ended 31 March 2024 Year Ended 31 March 2023 Net Income I lexpendlturel for the year Depreciation and amortisation Disposal of social investment (Gainsl I losses on investments Change of provislon- bad debts Defined benefit pension scheme adjustment Returns on Investments (Increase) / decrease in debtors Increase I Idecreasel in creditors Net cash provided by / (used by) ¢)peratlng artl¥itles 1,318 12 20 {2,113} (1,506) 1,388 io {9071 22 1201 11,658) 15 {9471 124 98 {820) 38

LionHeart 23. Flnanclal Instruments 31 March 2024 31 Marth 2023 Nnanclal assets Financial assets measured at fair value through income and expenditure Financial assets that are debt instruments measured at amortlsed cost 26,168 24,055 1.091 1,909 27,Z59 25,964 Flnan¢lal liabilities Financial liabilities measured at amortlsed cost (236) 12561 Financial assets measured at fair value through income and expenditure comprises Investments in UK listed and unlisted securities. Financial assets measured at amortised cost comprise social investments. cash at banK other debtors, and accrued Income. Financial liabilities measured at amortised cost comprise grant commttments, accruals, and other creditor5. The charitvs income, expensei gains, and losses In respert of financial instruments are summari5ed below.. 31 March 2024 31 March 2023 £000 Total Investment income for financial assets measured at fair value through income and expenditure 947 907 Net gainsl11055es1 on financial assets measured at falr value through income and expenditure 2,113 11.3881 24. Reconclllatlon of Net Debt i Aprfl 2023 £(￿,$ 31 March 2024 £(￿l'S Cashflows £ix)trs Cash 1.596 {7901 Finance Lease Obligations Totsl 1,596 (790) 806 39