i The •' FISHMONGERS, ompany's CHARITABLE TRUST Annual Report and Financial Statements for the year ended 31 December 2023 Reglstered CharSty numbèr Z63690 Tlie fisliiiion£o¥s' LuiiiiilL Ily's Cliaritable Trisst Contents Contents.. Reference and Administrative Details............................................................................................................................. Trustees......................................................................................................................................................................... Trustees, Report for the year ended 31 December 2023................................................... Independent auditor's report to the Trustees............. Statement of financial activttie5 forthe year ended 31 December 2023....................................................................... 16 .12 Balance sheet as at 31 Detembei 2023..........................................................................................................................17 Statement of tash flows for the year ended 31 Oecember 2023...................................................................................18 Notes to the financlal statements................................................................................................................................... 19 Tlie Flsliinoiigers, Company's ChAritable Trust Reference and Administrative Details Address for enqLIIIios Grants Officer Fishmoneers, Hall London Bridge London EC4R 9EL Prliiclpal Investment Managers CCLA Fund Managers Limited Senator House 85 Queen Victoria Street London EC4V 4ET Email.. rants fishmon ers.or .uk Troy A55et Management Lir)k Fund Solutions Limited PO Box 389 Darlington DLI 9UF Inilependent ALiditors Buzzacott LLP 130 Wood Street London EC2V 6DL Chelverton Asset Management Colchester Road Chelmsford Essex CM2 5PW Sollcltors Farrer & Co LLP 66 Lincoln's Inn Field5 London WC2A 3LH Principal Bankers HSBC Bank plc 1-3 Blshopsgate London EC2N 3AQ Tho Fisliii)oiigers' CoiFipariy's Cli31'itl￿ ble Trust Trustees The Trustees at the date of this report are the Fishmongers. Company Ithe corporate trustee, currently chaired by Charles Spicer Esq) and Michael Nicholson Esq (appointed 4 October 20211, who 15 not a member of the governing body of the Company but is a senior member of the Livery of the Company and acts as the Independent Trustee of the Trust. Mr Nicho150n was appolnted for an Initial 3-year term as a replacement for the Company's Clerk, Commodore Toby Williamson MVO (resigned a5 Trustee on 4 October 20211 in order to improve the governance of the Trust owing to his greater independence from the Company. The Fishmongers, Company is one of the Great Twelve Livery Companies of the City of London and received Its first Royal Charter in 1272. The Eoverning body of the Company Is the Court of Assistants, whose member5 at the date of this report are: Fred Stroyan Esq (Prime Warden - 21 June 2023- 19 June 20241 Charles Spicer Esq (Prime Warden- 25 June 2022- 21 June 2023 and Chalr of Corporate Trustee from 9 Nov 20231 Alderman Sir Alan Yarrow Andrew Sutcliffe Esq KC Ichair of Corporate Trustee to 9 November 20231 Simon Barrowcliff Esq Dr Natalia Misciattelli The Earl of Erroll Andrew Martin Smlth Esq R G Holland-martin Esq Andrew Morgan Esq Jame5 fforde Esq The Hon Michael McLaren KC Nigel Bankes Esq HRH The Princess Royal KG KT GCVO QSO David Robertson Esq David Jones Esq DL Bill S Mills Esq Evy Hambro Esq lolyon Thornton Esq Mrs Charlotte New50n The Earl of Darnley Dr Henrletta Boyd Aldred Drummond Esq Richard Wills Esq Duncan Stirling Esq Rupert Cotterell Esq *"1 The Fssliinongers, Company's Cl)aritable T¥ust Trustees, Report for the year ended 31 December 2023 STRUCTURE. GOVERNANCE AND MANAGEMENT The Fishmongers, Company'5 Charitable Trust (the Trust) is an unincorpcirated Trust, governed by a Trvst deed dated 21 January 1972, a5 amended by Deeds of Variatlon dated 16 November 2011 and 9 February 2012. It is registered with the Charity Commlssion, Registration Number 263690. The Trustees at the date of this report are the Flshmonger5' Company (the Corporate Trustee) and Michael Nicholson Esq, who Is not a member of the governing body of the Company but is a senior member of the Llvery of the Companv and act5 a5 the Independent Trustee of the Trust. The governing body of the Corporate Trvstee is the Court. Members of Court are drawn from the Livery of the Corporate Trustee and are selected so as to ensure that it and its charities can draw on a wide range of appropriate experience and expertise. New members of Court are Blven an Induction to the finances and affairs of the Corporate Trustee and the Trust by the Company's senior executive Offi￿r, The Clerk. and by other members of Court. In order to ensure effective separation of Trust business from the buslness of the Corporate Trustee, the Court has created the position of Chair of the Corporate Trustee and has stipulated that the Chair should be neither the Prime Warden of the Corporate Trustee nor a serving member of the Trusvs advisory Commlttee. The turrent Chaii of the Corporate Trustee is Charles Spicer. The Court has established a Philanthropy and Grants Committee comprised of members of Court and co-opted member5 of the Livery. Its purpose is to promote, develop and dellverthe Corporate Trustee's non-fi5heries charitable and philanthropic work. particularly In the field of educatlDn. When arting on behalf of the Trust, the Committee Chair is accountable to the Chair of the Corporate Trustee. In respect of the Trust. the Committee's tasks include.. To understand the philanthroplc and charitable sectors within the chosen field5 of interest. To eonslder and make recommendation5 on the Trust's philanthropic policy. To bid for a sustainable level of income from the Corporate Trustee and the Trust's own fuy)ds. To prepare and submlt an annual Bu5ine5s Plan for the following year with an outline up to 5 years ahead. When approved, to implement and control the budget and oversee the detailed management of the Trusvs grants, progiammes and projects. Durln@ the year day to day management and administration of the Corporate Trustee was delegated to its senior Executive Officer, the Clerk, Toby Williamson MVO. In additlon, the Court has appointed the Corporate Trustee's Deputy Clerk and COO, Joanna Alllnson, a5 Executive Oirector responsible for leading the Company's support to the Trust, and Its Finance Director, Steve Maile, undertakes thesame role forthe Trust. ToEetherthey eompr6se the Trust's Key Management Personnel. Their remuneration is set by the Court. havlng regard tothe market rate for similar roles. Mlehael Nitholson, the appointed Trustee of the Charity, did not receive any remuneration or expenses in re5pett of his Trusteeship. Any expenses Incurred by Members o*the Court of the Corporate Trustee in relation toTrust business, are reimbursed by the Corporate Trustee. Staff of the Corporate Trustee are l0Sntly employed by the Tiust and by the Fishmongers, Company's Fisherles Charitable Trust (Charity No. 2848881. In 2023 the Trust reimbursed the Corporate Trustee £81k In respect of joint employment costs and £48k for administration services. The Fisliiiiongers, Cniiiii7c IIy'5 CI)Iiritlc ble Trust Trustees, Report for the year ended 31 December 2023 Icontinuedl OBJEcfivES AND ACTIVITIES The objects of the Trust as Set out in its Trust Deed are= The rellef ofpoverty, unnuulor otherpt7yments topoorpensioners undotherpoorper50n5, purposes ofeducotion, tind gener(Flpublic purp05e5 in softyr os they tsre legolly choritoble. The Trust fulflls these objectives for the public benefit by means of the provision of tharltable @rants under the main them3tic heading5 of Educatlon In Prlsons. Mental Health and Food and Nutritlon. It a150 continues to make annual giants to longstanding partner oiganisations, particularly In the fleld of Educatlon. The Trust also provides a small number of grants for fisheries-related purpose5 (via the Llvery Flsh and Fisheries Designated Fund and Membership Givlng Initiative). At present. it also makes a substantial annual Erant to it5 '515tel charity, The Fishmongers, Company's Fisheries Charitable Trust. The Trust prlmarlly makes grants to institutions, but a Small number of award5 are made to indlvlduals for the relief of hardship. GRANT-MAKING POLICY Following a strategic review, the TIu5tee5 have widened the scope of the Trust's grant-making to include Education in Pilsons, Mental Health and Food and Nutrition, with each new category to be underplnned by 'Educational and Cultvial Enrichment. with excellence in delivery. Consequently, the Trust Is now accepting applrcations In these fields. Applications will be considered for up to £50k payable for up to 3 years11.e. up to £150k in total, spread over 3 year51. Appllcatlons are typlcally considered 3 times per year in March, June and October. Applications will only be considered where they.. Fht clearly wlthln one, or more, of the stated field5 Are from a registered Charity, soclal enterprise or Community Interest Companv Clearly identify key objective5 and outcomes Are made by the organisation deliv&ring the activity, Service or output11.e. not by a thlrd partyl Preference will be given to applicant5'. Whose annual Income does not exceed £5m Requesting funding for a speciflc project rather than for general funds Operating within the City of London and the borough5 of Camden, Hackney* Islington, Lambeth, Southwark, Tower Hamlets or Westminster. The Euidance continues to evolve as the strategy develops and potentlal appllcants should check the m05t recent guldance at www.flshmon ers.or The Trust continue5 to make grants to those orÈanlsations wSth which It has a longstanding relationship, particularly in the field of education. Most award5 are now mean5-tested or speclfically targeted at the less well-off and an overridlng prlnciple of the Philanthropy and Grant5 Committee is to help organi5ations provlde an excellent education for those who could not otherwlse afford it. .P'i The Fishinor?gers' Company's Charitablo Trust Trustees, Report for the year endèd 31 Oecember 2023 {cot)tlnuedl SOCIAL INVESTMENT POLICY The Trustees do not actively seek to make social investments but conslder sotlal Investment requests on a ca5e-by- case basis as an alternative to grant-making where potential beneficiaries require longer term equity or debt finance to meet their objectives. In 2012113 the Trust invested £IOOk in 2 Non-CumulatSve Redeemable Preference Shares in the New Model School Company Ltd INMSI, a non-charitable company which provides low-cost private primary educatlon Sn London. The investment contrlbuted to the TIu5t'5 aim to advance education by strengthening NMS'S balance sheet, allowing it to increase its own investment in providing high quality. low-cost education. In 2020, the Trust accepted a gift of £IOOk of Non-cumulative Redeemable Preference Share5 and as a result now holds 35.8% of voting rights meaning that NMS is now classified as an Associate of the Trust. Safeguards exist to prevent the Invested funds being used for non- charitable purposes or excessive private beneflt. FUNDRAISING DISCLOSURE The Trust has not historically engaged in fundraising to the general public, nor worked wSth professlonal fundiaiseis or commercial participator5. Consequently, the Trustees have not regarded it as nece55ary to subscribe to anv volvntary fundraising standards. Members of the Llvery and the Freedom of the corporate Trustee, the Fishmongers, Company, are encouraged by the Company to support the work of the Trust. either by means of regular donations or via speclflc fundraising events held by the Company, but these contributions are entirely voluntary, and the Trustees are satlsfied there is no undue pressure to contrlbute. Glven the close relationship between the Trust and the Company, including shared staff and resources, the Trustees do not consider It Is necessary formally to monitor the Compantys fundiaislng to its members. No complaints have been received about the Company's fundraising activities to its membeTS. PUBLIC BENEFIT The Trustees contlnue to have regard to the Charity Commission guidance on public benefit Sn setting their grant makln@ policies and future plans and are satisfied that the grants that have been made provide public benefit to the ommunity. FINANCIAL REVIEW Historically the Trust has been reliant upon annval donations from the Fishmongers, Company. In 2000 and 2001 the Company endowed the Trust with around £12m, which has now grown to the extent that the Trust is financially independent of the Company and its prlnclpal source of funding 15 from its own investments. The Trust received donations of £295k12022= £550kl as well as investment income of £1.078k12022'. £1,070kl. During the year, the Trust expended £1,989k12022: £2,945kl in charStable donatlons and grants. Of thi5 sum, £790k12022'. £762kl was given in educational grants, £630k12022.. £1,526kl in fishery grants, £266k12022.' £261kl in mental health grants. £268k12022'. É218kl in grants related to food and nutrition, £25k12022: £140kl In @rants for the relief of hardshlp, and £40k12022.. £43kl in grants for civic and military welfare concerns. Trustees. Report forthe year ended 31 December 2023 Icontlnuedl REVIEW OF THE YEAR The Trust continued with its strategy of maklng charitable grants under the main thematic heading5 of Education In Prison5, Mental Health and Food and Nutritlon. as well as annual grants to lonEStanding partner organi5ations, particularly in the field of Education. Grants were made to over 40 organisations. Achlevements and Performartce The Trust has continued to enable children and young people to access the excellent education on offer at several schools and colleges with which it has established links. Seven students from less advantaged backgrounds are receiving bursarie5 to study èt Gresham's School through the Trust's support of the Gresham's Foundatlon In 2023. Four children reeeived 100% bursarles to attend Faraday School, part of the New Modèl Sthool Company. Supporting Arts education has remained a focus with Flshmongers, scholarships funded at three of the leading London conservatoires. A generous legacy received in 2022 èllowed for an additional four music scholarships in 2023. Funding for capacSty-buildinE at Clty & Gullds of London Art School has 5UPPOrted a dynamic Widening Participation programme, providing valuable opportunitie5 for local young people to engage wlth fine art, contemporary and traditional crafts and conservation. Educational initiatlves In the crimlnal justice sector have received significant funding from the Trust this year. It has supported The Rlght Course, which offers in-prison hospitalitytraining and post-release employment opportunities, to open two new in-prison training restaurants. The Longford Trust received fundingfor five Longford Scholarships, which provide financial and ongoing mentoring support for young seNing and ex-prisoner5 undertaking a universlty degree. The Trust has supported the work of its 'sister' charity, the Flshmongers, Company's Flsherles Charltable Trust with funding towa¥ds its wide-ranEing and ambitious programmes encompassing UK Marine Fisheries, Oceans, Freshwater, Aquaculture, Education and the Seafood Trade. Grants have also been made to fish and fi5heries-related projects from the Livery Fish and Fi5heiies Designated Fund and from Membership Giving Initiative funds. Orke such project was The Food Teachers Centre's Flsh In School Hero programme, which ha5 upskilled over 900 food technology teachers and given over 13,OOC) pupils the oppoitunity to prepare, cook and taste fish. A further nine grants relatlnE to food and nutrition were provided, mainly to London-based projects working towards some Shared and some complementary outcomes. The Trust funded the charsty School Food Matters to run its 'Know Your Onions, food education project in twelve secondary schools. Teachers reported that students had a better understanding of where their food comes fiom and of healthy eating after taking part. The Trust has also Supported organi5ations worklnE to allevlate food poverty. One example Is Bow Foodbank, where a grant has funded a Volunteer Coordinator. The focdbank, which provides emergency food aid as well as Signposting to furthei advice. calculates that the total value of volunteer time in 2023 wa5 ovei £95,000 and that It provlded food parcels to over 6,000 adult Euest5. Eleven organisations received grants in 2023 for work to support and improve people'5 mental health in London. Projects funded were developed to support the specific needs of diverse groups includlne young people, suNivors of domestlc abuse and survivors of torture and human rights abuse. The Trust continued to take an interest in work supporting people living with suicidal ideation. The Llstenlng Place. where the Trust has helped fund a volunteer co- ordinator, grew its volunteer base to over 700 people Sn 2023 and provided over 27,OOD listening support sessions. Tlie Fislimotieei's, Coinpaiiy's Cliayltable Trust Trustees, Report for thè year ended 31 December 2023 Icot)tlnuedl FISHMONGERS, COMPANY MEMBERSHIP GIVING The Fishmongers, Company encourage5 its members to make an actlve contrlbutlon to the work of the Trust, either bygiving theirtime and expertise or by way of making a regularvoluntary contribution. In recognition of its 750 year as a Company governed by Royal Charter, It announced that it would match and double all donations made by its members to the Trust between October 2022 and October 2023 lup to a cap of £50Okl. At 31 Detember 2023, £500k had been raised, including matched fundlng. The Beyorbd Food Foundation, Catzero, Chefs in Schools and the DEC Ukraine Appeal were selected by the Trustees as beneficiaries in 2023. Donations were also recelved for the benefit of the Fish & Fisheiies Sectors. Other uniestricted donations received will be allocated at the Trustee5' Discretion. INVESTMENT REVIEW The Objective of the Trust's Statement of Investment Principle5 and Policy is.. To moifttoln Fts fj55els Fn reul termsfrom generution to genertition. while spendlng ot o sustointyble level. The Charity's assets will therefore tend to be invested in reul tsssets (property ond equities) which typicully have un underlying income. The Chority wouldlffke to spendu growing stre(Fm of Nncome and desires a highercurrent returp) thtsn the MSCI World without undue risk to thefuture growth of thot income orsocrlfice of totulrettjrn. The Chorlty reg(Frds equNtffes as a globul asset cluss yet has sterling needs t7nd does not wish to poy unnetesstsry tox ondfees. Sterling income is a welcome mutch ag(Jinstshort term needs, but not ts perm(Jnent requirement. The Chority hos (In ethicol constroint, which is thot it expects thut its investment monogers ensure thot there is good orimproving corporote governunce ot the compunies in which itAnvests, op)d itseeks to uftder5tond how the munagers link this responsibility to shtsreholderreturp)s. The Chorffjty wlll not5econd gue55 the manoger but impress on them the importonce of thls responsibility. Investment income in 2023 was £1.078m, representlng a very s15Èht increase on the previous yearfs £1.070m. However, the Trust sold £0.884m of investments in CCLA COIF during the year as part of a plan to spend c. £14m of capital between 2020 and 2029 and underlying income therefore Increased by slightly More than at first sight. After a dSffltult 2022, the investment portfolio ended the year up 3.2% in headline capital terms but wlth a total return of about 9.4%, ahead of average inflation across the year. The CCLA holdlng finished the year strongly and returned 12.5% compared to the MSCI World retuin of 16.8%, benefitting from its US equity exposure. On the other hand, both the Trolan Income Fund and Chelverton UK Equity Income Fund Struggled, returning just 2.4% and 5.4% respettlvely. The Trustees believe that these are as much to do with the style of the funds, with the UK continuing to be out of favour, rather than specific manager issues. However, the Tru5tee5 intend to carry out a review of investments during 2024. Tlie Fislimoiigers, Coiiip4711y'S ChaKital)lÈ Ti'L15t Trustees, Report for the year ended 31 December 2023 Itontlnuedl RESERVES POUCY The Trust's Reserves Policy states that.. The bulunce on the Chority s generol (i.e., unrestricted, undesignatedjfunds should be set ot 15% &2% of anticipated incomefor the yeor. The pollcy reflects the Trustees, desire to avoid unplanned investment sales to fund current cashflow needs, although as noted above, the Trust expects to sell c £14m of capital between 2020 and 2029. At the end of the year. the Trust held total funds of £35,332k12022.. £34,157kl of which £3,917k12022'. £3,737kl were restricted and not available for the Eeneral purposesoftheTrust,' £30,219k12022.. £29,452kl were expendableendowment and £1,196k12022.. £968kl were unrestrlcted. Included within unre5trirted funds were £134k12022.' £83kl of designated fund5. £IOOk12022.. £72kl of this total Is the Livery Fund. This represents the current balance avai13ble out of the money raised from an appeal to the Livery of the Fishmongers, Company. The Trustees envisage spendinE these funds on speciflc projects in the next I to 3 years. The Trust holds £200k of investments in The New Model School Company Ltd INMSI within unrestricted funds. These investments are not ¥eadily realisable, although the Trustees expect to be able to redeem them at par within the next 5 years. The Trustees have reviewed the financial posltion of NMS and have concluded there Is no reason to impair the investment. Total reserves avallable after deducting designated funds and investments in associates from unrestrlcted funds are £862k12022.. £685kl. Th15 compares to a target range under the Re5erve5 Policy of £150k-£197k. The surplus is due to the sale of £884k of expendable endowment Investments during 2023, the proceed5 of which have been transferred to unrestricted funds and which are intended to be applled towards 2024's budgeted expenditure. RISK MANAGEMENT The Trustees have assessed the majoir risks to which the Trust is exposed. The most significant risk is assessed to be disunity with the Corporate Trustee leading to a significant reduction in income and other resources. This is addressed by keeping the strategic objectlves of the Trust aligned with the interests of the Corporate Trustee and carefullv handling the interface between the Tiust and the Corporate Trustee. The Trustees also attach high importance to addressing the risk of bad governance and are currently undertaklnE a thorough review of all governance structures, processes and documentation. As the Trust currently spends all of it5 investment Income and has embarked on a modest program of spending capital, the major financial risk derives from market volatility and the potentlal knock-on effecton the T¥ust's income if markets struggle. The Trustees are keeping under review the increased level of spending from the portfolio following the restructuring of investments in 2018. Additionally, the TrL¢St's policy is to fund specific projects rather than the tore costs of other organisations and to ensure a balance of 5ingle-year and multl-year projects. Taken together, these Should provide the flexibility to temporarily reduce the level of grant5 awaided if requlred wlthout damaging existing projects. PLANS FOR THE FUTURE The Phllanthropy and Grants Committee ha5 now completed its 5trateglc revlew of Its activities ar)d adopted a revised Set of giant guidellnes. These will be kept under review as the new model develops. The Trustees hope now to develop several deeper, longer-term relatlonshlps with suitable organisations. The Fisliinong¢J¥s' Coihpany's Charitahle Trust Trustees. Report for the year ended 31 December 2023 Icontlnued} STATEMENT OF TRUSTEES, RESPONSIBILITIES The Trustees are responsible for preparlng the Trustees. Report and the financial statements in accordance wSth applicable law and United Kingdom AccountlnE Standards (United Kingdom Generally Accepted Accountin8 Praetltel. The law applicable to Charities in England and Wales requires the Trustees to prepare flnancial statements for each financial year which Eive a true and fair view of the state of affairs of the Chaiity and of the income and expendituie of the Charity for that period. In preparing these financial staternents, the Trustees are requlred to.. Select suitable accounting policies and then apply them consistently observe the methods and princlples In Accounting and Reporting by Charities: Statement of Recommended Practice Bpplicable to charities preparing their accounts in accordance wlth the Flnancial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 make judgements and estimates that are reasonaL71e and prudent state whether appllcable accounting standards have been followed, sublect to any material departures disc105ed and explained in the financial statements prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Charity will continue in business. The Trustees are responslble for keeplng proper accounting records that disclose wSth reasonable accuracy at any time the flnancial p051tion of the Charity and enable them to ensure that the financial Statements comply with the Charities Act 2011 and the provisions of the Trust deed. They are also responsible for safeguarding the assets of the Charlty and hence for taking reasonable step5 for the prevention and detection of fraud and other irreeularlties. Charles Spicer Esq On behalf of the Trustees 21 March 2024 .P4 I'he FislitnoiiEers' Coii?iJaiiy's Cliii ritalile Trust Independent auditor's report to the Trustees Oplnlon We have audited the finantial statements of the Fishmongers, Company's Charitable Trust I'the Charlty'l for the year ended 31 December 2023 whlch comprise the statement of financial activities, the balance sheet, the statement of cash flows and the notes to the flnancial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102, the Financial Reporting stsndard appllcable in the UK and Republic of Ireland Iunited Kingdom Generally Accepted Accounting Practice). In our oplnlon the financial statements: give a true and fatr view of the state of the Charitvs affairs as at 31 December 2023 and of its income and expenditure for the year then ended,. have been properly prepared in accordance wSth United Kingdom Generally Accepted Accounting Practlce,. and have been prepared in accordance with the requirements of the Charlties Act 2011, Ba51$ for oplnlon We conducted our audit in accordance with Internatlon31 Standards on Auditing IUKI IISAS IUKII and applicable law. Our responsibilities under those Standards are further described In the Auditor's responsibilities for the audit of the financial statements section of our report. We are Independent of the Charity in accordance with the ethical 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 responslbilities in accordance with these requirement5. We believe that the audit evidence we have obtained Is sufflclent and appropriate to provide a basis for our opinion. Concluslons rèlatlng to golng concern In auditing the financial statements, we have concluded that the Trustees, use of the going concern basis of accounting in the preparation of the financial statetments Is appropriate. Based on the work we have performed, we have not identified any m3terial uncertaintie5 relatlng to events or cond￿tIOnS that. indlvldually or collectively, may cast significant doLJbt on the Charity's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Trustees wlth respect to going concern are described in the relevant sections of this report. Other Informatlon The Trustees ère responsible for the other information. The other informatlon comprlses the Information included in the Annual report 3nd flnancial statements, other than the financial Statements and our audltor's report thereon. Our opinion on the financial statements does not coverthe other informatlon and we do not express any form of assvrance concluslon thereon. 12 | Page The Fishmongers. Company's Cl)ai'ltable Trust Independent audltols report to the Trustees Icontlnuedl Other Informatlon Icontinuedl Our responslbS1ity Is to rèad the other information and, in dolne so, conslder whether the other information is materially inconsistent wlth the fin3nci31 statements or our knowledge obtained in the tourse of the audit orotherwise appears to be materially mi55tated. If we identify such material inconsistenties or apparent mateTial misstatements, we are requlred to deteTmine whether this gives rise to a material misstatement in the financial statements or a material misstatement of the other information. 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 Sn this reÈard. Matter5 on whlch we are requlred to report by exceptlon We have nothing to report in respect of the followine matters in relation to which the Charities Act 2011 requires us to report to you if, in our opinion.. the information given in the Trustees, Report is inconsistent In any material respect with the financial statements,. or sufficient and proper accountlng records have not been kept,. or the financial statements are not in aereement with the accounting records and returns,. or we have not received all the information and explanation5 we require for our audit. Responslb511t5es of Trustees A5 explained more fully in the Statement of Trustees, Responslbllitie5, the Trustees are responsible for the preparatlon of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Trustees determine is necessary to enable the preparatlon of financial statements that are free from materlal mrsstatement, whether due to fraud or error. In preparinE the financial statements, the Trustees are responsible for assessing the Charity's ability to continue as a going concern, disclosin& as applicable, matters related to golng concern and using the going concern basis of actountlng unle5S the Trustees either intend to liquidate the CharSty or to cease operations, or have no realistic alternative but to do so. Audltor's rèsponslbilltles for the audlt of the financ5al statements Our oL7jectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether dije to fraud or error, and to issue an auditors, report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audlt tondutted in accordance with ISAS IUKI wlll always detect a material misstatement when it exists. Misstatements can arlse from Iraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economlc decision5 Of vsers taken on the basi5 of these financial statements. Irregularities, includine fraud. are Instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outllned above, to detect material misstatements in respect of irregularities, Including fraud. The extent to which our procedures are tapable of detecting irreEularities, including fraud is detailed below. Independent auditoes report to the Trustees Icontlnuedl Aud5tor's responslbilltle5 for the audit of the flrtanclal statements Icontlnuedl Our approach to identlfying and assessing the risks of material misstatement in respect of Irregularltles. IncludinE fraud and non-compliance with laws and regulations, was as follow5.. the engagement partner ensured that the engagement team collectlvely had the appropriate competence, capabilities, and skills to identify or recognise non-compllance wlth applicable laws and regulations. we identified the laws and regulation5 applitable to the Charity through discussions with those charged wlth governance and other management, and from our knowledge and experience of the sector- we focused on specific laws and regulatlons which we considered may have a direct material effect on the financial Statements or the operations of the Charlty, Including the Charities Act 2011 and the financial reporting framework referred to above,. and we understood how the Charityls complylng with those legal and regulatory fiamework5 by maklng enquiries of management and those responsible for legal and compliance procedures and through our ieview of the minutes of meetings of those charged with governance. We assessed the susceptlblllty of the Charity's financial statements to material mi5Statement, including obtaining an understanding of how fraud might occur. Audit procedures performed by the engagement team included: making enquiries of management as to their knowledge of attual, suspected and alleged fraud; and considering the internal controls in place to mitigate risk5 of fraud and non-compliance with law5 and regulations. To address the risk of fraud through inanaÈement blas and override of controls, we.. performed analytlc31 procedures to identify any unusual or unexpected finantlal relationshlps- tested journal entrles to Identify unusual transactions,. peiformed substantive testing of expenditure including testing the authorisation thereof,. and assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias. In response to the risk of irregularities and norh-compllanee wlth laws and regulations, we designed procedures whlch included, but were not limited to.. reading the minutes of meetlngs of those charged with governance,. and enquiring of those charged with governance and management as to actual and potentlal litSgatSon and claims. There are inherent Ilmltations In our audit procedures described above. The more removed that laws and regulations are from financial transaction5, the less likely It is that we would become aware of non-compliance. Auditing standards also Ilmlt the audlt plocedures required to identify non-compliance with laws and regulations to enquiiy of the tiustees and other management and the inspettion of regulatory and legal correspondence, If any. Material misstatements that arise due to fraud can be harder to detert than those that arise from error as they may Involve deliberate concealment or collusion. A further description of our responsibllitles for the audit of the financial statements Is located on the Flnanclal Reporting Council's website at www.frc.orE.uk/auditorsresponsibilities. Thi5 description forms part of our auditor's report. 14 |Page ri Tl)e Flsl)monÉers' Coinpariy's Charitable Trust Independent audltor's report to the Trustees Icontlnuedl Use of our report This report is made solely to the Charlty's Trustees, a5 a body, in accordance with section 144 of the Charities Act 2011 and with regulations made under sectlon 154 of that Act. Our audit work has been undertaken so that we might state to the Trustees those matters we are required to state to them in an auditor's report and lor no other puipose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Charity and the Charity's Trustees as a body, for our audit work, for this report, or for the opinions we have formed. Buzzacott LLP Chartered Accountants Registered Auditor 130 Wood Street London EC2V 6DL Date= 22 March 2024 Buzzacott LLP is eligible to act as an audltor In terms of section 1212 of the Companie5 Act 2006 r¢ O Ln N ¢Th o rl rf M Q x > > .1 Tl)L Fls1i111(?nyers' Coiiiyill)v's cliriritoiljle Trltst Statement of cash flows for the year ended 31 December 2023 2023 2022 £000 £000 Cash flows from operatlnB actlvltles Net cash used In operating actlvltles 11,8751 12,3931 Cash flows from Investlng actlvltle5 Dlvldends. interest and rents from investment5 Proceeds from the sale of investments Purchase of investments Net cash provided by Investlng actlvltles 1,078 884 1311 1,931 1,070 1,222 1341 2,258 Change In cash and cash equlvalents in the reporting period Cash and cash equivalents at l January Cash and cash equivalents at 31 December 56 11351 1,528 1,393 1,393 1.449 Reconclllatlon of net Income to net cash flow from operatlng actlvltles Net Incomellexpendlturel for the reportlng perlod las per the SOFA) Adjustments for: IGa1nsl/Losses on investments Dividends and interest fiorn investments Dec¥ease/llncreasel in debtors IDecreasel/lncrease in cieditors Net cash used In operatlng actlvltles 1,176 16,4031 11.9251 11,0781 181 1401 11,8751 4,966 11,0701 50 64 12,3931 Analysls of cash and cash equlvalent5 Short term dep051ts Cash at bank and in hand Total tash and cash equlvalents 579 579 870 1,449 1.393 Split between.. Restricted Funds Unrestricted Funds 445 536 1,004 857 Analy515 of Changes In net dèbt Cash and cash equlvalents at l Januarv Cashflow5 Cash and cash equlvalents at 31 December 1,393 56 1,528 11351 1.393 1.449 Tlie Fi51imongers' Company's Cha¥itable Ti'ust Notes to the financial statements I. ACCOUNTING POLICIES The princlpal accounting policies adopted, judgements and key sources of estlmatlon uncertainty in the preparation of the financi31 statements are as follows.. Basls of Preparatlon The accounts have been prepared under the hlstorltal cost convention, as modified by the revaluation of certaln flxed asset investments, the Flftancial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 and Accounting and Reporting by Charities.. Statement of Recommended Practlce appllcable to charities preparing their ccounts in accordance with the Financial Reportlng Stsndard applicable in the UK and Republic of Ireland IFRS 1021. The Charity constitutes a Public Benefit Entity as defined by FRS 102. The financial statements have been prepared to Eive a 'true and fair, view and have departed from the Charities (Aecounts and Report51 Regulations 2008 only to the extent requlred to provide a 'true and fair view,. This departure has involved following Accountine and ReportlnÈ bycharities prepaiing their accounts in accordance wlth the Flnancial Reporting Standard applicable in the UK and Republic of Ireland IFRS 1021 rather than the Accounting and Reporting by Charltles.. Statement of Recommended Practice effective from l Aprll 2005 whlch has since been withdrawn. The functional currency Is GBP £IK)Os. Preparatlon of the accoLFnts on a golnE concern basls The Trustees have consldered the Trust's forecast income and expenditure and cashflow for the next 12 months and are satlstled that the Trust is a going concern and have prepared these financlal statements on that ba515. Income Donation income is recognised when the Trust has entitlement to the funds, It is probable that the income will be received, and the amount can be measured reliably and Is not deferred. Investment Income, including interest, is recognised when receivable. Fund accountlng Unrestrltted funds are available to spend on activities that further any of the purpose5 of the Charity. Designated fund5 are unrestricted funds of the Charity which the Trustee5 have decided at their discretion to set aside for a specSflc purpose. Restricted funds are donations which the donor has specified are to be Solely used for particular are35 of the Trust'5 work. Expendable Endowment Funds are funds whlch the Trustees Intend to hold and invest on a long-term basis for the purpose of generating investment income, but on which there is no formal iestriction on the disposal of capital. From time to time the Trustees may elect to Spend Expendable Endowment Funds in furthe¥ance of the Charity's objertives. Income arising from Expendable Endowment investments atcrue5 to Unrestricted Income. Expendlture and Irrecoverable VAT Expenditure is recognised once there is a legal or constructlve obligation to make a payment to a third party, it is probable that settlement wlll be requlred, and the amount of the obligation can be measured reliably. Expendlture Is classified under the following heading5: Investment Management Fees In Expendlture on Raising Funds represent the Trust's share of fees charged to collective investments schemes in which it has holdings where these are clearly identifiable. Expendituie on Charitable Activities includes both grants awarded and their associated support costs. Irrecoverable VAT Is tharged as a cost against the activity for which expenditure was incurred. 19 | Page Ilip F55hmoiiBtrrs' C(TrmpAI)y's clic)rileiblp Trust Notes to the flnanclal statements Icontlnuedl I. ACCOUNTING POLICIES Icontlnuedl Allocatlon of support costs Support costs are those functions that aSSlSt the work of the Trust but do not directly undertake charitable activities. Support costs include the Trust's share of employment costs for staff jointly employed by the Fishmongers, Company and the Fi5hmonEeis' Company's Fi5herles Charitable Trust,. administration expenses, and audit fee5. Support costs have been wholly allocated to Charitable Expenditure. Investments Investments are stated at maiket value. Reallsed and unrealised gains and losses are combined on the Statement of Financial Activities. Investments In Assoclates Investments in A550ciate5 are Investments In entitles where the Trust is able to exercise SiEnificant influence that falls short of overall control by virtue of holding more than 20% but less than 50% of total shareholder vote5. The Trust's Investments in Assoclates are all Programme Related Investments whose primary intention is to further the Trust's charitable objectives rather than make a finBncial return. Investments in Associates are included on the Balance Sheet at cost less impairments, which are charged to the Statement of Flnanclal Activities. Impairments arise if information beeomes available which indicates that the recoverable value of the Investment has fallen below its cost. Debtors Trade and other debtors are recognised at the Settlement amount due. Credltors and provlslons Creditors and provi5ion5 are retognlsed where the Charity has a present obligation resulting frotn a past event that will probably result in the transfer of fund5 to a thlrd party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provision5 are normally recognlsed at their settlement amount due. Flnanclal Instruments The Trust has only financial assets and financial liabilities of a klnd that qualify as baslc financial instruments. Ba51C fin3nelèl Instruments are initially recognised at transaction value and Subsequently measured at their settlement value except investments whlch are stated at market value. Penslons The Trust jointly employs staff with the Fishmongers, Company and Fi5hmongers' Company's Fisheries Charitable Trust. The Fishmongers, Company meets the obligations of the employers in respect to auto enrolment leglslation. Actountlng estlmates and Judgements The most Significant areas of lud@ement and key assumptions that affect items in the account5 relate to the recognltion of multi-year grant commitments. In respect of the next reportinE period the most significant areas of uncertainty that affect the carrying value of assets are the level of investment return and the performance of investment markets. The Fishinongors, Compaiiy's Charltahle Trust Notes to the flnart¢lal statements Icontinuedl 2. INVESTMENT INCOME 2023 £000 50 2022 £000 50 Restricted funds St Peter's Hospital Fund Elizabeth Garrett Anderson Fund Ben Travers Fund Mark Quested Memorlal Fund EL Beckwith Fund Total Restrlcted funds 40 40 95 96 Unrestrlcted funds 983 975 Total Investment Income 1,078 1,071 DONATIONS 2023 £000 103 12 2022 £000 161 Restrlcted funds tVlember5hip Giving Initiative Elizabeth Garrett Anderson Fund Small Grants for London Youth Organi5ation5 Donations from The Fishmongers, Company Legacy 125 13 257 60 Deslgnated funds Low-cost education 42 46 Other unrestrlcted funds Donations from the Fishmonger5' Company Other donations Total donatlons 20 1 295 550 Tlie trislii))otigors' Compariy's Charitaljle TrLlSt Notes to the flnanclal statements Icontlnuedl 4. GRANTS Grant5 comprised.. 2023 2022 Educational grant5 The Gresham'5 Foundatlon New Model School Company Ltd Guildhall School of Music & Drama City and Guilds of London Art School Royal College of Muslc st Paul's Chorister Trust £000 268 76 66 60 £000 268 ioi 73 22 58 30 15 15 Royal Academy of Mu51C Ea5tside Young Leaders Academy Donations below £5k (Education Organi5ationsl Total educatlonal grants to organisations 12 12 io 563 536 Prlson educatlonal grants Prisoners Education Trust IPEn Pri50n Radio Association Irene Taylor Trust The Longford Trust The Right Course Beating Time Fulham Reach Boat Club Liberty Cholr Mercer5 Co~ No Golng Back Inltlatlve The Clink Charity Donation5 below £5k IPri50n51 Total prison educational grants to organlsatlons 30 30 30 30 25 20 20 25 20 20 io io 30 20 185 136 Elizabeth Garrett Anderson Scholarship5 Mark Quested Scholarship Total educatlonal grants to Indlvlduals 41 41 49 42 90 Total educatlonal grants 790 762 Expenditure on educatlonal grants was £790k12022'. £762kl of which £187k was restfl(ted12022: £123kl and £603k was unre5tiicted12022.. £640kl. 221 Page -pi Tlip Fisliinoi)gers' Compariy's Charitli ble Trust Notes to the flnanclal statements Icontlnuedl 4. GIiANTS Icontlnuèd} 2023 £000 2022 £000 1,415 Flsheries grants to organisations The Fishmongers, Company Flsheries Charitable Trust Food Teachers Centre Catzero Seafood Grimsby & Humber Alliance University of Lincoln Thames21 City and Guilds Foundation TEC PartnershSp Game and Wildlife Conservatlon Trust Oonation5 below £5k (Fisheries) Total flsherles grants 450 63 45 67 40 io io io 630 1.526 Expenditure on fisherie5 gfants was £630k12022'. £1,526kl, £180k of which was restrlcted12022.. £71kl and £450k nrestricted12022.. £1,455kl. 2023 £000 2022 £000 Mental Health grants to organlsatlons James Place Charity Oasis Hub Waterloo Future Men 151in8ton Mind The Listening Place Lambeth & Southwark Mind Body & Soul Woman'5 Trust Room to Heal Central London Samaritans Thames Skllls Academy Maytree Shoreditch Trust Total Mental Health grants 50 29 50 28 26 25 23 22 20 15 14 14 28 15 50 22 16 15 20 30 15 266 261 Expenditure on mental health grants wa5 £266k12022.' £261kl, £34k of which was restricted12022.. £38kl and £232k unrestricted12022.' £224k unrestricted). 23 | Page Notès to the flnanclal statements Icontlnuedl 4. GRANTS Icontlnuedl 2023 £000 49 2022 £000 47 58 40 37 Food and nutrltlon grants to organlsatlons Foodcycle Beyond Food Foundation Chefs in Schools Bow Food Bank 8romley by bow Centre Pembroke House 45 35 33 30 26 22 18 io 26 School Food Matters Manna Soeletv Clty Harvest Total food and nutrltlon grants io 268 218 Expenditure on food and nutrition grants was £268k12022: £218kl of which £50k wa5 restricted12022.. £77kl and £218k was unrestricted12022.' £141kl. 2023 2022 £000 129 Hardship grants DEC Ukralne Appeal Donations below £5k (Hardship Organisationsl Total hardship grants to organlsatlons £000 17 19 133 St Peter's Pensioners Total hard5hlp grants to indlviduals Total hardshlp grants 25 140 Expenditure on hardshlp Erants was £25k12022.' £140kl of which £23k was restrlcted12022.' £126kl and £2k was unrestricted12022.. £13kl. ni Tlie Fislimonge¥s' Coii)pany's Charital)le TrL15t Notes to the financial Statements lcontlnuedl 4. GRANTS Icontlnuedl 2023 £000 2022 £000 Clvlc and mllitary welfare 8rants to organlsatlons First Ald NursinE Yeomanry The Lord Mayor's Appeal Brigade of Gurkhas Overseas Protection Squadron RAF Marham HMS President Parachute Reglment Tower Hamlets RAF Cadets City of London Sea Cadets The Ulysses Trust Donations below £5k (Civic) Total clvlc and mllitary welfare grants 22 40 43 Expenditure on civicgrants was £40k12022= £43kl of which £nil was restricted12022 £2kl and £40k unrestrlcted12022.. £41kl. 2023 202Z £000 £000 Total grants 2.019 2,950 Future commltment cancelled 1301 15} Total grants 1,989 2,945 Of the total grants figure of £1.989k12022'. £2,945kl É474k were restricted12022'. £437kl and £1,515k unrestrlcted 12022.. £2.508kl. In addStlon to the sums above there are 8rant commitments of £477k payable in 202412023.. £550kl and £272k payable in 202512024- £477kl from multi-year grants awarded previously by the Trust but where payment5 are conditional upon continued satisfactory performance of the project funded. Notes to the flnanclal statements Itontlnuedl 5. ANALYSIS OF SUPPORT COSTS 2023 2022 £000 Grant Maklng 81 48 12 £000 Grant Maklng 103 48 13 Staff Costs Administration expenses Governance Other expenditure Total Support Costs 165 142 Support Costs were £165k12022.' £142kl, all of which were unrestricted. The Trust does not engage in activitles other than grant making and, accordingly, IOD% of Support Costs have been Iloeated to Grant Making. Staff Costs comprise the Trust's share of the employment cost of staff who are a150 lolntly employed by the Fishmongers, Company and the Fishmongers, Company's Fisheries Charitable Trust. The payroll Is administered by the Fishmongers. Company and the appropriate proportion of the employment costs of the relevant employee5 IS recharged to the Trust. Administration Expenses relate to the provlslon of other administrative support services to the Trust by the Fishmongers, Company in coy)nection with the opeiatlon and implementation of the objective5 of the Trust, the management of the Trust's assets and compliance with constitutional and statutory requirements. Governance expenditure include5 an audit fee of £13k12022'. £12kl. 6. ANALYSIS OF STAFF COSTS 2023 2022 £000 93 £000 Salaries and wages Social secuTItV Costs Total Staff Costs 73 io 103 81 There were no employeÈs12022: £nill for whom the Trust's share of employee benefits exceeded £60k. Staff Costs Includes £15k12022.' £28kl in respect of the proportion of the remuneration of Trust's Key Management Personnel which wa5 recharged from the Fishmongers, Companv. The proportion of staff c05tS that were recharged to the Trust represent approximately 1.6 people12022.' 1.21. .1 The Fislimon8e¥s' Compaiiy's Chai'italjle Trust Notes to the flnanclal statements leontlnued) 7. INVESTMENTS 2023 £000 32.653 18841 2,211 12551 33.725 2022 £000 Market value at I January I Sales at market vèlue Reallsed and unreallsed galnslllossesl Investment mènagement fees Market value at 31 December 38.806 11,2151 14,6651 12731 32,653 Consistlng of.. Restricted funds Expendable endowment funds Total funds 3,506 30,219 33,725 3,201 29,452 32.653 Investments in Collective investment funds are quoted at their Bid Price at year end. Investment management fees represent the Trust's notional share of fees charged to its holdings in collective Investment funds. They have been calculated by applying the published Ongoing Charges Figure to a slmple average of each fund's value (opening balance plus closing balance divided by twol. Investment management fees are deducted from the capltal of each of the fund5 held and the gains and105ses shown in the financial statements have therefore been 8r05sed up by the amount of the notional fee. 27 | Page Tlie Fi5hiiiongers' Cotiipai)y'5 Cliaritahle Trust Notes to the flnanclal statements Icontlnuedl 8. INVESTMENTS IN ASSOCIATES In 2012113 the Trust invested £IOOk of 2. Non-cumulative Redeemable Preference Share5 in the New Model School Company Ltd INMSI, a non-charitable company which provides low-cost private primary education in London. Prlor to maklng the Investment. the Trustees considered the Charity Commission's guidance on investment in the equity capital of non-charitable companle5 In CC14 and sought Independent legal advice. The Trustees consider that the investment furthers theTrusVs aim5 in re5pectof the advancement of education and are satisfied thatsafeguBrds exist to prevent the funds being used for non-charitable purposes or excessive private benefit. In particular, the boaid of the New Model School have entered Into a blndlng commStment to redeem the shares at the request of the Tru5tee5 in the following circumstances.. l. the Trustees declde that the company's activities no longer correspond with its own charitable purposes- and/or 2. the company decides to pay any dhvidend which, In the oplnlon of the Trustees could be consldered to provide excessive andlor unreasonable private benefit to other investors. In 2021, the Trust accepted a gift of £IOOk of Non-cumulative Redeemable Preference Shares in NMS. taking its total holding in NMS to £2(M)k. The Non-2 share class does not benefit from the protection5 Stated above In relation to the orlginal investment. however the Trust now holds 35.8% of total shareholder vote5 and the Trustee5 are satisfied that the significant Influence this gives the Trust Is a sufflcient safeguard. The Trustees have reviewed the financial forecasts for the company and con5iderthat It remalns appropriate to value the investment% at cost. If the Trust prepared consolidated accounts and used the Equity Method, then its share of NMS'S profit for the yeai- ended 31 December 2023 which would have appeared in these accounts Is £35k12022.. £2kl and Its share of the company's net assets at 31 December 2023 is £276k12022'. £266kl. The New Model School Company Ltd has also benefited from donatlons from the Trust for educational purposes of £76k12022.' £IOlkl. Tlio r.ishtnangÈrs' C.ompany's Ch?t ritable Trust Notes to the financlal statements Icontlnuedl 9. DEBTORS 2023 2022 £000 £000 Prepayments and accrued Income 12 12 10. CREDITORS.. AMOUNTS FALLING DUE WITHIN ONE YEAR 2023 2022 £000 £000 Grants payable Accruals and deferred income Other creditors 26 59 13 io 24 39 93 11. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR 2023 2022 £000 £000 Grants payable 14 29 | Page -1 Tlie Fisliniongers, Coinp