Annual report July 2023
## Annual report and financial statements
For the year ended 31 December 2023
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## **Contents**
4 **Introduction**
- 8 **The year in review**
- 10 Improving people’s health and reducing inequalities 14 Supporting radical innovation and improvement in health and care services
- 18 Providing evidence and analysis to improve health and care policy
- 22 Work to improve the Foundation 24 Cross-cutting themes
**26 Looking ahead**
- 28
- 29
- Improving people’s health and reducing inequalities Radical innovation and improvement in health and care
- 30 Evidence and analysis to improve health and care policy
- 31 Work to improve the Foundation
**32 Financial review and statements**
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## **Working to build a healthier UK**
## Introduction from the Chief Executive and Chair
Work to improve health and care has never been more vital. The NHS is under strain with long waiting lists and unprecedented strike action, life expectancy is stalling, health inequalities are widening. The economy is struggling, putting pressure on the public services so vital to the nation’s health. At the same time, there are positive signs for the future. There is a growing recognition that the country’s prosperity crucially depends on our health and vice versa, and of the legitimate role of the state and public investment in shaping this agenda. And there is huge potential for human gain from the use of technologies now and in the future.
The Health Foundation is uniquely placed to help understand and find solutions in this challenging context, to make a real difference to health and care for the people of the UK. Our endowment gives us ambition, independence, stability and the freedom also to focus on the medium to long term – all very significant assets in today’s changing world. Our role in providing robust evidence and well informed independent analysis is as essential as ever and we have the opportunity to influence the decisions and priorities of the new government.
In 2023 we began work on our renewed our strategy, guided by three core priorities:
- improving people’s health and reducing inequalities
- supporting radical innovation and improvement in health and care services
- providing evidence and analysis to improve health and care policy.
In each of the three areas we have undertaken a range of activities, from grant making, research and fellowships, to collaborating with stakeholders and working in partnership. The three areas bring together expertise from across the organisation, including analysis from our economists in the REAL Centre and analysts in data analytics.
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Generating robust and insightful evidence through our research and analysis remains central to our work. In 2023 we published several major outputs bringing together our internal expertise, which allowed us to reach wide-ranging audiences, gain media traction and influence policy and practice. For example, our flagship report on projections of ill health in 2040 received widespread media coverage and continues to be referenced by journalists, academic and policymakers. Our annual REAL Challenge Lecture and associated publication from Professor Dame Diane Coyle, explored health care productivity, and were well received, informing debate and policy on the subject. We launched a series of briefings looking at how local government can take action to tackle the leading risk factors for ill health, and what support it needs from national government. And we began building evidence on technology and AI in health care, including the launch of our inaugural annual survey on public attitudes to health technology and use of health data, which was covered in The Times and influenced the work of the NHS England Virtual Wards Programme.
In addition to all our reports, events and webinars and other activities, we achieved impact through more significant collaboration with other organisations in 2023. Health Equals was launched, bringing together a wide range of organisations and experts to deliver campaigns to improve people’s health and improve our understanding of what makes people healthy. Our independent Commission for Healthier Working Lives also began work to better understand the decline in working-age health. And the Young People’s Future Health programme concluded, with outputs published from the five policy posts embedded in partner organisations on the experience of young people and their transition to adulthood and how to improve it.
Internally, we are developing the Foundation as an organisation – our people, operational and business processes, and our infrastructure. And across our external and internal priorities there are three vital cross-cutting themes. The first is environmental sustainability. Among other things we are using our responsible investment policy and our endowment to leverage more progress. The second is equity, diversity and inclusion – making this a focus across our external work, but also making progress internally to increase diversity and develop a more inclusive culture. And the third is public participation – reaching out more to the communities and groups we ultimately are here to serve, to make sure their experience and perspective more fully influences the work we do.
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Our achievements in 2023 are due to the hard work and commitment of staff, governors and the people we work with across health and care. We are very grateful for their support, in what has continued to be a challenging environment. We look forward to making progress in 2024 and beyond – always for the benefit of the UK population and, in particular, the most vulnerable in society.
**Dr Jennifer Dixon** Chief Executive
**Sir Hugh Taylor** Chair
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2023.year
in review
## **Improving people’s health and reducing inequalities**
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**Health is our most precious asset. It is shaped by the work we do, the income we earn, the education we receive and the places, communities and families we live in. The context of the pandemic, the cost-of-living crisis and rising demand for services makes improving – or even sustaining – healthy life expectancy a real challenge.**
**Improving health and reducing inequalities requires a whole-society approach – we cannot do this alone. Our ambition is to create more favourable conditions that enable others to act. We want decision makers across all parts of society to understand and fulfil their potential contribution to building a healthy nation.**
Key highlights
**Raising awareness within government of the role health plays in determining economic outcomes** : Our expertise on health and work is increasingly recognised by government, providing opportunities for us to emphasise the importance of health and its contribution to the economy. We have fed our analyses into the Work and Health Unit in government, met regularly with the Chief Medical Advisor at the Department of Work and Pensions, provided expert evidence to the Economic Affairs Committee in parliament and worked closely with the Office for Budget Responsibility.
## **Increasing public engagement to act on the wider**
**determinants of health** : Health Equals began its work campaigning to improve the health of the UK. It launched two campaigns in 2023: #LivesCutShort, which highlighted how where you live affects health outcomes, and Get Well Soon Britain, which called for urgent action on the building blocks of health, featuring also in debates at the Labour and Conservative party conferences.
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**Influencing the government to take a whole-government approach to tackling the wider determinants** : We published research on the role of targets in tackling health inequalities and convened with stakeholders to discuss findings and inform policy. The report, along with other work, generated high engagement on our website and key stakeholders, and led to meetings with government and cross-party groups.
**Using evidence from our Young People’s Future Health** : **programme to influence action** As the programme concluded, we published the final outputs from five policy posts funded through the Young People’s Future Health and held an event to bring them together with policymakers, to highlight implications of the programme’s findings for young people’s mental health to encourage action.
## **Building an informed understanding of the determinants**
**of health to inform policy** : We continued to publish work in this area, including adding new areas to the Evidence Hub which has become a trusted form of evidence and is often referenced externally. For example it was referenced at a parliamentary Health Select Committee on housing and prevention.
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## Case study **Encouraging more local areas and public health bodies to adapt how they talk about the building blocks of health**
In July 2022, we published a toolkit to set out how people can frame communications to increase understanding and support for action on the building blocks of health. In 2023, the toolkit was promoted at a number of events reaching diverse audiences, including the Solace Summit for local authority leadership, the South East Public Health Conference, and a celebration event for health inequalities work in Luton that was attended by more than 80 representatives from local organisations and council departments.
The breadth of events promoting the toolkit has fuelled widespread pick up of the approach and a number of vocal advocates, particularly in the public health community, who have helped further spread the work. From our contact with councils and (non-systematic) internet searches, we have identified that the ‘building blocks of health’ metaphor recommended in our toolkit is used by at least 45 councils in England; more than 15 NHS integrated care partnerships or trusts; Labour’s Health Mission; as well as some of the NIHR Health Determinants Research Collaborations. In addition, Dr Xand van Tulleken have used the framing recommendations to talk about stress on BBC morning television.
Feedback on the toolkit has been consistently highly positive, with numerous anecdotal reports of impact in building understanding about the need for action on the wider determinants of health in local areas. Anecdotally, public health and other directors in local authorities report that using the approach has been ‘game changing’ in securing engagement across the council and in NHS integrated care partnerships. In 2024, we are embarking upon more formal evaluation with test sites, as well as funding work to enable us to understand shifts in mindsets about health over the longer term.
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## **Supporting radical innovation and improvement in health and care services**
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**Innovation and improvement are more important than ever to ensure that health and care services meet people’s needs now and in the future. By ‘radical innovation and improvement’ we mean the deep-seated and far-reaching shifts needed in health and care over the coming decade, and the application of new and cutting-edge methods and approaches to drive change in services.**
**We want to give policymakers, system leaders, service providers, health care staff, service users and the public the insights, practical resources and opportunities needed to support these changes. We achieved impact through in-house insight, analysis and data analytics as well as funded programmes, commissioned research and strategic initiatives.**
## Key highlights
**Using our funding programmes to enable the generation and adoption of innovation and improvement on the front line** : Across our four Common Ambition partnerships, we have engaged more than 500 people to improve health care in their communities. The partnerships have generated valuable insight on building strong learning communities to support health care improvement. We have updated our programmes to match developments in health and care (such as the implementation of integrated care systems), and used learning from existing programmes to inform newer initiatives, such as the Tech for Better Care programme.
**Using our reputation and thought leadership to influence system level change through partnerships** : We directly influenced national health care improvement policy through our work on the launch of NHS IMPACT – the new single, shared NHS improvement approach for England. We did this through key publications – such as our five principles, which had more than 5,000 views on our website – and strategic roundtables convened by the Q community. We also had influence through our partnership with NHS Confederation and Q, with Sir Chris Ham’s report on improving health and care at scale being shared with ICS leaders at the 2023 NHS Confederation conference.
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**Shaping debate on emerging topics in health and care** : We continued to build up our knowledge, reputation and influence on health technology and AI, through publications and events. We published a number of outputs, including our inaugural tracker survey on public attitudes to health technology and use of health data on what it will take to reach net zero care. Alongside this, we commissioned research with the Ada Lovelace Institute looking at influences on digital exclusion and recommendations to address health inequalities through AI and data.
**Informing new approaches to care in different settings** : In 2023 the IMPACT Centre collaborated with NHS NIHR (National Institute for Health Research) to support evidence from social care to be implemented in practice. We also published work on the power of linking data sets on unpaid carers, which was well received by the Department of Health and Social Care, NHS England, The Tony Blair Institute and the UK Health Security Agency. Our Tech for Better Care programme also expanded our innovation footprint across a range of care settings.
## **Facilitating staff engagement and networking in**
**innovation and improvement practices** : Q’s continued growth has allowed us to enhance our national reputation and influence on health are improvement. We also launched THISLabs, in partnership with THIS Institute, to generate new collaborations and support innovation and improvement in health care.
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## Case study **Realising influence and impact through long-term investment in healthcare improvement and innovation**
Last year, Vin Diwakar, Sciana member and former Health Foundation Patient Safety Clinical Associate, was made NHS England Director of Service Transformation and Amar Shah, Q Advisory Board and Health Foundation co-author, became the first ever National Clinical Director for Improvement. Over one quarter of the members of the National Improvement Board, established in 2023, have close, sustained connections to the Foundation. These include the Chair, David Fillingham (Q member and co-author of Flow, 2016) and Ailsa Brotherton and George Findlay (GenerationQ fellows).
The appointments within NHS England and to the NHS National Improvement Board have demonstrated how our fellowships, funded programmes and the Q community have, over the past 10–15 years, fostered the development of a cohort of improvement leaders in England and across the UK. This network, supported by our insights and analysis, is providing a channel through which the Health Foundation can influence national improvement policy at the highest levels, including in relation to topics such as workforce transformation and digital innovation.
These developments have demonstrated the value of our focused, sustained investment in connecting leaders and of maintaining engagement with our network and past portfolio of work to understand our longer-term, cumulative impact. We will maintain this focus as our remit expands to influence the implementation and use of technology and AI within healthcare systems and services.
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## **Providing evidence and analysis to improve health and care policy**
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**Policy decisions on health and social care are often only loosely related to evidence or rigorous analysis, frequently fail to incorporate a long-term perspective, and can have complex effects that aren’t well understood. Our work helps to change that.**
**Pressures on health and care services in the UK are extreme and the policy context is uncertain. We want to see policy decisions on health and social care informed by the best available evidence and analysis, to improve our health system now and for the future. Our work focuses on analysing and informing national policies affecting the NHS and social care in the UK, as well as how policy is interpreted and implemented in different local contexts.**
**In 2023, our work had wide reach and impact, gaining national media coverage, engaging key policymakers and stakeholders, and directly supporting policy development.**
## Key highlights
**Using the REAL Centre’s reputation for robust and independent analysis to inform policy decisions** : In response to the Long Term Workforce Plan, Health Education England approached the REAL Centre, as experts on workforce modelling, to conduct an independent assessment of NHS England’s modelling approach, and received significant media response. Anita Charlesworth also attended a roundtable with the Prime Minister and was invited to the launch press conference at No.10 in recognition of our seminal work on NHS workforce analysis and modelling over a period of 6 years.
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**Encouraging consideration of productivity as a key strategic issue for the long-term stability of the NHS** : We funded the Institute for Government to assess why NHS hospitals are not delivering higher activity despite higher
spending and funding in recent years, and in November, Diane Coyle delivered the REAL Challenge Lecture, exploring key drivers of UK health care productivity. 547 people attended (online and in person) and nearly 800 viewed the recording after 3 weeks.
## **Understanding what might happen to the NHS waiting**
**list** : To understand the scale of the challenge so that it could inform public debate and policy, our analysis – which included an interactive calculator – explored what would happen under different scenarios and increased understanding of the causes of the growing wait list. The findings generated strong media coverage and responses from key stakeholders.
## **Contributing to the debate about the NHS on its 75th**
**anniversary** : We used our analysis to contribute to the debate about the future of the NHS, including our public polling, which was featured in an exclusive Guardian front page and in other newspapers, and a joint letter with The King’s Fund and the Nuffield Trust, which was referenced in a House of Lords Debate.
## **Analysis of the Commonwealth Fund’s international**
**survey of GPs** : Our analysis of the Commonwealth Fund’s international survey of GPs found that UK GPs are among the most stressed and least satisfied of their peers, but also highlighted areas where UK GPs were performing well. These findings resonated with our stakeholders and were covered in more than 300 regional and online outlets.
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Case study
## **Using the Health Foundation’s role as an independent expert body to act as a thought leader and convene audiences across all strategic priorities**
In 2023, we delivered a higher volume of robust analysis of NHS performance in response to high salience issues to provide timely insights for policy and raise awareness of key issues. Three main outputs contributed to this aim:
- ‘Why are delayed discharges from hospital increasing? Seeing the bigger picture’ Delayed discharges contribute to longer waits for hospital care and negatively impact patients. Our analysis exploring the recent increase was our top performing output in 2023 with 2.3k unique views. Key stakeholders welcomed the findings, including Liz Kendall, Shadow Minister for Social Care, and Ben Dyson, responsible for the Department of Health and Social Care’s hospital discharge programme.
• ‘Longer hospital stays and fewer admissions’. Policymakers want to increase the number of patients seen in NHS hospitals, but hospital admissions have been falling. Our analysis exploring the drivers of this trend had strong influence in the NHS, and also the media , including exclusive reporting from Sky News and The Times as well as an interview with Charles Tallack on Sky News Breakfast. The Royal College of Physicians responded, and we had further engagement from the Liberal Democrats and Royal College of Emergency Medicine.
• ‘Waiting for NHS hospital care: the role of the independent sector in delivering orthopaedic and ophthalmic care’. Reducing the elective care backlog is a major priority for the NHS and our analysis explored the role of the independent sector in delivering elective care. Charles Tallack’s Twitter thread had over 40k impressions, and the analysis featured in The Guardian.
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## **Work to improve the Foundation**
**As well as adapting and improving what we do, we’re also focusing on how we do it. The Health Foundation has grown in recent years and is now an organisation of approximately 250 people. We take our role as an independent charitable organisation seriously, and we’re doing lots to improve our day-to-day activities. During 2023, we launched a programme of work to improve our strategic planning, programme management, people, finance, grants and awards and supporting technology systems, to build the Foundation of the future. This programme will continue to deliver benefits in 2024 and will support wider changes and developments across the Foundation.**
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## Gathering staff feedback
In 2023, we ran our first full staff engagement survey since 2019. 88% of staff responded, which has allowed us to understand how our people are thinking and feeling about the Foundation. Overall, our engagement score was 56% (two points lower than benchmark for non-profits) indicating that we have a way to go to ensure all colleagues feel engaged. In full 56% of staff responded positively, 20% responded negatively and 24% were neutral. Key areas of focus that came out of the survey were around leadership, workload, reward and recognition, and management. These have informed both organisational level and directorate level priorities and there are a number of plans to place to address these in 2024.
## Working cross-organisationally
We know from the impact of our external work from internal surveys that we achieve more when we work together. Health in 2040 is one example of how we can harness our collective skills to achieve impact. The final report drew on expertise from the REAL Centre, the healthy lives team and the communications department, and was produced in partnership with the University of Liverpool to produce a high quality output that achieved significant and long lasting impact.
_Health in 2040_ is the first output from a five-year collaboration with the University of Liverpool. Focusing on ageing and multimorbidity, it sets out the next 20 years of growing pressure on the health, care and wider public systems of the projected demographic change and health trends. It generated well over a thousand mentions in the media and our subsequent webinar and podcast were also successful, as were our ecomms and social media efforts, having higher than average responses.
The key findings from the report continue to be referenced extensively by journalists, academics and policymakers across Whitehall.
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## **Cross-cutting themes**
We have made progress in our cross-cutting themes of equality, diversity and inclusion (EDI), environmental sustainability and public participation across our strategic priorities. We know these themes are very important to our staff and our stakeholders alike, and we are working to embed these in all our activities externally and internally.
## Equality, diversity and inclusion
The Health Foundation is committed to becoming a more equitable, diverse and inclusive organisation. In 2023, we appointed a new EDI Lead to take forward this work, nominated one of our governors to act as Board champion for EDI and set up an internal programme board to oversee progress. We developed an EDI workplan and have made progress against a number of the actions it identified. For example, we have reported internally on our gender pay gap (and will report externally on this in future years), set targets for the diversity of our event speakers, podcast guests and bloggers, and piloted EDI awareness-raising workshops, with a view to rolling these out across the Foundation in 2024. The REAL Centre has also continued its work to promote diversity in the economics profession. While this work shows we are making progress, we recognise that it is only a starting point and that we have a long way to go to meet our EDI commitment.
## Public participation
Public participation ensures our work is relevant and responsive to what our end users need. In 2023, we signed up to the national Shared Commitment to Public Involvement in Research. This builds on the previous impact of our Inclusion Panel, which ended in December, to move to a new model of public participation in funded research. We have used this commitment on the Tech for Better Care evaluation, where embedded public involvement has already brought benefits in ensuring lived experience informed the selection of evaluators and the evaluation design.
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Our Young People’s Future Health programme involved young people to ensure that analysis was shaped and informed by their experience, resulting in some partner organisations involving young people in their work for the first time. We then developed practical lessons for engaging young people in policy work that were shared through an event co-hosted with NPC, attended by around 80 people, as well as the accompanying report and toolkit.
## Environmental stability
At the end of 2023 the endowment’s value was £1.2 bn, a total return of 6% for the year. In addition, £55 million (drawdowns and income) was distributed to the Foundation. In terms of our impact against Sustainable Development Goals:
- SDG 13, Climate Action: almost two thirds of public equity companies we invest in published commitments to or were reporting against science-backed climate targets. In addition, over a third of public equity companies are now operating a main business activity to tackle global decarbonisation efforts.
- SDG 3, Health and Wellbeing: all our public equity investment managers can now evidence the integration of health into their investment decision-making and engagement activities. Across their portfolios a third of companies operate a main business activity which delivers positive population health impact through the delivery of products and services.
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Looking
ahead
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**We know 2024 will present many challenges to the delivery of our mission to build a healthier UK. Political instability, a deeply challenging economic context, unprecedented challenges faced by the health and care system, and depleted public services will make progress hard.**
**We will continue to be responsive to urgent challenges. AI has taken on greater significance, and we want to provide strategic direction for how AI should be developed and implemented to transform care.**
**Ongoing pressures on NHS care will likely dominate the policy agenda, and we will develop and communicate work in areas where our expertise can help – such as NHS productivity, the health and care workforce and local government funding – using our communications to maximise reach, profile and impact. We will continue to influence and achieve change across different levels of the system, from national to local, and reach newer audiences such as business, investors and local government.**
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## **Improving health and reducing inequalities**
We will continue to make the case for health to be viewed as an asset to society and the economy through our in-house analysis, the Commission for Healthier Working Lives and our communication activities. We want our stakeholders to use our evidence and messaging to inform influencing activities and decision-making.
z[Through in-house and ] commissioned analysis, we will provide regular commentary on trends in health and their determinants. Our work in Scotland will bring fresh independent commentary and challenge to galvanise action.
z[We will continue to make the case ] for a whole-government approach to health with an emphasis on the mechanisms required. We want to see our proposals being taken forward by the new government.
z[We will design and deliver a ] new programme to boost the
practical insight and know-how for local leaders seeking to deliver place-based activities to improve health. We want to see growing engagement with our work from leaders across local government and for their role in health recognised and supported through central government policy.
z[We will generate outputs from our ] Long-term investors in People’s Health and Economies for Healthy Lives programmes. Along with our Commission for Healthier Working Lives, we want to see business, investors and employers understanding their role in health and becoming more open to changes in commercial practices.
z[Health Equals will continue ] to use creative campaigning approaches to raise the awareness of health inequalities. We will run a headline campaign and at least two spotlight campaigns. We want to see visible engagement from the public and policy makers in our messages.
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## **Radical innovation and improvement in health and care**
2024 will see a continuation of many things started 2023, further bedding in the focus on technology and innovation, while maintaining our work and strengthening our established reputation on improvement.
z[In 2024, we will further explore ] the use of AI, technology and data analytics to reshape health and social care, improve productivity and ease workforce pressures. As well as research, convening, events and thought leadership, we will design a new programme to support the implementation of high-potential service changes; develop an evaluation offer drawing on assets such as IAU, THIS Institute, and ThisLabs/ Thiscovery; and continue evaluation work that is helping to shape major NHS England service transformations.
z[Building on our considerable ] experience in embedding innovation, we will be developing a new funding offer for strengthening regional innovation
infrastructure, as well as using research to draw out lessons for policymakers and practitioners.
z[We will continue to be a ] prominent voice and influence on improvement in the UK. As part of this, next year Q will roll out a new learning and development offer for integrated care systems in partnership with the NHS Confederation.
z[2024 will also see a focus ] on influencing the next administration on issues such as technology and new models of care. For example, we will publish commissioned research on the investment required for NHS digitisation and will draw out lessons for policymakers for designing service transformation programmes.
z[We will continue to evolve how ] we deliver our work. For example, we will be developing more agile funding mechanisms for small innovation grants that can help catalyse change.
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## **Evidence and analysis to improve health and care policy**
We will continue to work under the seven themes identified in our 2023–25 strategy: health system performance, NHS reform, social care, primary care, funding and finance, workforce, and efficiency. We have refined our objectives for 2024 and developed plans that build on and expand our work in these areas.
z[New work on primary care ] will look at the impact of new care models being developed in the NHS and long-term policy questions facing general practice in the future.
z[The REAL Centre will be ] producing new projections of NHS and social care funding, as well as workforce projections on social care and nurses.
z[On health system performance, ] we will continue our ongoing analysis of pressures in the NHS and public perceptions of health and care, plus new in-depth international comparisons on health system resilience and integrated care.
z[We will build on work we ] scoped in 2023 on efficiency and productivity through major new work on measurement of productivity and identifying drivers of efficiency.
z[Our work on NHS reform will ] help identify priorities for the new government, including through deliberative research with the public on options for long-term reform.
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## **Work to improve the Foundation**
**Equity, diversity and inclusion** : Building on our current workplan, we will set out an ambitious programme of work to make progress towards our goal of becoming a more diverse, inclusive and equitable organisation. During 2024, we will engage all staff in building their individual knowledge and developing a shared understanding of EDI across the Foundation; embed structures for managing EDI across the organisation, develop flourishing staff networks with all directorates making a distinctive contribution; and track progress against a clear vision and targets.
**Environmental sustainability** : We will continue our work to become a greener organisation that is fit for the future. This means changing the way we invest our endowment, manage our office, procure goods and services, give out our funding and more. To achieve this goal will require a carbon reduction plan, which is currently in development and due to be finalised in 2024.
**Public participation** : We want our public participation practice to be purposeful, proportional and consistent, reflecting the range of perspectives that exist in society and forming (where relevant) collaborative and reciprocal relationships with people and communities. Our desired outcomes are that: staff have a shared understanding of the case and opportunities; public participation appears more prominently in our internal and external comms; staff are motivated and have the skills and confidence to deliver the activity needed; processes are in place to enable us to demonstrate impact &value; development of our networks and partnerships to help us do it well; greater understanding of the diversity of ‘public’ in our activities; and grant holders feel encouraged and supported.
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## **Financial review and statements**
**(Rough Illustration to be updated with final)**
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## **Legal and administrative information**
## **Governors**
Sir Hugh Taylor (Chair) Sir David Dalton (stepped down 13 July 2023) Eric Gregory Loraine Hawkins Ruth Hussey Branwen Jeffreys (stepping down 11 July 2024) David Smart Rosalind Smyth Katie Blacklock Dawn Edge Ravi Gurumurthy Paul Najsarek (appointed 1 March 2023) Roland Sinker (appointed 1 March 2023) Rachel Sylvester (appointed 20 June 2024)
## **Charity number**
286967
## **Investment Fund Managers**
See Appendix
## **Company number**
01714937
## **Registered office**
8 Salisbury Square London EC4Y 8AP
## **External Auditor**
UHY Hacker Young Quadrant House 4 Thomas More Square London E1W 1YW
## **Solicitors**
BDB Pitmans One Bartholomew Close London EC1A 7BL
## **Custodian and Performance**
## **Measurement**
Northern Trust 50 Bank Street Canary Wharf London E14 5NT
## **Investment Advisers**
Cambridge Associates Limited 62 Buckingham Gate London SW1E 6AJ
Redington 6th Floor 1 Angel Court London EC2R 7HJ
Bates Wells 10 Queen Street Place London EC4R 1BE
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## **Charitable activities in 2023**
## **Our charitable expenditure**
As well as adapting and improving what we do, we’re also concentrating on how we do it. The Health Foundation has grown in recent years and is now an organisation of approximately 250 people. We take our role as an independent charitable organisation seriously, and we’re doing lots to improve our day-to-day activities. During 2023, we launched a programme of work to improve our strategic planning, programme management, people, finance, grants and awards and supporting technology systems, to build the Foundation of the future. This programme will continue to deliver benefits in 2024 and will support wider changes and developments across the Foundation.
Our charitable expenditure is made up of:
- Grants and donations of £16.8m, including further £1.8m investment in Q, £1.3m contribution to the UK Prevention Research Partnership and £1.2m invested in our work around ‘Health inequalities in Scotland.’
- Direct costs of £19.1m, mainly our internal staff who manage our awards and influence change directly through our strategic priorities, listed in Figure 1.
- Support and governance costs of £11.9m, providing the infrastructure to deliver our charitable activities, including our secure data networks.
Our charitable expenditure of £47.8m is illustrated in Figure 1; the outer circle showing the split by strategic priority and the inner circle split as per above.
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## Figure 1: Charitable expenditure in 2023
35[%] 40[%] 25[%] Grant funding Direct Support and of activities costs governance costs £16.8m £19.1m £11.9m
8[%] Cross cutting strategic activities £3.8m
35[%] Improving people’s health and reducing inequalities £16.6m
23[%] Providing evidence and analysis to improve health and care policy £10.9m
34[%] Supporting radical innovation and improvement in health and care services £16.5m
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In 2023 we set out a new strategy, with three key strategic priorities, charitable spend is allocated using these strategic priorities. Our charitable expenditure of £47.8m compares to £66.0m in 2022, the key movements over £0.5m were:
- Decrease in overall grant funding and donations driven by the £22.8m funding for THIS Institute committed in 2022 for 2023–7, £1.2m decreased investment in our REAL Centre Research Units and the end of the programme of work on Emotional Support for Young People Research (2022: £0.6m)
- In our work on **improving people’s health and reducing inequalities** we have increased our investment in our programmes of work; Health and inequalities across Scotland with an award to the Fraser of Allander Institute to build on work on inequalities in Scotland by setting up a Policy Research Unit (£0.9m increase) and Shaping Places for Healthier Lives with a large award to Public Health Wales (£0.7m increase) and a new investment in year in Health Equals (£0.6m)
- In our work on **providing evidence and analysis to improve health and care policy** we recommitted to the Harkness Fellowship programme with The Commonwealth Fund (£0.6m increase)
- In our work on **supporting radical innovation and improvement in health and care services** we invested £0.5m more than prior year in UK Centre for Evidence Implementation in Adult Social Care/IMPACT via Economic and Social Research Council
- In 2023 we invested in our staff team to deliver and support our work increasing direct, support and governance costs (£2.7m increase)
Further information can be found in note 7 to the accounts.
## **Our income used for charitable activities**
Our charitable activities are mainly funded by our endowment. In 2023, we received £16.5m investment income and transferred £29.2m of capital from the endowment, in line with our expenditure policy.
We received restricted income of £1.6m (2022: £1.3m) primarily for Q, an initiative joint-funded with NHS Improvement. The Q initiative started in April 2015 and is part of our substantial long-term investments to develop and support initiatives designed to build improvement and innovation capability.
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## **Our policies**
## **Expenditure policy**
The investment spending policy, outlined in our investments section, sets out the spending formula for the Foundation. This spending formula provides a guide for the annual budget that may be adjusted to consider the needs of the Foundation and its operational capacity. The Foundation’s support and governance spend is set by reference to the total spend level to ensure it remains reasonable and proportionate.
## **Grant-making policy**
The Foundation sets out specific entitlement criteria for each programme at its launch. These criteria vary from programme to programme and are made available on our website. Applications are assessed against these criteria and grants made considering funds available and the quality of applications.
The period for which grants are awarded depends on the programme, but typically last between 1 and 4 years, with the exception of THIS Institute. Grants are monitored regularly, and appropriate progress reports are required from recipients.
## **Reserves policy**
The Foundation holds an expendable endowment fund, which was created following the sale of PPP Healthcare Group (PPP) to Guardian Royal Exchange Group in 1998. It is the Foundation’s policy to operate as a perpetual body and, in line with this policy, the governors seek to manage the Foundation’s business, and in particular its investment returns and expenditure, to maintain the real value of this expendable endowment fund while providing the necessary income to fund the Foundation’s ongoing charitable activities.
Within the above overall policy, governors are at any time able to use endowment capital to fund charity expenditure. Accordingly, governors have determined that it is not necessary for the charity to hold reserves by way of separate unrestricted funds. Capital from the endowment equal to the excess of the Foundation’s expenditure over its generated unrestricted income is applied as income each year such that at the year end the unrestricted fund balance is nil.
37
## **Our investments**
## **Investment policy and strategy**
The governors have decided that the Foundation should operate as a perpetual endowment and seek to maintain the real value of the endowment. We aim to invest the Foundation’s assets to maximise returns while balancing risk through a diversified asset portfolio.
The Foundation has a structured investment process with the following primary features:
- **Investment policy** is agreed by the board of governors; this includes investment objectives, constraints and spending rate.
- **Investment strategy** is delegated to the Investment Committee, including strategic and tactical asset allocation, rebalancing, styles and weighting within asset classes, and manager arrangements.
The governors’ primary objectives are:
- **Time horizon** : the endowment shall be invested for the long-term with an investment horizon of 10 years and multiple economic and market cycles.
- **Return target** : the objective is to fund our charitable expenditure while maintaining the real value of our investments. CPI is used as a proxy measure for inflation.
- **Spending policy** : the governors believe that the return target is consistent with sustaining a spending rate of 4% over a trailing 3-year average of endowment value.
- **Risk target** : a long-run volatility range of 13–15% and an equity beta in the region of 0.70–0.75. The governors wish to limit the possibility of a 20% fall in endowment value over 1 year but acknowledge that this possibility cannot be eliminated. The probability of this event is of the order of 20% or one in five.
38
The main features of the Foundation’s investment strategy are to:
- manage the portfolio on a total return basis
- focus on ‘return-generating’ asset classes, which can reasonably be expected to generate attractive real returns over the long term
- have only limited exposure to ‘risk-reducing’ asset classes, because of their lower expected returns
- reduce risk by diversification, but accept that seeking high returns incurs volatility
- use active managers where it is reasonable to expect that the performance benefits will outweigh the additional costs.
## **Our approach to responsible investment**
We recognise the importance of being a responsible investor and have developed four guiding principles based on the values of the Foundation, which act as an overarching framework to strengthen the endowment’s investment strategy and stewardship credentials. The four responsible investment guiding principles are:
**Principle 1** Work with, and challenge, existing and future investment managers to ensure their environmental, social and governance (ESG) integration and engagement policies align with the Foundation’s framework.
- **Principle 2** Exercise the right as a responsible asset owner through measured and relevant engagement in relation to the mission of the Foundation.
- **Principle 3** An ambition to be Net Zero by 2035 and report impact against UN Sustainable Development Goals 3 and 13 via robust oversight procedures and processes.
- **Principle 4** Emphasise positive engagement over exclusion, as long as there is no conflict of interest in the field of public health and health care.
We oversee the practical application and governance of the four guiding principles in accordance with the endowment’s ESG policy through engagement with the selected investment managers and investment
39
consultant. In addition, we require all our investment managers to have an ESG policy in place and recommend they adopt at least one of the following guidelines – the UK Stewardship Code or the UN Principles of Responsible Investment.
We do not invest directly in tobacco stocks. We also closely monitor our investment in pooled funds and if we identify any inadvertent exposure to tobacco stocks, we engage with the relevant investment manager with the aim of establishing new funds. There are certain stocks that could be seen as a conflict of interest for the mission of the Foundation and, therefore, we would negatively screen these stocks from the endowment. However, where possible, we adopt a formal approach to positive engagement where conflict of interest might arise. Where there are issues related to reputational risk, these reside with the board of governors.
The Health Foundation is a member of the Charities Responsible Investment Network, facilitated by ShareAction and maintains dialogue with investor coalitions such as Institutional Investors Group on Climate Change and Healthy Markets and Good Work Initiatives. We intend that this will strengthen our approach to responsible investing where we want to use our investment portfolio to encourage businesses to behave responsibly.
## **Investment returns**
Our long-term goals for the management of our endowment investments are set out in the Investment policy and strategy earlier in this report.
In 2023 the Endowment Fund returned 6%, which was less than the target performance of 8% (CPI plus 4%), but a satisfactory outcome in terms of the absolute return. Although public equity markets performed strongly during 2023, the overall Fund return was lower due to contribution from investments in private assets. Looking forward it is expected that a normalisation of inflation and monetary policy will lead to more normal outcomes in financial markets and that the Fund will achieve its target return once again. Strategic Asset Allocation will be reviewed in 2024 to ensure that the Fund is invested to achieve the optimum risk return trade off. Risk is managed within a rigorous framework and monitored quarterly by the Investment Committee.
40
Figure 2 shows the change in the value of the investments. In 2023, the value of the investments increased by £19m, from £1,177m to £1,196m.
Figure 2: Investment values as at 31 December 2023
**----- Start of picture text -----**
£1,400m
£1,231m
£1,200m £1,125m £1,177m £1,196m
£1,076m
£1,039m
£966m £980m
£1,000m
£800m
£600m
£400m
£200m
£m
2016 2017 2018 2019 2020 2021 2022 2023
**----- End of picture text -----**
The structure of the investments is focused on global investing via a range of asset classes. The investments look to maximise returns while balancing acceptable levels of risk through a diversified asset portfolio. Following a review of the existing public equity investment managers in 2021, a new suite of public equity investment managers was agreed to reflect our responsible investment guiding principles more appropriately. The portfolio successfully transitioned to the suite of new investment managers in the first half of 2022.
The Investment Committee meets quarterly and sets and regularly reviews the long-term investment strategy and progress on its implementation. Redington act as our investment advisor for the endowment and provide advice on strategic asset allocation, investments, and responsible investment practices. Cambridge Associates provides investment management services for the Victoria Fund and investment advice on private investments and hedge funds.
Figure 3 shows the target strategic asset allocation together with the actual asset allocation at the end of 2023. The allocation to listed equities is slightly underweight, while the allocation to alternative assets and cash are slightly overweight compared to the target allocations. We are long term investors and, as such, whilst we monitor the strategic asset allocation quarterly we do not carry out short-term tactical readjustments to asset class weightings.
41
## Figure 3: Asset allocation at 31 December 2023
Listed equities Alternative assets Property and infrastructure Fixed income strategies Cash
**----- Start of picture text -----**
Target 57% 23% 12% 4% 4%
3%
Actual 52% 26% 12% 7%
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
**----- End of picture text -----**
We have enough liquidity in the portfolio to fund the charity’s plans for the foreseeable future, having carried out ‘stress-tests’ at appropriate intervals.
The total cost of managing our investments was £14.9m (2022: £14.4m). The increase is mainly due higher fees from private infrastructure in 2023. Further details can be found in note 6.
## **Subsidiary companies**
At the end of 2023, the Foundation had three subsidiary undertakings Medtrust Innovations Limited (Medtrust), the Victoria Fund LP Incorporated (Victoria Fund) and from May 2023 THIS Labs Ltd (THIS Labs).
Medtrust is wholly owned by the Foundation as a mission-related investment engaged in the exploitation of intellectual property rights. In March 2011, Medtrust acquired 50% of the intellectual property rights of BMJ Quality & Safety, a journal published by the BMJ Publishing Group Limited. At 31 December 2023, Medtrust had fixed assets of £0.5m (2022: £0.5m). In the year, Medtrust generated an operating profit of £0.1m (2022: £0.2m).
The Victoria Fund was formed in February 2010 as a vehicle to invest in a combination of hedge funds and private equity. The Health Foundation, as the limited partner, is entitled to all investment returns less a priority share by the general partner. As at 31 December 2023, the Victoria Fund had investment assets of £433m (2022: £411m) and the value of its net assets was £437m (2022: £442m). The net increase in the value for 2023 was £7m (2022: £54m). Private investment assets were impacted by strong
42
inflationary headwinds in 2023, after a strong period of outperformance in 2022.
In early 2023, The Health Foundation set up a third subsidiary, THIS Labs which has been set up to enable improvement and innovation in the health and care sector through online collaboration with an initial investment of £4m to achieve these goals. As at the end of the year the value of the net assets of THIS Labs was £3.3m as the team invested in staffing and developing the platform to demonstrate its value in supporting collaborative approaches to research and consultation.
43
## **Streamlined energy and carbon reporting**
The Health Foundation is reporting energy and carbon emissions in compliance with The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. The conversion factors used in the report are taken from 2022 Government guidance on the Streamlined Energy and Carbon Reporting (SECR) regime.
Office use continued to increase in 2023 post Covid, as a result the office energy consumption increased. The Foundation consumed approximately 602,468 Kwh of energy in 2023 (2022: 555,381 Kwh) and CO2 emissions are estimated at 118.05 tonnes (2022: 113.13 tonnes). Our intensity ratio is 0.049 tonne per square metre of our office space (2022: 0.047 tonne per square metre).
## **Electricity and gas – office**
During 2023, our office electric energy consumption equated to 462,786 Kwh (2022: 456,663 Kwh) or 89.49 tCO2e (2022: 88.31 tCO2e). The electricity consumption has increased slightly in 2023 with increased use of the building, however due to the increase in office use and the relatively cold winter, our office gas energy consumption equated to 139,682 Kwh (2022: 98,718 Kwh) or 25.50 tCO2e (2022: 18.02 tCO2e). Electricity costs are partly metered and partly apportioned while gas costs form part of the service charge, apportioned by the landlord on the floor space occupied by the Foundation, which equates to 2,415 square metres.
## **Travel**
During 2023, travel journeys paid for directly by the Foundation equated to 108,971 miles (2022: 84,539 miles) or 11.13 tCO2e (2022: 6.80 tCO2e). Travel in 2023 returned to normal levels with staff travelling more freely for work. Travel to and from Foundation events by external participants and attendees are not included in these calculations for both years.
44
## **Commitments and reporting**
Environmental sustainability is a cross-cutting priority within the Foundation’s 2022–25 strategy, and we are committed to understanding and reducing our environmental impact. We have set the target of making our endowment net zero by 2035, with the interim target of halving the carbon emissions of the endowment by 2028. In 2023, we began developing a long-term carbon reduction strategy and action plan for the rest of our operations, beyond the endowment. To help us do this, in early 2023 we worked with carbon reporting experts to review our overall approach to sustainability, understand our carbon footprint in more detail, set further targets and identify the tools and capabilities we will need to monitor and reduce our environmental impact in the future.
We also published developed guidance to help our grant applicants and grant holders consider and minimise the footprint of their projects.
45
|2023 carbon reporting fgures|Mileage|Consumption
kwh|Carbon
emission
tCO2e|
|---|---|---|---|
|**Scope 2**||||
|Health Foundation offce – gas||139,682|25.50|
|Health Foundation offce – electricity
**Scope 3**||462,786|89.49|
|||||
|Employee mileage personal cars|2,417||0.64|
|Travel – taxis|202||0.05|
|Travel – public transport|70,372||3.65|
|Travel – air
**Total gross emissions in tonnes CO2e**|35,980||6.79|
||**108,971**|**602,468**|**126.12**|
|Intensity ratio: tonnes CO2e per sqm|||0.052|
|2022 carbon reporting fgures
(restated to include own offce electrity)|Mileage|Consumption
kwh|Carbon
emission
tCO2e|
|---|---|---|---|
|**Scope 2**||||
|Health Foundation offce – gas||98,718|18.02|
|Health Foundation offce – electricity
**Scope 3**||456,663|88.31|
|||||
|Employee mileage personal cars|2,779||0.76|
|Travel – taxis|720||0.20|
|Travel – public transport|49,367||0.41|
|Travel – air
**Total gross emissions in tonnes CO2e**|31,673||5.43|
||**84,539**|**555,381**|**113.13**|
|Intensity ratio: tonnes CO2e per sqm|||0.047|
46
## **Stakeholder engagement – s.172 statement**
The board recognises that the Health Foundation’s relationship with its stakeholders is critical to its success. The table below sets out our main stakeholder groups, the key considerations of each group and how we engage with them.
|Stakeholder|Key consideration|How we engage|Key activities in
2023|
|---|---|---|---|
|**Benefciaries**,
including: members
of the public;
those who beneft
from the grants
we award; health
and care workers;
policymakers;
charities that received
donations from us.|Improving the lives
of the people and
communities that the
Foundation’s grants
support in its work
to improve health,
health care and social
care in the UK.
Maximising the
impact of our work.
Sharing information
about the work of the
Foundation.|Individual governors have
strategic oversight of key
programmes of work,
working closely with teams
across the Foundation
and the organisations we
partner with.
Via our grant holders,
including their reporting
to us.
Through our webinars,
podcasts publications,
blogs, newsletters and
long reads, which are all
available to anyone, free
of charge.
We have an active social
media presence.
We have well-defned
communications strategies
around our strategic aims
and targeting our key
audiences.|The board approved
further awards
including work
on inequalities in
Scotland, campaigns
raising awareness of
health inequalities,
funding to support
technology
innovation in
social care.
The board discussed
progress across our
work on our three
strategic priorities.
We held a mixture
of online and
in-person events
which increased the
reach and public
participation in
our work.|
47
|Stakeholder|Key consideration|How we engage|Key activities in
2023|
|---|---|---|---|
|**Partners**: we work
closely with a wide
range of partners to
deliver our strategy.|Maximising the
impact of our work.
We work with a wide
range of stakeholders
to deliver our mission
to build better health
and health care –
from national and
local government, to
the health and care
sector, the public
health sector, and the
third sector.
Ensuring the
effectiveness of
the programmes
and projects that
the Foundation
supports with grants
or contracts and/or
staff time.
Building and
maintaining networks
of people engaged in
improving the quality
of health, health care
and social care in
the UK.
Sharing information
about the work of the
Foundation.|We engage with our
grant holders via ongoing
management of their
awards, with support for
applicants to enable them to
maximise the effectiveness
of the projects that we
are funding.
We cooperate actively with
other key organisations in
our feld to infuence policy
and practice.
We work with other key
organisations in some of our
major areas of activity and
engage with them closely
in ongoing management
and direction.
We have over 5,600
members in our
Q Community in Q1
2024, supporting service
improvement and learning.
We have an alumni
programme for previous
award-holders in our
fellowship programmes.
We have a wide variety of
useful, practical resources
on our website available at
no charge, aimed at people
and organisations working
in health, health care and
social care.
We create opportunities
for award-holders to
meet with governors at
board meetings.|Much of our work
is carried out with
partners through our
funded programmes.
Examples of board
engagement include
overseeing funding
for our externally
funded vehicles,
including THIS Labs
and THIS Institute.|
48
|Stakeholder|Key consideration|How we engage|Key activities in
2023|
|---|---|---|---|
|**Employees:**including
secondees, interns,
fellows, longer term
temporary staff.|Ensuring that
employees enjoy
working at the
Foundation and are
motivated to help
deliver our mission.
Providing
opportunities to
develop and grow at
the Foundation.
Working to improve
health and wellbeing
of all who work at the
Foundation.
Working to improve
diversity and
inclusion at the
Foundation.|Regular staff surveys with
follow-up of actions, shared
with the remuneration and
governance committee
and board.
Systematic and
comprehensive approach
to health and safety and
wellbeing overseen by
a staff team, reported
annually to the board.
Support for staff-led
diversity groups.
Learning and development
programme for all staff,
both corporate and
individual.|The people plan
for 2023 outlined
a number of key
people-related
activities, to
include on Equity,
Diversity and
Inclusion, Learning
and Development,
and refreshing
our Engagement
Surveys.
There were a number
of achievements
made in accordance
with the plan during
2023. These included:
A new People Forum
and an Inclusion
Programme Board
both launched in
May of 2023, our Your
Say Engagement
Survey was launched
in September and
received an 88%
participation rate,
with action plans
created following
on from the results,
and launch in quarter
4 of a project to
review and update
our Progression and
Reward approaches.|
|**Suppliers:**including
the Foundation’s
invesmtent
managers.|That our key
suppliers are
operating ethically
as well as providing
value for money.|As an accredited living wage
employer, ensure that our
contracted staff earn at least
the real living wage.
Regular contact with our
public equity investment
managers to ensure that
they remain properly
engaged on ethical and
social governance.|We continued to
engage with our
investment managers
particularly on ethical
and social reporting
and management.
We have also
developed new
templates to
support our EDI
and sustainability
focus through our
suppliers.|
49
## Risk management
The Foundation set out its approach to managing risk, including roles and responsibilities, in its risk management policy. The Audit Committee and the board of governors regularly review key risks owned by executive directors.
The Audit Committee gives direction and reviews the implementation of the risk management process supported by an internal audit plan. Detailed below were the most important risks for 2023.
|Keyrisk|Nature of risk|Management of risk|
|---|---|---|
|Investment risk|Failure to provide adequate
funding for the Foundation’s
planned activities due to a
major correction in market
value and/or insuffcient
liquidity.|The Investment Committee ensures that the
Foundation’s investments are suitably diversifed,
supported by an internal team, external advisers
and external benchmarking. The committee ensures
there is enough continuing liquidity to meet the
Foundation’s cash requirements, in the event of a
sudden market correction.
In 2023 risk assets performed poorly initially as
investors worried about recession risk due to tighter
monetary policy and the realization that rates would
stay higher for longer than previously anticipated.
Events in the Middle East caused further weakness
in markets, before the ‘everything rally’ fnally took
place towards the end of the year in response to
lower infation numbers.
The endowment portfolio benefted from
diversifcation and lack of exposure to some of
the more volatile parts of the global market and
ended the year up by 6%. The fund continues
to take appropriate levels of risk to achieve its
long-termgoals.|
|Strategic|The Foundation fails to
address important or
emerging issues or achieve
a desired level of impact.|The board reviews our ambition, impact and
progress. This includes balancing short term reactive
work with longer term initiatives.
In 2023, we began to implement our refreshed
strategy for 2023–2025, recognising the scale of the
challenge to health and care. We also reviewed our
Impact strategy. Cross-team strategic priority boards
were established to foster matrix working and
oversee progress against yearly business plans.
2024, with a general election on the horizon, there
will focus on both our short-term policy infuencing
work with our longer-term research, analysis and
innovation and improvement programmes.|
|Quality|Our work lacks suffcient
rigour, accuracy, quality
and objectivity.|We have clear governance frameworks for awards,
contracts and research with a quality assurance
process for the release of all published material.
In 2023, we embedded our formalised processes
and guidance on quality assurance and refreshed
our award and contract agreements as part of a
wider multi-year quality process improvement
programme.|
50
|Keyrisk|Nature of risk|Management of risk|
|---|---|---|
|People risk|Failure to attract, develop
and retain the people
we need to deliver the
Foundation’s strategy.|The Remuneration and Governance Committee
determines the framework for the overall reward
strategy applicable to all Foundation staff.
In 2023, we welcomed our new EDI and L&D leads
and appointed a permanent Chief People Offcer.
In Q3 we ran an organisation-wide engagement
survey. We were pleased to receive a response
rate of over 85% and have used the responses to
prioritise our People Plan for 2024.
In 2024 there is further focus on EDI, with an EDI
survey and workshops, as well as improvement
in our learning & development programmes
and developing our progression and reward
programme.|
|Cyber and data
security|The Foundation’s defences
are inadequate, rendering it
vulnerable to a cyber-attack
or the loss/compromise
of data.|The directors support a comprehensive risk
management strategy focusing on technological
defences, robust policies, and fostering security
awareness among employees.
We continuously invest in cybersecurity
technologies, including next-generation frewalls,
endpoint security, and network security solutions.
Our infrastructure undergoes regular assessments,
including external penetration testing.
We have stringent data protection policies. We
also align with ISO27001 standards for our data
science research activities. All employees undergo
mandatory cybersecurity training, emphasising data
security, phishing recognition, and best practices.
Strict access controls ensure employees only
access necessary information, minimising risks
associated to user error. We align our efforts with
the fve core functions of the NIST Framework:
Identify, Protect, Detect, Respond, and Recover,
ensuring a systematic approach to managing
cybersecurity risks.|
|Business
disruption|The Foundation loses
operational effectiveness,
due to disruption caused by
an internal or external event.|We remain committed to protecting our
organisation against potential disruptions. We
recognise that the landscape of threats is diverse
and ever evolving.
Our proactive stance in 2023 and 2024 involves a
comprehensive review and enhancement of our
business continuity and disaster recovery strategies.
This includes not only revisiting these plans but also
conducting rigorous internal audits to ensure their
effectiveness.|
In 2024, the Audit Committee and board of governors approved a revised approach to risk management. This included reference to the risks related to organisational change, which will be an increasing focus for the Foundation as the year evolves.
51
## **Trustees’ report**
## **Structure, governance and management**
The Health Foundation is a registered charity and a company limited by guarantee. It is governed by its memorandum and articles of association adopted on 24 July 1996 and last amended on 15 July 2021. The Foundation’s endowment was first established in 1998.
The board is responsible for the overall governance of the Foundation. All governors are members and directors of the company, and trustees of the registered charity. Governors are appointed for a term of 5 years and may be appointed for a second term of up to 4 years. The current governors and any past governors who served during the year are listed in the table below, together with the names of independent members of committees.
|Name|Member/
governor|Audit
Committee|Investment
Committee|Programme related
investments
committee (from
November 2023)|Remuneration
and
Governance
Committee|
|---|---|---|---|---|---|
|Hugh Taylor|Chair|||||
|David Dalton||||||
|Ruth Hussey|||||Chair|
|Branwen Jeffreys||||||
|Rosalind Smyth||||||
|Loraine Hawkins||||||
|Eric Gregory||Chair||Chair||
|David Smart|||Chair|||
|Katie Blacklock||||||
|Ravi Gurumurthy||||||
|Dawn Edge||||||
|Paul Najsarek|(appointed
March 2023)|||||
|Roland Sinker|(appointed
March 2023)|||||
|Rachel Sylvester|(appointed
June 2024)|||||
52
The following served as independent members of committees during 2023.
|Name|Audit Committee|Investment Committee|
|---|---|---|
|Ingeborg Dybdal Øie (stepped
down February 2024)|||
|Robert Beveridge|||
|Mark Chaloner|||
|Andrew Milligan|||
The board regularly reviews the skills and experience of the governors to ensure they are relevant to the Foundation’s mission and provide balance to the board.
The board meets at least four times a year and approves strategic, business plans and budgets and reviews operational and investment performance.
All new governors receive a comprehensive induction. Refresher sessions on relevant topics are arranged for governors periodically and the board reviewed its governor training and development policy in 2023. The articles of association set a minimum number of trustees at 5 and a maximum at 15.
## **Organisational structure and how decisions are made**
The board of governors has set down a schedule of matters specifically reserved to it for decision. These include:
- board appointments
- the appointment and terms of reference of any committee of the board and any matters expressly reserved for the decision of the board by any such terms of reference
- approval of annual financial statements and annual business plan and budget
- changes to the Foundation’s investment strategy and spending policy.
In addition, the following committees are established as committees of the board of the Foundation in accordance with the articles of association. Each operates in accordance with terms of reference, which ensures the committee is properly constituted with an appropriate membership of governors, experienced independent members (in the case of the Audit and Investment Committees) and a clear set of responsibilities and authorities.
53
- **The Remuneration and Governance Committee** assists the board in monitoring and advising on the size and composition of the board of governors; their selection, recruitment induction and training; and manages reviews of board performance, as requested by the board. The committee approves the framework and policy determining the overall reward strategy applicable to all Foundation staff and for the chief executive and senior leaders.
- **The Audit Committee** assists the board in meeting its responsibilities in respect of financial reporting and internal control. It provides a channel of communication between the Foundation’s external and internal auditors and the board. It provides direction and reviews the implementation of the Foundation’s risk management strategy and system of internal controls.
- **The Investment Committee** assists the board with developing investment policies agreed by the board. The committee sets and regularly reviews a long-term investment strategy to meet the Foundation’s investment objectives. The chief executive and the chief investment officer are members of this committee.
- **The Programme Related Investments Committee** assists the board in meeting its responsibilities in respect of the oversight of the Foundation’s investments in Medtrust and THIS Labs, together with any future programme related investment proposals.
The Foundation has three subsidiary companies:
- **Medtrust Innovations Ltd** , company registration number 03910581 a wholly own subsidiary company of the Health Foundation which, together with BMJ Publishing Group co-owns BMJ Quality and Safety Journal, a publication which provides insights and information with the aim of improving the quality of healthcare. In 2023 the board of Medtrust Innovations Ltd comprised: Eric Gregory, Chair, Nick Bateson and Malte Gerhold. The board meets twice a year. The chair reports to the Health Foundation board of governors on a regular basis.
- **Victoria Fund LP Incorporated** , registered as a Guernsey incorporated limited partnership under The Limited Partnerships (Guernsey) Law, 1995 as amended was formed in February 2010 as a vehicle to invest in a combination of hedge funds and private equity. The Health Foundation, as the limited partner, is entitled to all investment returns less a priority share by the general partner.
54
- **THIS Labs Ltd** , company registration number 14506058, The Health Foundation has a 70% share in THIS Labs Ltd. Malte Gerhold was appointed as a Director of THIS Labs Ltd on 20 March 2023 and reports on the progress of the company to the Health Foundation’s programme-related investment committee (whose inaugural meeting was held November 2023). This committee oversees the Health Foundation’s investment on behalf of the Foundation and reports to the Health Foundation board of governors on a regular basis.
The board of governors delegates the exercise of certain powers in connection with the management and administration of the Foundation to the leadership team managed by the chief executive.
## **Senior leadership**
The chief executive is responsible for the day-to-day management of the Foundation’s affairs and for implementing policies agreed by the board of governors. The chief executive is assisted by a group of senior leaders who are listed below. Although the senior executive team are called directors, they are not the ‘legal’ directors of the charitable company.
|Jennifer Dixon|Chief Executive|
|---|---|
|Jo Bibby|Director of Health|
|Aidan Kearney|Chief Investment Offcer (to May 2024)|
|Jenny Rodgers|Chief Investment Offcer (from May 2024)|
|Anita Charlesworth|Director of Research and the REAL Centre|
|Malte Gerhold|Director of Improvement and Innovation|
|Hugh Alderwick|Director of Policy|
|Charles Tallack|Director of Data Analytics|
|Nick Bateson|Chief Operating Offcer|
|Patrick South|Director of Communications|
The charity’s registered office and list of key advisers can be found in legal and administrative information (page 33).
## **Principal activities and development**
The Health Foundation is an independent charitable organisation working to build a healthier UK. It achieves this through supporting people and organisations. Further information on the charity’s activities and developments are included in the Strategic report.
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## **Statement of governors’ responsibilities**
The governors are responsible for the preparation of the annual report, including the strategic report and governors’ report, and the financial statements in accordance with applicable law and UK Generally Accepted Accounting Practice. Company law requires the governors to prepare financial statements for each financial year that give a true and fair view of the state of affairs of the charitable company and the group and of the incoming resources and application of resources, including the income and expenditure, of the charitable group for that period.
In preparing these financial statements, the governors are required to:
- ensure that the most suitable accounting policies are established and applied consistently
- make judgements and estimates that are reasonable and prudent
- state whether the applicable accounting standards and statement of recommended accounting practice have been followed, subject to any material departures disclosed and explained in the financial statements
- prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Foundation will continue in operation.
The governors have overall responsibility for ensuring that the Foundation has appropriate systems and controls, financial and otherwise. They are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the Foundation, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Foundation and for their proper application as required by charity law, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities and to provide reasonable assurance that:
- the Foundation is operating efficiently and effectively
- all assets are safeguarded against unauthorised use or disposition and are properly applied
- proper records are maintained, and financial information used within the Foundation, or for publication, is reliable
- the Foundation complies with relevant laws and regulations.
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Each of the governors has confirmed that as far as they are aware, there is no relevant audit information of which the Foundation’s auditors are unaware. The governors have each taken all the steps necessary in order to make themselves aware of any relevant audit information and to establish that the Foundation’s auditors are aware of that information.
Processes are in place to ensure that management information is prepared and reviewed regularly by both the directors’ team and the board of governors. Internal controls over all forms of commitment and expenditure continue to be refined to improve efficiency.
The systems of internal control are designed to provide reasonable but not absolute assurance against material misstatement or loss. They include:
- a strategic plan, annual business plan and budget approved by the governors
- regular consideration by the governors 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
- a programme of independent controls
## **Declarations and conflicts of interest policy**
The Foundation has drawn up and implemented a declarations of interest policy that explains the nature of potential conflicts of interest. It requires governors, independent members of committees, employees and other defined categories of individual with whom the Foundation works from time to time, to declare all interests relevant to the Foundation’s work and provides a framework for managing situations when conflicts arise.
Governors, independent members of committees and employees are also required to notify the Chief Executive or Chief Operating Officer of any association with a body or organisation which is or might become an applicant for funds from the Foundation. A register is kept and those interests declared by governors and members of the directors’ team are reviewed regularly by the directors and produced for inspection at all board meetings.
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Details of transactions with related parties are set out in note 25 of the financial statements. The Foundation has a comprehensive whistle-blowing policy.
None of the governors has any beneficial interest in the company. All the governors are members of the company and guarantee to contribute £1 in the event of a winding up.
This Trustees’ report, including Strategic report, prepared under the Charities Act 2011 and the Companies Act 2006, was approved by the governors on 11 July 2024 in their capacities as trustees of the charity and directors of the company. This included their approval of the Trustees’ and strategic reports contained within it. The Trustees’ report is signed as authorised on their behalf by:
Signed
**Sir Hugh Taylor, Chair 11 July 2024**
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## **Independent auditor’s report to the members of the Health Foundation**
## **Opinion**
We have audited the financial statements of The Health Foundation (the ‘parent charitable company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2023 which comprise the Consolidated Statement of Financial Activities, the Consolidated Balance Sheet, the Charity Balance Sheet, the Consolidated Statement of Cash Flows and notes to the financial 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 FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
- give a true and fair view of the state of the group’s and of the parent charitable company’s affairs as at 31 December 2023 and of the group’s incoming resources and application of resources, including its income and expenditure, for the year then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.
## **Basis for opinion**
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 responsibilities in
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accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
## **Conclusions relating to going concern**
In auditing the financial statements, we have concluded that the trustees’ use of the going concern basis of accounting in the preparation of the financial statement is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group or parent charitable company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.
## **Other information**
The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. The trustees are responsible for the other information contained within the financial statements. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is 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 in this regard.
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## **Opinions on other matters prescribed by the Companies Act 2006**
In our opinion, based on the work undertaken in the course of our audit:
- the information given in the strategic report and the trustees’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the trustees’ report have been prepared in accordance with applicable legal requirements.
## **Matters on which we are required to report by exception**
In the light of the knowledge and understanding of the group and the parent charitable company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the trustees’ report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent charitable company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent charitable company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of trustees’ remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.
## **Responsibilities of trustees**
As explained more fully in the trustees’ responsibilities statement set out on pages 56–7 the trustees are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
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In preparing the financial statements, the trustees are responsible for assessing the group’s and the parent charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the group or the parent charitable company or to cease operations, or have no realistic alternative but to do so.
## **Auditor’s responsibilities for the audit of the financial statements**
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Based on our understanding of the group and the industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the acts by the group, which were contrary to applicable laws and regulations including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, the Charities Act 2011, FRS 102 and the Charities SORP 2019. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related posting manual journal entries to manipulate financial results, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to investment valuations and the grants payable.
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Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:
- Discussing with management their policies and procedures regarding compliance with laws and regulations;
- Review of the financial statement disclosures to underlying supporting documentation;
- Communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of noncompliance throughout our audit; and
- Considering the risk of acts by the company which were contrary to the applicable laws and regulations, including fraud.
Our audit procedures in relation to fraud included but were not limited to:
- Making enquiries of the management on whether they had knowledge of any actual, suspected or alleged fraud;
- Gaining an understanding of the internal controls established to mitigate risks related to fraud;
- Substantively testing of income and testing of current year and post year end journals and evaluating whether there was evidence of bias by the trustees that represented a risk of material misstatement due to fraud;
- Review of legal and professional nominal account to identify any potential undisclosed claims or litigations;
- Discussing amongst the engagement team the risks of fraud; and
- Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
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A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
## **Use of our report**
This report is made solely to the charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and the charitable company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Colin Wright **(Senior Statutory Auditor)**
## **For and on behalf of UHY Hacker Young Chartered Accountants and Statutory Auditor**
4 Thomas More Square London E1W 1YW
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## **Financial statements**
## **Consolidated statement of financial activities for the year ended 31 December 2023**
|Notes|Notes|Unrestricted
fund
£’000|Restricted
fund
£’000|Non
Controlling
Interest
(NCI) fund
£’000|Expendable
Endowment
Fund
£’000|Total
2023
£’000|Total
2022
£’000|
|---|---|---|---|---|---|---|---|
|**Income:**||||||||
|Charitable
activities|3|465|1,552|–|–|2,017|1,774|
|Investments|4|16,538|–|–|–|16,538|16,395|
|Capital
applied to
income|5|29,242|–|–|(29,242)|–|–|
|**Total income**||**46,245**|**1,552**|–|**(29,242)**|**18,555**|**18,169**|
|**Expenditure:**||||||||
|Fund
management|6|–|–|–|14,905|14,905|14,400|
|Charitable
activities|7|46,245|1,567|–|–|47,812|66,009|
|**Total**
**resources**
**expended**||**46,245**|**1,567**|–|**14,905**|**62,717**|**80,409**|
|Operating
surplus/
(defcit)||–|(15)|–|(44,147)|(44,162)|(62,240)|
|Net gain/
(loss) on
investments|11|–|–|–|71,640|71,640|(9,642)|
|Net income/
(expenditure)
for the year
before NCI||–|(15)|–|27,493|27,478|(71,882)|
|NCI income/
(expenditure)
for the year||–|–|113|–|113|–|
|Net income/
(expenditure)
for the year||–|(15)|113|27,493|27,591|(71,882)|
|Fund
balances as
at 1 January
2023||–|673|–|1,146,807|1,147,480|1,219,362|
|Fund
balances as at
31 December
2023||–|658|113|1,174,300|1,175,071|1,147,480|
The statement of financial activities includes all gains and losses recognised in the year. All income and expenditure is derived from continuing activities. For the full comparatives see note 28.
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## **Consolidated balance sheet as at 31 December 2023**
|Notes|Notes|2023
£’000
£’000|2023
£’000
£’000|2022
£’000
£’000|2022
£’000
£’000|
|---|---|---|---|---|---|
|**Fixed assets:**||||||
|Intangible fxed assets|12||1,111||1,278|
|Tangible fxed assets|13||2,740||3,232|
|Investments|14||1,196,475||1,177,019|
|Programme-related investment|14||526||526|
|**Total fxed assets:**|||**1,200,852**||**1,182,055**|
|**Current assets:**||||||
|Debtors|16|1,476||1,357||
|Cash and short-term deposits||7,422||5,828||
|**Total current assets**||**8,898**||**7,185**||
|**Current liabilities:**||||||
|Amounts falling due within one year|17|(18,816)||(21,697)||
|**Net current liabilities:**|||**(9,918)**||**(14,512)**|
|**Total assets less current liabilities:**|||**1,190,934**||**1,167,543**|
|Creditors: amounts falling due after
more than one year|18||(15,234)||(19,509)|
|Provisions for liabilities|20||(629)||(554)|
|Net assets|||1,175,071||1,147,480|
|**Capital funds**||||||
|Endowment funds general|||1,174,299||1,146,807|
|**Income funds**||||||
|Unrestricted fund|||–||–|
|Restricted funds|||658||673|
|Total funds before NCI|||1,174,957||1,147,480|
|**Non Controlling Interest (NCI) funds**||||||
|NCI fund|||114||–|
|Total funds|||1,175,071||1,147,480|
The accounts were approved by the governors, and authorised for issue on 11 July 2024 and signed by:
Sir Hugh Taylor Eric Gregory **Trustee Trustee**
Company Registration No. 01714937
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## **Charity balance sheet as at 31 December 2023**
|Notes|Notes|2023
£’000
£’000|2023
£’000
£’000|2022
£’000
£’000|2022
£’000
£’000|
|---|---|---|---|---|---|
|**Fixed assets:**||||||
|Intangible fxed assets|12||659||1,278|
|Tangible fxed assets|13||2,713||3,232|
|Investments|14||760,352||735,050|
|Programme-related investment|14||439,917||442,495|
|**Total fxed assets:**|||**1,203,641**||**1,182,055**|
|**Current assets:**||||||
|Debtors|16|1,239||1,116||
|Cash and short-term deposits||4,632||5,828||
|**Total current assets**||**5,871**||**6,944**||
|**Current liabilities:**||||||
|Amounts falling due within one year|17|(18,709)||(21,697)||
|**Net current liabilities:**|||**(12,838)**||**(14,753)**|
|**Total assets less current liabilities**|||**1,190,803**||**1,167,302**|
|Creditors: amounts falling due after
more than one year|18||(15,234)||(19,509)|
|Provisions for liabilities|20||(629)||(554)|
|Net assets|||1,174,940||1,147,239|
|**Capital funds**||||||
|Endowment funds general|||1,174,282||1,146,566|
|**Income funds**||||||
|Unrestricted fund|||–||–|
|Restricted funds|||658||673|
|Total funds|||1,174,940||1,147,239|
The company has taken advantage of the legal dispensation granted under s.408 of the Companies Act 2006 allowing it not to present its own statement of financial activities. The company’s net income for the year is £27,701k (2022: net expenditure £71,887k).
The accounts were approved by the governors, and authorised for issue on 11 July 2024 and signed by:
Sir Hugh Taylor Eric Gregory **Trustee Trustee**
Company Registration No. 01714937
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## **Consolidated statement of cash flows for the year ended 31 December 2023**
|Notes|Notes|2023
£’000
£’000|2023
£’000
£’000|2022
£’000
£’000|2022
£’000
£’000|
|---|---|---|---|---|---|
|**Cash fows from operating activities:**||||||
|Cash absorbed by operations|27||(51,586)||(45,624)|
|**Investment activities:**||||||
|Cost of developing intangible assets||(475)||(334)||
|Purchase of tangible fxed assets||(160)||(76)||
|Investment proceeds re-invested||(15,848)||(16,170)||
|Withdrawals from investments||68,030||60,247||
|Investment management fees||(14,905)||(14,400)||
|Investment income||16,538||16,395||
|**Net cash generated from investing**
**activities**|||**53,180**||**45,662**|
|Net increase/(decrease) in cash and
cash equivalents|||1,594||38|
|Cash and cash equivalents at
beginningof year|||5,828||5,790|
|Cash and cash equivalents at end
of year|||7,422||5,828|
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## **Notes to the financial statements for the year ended 31 December 2023**
## **Charity information**
The Health Foundation is a private company limited by guarantee incorporated in England and Wales. The registered office is 8 Salisbury Square, London EC4Y 8AP.
The liability of the governors in their capacity as members of the company is limited. Each member guarantees any deficiency in the Foundation to a maximum of £1.
## **1.0 Accounting policies**
## **1.1 Accounting convention**
These accounts have been prepared in accordance with The Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), Accounting and Reporting by Charities, the Statement of Recommended Practice for charities applying FRS 102, the Companies Act 2006 and UK Generally Accepted Accounting Practice. The Foundation is a Public Benefit Entity as defined by FRS 102.
The accounts are prepared in sterling, which is the functional currency of the Foundation. Monetary amounts in these financial statements are rounded to the nearest £’000.
The accounts have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
## **1.2 Basis for consolidation**
The financial statements consolidate the charity and its wholly owned subsidiary entities, The Victoria Fund LP Incorporated, Medtrust Innovations Limited and THIS Labs Ltd.
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The charitable company has taken advantage of the exemptions in FRS 102 not to present a company only cash flow statement and certain disclosures about the company’s financial instruments. The company has taken advantage of the legal dispensation granted under s.408 of the Companies Act 2006 allowing it not to present its own statement of financial activities. The company’s net income for the year is £27,701k (2022: net expenditure £71,887k).
## **1.3 Going concern**
At the time of approving the financial statements, the governors have a reasonable expectation that the Foundation has adequate resources to continue in operational existence for the foreseeable future. This expectation includes an assessment of the ongoing impact of political and economic challenges facing global markets. There is market uncertainty which may lead to some volatility. We have enough liquidity in the portfolio to fund the charity’s plans for the foreseeable future. Under our normal internal governance procedures, we conducted a Strategic Asset Allocation review in 2021 and continue to monitor this in-light of ongoing uncertainties. Thus, the governors continue to adopt the going concern basis of accounting in preparing the financial statements.
## **1.4 Charitable funds**
The Foundation maintains three types of funds: unrestricted funds, restricted funds and expendable endowment funds. Income and expenditure on these funds are shown separately in the statement of the financial activities.
Unrestricted funds are available for use at the discretion of the governors in furtherance of their charitable objectives unless the funds have been designated for other purposes. The income is made up of investment income, other incoming resources and any capital applied as income.
Restricted funds are subject to specific conditions as to how they may be used. The purposes and uses of the restricted funds are set out in the notes to the accounts.
Expendable endowment funds represent capital gifted for the long-term benefit of the Foundation. Any income arising from the Endowment fund assets is added to the unrestricted fund. The trustees may also, at their discretion, determine to apply part or all of the endowment capital as income at which time the relevant amounts are transferred to the unrestricted fund.
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## **1.5 Incoming resources**
Income is recognised when dividends and interest are receivable and includes recoverable taxation. Income received but not distributed by pooled funds is included as part of the net gains on investments in the statement of financial activities.
## **1.6 Resources expended**
Expenditure is recognised on an accruals basis. Irrecoverable VAT is included within the expense items to which it relates.
Expenditure on raising funds represents amounts paid to the Foundation’s external investment advisers and custodian, and an apportionment of internal support costs based on time spent. They are charged to the endowment fund, as the primary role of the investment managers and the custodian is to safeguard the investment assets of the Foundation.
Charitable activities comprise all costs incurred in the pursuit of charitable objects. These are:
- Grants including programme costs where an actual/constructive obligation exists, notwithstanding that they may be paid in future accounting periods. However, where conditions attach to the grant such that it is a performance-related grant then this is charged as the conditions are satisfied and are expensed as the related activity is performed.
- Salary costs that can be directly attributed to strategic, programme and policy work. It also includes the cost pertaining to support staff.
- Overheads such as the rent and running costs of the office space. These costs are allocated to charitable strategic priorities based on the relevant proportions of the direct costs of the charitable activities.
- Governance costs comprise all costs attributable to ensuring the public accountability of the Foundation and its compliance with regulation and good practice. These costs include costs related to statutory and internal audit together with an apportionment of support costs based on time spent.
- Retirement pensions and related benefits to defined contribution schemes are charged to the unrestricted fund in the accounting year in which the contributions are paid. Provision is made for the discounted expected future costs of unfunded pension benefit commitments at each balance sheet date, based on actuarial advice.
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## **1.7 Intangible fixed assets other than goodwill**
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Intangible assets are defined as having finite useful lives and the costs are amortised on a straight-line basis over the term of the project life. Intangible assets are stated at cost less amortisation and are reviewed for impairment whenever there is an indication that the carrying value may be impaired.
## **1.8 Tangible fixed assets**
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Tangible fixed assets with a value over £5,000 are capitalised. Depreciation is recognised to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
- Fixtures and fittings – 5 years
- Computers – 3 years
- Office building modifications – 10 years (included in fixtures and fittings category in the notes)
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is recognised in net income/(expenditure) for the year.
## **1.9 Fixed asset investments**
Fixed asset investments comprise both quoted and unquoted investments and are initially measured at transaction price, excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred.
Quoted investments are listed shares, bonds and units and are stated at fair value on the basis equivalent to market value using the bid price. Asset sales and purchases are recognised at the date of trade.
Unquoted investments are stated at fair value based on professional valuations at the balance sheet date or nearest available date to it. For hedge funds, the valuations are provided by third-party hedge fund administrators.
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In the case of private equity funds, there is no readily identifiable market price. These funds are included at the most recent valuations by their respective managers. Investments made shortly before the balance sheet date are held at cost where the managers have yet to provide a valuation.
A subsidiary is an entity controlled by the Foundation. Control is the power to govern the financial and operating policies of the entity to obtain benefits from its activities. Subsidiaries are included in the Foundation’s balance sheet at their net asset value which represents the fair value of their underlying investments and other net assets. Investments in subsidiary undertakings are held at cost less any impairment.
Unrealised gains and losses are recognised at the year-end as the difference between the historical cost and the market value of the investment assets. Realised gains and losses are recognised during the year at the time the investment is sold, and include any fees incurred at source. All unrealised and realised gains and losses on investments are included within the statement of financial activities.
## **1.10 Impairment of fixed assets**
Impairment of tangible and intangible fixed assets are reviewed annually and any impairment is recognised as an expense in the year that it occurs.
## **1.11 Cash and cash equivalents**
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of 3 months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
## **1.12 Financial instruments**
The Foundation has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Foundation’s balance sheet when the Foundation becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off
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the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
## _Basic financial assets_
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within 1 year are not amortised.
## _Basic financial liabilities_
Basic financial liabilities, including trade creditors and grants payable are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within 1 year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of operations from suppliers. Amounts payable are classified as current liabilities if payment is due within 1 year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
## _Derecognition of financial liabilities_
Financial liabilities are derecognised when the Foundation’s contractual obligations expire or are discharged or cancelled.
## **1.13 Provisions and grants**
Provisions and grants are recognised when the Foundation has a legal or constructive present obligation as a result of a past event, it is probable that the Foundation will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
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The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation.
Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision or grant is measured at present value the unwinding of the discount is recognised as a finance cost or grant expense in net income/(expenditure) in the period it arises.
## **1.14 Employee benefits**
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the Foundation is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
## **1.15 Retirement benefits**
Retirement pensions and related benefits to defined contribution schemes are charged to the unrestricted fund in the accounting year in which the contributions are paid.
## **1.16 Leases**
Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight-line basis over the term of the relevant lease.
## **1.17 Foreign exchange**
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in net income/expenditure for the period.
75
## **1.18 Exemptions**
The charitable company has taken advantage of the exemptions in FRS 102 not to present a company only cash flow statement and certain disclosures about the company’s financial instruments. The company has taken advantage of the legal dispensation granted under s.408 of the Companies Act 2006 allowing it not to present its own statement of financial activities. The company’s net income for the year is £27,701k (2022: net expenditure £71,887k).
## **2.0 Critical accounting estimates and judgements**
In the application of the Foundation’s accounting policies, the governors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below:
## _Investment valuation_
The Foundation’s investments are stated at market value. Fixed asset investments comprise both quoted and unquoted investments and are initially measured at transaction price, excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in net income/(expenditure) for the year. Transaction costs are expensed as incurred. Valuations are obtained from the investment managers. The governors do not believe that there is any inherent uncertainty in the presentation of these amounts, and that in their judgement, market value and fair value may be regarded as identical for the purposes of these accounts.
76
## **3.0 Charitable activities**
||Share of
proft in
_BMJ Quality_
_& Safety_
£’000|THIS Labs
Ltd
£’000|Other
income
£’000|Total
2023
£’000|Total
2022
£’000|
|---|---|---|---|---|---|
|Other income*|419|46|1,552|2,017|1,774|
|**Analysis by funds:**||||||
|Unrestricted funds|419|46|–|465||
|Restricted funds|–|–|1,552|1,552||
||419|46|1,552|2,017||
|**For year ended 31 December**
**2022:**||||||
|Unrestricted funds|427|–|–||427|
|Restricted funds|–|–|1,347||1,347|
||427|–|1,347||1,774|
*In 2023, we received restricted income of £1,297k (2022: £1,194k) from NHS England mainly for Q, a jointly funded initiative.
## **4.0 Investments**
|**4.0**
**Investments**|||
|---|---|---|
||2023
£’000|2022
£’000|
|Income from listed investments|8,338|9,679|
|Fixed interest income|2,285|2,610|
|Property fund income|5,915|4,106|
||16,538|16,395|
## **5.0 Capital applied to income**
|**5.0**
**Capital applied to**|**income**||||
|---|---|---|---|---|
||Unrestricted
funds
£’000|Endowment
funds
general
£’000|Total
2023
£’000|Total
2022
£’000|
|Released from endowment
funds|29,242|(29,242)|–|–|
|For the year ended
31 December 2022|47,697|(47,697)|–|–|
77
## **6.0 Fund management**
|**6.0**
**Fund management**|||
|---|---|---|
||2023
£’000|2022
£’000|
|**Cost of fund management:**|||
|Investment advisory costs|316|253|
|Staff costs|441|371|
|Custodian fees|85|103|
|Transition fees|–|511|
|Investment managers’ fees|14,063|13,162|
||14,905|14,400|
## _Investment management fees_
The investment managers’ fees of £14,905k (2022: £14,400k) includes: management fees of £9,459k (2022: £9,567k), incurred on the endowment value of £1,196,475k (2022: £1,177,019k) and performance fees of £3,539k (2022: £2,592k). Note the increase in performance fees is due to the fees for private infrastructure in 2023.
The cost of raising funds is 1.2% (2022: 1.2%).
78
## **7.0 Expenditure on charitable activities**
||Effective
innovation
and
improvement
in health and
care
£’000|Better
health and
care policy
making
£’000|Improving
health and
reducing
inequalities
£’000|Cross-
cutting
strategic
activities
£’000|Total
2023
£’000|Total
2022
£’000|
|---|---|---|---|---|---|---|
|Grant
funding of
activities
(see note 28)|5,634|3,935|5,993|1,285|16,847|37,004|
|Direct costs*|6,884|4,182|6,369|1,633|19,068|15,982|
|Share of
support
costs*|3,838|2,680|4,083|875|11,476|12,904|
|Share of
governance
costs*|141|98|150|32|421|119|
||16,497|10,895|16,595|3,825|47,812|66,009|
|*See note 8|||||||
|**Analysis by**
**fund:**|||||||
|Unrestricted
funds|14,930|10,895|16,595|3,825|46,245|64,519|
|Restricted
funds|1,567|–|–|–|1,567|1,490|
||16,497|10,895|16,595|3,825|47,812|66,009|
2023 was the start of the new 3 year strategy and the above table reflects the three strategic priorities for 2023–5.
The decrease in funding mainly relates to funding in 2022 of £22,781k to THIS Institute for years 5–10 of the award.
## **For the year ended 31 December 2022**
|Unrestricted funds
Restricted funds|Improving
health and
care services
£’000|Promoting
healthy lives
for all
£’000|Others
£’000|Total
£’000|
|---|---|---|---|---|
||51,502|10,473|2,544|64,519|
||1,490|–|–|1,490|
||52,992|10,473|2,544|66,009|
79
## **8.0 Support and direct costs**
||Direct costs
£’000|Support
costs
£’000|Governance
costs
£’000|2023
£’000|2022
£’000|
|---|---|---|---|---|---|
|Staff costs|14,402|2,968|237|17,607|14,939|
|Depreciation|–|1,268|–|1,268|2,687|
|Property costs|–|1,705|–|1,705|1,699|
|Technology
costs|198|2,479|–|2,677|3,007|
|Other direct/
support costs|4,467|2,927|–|7,394|6,508|
|Audit fees|–|–|54|54|55|
|Legal and
professional|1|129|60|190|51|
|Internal audit|–|–|53|53|32|
|Other
governance
costs|–|–|17|17|27|
||19,068|11,476|421|30,965|29,005|
Direct costs of charitable activities are mainly to further the Foundation’s objectives by organising conference and events, carrying out direct and commissioned work in-house, scoping, developing, and managing grant programmes, and publishing and disseminating reports on research findings.
Support costs have been allocated to charitable activities in the year.
Governance costs include payments to auditors of £54k (2022: £49k) for audit fees and £7k (2022: £7k) for non-audit services.
## **9.0 Governors**
None of the governors (or any persons connected with them) received any remuneration or benefits from the Foundation during the year. Trustees’ expenses received totalled £2k (2022: £3k).
80
## **10.0 Employment costs**
|**10.0 Employment costs**|||
|---|---|---|
||2023
£’000|2022
£’000|
|Wages and salaries|14,854|12,673|
|Social security costs|1,692|1,513|
|Other pension costs|1,358|1,072|
|Other costs|88|24|
|Total employment costs*|17,992|15,282|
*Total employment costs during the year were £17,992k (2022: £15,282k). This includes salary costs relating to management of the endowment of £384k (2022: £343k).
The average number of employees during the year was 246 (2022: 223), which equated to a full time equivalent of 231 (2022: 211).
In 2023 we invested in our staff team to deliver and support our work increasing staffing costs and staffing numbers by 9%.
The number of employees whose annual remuneration was £60,000 or more were:
|more were:|||
|---|---|---|
||2023|2022|
|£60,001–£70,000|34|33|
|£70,001–£80,000|21|15|
|£80,001–£90,000|19|11|
|£90,001–£100,000|9|5|
|£100,001–£110,000|6|4|
|£110,001–£120,000|3|4|
|£120,001–£130,000|2|–|
|£130,001–£140,000|–|2|
|£140,001–£150,000|2|–|
|£150,001–£160,000|1|1|
|£160,001–£170,000|1|1|
|£170,001–£180,000|1|1|
|£190,001–£200,000|1|1|
|£200,001–£210,000|1|–|
|£260,001–£270,000|–|1|
|£270,001–£280,000|1|–|
The calculation for annual remuneration includes salary, NI and Employers Pension contribution.
81
## **11.0 Net gain/(loss) on investments**
|**11.0 Net gain/(loss) on investments**|||
|---|---|---|
||2023
£’000|2022
£’000|
|Revaluation of investments|71,640|(9,642)|
Net revaluation of investments comprises:
- A gain in our quoted investments of £65,495k (2022: loss of £66,542k), as the market recovered from the equity prices in 2022.
- An increase in the value of unquoted investments of £6,145k (2022: increase of £56,900k), reflecting the continued performance of the portfolio.
## **12.0 Intangible fixed assets**
|**12.0 Intangible fxed assets**||||
|---|---|---|---|
|Group and Charity|Software
£’000|Q Project
£’000|Total
£’000|
|**Cost:**||||
|At 1 January 2023|2,421|2,186|4,606|
|Additions|475|–|475|
|At 31 December 2023|2,896|2,186|5,081|
|**Amortisation and impairment:**||||
|At 1 January 2023|1,580|1,748|3,328|
|Amortisation charge in the year|205|437|643|
|At 31 December 2023|1,785|2,186|3,971|
|**Carrying amount:**||||
|At 31 December 2023|1,111|–|1,111|
|At 31 December 2022|841|437|1,278|
Software relates to (i) our key office applications, including finance and grant management systems, and Microsoft Office 365 applications; (ii) our secure data environment.
The additions of £475k were through THIS Labs Limited capitalisation of the software transferred across from THIS Institute on creation of the company.
The Q Initiative identifies and connects people skilled in improvement across the UK, through online and events-based capabilities that promote knowledge-sharing, development, and other improvement activities. The infrastructure work was completed in January 2019 with a useful life of 5 years and is still in use.
82
## **13.0 Tangible fixed assets**
|**13.0 Tangible fxed assets**||||
|---|---|---|---|
|Group and Charity|Fixtures and
fttings
£’000|Computer
equipment
£’000|Total
£’000|
|**Cost:**||||
|At 1 January 2023|5,363|891|6,253|
|Additions|20|140|160|
|At 31 December 2022|5,383|1,031|6,413|
|**Depreciation and impairment:**||||
|At 1 January 2023|2,130|891|3,021|
|Depreciation charge in the year|625|27|652|
|At 31 December 2023|2,755|918|3,673|
|**Carrying amount:**||||
|At 31 December 2023|2,627|113|2,740|
|At 31 December 2022|3,232|–|3,232|
83
## **14.0 Fixed assets investments**
|**14.0 Fixed assets investments**|**14.0 Fixed assets investments**|**14.0 Fixed assets investments**||||
|---|---|---|---|---|---|
|Group|||Portfolio
£’000|Other
£’000|Total
£’000|
|**Valuation:**||||||
|At 1 January 2023|||1,177,019|526|1,177,545|
|Valuation changes|||71,639|–|71,639|
|Income (excluding bank interest)|||15,848|–|15,848|
|Investment management costs included in
the fund|||(12,826)|–|(12,826)|
|Net withdrawals from portfolio|||(55,205)|–|(55,205)|
|At 31 December 2023|||1,196,475|526|1,197,001|
|**Cost:**||||||
|At 31 December 2023|||1,031,967|526|1,032,493|
|At 31 December 2022|||969,116|526|969,642|
|||||||
||Notes|2023
£’000|||2022
£’000|
|**Other investments comprise:**||||||
|Programme-related investments|26|526|||526|
|**Investments at fair value comprise:**||||||
|Property and infrastructure funds||145,980|||138,168|
|Equities||621,159|||602,968|
|Fixed interest||38,284|||16,966|
|Alternatives||311,249|||368,627|
|Cash||79,803|||50,290|
|||1,196,475|||1,177,019|
84
## **14.0 Fixed assets investments (continued)**
|||Investments||
|---|---|---|---|
|Charity|Portfolio
£’000|Other
£’000|Total
£’000|
|**Valuation:**||||
|At 1 January 2023|735,050|442,495|1,177,545|
|Valuation changes|63,345|11,562|74,907|
|Income|11,494|4,354|15,848|
|Investment management costs included in the
fund|(2,327)|(10,499)|(12,826)|
|Net withdrawals from portfolio|(47,210)|(7,995)|(55,205)|
|At 31 December 2023|760,352|439,917|1,200,269|
|**Cost:**||||
|At 31 December 2023|695,393|337,100|1,032,493|
|At 31 December 2022|719,450|250,192|969,642|
|**Other investments comprise:**|Notes|2023
£’000|2022
£’000|
|---|---|---|---|
|Investment in subsidiaries||439,391|441,969|
|Programme-related investments||526|526|
|Investment in subsidiaries
26
439,917
442,495||||
|**Investments at fair value comprise:**||||
|Property funds||79,120|85,056|
|Equities||621,159|602,968|
|Fixed interest||38,284|16,966|
|Alternatives||821|742|
|Cash||20,968|29,318|
|||760,352|735,050|
A currency hedging programme was in place during the year to manage foreign currency exchange risk. At 31 December 2023, the group had open foreign exchange forward contracts, to mitigate any currency risk between USD and Sterling on the hedge fund mandate in the Victoria Fund. These contracts have been revalued at the applicable year-end revaluation rate, and the resulting unrealised gains/(losses) are included within the overall value of the investments above.
At 31 December 2023, the Victoria Fund held contracts to buy £257,945k and $69,149k at fixed rates (2022: $243,031k and £323,279k). The unrealised gain associated with these forward currency contracts totalled (£1,471k) as at 31 December 2023 (2022: £16,814k).
85
## **14.0 Fixed assets investments (continued)**
The Victoria Fund’s underlying hedge fund investments provide varying degrees of liquidity based on their own redemption terms, which typically begin with an initial lock-up period. These investments are made on an ongoing basis. As a result, the Victoria Fund may not be able to liquidate all its investments quickly. As investment lock-up periods ease in future periods, more short-term liquidity is expected.
The following table illustrates the expected liquidity of assets and liabilities held as at 31 December 2023:
||Less than
6 months
£’000|6–12
months
£’000|More than
12 months
£’000|Long-term
lock up*
£’000|
|---|---|---|---|---|
|Total non-current assets|–|–|–|290,737|
|Total current assets|147,439|–|–|–|
|Total current liabilities|(1,546)|–|–|–|
*This relates to underlying funds in the Victoria Fund, whose redemptions have been locked up and private equity funds which have no redemption opportunities.
At the balance sheet date, the Foundation had total unfunded investment commitments of £137,444k (2022: £144,623k) for private equity and infrastructure from total commitments of £422,977k (2022: £400,755k). These commitments form part of the planned asset allocation and will be met from within the existing investments.
86
## **15.0 Financial instruments**
|**15.0 Financial instruments**|||
|---|---|---|
|Group|2023
£’000|2022
£’000|
|**Carrying amount of fnancial assets:**|||
|Debt instruments measured at amortised cost|7,851|6,303|
|Instruments measured at fair value through proft or loss|1,196,475|1,177,019|
|**Carrying amount of fnancial liabilities:**|||
|Measured at amortised cost|34,051|41,206|
||||
|Charity|2023
£’000|2022
£’000|
|**Carrying amount of fnancial assets:**|||
|Debt instruments measured at amortised cost|4,824|6,061|
|Instruments measured at fair value through proft or loss|760,352|735,050|
|**Carrying amount of fnancial liabilities:**|||
|Measured at amortised cost|41,365|40,689|
## **16.0 Debtors: Amounts falling due within 1 year**
||Group|Group|Charity|Charity|
|---|---|---|---|---|
||2023
£’000|2022
£’000|2023
£’000|2022
£’000|
|Other debtors|429|477|177|222|
|Prepayments and accrued
income|1,047|880|1,047|880|
|Amounts due from subsidiaries|–|–|15|14|
||1,476|1,357|1,239|1,116|
87
## **17.0 Creditors: Amounts falling due within 1 year**
||Group|Group|Charity|Charity|
|---|---|---|---|---|
||2023
£’000|2022
£’000|2023
£’000|2022
£’000|
|Trade creditors|942|736|834|736|
|Grants payable|13,856|17,079|13,856|17,079|
|Other creditors|1,861|2,151|1,863|2,151|
|Accruals and deferred income|2,157|1,731|2,156|1,731|
||18,816|21,697|18,709|21,697|
## **18.0 Creditors: Amounts falling due after more than 1 year**
||Group|Group|Charity|Charity|
|---|---|---|---|---|
||2023
£’000|2022
£’000|2023
£’000|2022
£’000|
|Grants payable – in 2 to 5 years|15,234|19,509|15,234|19,509|
## **19.0 Grants payable**
|**19.0 Grants payable**|||
|---|---|---|
||2023
£’000|2022
£’000|
|As at 1 January|36,588|20,205|
|Grants committed in the year|17,081|39,015|
|Paid during the year|(23,446)|(20,790)|
|Discounting applied to grants payable in more than a year|(1,133)|(1,842)|
|As at 31 December|29,090|36,588|
|_Split into:_|||
|Grants payable – due within 1 year (note 17)|13,856|17,079|
|Grants payable – in 2 to 5 years (note 18)|15,234|19,509|
|As at 31 December|29,090|36,588|
88
## **20.0 Provisions for liabilities**
|**20.0 Provisions for liabilities**|**20.0 Provisions for liabilities**|||
|---|---|---|---|
|||2023
£’000|2022
£’000|
|Pension obligations||438|464|
|Dilapidations||191|90|
|||629|554|
|Movement on provisions:||||
||Pension
obligations
£’000|Dilapidations
£’000|Total
£’000|
|At 1 January 2023|464|90|554|
|Increase/(decrease) in the year|–|101|101|
|Payment in the year|(26)|–|(26)|
|At 31 December 2023|438|191|629|
## **21.0 Retirement benefit schemes**
## **a) AEGON Group Personal Pension Plan**
The Health Foundation offers all current employees the opportunity to join the defined contribution Group Personal Pension Plan provided by AEGON. Contributions in the year were £1,332k (2022: £1,031k). There was £202k in outstanding contributions at 31 December 2023 (2022: £165k).
## **b) Other retirement benefits**
The Foundation has an unfunded future commitment to a former employee. The contractual commitment (as defined in the contractual arrangement) is to pay a pension equivalent to 1/60th of their pensionable salary for each year of pensionable service less any amounts of pension paid to the same members under The Pensions Trust Growth Plan. The potential pension liability at 31 December 2023, based on advice from an actuary, is estimated to be £438k, (2022: £464k). This provision will be reviewed in 2026.
89
## **22.0 Analysis of net assets between funds**
|Group|Unrestricted
fund
£’000|Restricted
fund
£’000|Non
Controlling
Interest
fund
£’000|Expendable
Endowment
fund
£’000|Total
£’000|
|---|---|---|---|---|---|
|Fund balances at 31 December 2023 are represented by:||||||
|Intangible
fxed assets|1,111|–|–|–|1,111|
|Tangible assets|2,740|–|–|–|2,740|
|Programme
related|526|–|–|–|526|
|Investments|21,702|–|–|1,174,773|1,196,475|
|Current
(liabilities)/
assets|(10,216)|658|113|(473)|(9,918)|
|Long term
liabilities|(15,234)|–|–|–|(15,234)|
|Provisions|(629)|–|–|–|(629)|
||–|658|113|1,174,300|1,175,071|
|||||||
|Charity|Unrestricted
fund
£’000|Restricted
fund
£’000|Non
Controlling
Interest
fund
£’000|Expendable
Endowment
fund
£’000|Total
£’000|
|Fund balances at 31 December 2023 are represented by:||||||
|Intangible
fxed assets|659|–|–|–|659|
|Tangible assets|2,713|–|–|–|2,713|
|Investments|25,627|–|–|734,725|760,352|
|Investment in
subsidiary|–|–|–|439,917|439,917|
|Current
(liabilities)/
assets|(13,136)|658|–|(360)|(12,838)|
|Long term
liabilities|(15,234)|–|–|–|(15,234)|
|Provisions|(629)|–|–|–|(629)|
||–|658|–|1,174,282|1,174,940|
## **23.0 Capital commitments**
The Foundation has a number of contracts that have been entered into, but which are not disclosed as liabilities as they are severable. They cover technical support for our award holders, evaluation and operational services. They are recognised on a cash basis as and when the expenditure is incurred. These amounted to £16,225k at 31 December 2023 (2022: £15,105k).
90
## **24.0 Financial commitments**
At 31 December 2023, the company had a property lease for its office premises that expires in September 2028. The future minimum lease payments are as follows:
||Land and buildings|Land and buildings|Machinery|Machinery|
|---|---|---|---|---|
||2023
£’000|2022
£’000|2023
£’000|2022
£’000|
|**Expiry date:**|||||
|Within 1 year|1,655|1,650|23|32|
|Between 2 and 5 years|6,189|6,605|23|48|
|Over 5 years|–|1,236|–|–|
## **25.0 Related party transactions**
Due to the specialist nature of the projects funded, circumstances may occasionally arise where governors, committee members or staff are associated with organisations which apply for grants. In such cases, the Foundation has clear policies and procedures to ensure that the governor, committee member or member of staff is not involved in the assessment or approval of the grant. All such transactions are undertaken on an arm’s length basis in accordance with the normal grant assessment and arrangements. Details of governors and senior management who have interests in organisations to which the Foundation has made awards or contracted within 2023 are noted in the table below.
|Board member/
senior
management|Role in associated
organisation|Associated organisation|
|---|---|---|
|David Smart|Trustee|BEAT|
|Paul Najsarek|Board Member|What Works Centre for Wellbeing|
|Dr Ruth Hussey|Honorary Fellowship|Bangor University|
|Dr Jennifer Dixon|Honorary Doctor of
Science|University of Bristol|
|Rosalind Smyth|Vice Dean (Research) of
the Faculty of Population
Health Sciences|UCL|
|Anita Charlesworth|Council member|Royal Economic Society|
During the year, Victoria Fund LP Incorporated, a subsidiary of the Foundation, received no investment contributions from the charity (2022, £0). Medtrust Innovations Limited, a subsidiary of the Foundation, donated its profit of £130k (2022: £240k) to the Foundation. The Foundation invested £4m in THIS Labs Ltd a new subsidiary of the Foundation for 4.23m shares.
91
## **25.0 Related party transactions (continued)**
## _Remuneration of key management personnel_
Key management personnel are considered to be the chief executive officer and others as set out in the senior management section of the governors’ annual report. Total remuneration of this group in the year, was as follows:
||2023
£’000|2022
£’000|
|---|---|---|
|Key management personnel|1,564|1,232|
## **26.0 Subsidiaries**
The Foundation had three subsidiary undertakings and the details at 31 December 2023 are as follows:
|Name of
undertaking|Registered
offce|Nature of
business|Class of
shares held|% Held Direct
Indirect|
|---|---|---|---|---|
|Medtrust Innovations
Limited|England and
Wales|Intellectual
property|Ordinary|100.00|
|The Victoria Fund LP
Incorporated|Guernsey|Investment fund
vehicle|–|–|
|THISLabs Limited|England and
Wales|Business and
domestic
software
development|Ordinary A|70.17|
## _Medtrust Innovations Limited (Medtrust)_
Medtrust is wholly owned by the Foundation and is a company registered in England and Wales. It is engaged in the exploitation of intellectual property rights.
In March 2011, the Foundation purchased 524,998 ordinary shares of Medtrust at £1 each to finance an investment to acquire 50% of the intellectual property rights of BMJ Quality & Safety, a journal published by the BMJ Publishing Group Limited. This social motive investment is held at cost in the charity balance sheet. Medtrust undertakes an impairment review each year.
At 31 December 2023, Medtrust had fixed assets of £526k (2022: £526k) and current assets of £145k (2022: £255k). The shareholders’ funds include called-up share capital of £526k (2022: £526k) and reserves of £130k (2022: £241k).
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## **26.0 Subsidiaries (continued)**
During the year, Medtrust had an operating profit of £130k (2022: £240k). The sum equivalent to its taxable profits will be donated to the Foundation, as provided for in Medtrust’s Articles of Association.
## _The Victoria Fund LP Incorporated (Victoria Fund)_
The Victoria Fund was formed in February 2010 and is a limited partnership, number 1275, registered in Guernsey. It is a vehicle to invest in a combination of hedge funds, private equity and private infrastructure. The limited partner is the Health Foundation and the general partner is Brook Street Limited, a Cayman Islands exempt limited company. Brook Street has delegated its powers to an investment manager, Cambridge Associates Limited.
The Health Foundation as the limited partner is entitled to all investment returns less a priority share by the general partner (Brook Street Limited) from the Victoria Fund and, for consolidation purposes, it is treated as a wholly owned subsidiary of the Foundation.
As at 31 December 2023, the Victoria Fund had net investment assets of £433,464k (2022: £411,460k) and the value of its net assets was £436,631k (2022: 442,297k). Net profit in the year was £6,823k (2022: £53,572k).
## _THIS Labs Ltd (THIS Labs)_
THIS Labs was created in May 2023 and is a private limited company 70.12% owned by The Health Foundation. THIS Labs was created to drive innovation and improved approaches to engagement in research and consultation projects. As the Health Foundation owns 70.12% there is a non-controlling interest and the funds held on their behalf were £114k (2022: £0) which have been shown within equity.
At 31 December 2023, THIS Labs had fixed assets of £477k (2022: -) and current assets of £2,798k (2022: -). The shareholders’ funds include called-up share capital of £1k (2022: -) and reserves of £3,267k (2022: -).
During the 8 months of operating in 2023, THIS Labs had an operating loss of £1,213k (2022: -).
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## **27.0 Cash used by operations – Group**
|**27.0 Cash used by operations – Group**|||
|---|---|---|
||2023
£’000|2022
£’000|
|Surplus/(defcit) for the year|27,591|(71,882)|
|_Adjustments for:_|||
|Investment income recognised in proft or loss|(16,538)|(16,395)|
|Cost of raising funds|14,905|14,400|
|Fair value (gains) and losses on investments|(71,640)|9,642|
|Depreciation, amortisation and impairment of fxed assets|1,295|2,687|
|_Movements in working capital:_|||
|Decrease/(increase) in debtors|(119)|14|
|(Decrease)/increase in creditors|(7,156)|15,984|
|Increase/(decrease) in provisions|75|(74)|
|Cash absorbed by operations|(51,586)|(45,624)|
## **28.0 Comparative consolidated statement of financial activities for the year ended 31 December 2022**
|Notes|Notes|Unrestricted
fund
£’000|Restricted
fund
£’000|Expendable
Endowment
fund
£’000|Total
2022
£’000|
|---|---|---|---|---|---|
|**Income:**||||||
|Charitable activities|3|427|1,347|–|1,774|
|Investments|4|16,395|–|–|16,395|
|Capital applied to
income|5|47,697|–|(47,697)|–|
|**Total income**||**64,519**|**1,347**|**(47,697)**|**18,169**|
|**Expenditure:**||||||
|Fund management|6|–|–|14,400|14,400|
|Charitable activities|7|64,519|1,490|–|66,009|
|**Total resources**
**expended**||**64,519**|**1,490**|**14,400**|**80,409**|
|Operating proft/
(defcit)||–|(143)|(62,097)|(62,240)|
|Net gain/(loss) on
investments|11|–|–|(9,642)|(9,642)|
|Net income/
(expenditure) for the
year||–|(143)|(71,739)|(71,882)|
|Fund balances as at
1 January 2022||–|816|1,218,546|1,219,362|
|Fund balances as at
31 December 2022||–|673|1,146,807|1,147,480|
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## **29.0 Grant funding**
The Foundation funded £16,847k of grants in 2023 (2022: £37,004k). These grants range from small one-off awards to multi-year demonstration projects and fellowships. Integral to all our award making is direct support from the Foundation, as well as expertise from technical providers and consultants. This support is organised and paid for by the Foundation, delivered directly to the award holders and can be in the form of technical development and assistance, learning events and coaching. Within this grant funding the Foundation also funds research and external evaluations to ensure programmes are evidence-based and offer value for money.
Grants made to organisations and individuals are analysed by strategic objective in the table below.
|Lead recipient for strategic priority: Supporting radical innovation and
improvement in health and care services|Total
£|
|---|---|
|Public Health Wales|498,500|
|Lancashire Teaching Hospitals NHS Foundation Trust|97,700|
|University College London Hospitals NHS Foundation Trust|75,000|
|Stockport NHS Foundation Trust|72,500|
|NHS Providers|70,100|
|The King’s Fund|61,000|
|Professional Record Standards Body|60,100|
|Croydon Health Services NHS Trust|52,100|
|Health Innovation West of England|51,100|
|Midlands and Lancashire Commissioning Support Unit|50,000|
|Harvard Medical School|50,000|
|St George’s University Hospitals NHS Foundation Trust|44,600|
|Healthcare Quality Improvement Partnership (HQIP)|40,000|
|Northern Health and Social Care Trust|40,000|
|North Bristol NHS Trust|40,000|
|King’s College Hospital NHS Foundation Trust|40,000|
|University Hospitals Plymouth NHS Trust|40,000|
|BGSC Limited|40,000|
|Wellbeing and Health Action Movement (WHAM)|40,000|
|Cwm Taf Morgannwg University Health Board|40,000|
|Norfolk and Waveney Health and Care Partnership|40,000|
|North and South Gloucester Primary Care Network|40,000|
|Deafink North East|40,000|
|London Ambulance Service NHS Trust|39,900|
|NHS Somerset ICB|39,900|
|Heart n Soul|39,900|
|Improvement Academy|39,800|
|Lewisham and Greenwich NHS Trust|39,100|
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## **29.0 Grant funding (continued)**
|**29.0 Grant funding (continued)**||
|---|---|
|Lead recipient for strategic priority: Supporting radical innovation and
improvement in health and care services(continued)|Total £|
|NHS Greater Glasgow and Clyde|38,900|
|Aneurin Bevan University Health Board|35,000|
|South Doc Services MyHealthcare Federation|34,200|
|NHS England|34,000|
|Your Healthcare CIC|30,000|
|Sutton Primary Care Networks CiC|30,000|
|Powys County Council|30,000|
|Care City Innovation CIC|30,000|
|Care Providers’ Voice|30,000|
|NHS Lanarkshire|29,800|
|Derbyshire Community Health Services NHS Foundation Trust|29,800|
|NHS BNSSG ICB|29,500|
|Shared Lives Plus|29,200|
|Guy’s & St Thomas’ NHS Foundation Trust|29,100|
|St Rocco’s Hospice|27,800|
|Rowcroft – Torbay & South Devon Hospice|26,600|
|Open Innovations|25,000|
|Bangor University|25,000|
|Chelsea and Westminster Hospital NHS Foundation Trust|24,900|
|Cheshire & Merseyside CCGs|20,000|
|NHS Hertfordshire and West Essex ICB|20,000|
|Innovation Agency: Health Innovation Network for the North West Coast|20,000|
|Community Hospitals Association Ltd|19,800|
|Health and Social Care Alliance Scotland (the ALLIANCE)|19,700|
|Social Finance UK|19,600|
|COPE Scotland|19,500|
|Macmillan Cancer Support|19,100|
|The Brigstowe Project|18,200|
|The Strategy Unit Midlands and Lancashire CSU|15,700|
|NHS Education for Scotland|15,000|
|One Health Tech|11,500|
|Surrey Heartlands|11,000|
|University of Roehampton|10,000|
|Arch Health CIC|7,600|
|Coventry and Warwickshire Partnership NHS Trust|7,300|
|Health Innovation Network (AHSN)/DigitalHealth.London|5,100|
|King’s College Hospital NHS Foundation Trust|900|
|**Total**|**2,650,100**|
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## **29.0 Grant funding (continued)**
|**29.0 Grant funding (continued)**||
|---|---|
|Lead recipient for strategic priority: Improving people’s health and reducing
inequalities|Total £|
|Fraser of Allander Institute University of Strathclyde|1,189,200|
|BBC Children in Need|400,000|
|Association of Directors of Public Health (ADPH)|399,500|
|Offce for National Statistics|162,500|
|Global Action Plan|137,900|
|FrameWorks UK|125,100|
|Chartered Institute of Public Finance and Accountancy (CIPFA)|109,000|
|Centre for Mental Health|68,100|
|Crisis|67,200|
|Learningand Work Institute|61,200|
|University of Bristol|55,900|
|New Philanthropy Capital|42,200|
|University of Sheffeld|24,000|
|Nuffeld Foundation|12,500|
|What Works Centre for Wellbeing|10,000|
|Association for YoungPeople’s Health|4,000|
|**Total**|**2,868,300**|
|Lead recipient for strategic priority: Providing evidence and analysis to
improve health and carepolicy|Total £|
|The Commonwealth Fund|840,000|
|Brown University School of Public Health|350,000|
|Organisation for Economic Co-operation and Development (OECD)|185,000|
|University of Surrey|181,500|
|Royal Economic Society|150,000|
|Health Economic Research Centre University of Oxford|118,900|
|Centre for Health Economics University of York|108,200|
|The University of York|70,000|
|Institute for Fiscal Studies|52,200|
|Institute for Government (IFG)|30,000|
|Nuffeld Trust|11,700|
|**Total**|**2,097,500**|
|Lead recipient for strategicpriority: Cross cuttingstrategic activities|Total £|
|---|---|
|Health Services Research UK|49,500|
|Services provided by third parties to support award holders and further the
work of the Foundation|8,268,500|
|Grants and donations awarded to charities by governors|205,000|
|Movement in discountingofgrantspayable in more than ayear|708,100|
|**Total Grants**|**16,847,000**|
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## **Appendix: Investment Fund Managers**
Aikya Investment Management Pinnacle Investment Management Nova North, Suite 6.12 11 Bressenden Place London, SW1E 5BY United Kingdom
Axiom Investors 33 Benedict Place Greenwich, CT 06830 United States of America
BlackRock Investment Management Ltd 12 Throgmorton Avenue London, EC2N 2DL United Kingdom
Impax Asset Management Ireland Limited The Lennox Building Richmond Street South Dublin 2, D02 FK02 Ireland
Ninety One 25 Basinghall Street London, EC2V 5HA United Kingdom
Ownership Capital Herengracht 105-107 1015BE Amsterdam The Netherlands
Savills Investment Management LLP 33 Margaret Street London, W1G 0JD United Kingdom
Schroders Investment Management 1 London Wall Place London, EC2Y 5AU United Kingdom
Swiss Life 55 Wells Street London, W1T 3PT United Kingdom
Colchester Global Investors, Heathcoat House, 20 Savile Row London, W1S 3PR United Kingdom
Legal & General Investment Management One Coleman Street London, EC2R 5AA United Kingdom
TwentyFour Asset Management 8th Floor, The Monument Building 11 Monument Street London, EC3R 8AF United Kingdom
Antin Infrastructure Partners 374, rue Saint-Honoré 75001 Paris France
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Astignes Capital Asia Pte. Ltd One George Street #22-01 Singapore 049145 Singapore
Apollo Global Management 9 West 57th Street, 42nd Floor New York, NY 10019 United States of America
Bessemer Venture Partners 535 Middlefield Road Suite 245 Menlo Park, CA 94025 United States of America
Brookfield Infrastructure Brookfield Place, Suite 300 181 Bay Street Toronto, Ontario ON M5J 2T3 Canada
Cadian Capital Management LP 535 Madison Avenue, 36th Floor New York, NY 10022 United States of America
CBC Group Suite 4508, 45F, Tower 2, Plaza 66 1366 West Nanjing Road Shanghai 200040 China
Cortec Group 200 Park Avenue, 20th Floor New York, NY 10166 United States of America
Crescent Capital Partners Level 29, Governor Phillip Tower 1 Farrer Place Sydney NSW 2000 Australia
Cube Infrastructure Managers 41 Avenue de la Liberte Luxembourg, L-1931 Luxembourg
Deerfield Management Company 780 Third Avenue, 37th Floor New York, NY 10017 United States of America
Electron Capital Partners 10 East 53rd Street, 19th Floor New York, NY 10022 United States of America
Engine Ventures 501 Massachusetts Ave Cambridge, MA 02139 United States of America
Element Capital Management LLC 520 Madison Avenue, 43PH New York, NY 10022 United States of America
Equilibrium Capital One Bush Street, Suite 525 San Francisco, CA 94104 United States of America
General Atlantic 600 Steamboat Road Suite 105 Greenwich, CT 06830 United States of America
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Glennmont Partners 25 Old Broad Street, Tower 42 Level 12A London, EC2N 1HQ United Kingdom
Graham Capital Management LP 40 Highland Avenue Rowayton, CT 06853 United States of America
Grantham, Mayo, Van Otterloo & Co. LLC 53 State Street, 33rd Floor Boston, MA 02109 United States of America
Harbourvest One Financial Center, 44th Floor Boston, MA 02111 United States of America Hengistbury Investment Partners LLP Floor 34 Brook Street London, W1K 5DN United Kingdom
Investindustrial Partners 51 Avenue John Fitzgerald Kennedy Luxembourg L-1855 Luxembourg
I Squared Capital 410 Park Avenue, Suite 830 New York, NY 10022 United States of America
Junto Offshore Management LP 450 Park Avenue, 25th Floor New York, NY 10022 United States of America
Laurion Capital Management LP 360 Madison Avenue Suite 1900 & 2000 New York, NY 10017 United States of America
Level Equity 140 East 45th Street, 39th Floor New York, NY 10017 United States of America
Lexington Capital Partners 399 Park Avenue, 20th Floor New York, NY 10022 United States of America
LGT Capital Partners 1133 Avenue of the Americas 30th Floor, New York, NY 10036 United States of America
LocalGlobe Unit 23 Tileyard Studios Tileyard Road London N7 9AH United Kingdom
Lone Star Funds 2711 North Haskell Avenue Suite 1700 Dallas, TX 75204 United States of America
100
Nordea Asset Management Holding AB Mäster Samuelsgatan 21 Stockholm, 105 71 Sweden
Olympus Partners Metro Center, 4th Floor One Station Place Stamford, CT 06902 United States of America
Omnes 37 - 41 rue du Rocher Paris 75008 France
Peak Rock Capital 13413 Galleria Circle Suite Q-300 Austin, TX 78738 United States of America
P/E Investments 75 State Street, 31st Floor Boston, MA 02109 United States of America
Rubicon Technology Partners 200 Middlefield Road Suite 102 Menlo Park, CA 94025 United States of America
ROW Asset Management LLC 450 Newport Center Drive Suite 420 Newport Beach, CA 92660 United States of America
Scale Venture Partners 950 Tower Lane, Suite 700, Foster City, CA 94404 United States of America
Spring Lane Capital 50 Milk Street, 16th Floor Boston, MA 02109 United States of America
Star America Infrastructure Partners 165 Roslyn Road, Roslyn Heights New York, NY 11577 United States of America
StepStone Group LP 505 5th Avenue 17th Floor New York, NY 10017 United States of America
Stonepeak Infrastructure Partners 55 Hudson Yards 550 W 34th Street, 48th Floor New York, NY 10001 United States of America
SV7 Impact Medicine Fund One Boston Place 201 Washington Street Suite 3900 Boston, MA 02108 United States of America
Sylebra Capital Management 28 Hennessy Road, 20th Floor Hong Kong
Thoma Bravo 150 N. Riverside Plaza, Suite 2800
Chicago, IL 60606-1599 United States of America True Ventures 530 Lytton Avenue Suite 303, Palo Alto, CA 94301 United States of America
Varadero Capital LP 452 Fifth Avenue, 30th Floor New York, NY 10018 United States of America
Verdane Capital Hieronymus Heyerdahlsgate 1 NO-0160 Oslo Norway
Vida Ventures 40 Broad Street, Suite 201 Boston, MA 02109 United States of America
Vitruvian Partners 105 Wigmore Street London, W1U 1QY United Kingdom
Voloridge Investment Management 110 Front Street, Suite 400 Jupiter, FL 33477 United States of America
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