2022-12-31-accounts

Report and Consolidated Financial Statements for the period ended 31st December 2022

The Virgin Foundation known as Virgin Unite

(a company limited by guarantee)

Company No: 2155645 (England and Wales)

Charity No: 297540

Virgin Unite Annual Report 2022

CONTENTS

	Page
CHARITY INFORMATION	1
LETTER FROM THE TRUSTEES	2 - 3
STRATEGIC REPORT	4 - 19
GOVERNANCE AND FINANCIAL REVIEW	20 - 25
TRUSTEES STATEMENT OF RESPONSIBILITIES	26
INDEPENDENT AUDITORS REPORT	27 - 31
FINANCIAL STATEMENTS	32 - 35
NOTES TO THE FINANCIAL STATEMENTS	36 - 56

Virgin Unite Annual Report 2022

CHARITY INFORMATION

President

J. Oelwang

Chair

H.K.T. Branson

Virgin Unite UK Board of Trustees

H.K.T. Branson V. Branson A. Ahmed J. Oelwang N. Richards J. Brady (resigned 7 December 2022) A.E. Stirling (resigned 27 January 2022) N.A. Humphrey (appointed 2 August 2022)

Secretary

C.M. Howes

Company Number: 2155645 - Registered in England and Wales Charity Number: 297540 Registered office: 7 Savoy Court, London, WC2R 0EX Auditors: KPMG LLP, 15 Canada Square, London, E14 5GL Solicitors: Harbottle & Lewis, 7 Savoy Court, London, WC2R 0EX Bankers: Lloyds TSB Bank plc. PO Box 72, Bailey Drive, Gillingham Business Park, Gillingham, Kent, ME8 0LS

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Virgin Unite Annual Report 2022

Letter from the Trustees

A personal message from Holly Branson and Jean Oelwang, on behalf of Virgin Unite

To our wonderful supporters,

The world has continued to face unprecedented challenges this year, including the escalating planetary crisis, Putin’s devastating invasion of Ukraine and the lasting effects of the COVID-19 pandemic. It has never been more important for us to collaborate, tackle unacceptable issues, and come together to build a better future.

This year saw Virgin Unite doubling down its efforts on the planetary crisis. In partnership with Johan Rockström, we continued to amplify the Planetary Boundaries science and framework and advanced the incubation of the Planetary Guardians, securing further funding for the initiative. We also worked with The B Team on an Environmentally Harmful Subsidies initiative and supported climate vulnerable countries in their call for international climate finance reform. We have been working closely with government, non-governmental organisations (NGOs) and philanthropic partners in the Caribbean to develop a programme of Caribbean-led solutions to accelerate coastal resilience and blue carbon opportunities in the region.

Virgin Unite along with the wider Virgin Group has been working with business leaders, government, and philanthropic partners to support the people of Ukraine – from the coordination of donations of essential items, to providing grants to charities to support rebuilding efforts on the frontline. In September, we held an event in New York to profile some of the courageous frontline leaders and initiatives, including Superhumans Center, Global Empowerment Mission, BlueCheck Ukraine, and Harvest for Victory Ukraine. The Elders and The B Team have also leveraged their collective reach to condemn the invasion of Ukraine. Each of these collective actions has been nothing short of inspiring and has been a beacon of hope in a very dark situation.

All of the challenges in 2022 come at a time when the world is still recovering from the pandemic, which overstretched health systems all over the world. Following Virgin Unite’s work with partners in 2021 to incubate and coordinate the Africa Donor Collective, the initiative has continued to mobilise expertise as well as over $80 million in funding.

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After resuming in-person experiences in 2021 (following a long hiatus due to COVID-19), the Constellation team successfully hosted eight gatherings and coordinated another seven partnercurated gatherings with engagement from our Founder in 2022. We also brought new partners and communities into the fold through the new Generations Unite and the CEO Magazine gatherings.

Our incubated initiative, 100% Human at Work also relaunched in-person gatherings in New York, London and Australia, alongside developing a diagnostic tool that enables businesses to self-assess their progress towards the core 100% Human values.

Virgin Unite disbursed grants totalling £7.3 million in 2022 to partners tackling challenges across the globe – ranging from health issues, to supporting refugees and asylum seekers, to backing social entrepreneurs. The Audacious Project, which Unite helped to incubate along with several partners, continues to deliver innovative solutions across a range of issues. We funded six new projects this year and continued to fund a further two. A total of $3.1 billion has been leveraged since the first Audacious gathering helping to catalyse social impact on a grand scale, and we are extremely grateful to TED and Bridgespan for hosting it now.

None of the above would have been possible without our wonderful community, many of whom have been part of the Virgin Unite family since the very beginning. We can’t thank you enough for standing by us. From the bottom of our hearts, thank you for supporting us and making all of this possible.

With deep gratitude,

Holly Branson, Chair of Trustees

Jean Oelwang, Trustee and Founding CEO

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Strategic Report

HOW WE WORK

Purpose: Challenging the unacceptable Vision: A world where all people and the planet thrive Mission: Catalysing radical collaboration to challenge the unacceptable

Virgin Unite’s main activities cover the following key areas:

• Virgin Unite Constellation (our community)

• Large Scale Collaborative Initiatives that Virgin Unite has incubated or is in the process of incubating

• Audacious Ideas grant portfolio

• Virgin Unite’s Key Priorities: A Healthy Planet, Unacceptable Issues and Equality

• Other support

• Local Entities in Australia and Canada

Virgin Unite consists of The Virgin Foundation (“Virgin Unite UK”) with its subsidiary, Virgin Unite Trading Limited (“the Trading Company”), Virgin Unite USA Inc., Virgin Unite Australia Limited, and Virgin Unite (Canada) Inc. We also note that Virgin Unite has substantial control and influence over Virgin Unite BVI Limited. This report showcases the work of all the entities. Where an entity is not mentioned, it relates to either or both Virgin Unite UK and Virgin Unite USA, which are operationally and strategically very closely linked. Virgin Unite Australia, Virgin Unite Canada and Unite BVI are listed separately, as they have more specific areas of focus.

VIRGIN UNITE CONSTELLATION

The Virgin Unite Constellation is at the centre of all that we do. It is a community and network of over 3,000 people that we have convened over the past 18 years, to co-create solutions to some of the world’s toughest challenges. Virgin Unite hosts several events each year (called gatherings) where we bring new and existing community members together around a specific topic or cause, and fundraise both for Virgin Unite, our Large Scale Collaborative Initiatives, and other non-profit partners and projects external to us. This includes gatherings that we host entirely on our own, in addition to those that are hosted in partnership with other communities and organisations.

We spark change with the Virgin Unite Constellation in a number of ways:

• Highlight specific issue areas and initiatives to our community – featuring these through our in-person gatherings by way of speakers and the content put forward

• ”Match-make” between our community members and their unique resources (financial or otherwise) and some of the best leaders and initiatives around the world

• Inspire people to embed impact and purpose in everything they do – whether that is within their companies or stepping up in their personal philanthropy

• Challenge people to never accept the unacceptable – this includes ensuring difficult and uncomfortable topics are integrated into our programming and inspiring our community members to consider perspectives different to theirs.

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This community includes philanthropists, business leaders, and entrepreneurs as well as frontline leaders who are inspiring movements and driving change around the world. Over the years, the Virgin Unite Constellation has raised £40m in funding for Virgin Unite’s frontline projects. It has also leveraged £27 million in funds for other charitable organisations.

The Virgin Unite Constellation has also helped fund many of Virgin Unite’s Large Scale Collaborative Initiatives and supported many other initiatives, such as ending the death penalty.

Some highlights from 2022 include:

• Successful planning and execution of 8 multi-day gatherings and coordination of a further 7 partner-curated gatherings, collectively generating £1.85 million of donationsto fund our frontline projects.

• Hosting a Planetary Guardians gathering with pioneering scientist Johan Rockström resulting in three new Planetary Guardian Advisory Council members (funders for the new initiative), alongside three confirmed Guardians: Mary Robinson, Xiye Bastida, and Sylvia Earle.

• Convening the first Generations Unite gathering, with 10 ultra high net worth families that came together to discuss intergenerational wealth, legacy, and impact.

• New partners and communities brought on board through gatherings with The CEO Magazine and GoBundance.

LARGE SCALE COLLABORATIVE INITIATIVES

Over the past 18 years the incubation and subsequent growth of Virgin Unite’s Large Scale Collaborative Initiatives, or ‘Global Leadership Initiatives’ has had a major positive effect on some of the biggest global challenges of our time.

It starts with an unacceptable issue – a systems challenge and an entrepreneurial solution. Our approach to incubation is then similar to launching a business, we build the plan, raise the capital via a founding circle, recruit a leadership team, help transition the initiatives to become independent, continue to support them to scale impact and then phase out our funding, but continue to work closely where relevant from an impact perspective. Collaboration is core to our approach from the beginning. We co-create, co-fund and co-own the idea, building it and nurturing it with others every step of the way.

In 2022, as well as providing financial support of £1.0 million (2021: £1.1 million), we also supported the initiatives with time, expertise and advice on organisation and programme strategy.

Here is a snapshot of what we did in 2022 .

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The Elders Date of Launch: 2007 Virgin Unite grant funding in 2022: £100k Stage: Fully independent, scaling impact Advisory Council member

The Elders are an independent group of global leaders working together for peace, justice and human rights. Working both publicly and through private diplomacy, their mission is to engage with global leaders and civil society at all levels to resolve conflict and address its root causes, to challenge injustice, and to promote ethical leadership and good governance. 2022 was a year of transition, commemoration, and recommitment for The Elders.

Highlights from 2022 include:

• The year began on a sad note with the funeral of Archbishop Desmond Tutu in Cape Town on 1 January. Virgin Unite alongside others reflected on his enduring legacy and considerable contributions to the work of The Elders. Virgin Unite raised funds to support a number of local organisations dear to the Archbishop’s heart through a Nine Hats campaign in memory of his global legacy of hope for peace, justice, and human rights.

• The easing of many public health restrictions linked to COVID-19 meant Elders could again meet both more world leaders, and people on the frontlines of the existential crises facing our world. They also welcomed a new Elder this year: Elbegdorj Tsakhia who served as President of Mongolia from 2009 to 2017.

• At Virgin Unite’s Igniting Change Gathering in May, the team successfully fundraised $1 million for The Elders culminating in the recruitment of a new Advisory Council member from Virgin Unite and Igniting Change’s community. Virgin Unite invited Graça Machel (Co-founder and Deputy Chair of The Elders) to speak to her work advocating for women’s and children’s rights – raising an additional $1.3m for the Graça Machel Trust.

The B Team Date of Launch: 2013 Virgin Unite grant funding in 2022: £131k

Stage: Fully independent, scaling impact Board member

The B Team work to redefine the culture of accountability in business, for their companies, communities and future generations, by creating and cascading new norms of corporate leadership that can build a better world.

Highlights from 2022 include:

• An international media campaign driven by B Team Leader voices, including Sir Richard Branson and Jean Oelwang, highlighted research into the scale and scope of Environmentally Harmful Subsidies worldwide, which Virgin Unite helped kick off at COP26 last November. 270+ media articles covered the story, reaching 15.7 million people in over 40 countries,

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and 15 million people read the news through social media. The campaign accumulated a total of 132 million impressions globally.

• The hosting of the European Energy Earthshot – a convening of nearly 200 experts, youth, policy and business leaders (including senior colleagues from Virgin Unite) to design key elements of new energy systems for Europe. This was the culmination of 6 months of work and partnership – to deploy this model as a new way to help accelerate the energy transition, in and beyond Europe.

RMI

Date of launch: 2009 Stage: Fully independent, scaling impact Board member

Virgin Unite incubated and launched Carbon War Room in 2009, which merged with Rocky Mountain Institute (RMI) in 2014. RMI has now grown to a $120m+ organisation with over 400 people and significant impact. We will continue to support RMI’s programmatic work where it aligns with our strategy and, through our advocacy and voice, continue to highlight the importance of their work and impact to a broader audience and potential funders.

Highlights from 2022 include:

• As a result of the 2014 Virgin Unite / Carbon War Room 10 (Caribbean) Island Challenge gathering on Moskito, RMI and John Hanselman developed the idea of creating a new renewable natural gas (RNG) company called Vanguard. Vanguard has grown over the last 8 years to be the largest producer of RNG in the US, and it is now implementing an investment plan of $4 billion building over 100 facilities that extracts methane from waste and injects it into the existing natural gas system.

• Virgin Unite was one of the first supporters of RMI’s methane programme, which helps both public and private partners cut methane emissions from the oil, gas and waste sectors. Our initial investment of $1m, made in 2016, has since helped to catalyse an additional $18m in funding for this crucial work.

• After 10 years of leading exponential growth and impact at the helm of RMI, Jules Kortenhorst is stepping down as CEO; Jon Creyts began his term as their new CEO in November 2022. Jean Oelwang worked with the rest of the board to set up and co-chair an advisory council to support RMI’s continued growth and impact into the next critical decade

Big Change Date of launch: 2012 Virgin Unite grant funding in 2022: £250k Stage: Fully independent, scaling impact

Big Change wants to see a society where every young person is set up to thrive in life, not just exams. So that even in times of constant change, every child will feel emboldened to contribute positively to the world around them. Big Change believes that this is everyone’s business. All parts of society,

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including parents, employers, and civil society, need to work together to support young people and schools. Virgin Unite supports Big Change with core funding.

Highlights from 2022 include:

• Celebration of their 10[th] anniversary this year. Since its foundation, the organisation has backed over 40 project partners doing incredible work across the UK. Together, they have positively impacted the lives of nearly 8 million young people, supported over 200k teachers, parents, carers and other adults working with young people, and worked with 45K schools and learning communities. These projects and leaders have gone on to unlock £60 million in further funding to grow their impact.

• The launch of ‘A New Education Story’, the culmination of work with global partners and contributors to think differently about transforming education.

• Launch of The Big Education Conversation alongside The LEGO Foundation, The Brookings Institute and organisations from 11 countries at the UN Transforming Education Summit. The campaign aims to ignite a million inclusive conversations about the purpose of education, supporting people and communities around the world to come together to talk about what education is really for and to generate ideas and commitments to change.

• Completion of the STRIVE Kenya fundraiser in October 2022 raising nearly £600k, and the planning of STRIVE Lapland for February 2023 with several Virgin Unite community members scheduled to attend with sizeable commitments made.

The NewNow Date of launch: 2019

Virgin Unite grant funding in 2022: £121k (all of which awarded from restricted funds) Stage: Incubating

The NewNow is a group of seven future focused leaders collectively inspiring a rising generation to shape decisions for tomorrow’s world. While the leaders have their own organisations supported by Virgin Unite, the NewNow is a Virgin Unite led initiative that is currently being incubated.

Highlights from 2023 include:

• Mobilising $150k (£121k) of grants for the NewNow (TNN) leaders’ organisations which has helped further vital work on issues including gender-based violence in The Gambia and Uganda, conservation in Indonesia as well as the education of women and girls in Afghanistan.

• Supporting Roya Mahboob with the creation of a new media brand 'Zalla', which means 'inner light' in Pashtu. This brand seeks to platform young Afghan women who are lighting the way in science, tech and the arts to challenge social norms and promote female empowerment.

• Following a strategic evaluation of the program and market analysis of the youth-led development sector, VU co-created several potential pathways for future models of the initiative alongside the Founding Leaders.

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100% Human at Work Date of launch: 2014 Virgin Unite donor funding in 2022: £276k Stage: Incubating

100% Human at Work is currently being incubated and sits within Virgin Unite.

100% Human at Work was founded on the belief that the time has come for businesses to start thinking of people as human beings and not as resources - moving away from maximising profits and profitability to focus on how we can help people achieve their highest potential and purpose, which will naturally positively impact the bottom line.

Our movement has brought together an extraordinary network of over 500 organisations and individuals around the world, who are shaping a vision for a better future of work, testing ideas and driving change. We aim to lead the conversation, encourage collaboration and innovation, set the benchmark, facilitate learning and drive bold action, guided by our 100% Human at Work values of Equality, Respect, Growth, Belonging and Purpose.

Highlights from 2022 include:

• Hosting in person gatherings in New York, London and Sydney to ‘Imagine a Better Future of Work’, exploring themes including; belonging, purposeful leadership, mental health, reimagining the future of our workspaces for human connection, supporting refugees and the role of business in creating a more human future of work.

• Bringing together a group of senior leaders in the private equity sector to discuss how to drive change given the scale impact and influence of this sector to speed up the path to 100% Human workplaces. We are developing a Private Equity Partnership within the wider movement that will have a particular focus on measurement and reward at a Board level.

• Developing plans to onboard a Catalyst Circle to help scale 100% Human at Work. The Circle will be a group of innovators who are passionate about our mission to create a better future of work for humanity and provide funding. This will complement the Cornerstone Partners group.

• Building the final prototype of the 100% Human at Work Diagnostic Tool for launch in 2023, this will support the growth of the movement in the future.

The Caribbean Climate Smart Accelerator Date of launch: 2018

Virgin Unite grant funding in 2022: £440k (all of which awarded from restricted funds) Stage: Fully independent, scaling impact

The Caribbean Climate-Smart Accelerator (CCSA) identifies and fast-tracks public and private investment opportunities that support climate action paired with economic growth. This enables Caribbean countries to build resilient infrastructure and societies, create jobs and advocate to ensure that the region achieves its ambition to become the world's first 'climate smart' zone.

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Highlights from 2022 include:

• Virgin Unite brokered in-kind support from Boston Consulting Group to help further CCSA’s strategic development. This work had a significant impact on the clarity of their mission and ability to undertake it, reframing their core purpose as a vehicle to broker private-sector investment into climate-resilience projects across the region., helping to get closer to the vision of a regional 1.5c climate-smart zone.

• CCSA assisted the Government of Trinidad and Tobago in securing a $20 million investment for the development of a solar panel assembly plant – the first of its kind in the Caribbean. In addition to establishing a strong relationship with construction company Meyer Burger Americas, who recently built a 400MW plant in the USA, CCSA was also able to secure an investor for this project in the UNICOMER Group, a leading LATAM and Caribbean retail group headquartered in El Salvador.

• In partnership with OECS, CCSA hosted an Investor Forum under the theme Investing in Climate Resilience on 17 May. The forum showcased 7 projects valued at $25.6 million from the OECS, for the purpose of matchmaking those opportunities with an elite panel of investors and financiers who expressed their willingness to collaborate on financing some of the projects or offered advice on their investment priorities. Projects included Geothermal Energy Advancement ($2.9 million), Eastern Caribbean Solar Challenge ($10.6 million), Electric Vehicle Retrofit, Eastern Caribbean Community Resilience Programme ($7.1 million), and Biodiversity and Ecosystems Management Programme ($2 million).

The Africa Donor Collective Date of launch: 2020

Stage: Incubating

Since April 2020, Virgin Unite has worked with partners to host the Africa Donor Collective (ADC); convening a group of donors, foundations and partners to catalyse and coordinate philanthropy and business mobilization to help stop the spread of COVID-19 in Africa and to help strengthen public health systems across the continent. The ADC consists of a community of over 200 members from 102 unique organisations, collaborating to share learnings. This group has also worked to mobilise a wider collective of supporters by engaging private sector, bilaterals and multilaterals.

Highlights from 2022 include:

• Since the beginning of the pandemic, Africa CDC has been a driver behind the coordinated continental response strategy and supporting individual Member States’ activities – expanding to include access to vaccines with the establishment of vaccination centres, training for all workers within the delivery system, access to ancillary commodities, community readiness and volunteer mobilisation. The Africa Public Health Foundation, with support of the ADC, established a pooled fund initiative to help further Africa CDC's critical

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work in this area. Virgin Unite helped mobilise $12 million from members of this collective, and as a result, the Africa Public Health Foundation have:

• Supported four member states, namely Zambia, Kenya, Namibia and Cameroon

• Ensured more than 1,766,553 vaccinations against COVID-19 were administered

• Supported 1,415 vaccination centres and facilities

• Trained and supported 18,744 personnel throughout the delivery chain, including community health workers

• Addressed urgent needs in a timely manner, such as where doses were expected to expire

• Raised awareness of the importance of COVID-19 vaccination through a media campaign presence at the Africa Cup of Nations (AFCON) tournament in Cameroon Conducted biosafety and security trainings to ensure future pandemic preparedness

• In February, the ADC held an event recognising the five-year anniversary of the founding of Africa CDC by the African Union. Later that year, the ADC also convened many of its founding members alongside Africa CDC, Dr. John Nkengasong in his new capacity working for the U.S. President's Emergency Plan for AIDS Relief (PEPFAR), and Dr. Raj Panjabi for the networks first in-person roundtable event—identifying areas for alignment, amplification, sharing and learning across the full spectrum of African organisations active in the health space that should be strengthened further through collective action and funding.

• Virgin Unite undertook a strategic review to help inform the future plans and mission of the ADC, which involved surveying members (past and present) to understand the value, impact and priorities of this Collective beyond the emergency phase of the pandemic. Results confirmed there was a strong desire for this Collective to stay the course; to continue, evolve and grow—with a clear consensus to open the aperture of the ADC’s current remit to explore investments in a broad range of African organisations (alongside Africa CDC) focused on public health on the Continent.

Audacious Ideas

Housed at TED, The Audacious Project is a funding initiative that encourages the world’s greatest changemakers to dream bigger. Audacious helps shape their ideas into viable multi-year plans and launches them to the world alongside visionary philanthropists. Virgin Unite joined forces with The Audacious Project in 2015 with a commitment of £36 million ($48 million). This year, we have been actively working to increase this to include a further six projects, five of which Virgin Unite commenced supporting in 2022, making a combined commitment of £43 million ($57 million).

Sightsavers

Date of launch: 2018 Virgin Unite grant funding in 2022: £2.252 million

Audacious goal: Eliminate trachoma trichiasis (TT) as a public health problem in 10 countries: Benin, Burkina Faso, Cameroon, Cote d’Ivoire, Guinea, Guinea-Bissau, Kenya, Senegal, Tanzania and Zimbabwe.

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At the 2017’s Audacious Ideas gathering, Sir Richard Branson committed alongside four other funders towards a programme to accelerate the elimination of trachoma.

• Sightsavers have delivered over 36 million treatments to prevent Trachoma and other NTDs leveraging some $760 million worth of Zithromax from Pfizer.

• Almost 67,000 people whose eyelids have been inverted and who were at risk of blindness, have been treated and are now free from pain. Sightsavers have trained almost 100,000 people to identify people needing surgery, and over 52,000 to deliver drugs.

• Benin is poised to be the first Accelerate country (directly funded by Audacious) to eliminate TT, and two others are on track to follow suit in 2023.

The END Fund Date of launch: 2019 Virgin Unite grant funding in 2022: £790k

Audacious goal: target up to 50 million people annually with treatment and sanitation and hygiene behaviour change strategies to accelerate progress towards eliminating soil-transmitted helminths (STH) and schistosomiasis (SCH) (worm infections) in Ethiopia, Kenya Zimbabwe, and Rwanda.

• The END Fund and partners completed pioneering mapping leading to refined intervention strategies in Kenya, Zimbabwe and Rwanda.

• Programme partners in Kenya and Rwanda carried out mass drug administration (MDA) and delivered 29.8 million treatments.

• In Ethiopia, as part of its partnership with the Government and Power of Nutrition, the END Fund made significant progress towards changing the policy to ensure young children aged 1- 2 years old receive deworming treatment for the first time alongside pre-schoolers and pregnant women.

One Acre Fund Date of launch: 2022 Virgin Unite grant funding in 2022: £740k

Audacious goal: deliver climate smart farm tools directly to 5 million farm families by 2025, with the aim to equip millions of farmers to sustainably end extreme poverty.

• One Acre Fund met its 2022 target with ~1.5 million farmers reached directly through the full-service programme by the end of the year, and ~2.2 million additional farmers through country-scale partnerships.

• Agroforestry programming continuing scale-up with ~50 million trees projected to be planted and continued focus on crop diversification and soil health initiatives; One Acre Fund are exploring new ways to use social marketing campaigns to support behaviour change.

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BRAC

Date of launch: 2022 Virgin Unite grant funding in 2022: £296k

Audacious goal : By 2026 catalyse governments to lift 21 million people (4.6 million households) out of ultra-poverty via the Graduation approach.

• BRAC’s country strategy is to build a committed permanent presence through native staff/partners already deeply engaged (little reliance on novices or expatriates) in five countries: Philippines, India, Pakistan, Rwanda and South Africa. As of mid-2022, BRAC was engaged and embedded in all five. BRAC is also working towards its 2022 stretch goal to also add Egypt, Indonesia and Ethiopia.

• BRAC’s vision for 2023 is to learn fast from country team engagement ground realities (testing barriers/enablers), place "big bets" across country portfolios, and deepen synergies of country engagements with global ecosystem policy change.

Phare Bio (Collins Lab) Date of launch: 2022

Virgin Unite grant funding in 2022: £37k

Audacious goal : develop seven new classes of antibiotics with activity against seven of the world’s deadliest bacterial pathogens over the next seven years, via artificial intelligence (AI)/deep learning

• Phare Bio has shown rapid momentum and is outpacing initial Audacious Project timelines. They have already worked on three AI-generated “hits” from the Collins Lab at MIT and the Stokes Lab at McMaster University.

• The team is advancing its early R&D work on Halicin as an oral agent against drug-resistant diarrheal infections, for which there is a significant unmet need. They are also testing its use as a topical formulation against high-priority pathogens like Acinetobacter baumannii.

Humanitarian Open Street Maps Date of launch: 2022 Virgin Unite grant funding in 2022: £62k

Audacious goal : map one billion people living in poverty and at high risk of disaster in 94 countries.

• A major focus of 2022 has been putting in place the support structures and tools that enable a key part of the Humanitarian Open Streetmap vision: everyone can access and contribute to the map. More than 585,000 people have now contributed to building the map across 94 priority countries.

• Humanitarian Open Streetmap launched the third of four regional open mapping hubs in Dakar, Senegal, for stronger support, unity, and collaboration with open mapping communities across West and Northern Africa.

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• Grants were provided to community partners leading open mapping work in 22 countries. Nearly 100 emerging leaders participated in Humanitarian Open Streetmap’s “She Leads, She Inspires” leadership development programme.

Project CETI Date of launch: 2022 Virgin Unite grant funding in 2022: £247k

Audacious goal: using advanced machine learning and non-invasive robotics, Project CETI will listen to and translate the communication of the sperm whale and attempt to communicate back.

• CETI has now designed, engineered and built Core Whale Listening Stations, which were installed in the oceans of Dominica in August 2022. CETI’s primary sailing research vessel is in operation in Dominican waters.

• CETI’s partnerships with government and society in Dominica are growing in strength, with approval secured and land acquired (with a 30-year lease) to build the CETI Lab on the island. CETI also made four full-time hires in Dominica and launched the Dominica Marine Conservation Fellowship to train young marine scientists/leaders in Dominica, particularly young women.

A Healthy Planet For All

Caribbean Mangrove Forest Restoration

• Working closely with partners from government, NGOs and philanthropic community, we developed a programme of Caribbean-led solutions to accelerate mangrove forest restoration in the region, showcased during New York Climate Week.

• This was informed by a three-part learning series, organised by Virgin Unite, which took place during June and July 2022. We convened a group of fellow philanthropists, climate experts and civil society leaders to explore the barriers facing mangrove restoration and protection work, and opportunities to overcome these.

• We have contracted South Pole, an international climate solutions provider, to act as Technical Partner for this phase of work. They have spearheaded the development of a ‘Investment Readiness Facility’ concept, which could provide seed funding alongside allimportant technical assistance to mangroves projects across the Caribbean. This concept will be further refined in 2023, with a Caribbean-led governance framework at its heart.

Unacceptable Issues

At Virgin Unite shouting about unacceptable issues and igniting action is at the core of what we do. Not only does it run through as a key theme of our large-scale collaborative initiatives, but we also focus on particular topics, galvanise support, and lift up others in support of their efforts to create lasting change. Here is a snapshot of some of the things we did in 2022.

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Criminal Justice Reform

Virgin Unite grant funding in 2022: £14k

• In January, Utah legislators took up a historic, conservative-led bill to abolish the death penalty. A series of Virgin Unite USA hosted events in 2021 and ongoing advocacy in 2022 led to community action, including two op-eds and a high-profile radio interview. While the bill stalled in the last legislative session, we’re confident that the support we mobilised will help turn Utahn’s against the death penalty.

• We collaborated with the Responsible Business Initiative for Justice to rally business leaders against the death penalty. Our efforts included national convenings, advocacy in Ohio, and mobilising voices in Texas and Oklahoma. Our support boosted the #BizVsDP campaign, growing its signatories to 250+ and garnering media coverage across 10 countries.

• Partnering with Witness to Innocence, we led distribution of ‘It Could Happen to You’ films, with 460,000 views online. The films were promoted by partners, including adoption into an Evangelical organizing toolkit. We hosted screenings and Q&As with activist Sabrina Butler in New Orleans and Philadelphia.

• We expanded our fair chance hiring efforts through The LOHM’s Pathways 4 Equity program, linking formerly incarcerated women to professional roles. The programme attracted a $1.5 million USD multi-year grant and involved 54 participants in 2022. We committed an additional $50k USD to support the programme’s continued growth at an event we coproduced with The LOHM during the UNGA/Climate Week in New York.

• Our grantees PolicyLink & Just Capital built on their CEO Blueprint for Racial Equity & Corporate Racial Equity Alliance with the launch of Corporate Performance Standards on Racial & Economic Equity, a key step toward common disclosure standards. This will help businesses, investors and consumers track racial and economic equity progress.

• In 2022, we continued our board-level support for JUST Capital. Their CNBC partnership disseminated reports and JUST CEO interviews, reaching 547 million monthly viewers across CNBC platforms

Human Rights Fortify Rights

• Fortify Rights are defending Human Rights of the Rohingya community in Myanmar. With a grant from Virgin Unite made in 2021, Fortify Rights is creating an advocacy architecture to advance international accountability and justice for the Rohingya, and building coalitions that can be effectively activated in response to mass atrocities.

• In March 2022, the U.S. Government issued a determination that Myanmar’s military committed genocide against the Rohingya. In his speech, U.S. Secretary of State Antony Blinken cited Fortify Rights’ research as a factor influencing the determination. This acknowledgement credits years of advocacy by Fortify Rights.

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• Following this historic announcement, Fortify Rights met with Rohingya survivors of the genocide, who are now living as refugees in Bangladesh, to get their reaction to the news. In April 2022, Fortify Rights published a film, together with Refugees International, of those reactions, and worked with refugee groups in developing a statement welcoming the U.S. Government's determination.

• Virgin Unite continues to support and shine a spotlight on Fortify Rights, most recently at a ‘Disrupting for Good’ gathering in July 2022, where significant fundraising pledges were made.

Equality

In 2022 we consulted with investors, non-profits, accelerator programmes, Virgin Start Up, other funders and entrepreneurs themselves to understand how we could best help highlight and address the additional, systemic barriers that entrepreneurs from Black, Asian and other minority ethnic communities from across the UK face when starting and growing a business.

This resulted in UK Board approval of ‘Founders Unite’ – two connected strands of activity, continuing in 2023:

• Focus on Entrepreneurs - A communications campaign to draw attention to the barriers facing minority ethnic Founders, with a particular focus on Black Founders

• Focus on Systems Solutions - An Award to recognise organisations and individuals who are improving the system for Black, Asian and other minority founders in the UK, lifting up their work and impact.

Unite BVI

Virgin Unite grant funding in 2022: £1.393 million

Highlights from Unite BVI in 2022:

• Unite BVI, in partnership with National Parks Trust helped to combat Stoney Coral Tissue Loss Disease with over 1.3k corals treated across 34 sites, including 5 on Anegada.

• In partnership with HLSCC College nursery, Unite BVI planted mangrove seedlings at 3 sites in a restoration effort. Nearly 2,000 propagules were harvested and deployed. As part of the youth engagement, 265 young people worked at the mangrove nursery from five organisations/schools.

• Unite BVI delivered Unite for the Sea. A total of 11 organisations were awarded grants for youth programming that focused on water-based activities such as swimming, snorkelling, diving and boating skills, with the underlying purpose of ocean education. Over 700 young people participated and went through the ghost gear awareness training. Ghost gear is fishing gear that has been abandoned, lost or discarded, and is the most harmful form of

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Virgin Unite Annual Report 2022

marine debris, responsible for trapping and killing fish and marine animals, smothering coral reefs, devastating shorelines, and damaging boats.

• Unite BVI coordinated a collaborative clean-up event on Anegada. 12 coastal areas were cleaned in partnership with 12 NPOs, three statutory bodies, representatives from FCDO, two BVI Government ministers, and a school – totalling 180 volunteers. 321+ bags of rubbish were removed, and hundreds of meters of lost fishing gear removed from the waterline.

• Branson Centre of Entrepreneurship Caribbean, Unite BVI and HLSCC came together to offer entrepreneurship training and mentorship opportunities for 23 aspiring entrepreneurs in the BVI. The programme included a 3-week Investment Readiness Boot Camp, 8 weeks of support via a virtual training platform, and 8 weeks of mentorship. Five of the 23 participants are 2020 Kickstart Loan Awardees.

Emergency Response

Virgin Unite grant funding in 2022: £26k

In 2022, Virgin Unite focused the emergency response efforts on the war in Ukraine.

• Virgin Unite coordinated a partnership between Virgin Atlantic and Airlink to transport several loads of medical and humanitarian cargo into Poland for Ukraine, and support the evacuation of orphaned children to the UK. Airlink also moved humanitarian supplies on behalf of other NGO partners, including Project C.U.R.E. whose CEO, Doug Jackson, is part of Virgin Unite’s Community.

• Virgin Unite deployed funds at the beginning of the war to support frontline partners in Ukraine and Poland, including Canadian Red Cross, Global Empowerment Mission, Superhumans and Tabletochki.

• Following an invitation from President Zelensky, Richard Branson and Jean Oelwang travelled to Ukraine in June and August 2022 to identify and shine a spotlight on brilliant Ukrainian partners who are re-building following damage resulting from the war. This involved visits to Kyiv to meet with the President and Foreign Minister and time spent in Poland meeting Polish business leaders and foundations. Jean also visited the border town of Prezemysi where refugees are still coming in to benefit from the newly created ecosystem deploying support to those who need it most.

• The Virgin Unite team hosted a special gathering during Climate Week—Unite for Ukraine— in NYC in September 2022, profiling and mobilising funds for organisations that Virgin Unite is proud to be collaborating with; Superhumans, Global Empowerment Mission, BlueCheck Ukraine and Harvest for Victory Ukraine. This resulted in engagement from many new and existing partners within Virgin Unite’s ecosystem eager to support Ukraine, and several financial commitments following the series of events and trips through the year.

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Virgin Unite Annual Report 2022

• Virgin Unite coordinated donations from Virgin Unite, Virgin Red Limited and Virgin Management Limited of essential items, such as food, hygiene items, toys and bedding to Misto Dobra, a women and children’s refuge in Ukraine.

Robin Hood Fund

Virgin Unite grant funding in 2022: £68k

Each year Virgin Unite provides a number of small grants to a wide spectrum of good causes. In 2022 we gave away a total of £68k, including the following grants:

Jon Egging Trust - £15k –an early intervention organisation, stepping in to support young people from disadvantaged backgrounds with low self-esteem whose futures are often jeopardised by life challenges which put them at significant risk of dropping out of full-time education. Operation Satellite aimed to ensure that the UK’s historic first satellite launch in July 2022, could be shared and experienced by young people from some of the UK’s most deprived areas.

Nadia’s Initiative - $25k (£21k) – a non-profit organisation founded in 2018 by Yazidi genocide survivor, activist, and Nobel Peace Laureate, Nadia Murad, in response to the need for the sustainable redevelopment of Sinjar district, Northern Iraq. The organisation is dedicated to rebuilding communities in crisis and advocating globally for survivors of sexual violence

Kilimanjaro Blind Trust, Africa – $10k (£7k) – works in 5 countries across East Africa and Malawi, and is still expanding to other countries, to provide digital literacy and skills. They serve over 25,000 learners with visual impairments.

Ukrainian Tabletochki - £10k – Our grant to a Ukrainian paediatric cancer charity Tabletochki helped enable evacuation of 900 families as part of the inter-agency SAFER Ukraine initiative and funded continuous treatment for those who stayed behind.

Virgin Unite Local Entities

Virgin Unite Australia

In 2022 Virgin Unite Australia gave away grants worth AU$237k (£130k).

• AU$57k (£30k) to Children’s Ground – an organisation led by First Nations communities, working towards a world where all children and families live with dignity and are free from economic poverty and inequity.

• AU$50k (£27k) to Human Rights Law Centre – an Australian human rights group seeking to protect and promote the human rights of people in prisons and youth justice centres in Australia using a combination of legal action, advocacy, research, education and UN engagement to achieve systemic change.

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Virgin Unite Annual Report 2022

• AU$45k (£24k) to Asylum Seeker Resource Centre – a not-for-profit organisation seeking to support and empower people seeking asylum to maximise their own physical, mental and social wellbeing.

• AU$40k (£23k) to First Step Legal – a specialist community service delivering integrated legal services to people seeking support for alcohol and other drug use or mental distress.

• AU$35k (£20k) to Igniting Change – a small organisation that is passionate about sparking big, positive change with people in their communities. Igniting Change supports several grassroots projects and organisations, including Bridge It, an organisation providing homes for women experiencing homelessness.

• AU$10k (£6k) to Deadly Connections – a specialist Aboriginal Community Controlled not-forprofit, running community driven, grassroots, innovative projects to address the overrepresentation of Aboriginal people, families and communities in both the child protection and justice systems.

Virgin Unite Canada

In 2022, Virgin Unite Canada made two grants totalling CA$65k (£40k), and fulfilled two capital calls toward its investment in MaRS Catalyst Fund:

• CA$50k (£31k) grant to the Canadian Red Cross.

• CA$15k (£9k) to FORA Network for Change – an organisation investing in young changemakers experiencing gender-based discrimination, creating more inclusive and equitable decision-making spaces.

• Virgin Unite Canada also contributed CA$95k (£58k) of its committed capital to Amplify Capital (previously operating as MaRS Catalyst Fund) – an early-stage Canadian impact venture fund that focuses on three of the Canadian society’s defining challenges: healthcare, education, and sustainable environment. This brings the total investment in the fund to CA$931k (£571k).

Looking Ahead

Looking forwards to 2023 and beyond, Virgin Unite will continue its work in key priority areas: Community, A Healthy Planet, Courageous Collectives, Unacceptable Issues, Equality and Changing Business for Good. Virgin Unite will do this by incubating and supporting large scale collaborative initiatives, managing a programme of activities and maintaining its grant funding portfolio.

Virgin Unite will continue to run events where we galvanise people around these key areas and fundraise for Virgin Unite’s portfolio of activities.

The Strategic report, as set out above, was approved by the Board on 25 September 2023 and signed on its behalf by

H Branson Trustee

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Virgin Unite Annual Report 2022

Governance and Financial Review

The Board of Trustees ("the Trustees") of The Virgin Foundation ("the Charity" or "Virgin Unite UK") has overall responsibility for the Charity's direction, management and control; they are also directors under company law. The current Trustees were appointed to provide a range of voluntary sector and commercial experience appropriate to the Charity's intended activities. There is no constitutional requirement for Trustees to retire. Our Trustees are unpaid and details of Trustee expenses and any related party transactions are disclosed in notes 9 and 20 to the accounts. The Board of Trustees meets at least three times each year and the Charity is empowered to delegate its powers to committees of Trustees.

The Trustees have adopted a policy on relationships between the Charity and Virgin Group companies in order to ensure that conflicts of interest are properly managed (see Conflict of Interest Policy, below) and that any private benefit to Virgin Group companies is minimal, and only a secondary outcome to the public benefit. Typically the Charity's senior management team is present at meetings of the Board of Trustees when appropriate and the Chair of the Board of Trustees is in regular liaison with the senior management team between meetings.

Day-to-day decisions of the Charity have been delegated to the Senior Management Team and, where necessary, referred to the Board of Trustees for determination.

Our Charity Objects

Virgin Unite is established with the following Charity Objects:

• 1) The conduct and promotion of research and the dissemination of the useful products thereof into the causes, origins, transmission and treatment of the disease or condition known as Acquired lmmune Deficiency Syndrome and any apparently related, similar or consequent disease or condition, the promotion by charitable means of the welfare of sufferers from such diseases or conditions, the alleviation of physical, mental or financial deprivation caused by such diseases or conditions, the advancement of education in matters relevant thereto and the support of charities in furthering the said objects or any of them;

• 2) The relief of poverty and the relief of disabled persons (including the mentally handicapped) from their disabilities;

• 3) The advancement of education for the public benefit;

• 4) The provision of facilities for recreation or other leisure time occupation in the interests of social welfare provided that such facilities are for the public benefit; and

• 5) The promotion of any other charitable purpose for the benefit of the public provided always that all property acquired prior to 1 July 1988 and all income or property derived therefrom will be used exclusively in furtherance of the objects specified at 1 above and not further or otherwise.

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Public benefit statement

The Trustees confirm that, in exercising their powers and duties they have had due regard to the Charity Commission's statutory guidance on public benefit. A copy of the guidance has been provided to each Trustee and every proposal brought to the Board for approval outlines how it will advance Unite's charitable objects for public benefit. The Charity meets the definition of a public benefit entity under FRS 102.

The descriptions in pages 4 to 19 demonstrate how Unite's activities have delivered public benefit over the period. This ranges from nature conservation and reversing climate change to advocating for human rights and funding to eradicate disease.

Support is only provided to private and for profit companies where the Trustees see clear public benefit in the project and where any private benefit is incidental, reasonable and necessary.

The appointment and recruitment of Trustees

The Trustees are responsible for the recruitment of new Trustees, which they carry out in light of the existing balance of skills and experiences of the Board.

Before appointment all new Trustees attend an induction programme in order for them to properly undertake and fulfil their responsibilities to the Charity. The induction process ensures new Trustees meet existing Trustees and members of the Senior Management Team.

Structure and governing document

The Virgin Foundation is constituted as a company limited by guarantee. It is registered with the Charity Commission and its governing document is its Articles of Association. The Trustees constitute directors of the organisation and each Trustee of the Charity is also a member of the Charity. The Charity has a wholly owned subsidiary, Virgin Unite Trading Limited, and the Group financial statements consolidate the results of the Charity, Virgin Unite Trading Limited, Virgin Unite USA lnc., Virgin Unite BVI Limited, Virgin Unite (Canada) lnc. and Virgin Unite Australia Limited (together, "the Group").

Virgin Unite USA lnc., Virgin Unite BVI Limited, Virgin Unite (Canada) lnc., Virgin Unite Australia Limited are related overseas charities which are included in the consolidation on the basis that the Charity exercises influence and control over these charities in accordance with paragraph 24 of the Charities SORP (FRS 102).

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Risk management

Virgin Unite has a risk register that lists its key risks and lays out a strategy for minimising or managing each risk and allocates each of them to a responsible member of the Senior Management team.

The risk register was updated in May 2022. Risk mitigation actions included:

Financial risks: Income diversification and reserve strategy to reduce the impact of losing a major income stream.

Reputational risks: Maintaining due diligence and ensuring proper vetting of all potential partners, grantees and community members to reduce reputational risk.

People and stakeholder risks: Ensuring staff welfare and distributing leadership and purpose throughout the team to reduce reliance on a small number of staff members.

Operational delivery risks: Geographically spreading the portfolio and delivery, and developing the emergency response plan in order to support key geographies in the event of a natural disaster.

The Trustees are satisfied that the key risks to the organisation are identified and that appropriate strategies are in place to manage them in the current year.

Related parties

The Trustees of the Charity have interests, either directly or indirectly, in certain other companies.

Some of these companies form part of the Virgin Group of companies. Many companies within the Virgin Group actively promote the Charity to both their customers and members of staff. All material balances and transactions (other than voluntary income received) with this group of companies are disclosed in note 20 to the accounts.

The Charity's wholly owned subsidiary, Virgin Unite Trading Limited, was established to undertake commercial activities which the Charity could not undertake and pays its profits to the Charity by Gift Aid. Occasionally, profits are held in Virgin Unite Trading Limited to fund planned upcoming future events which will benefit the Charity.

Conflicts of interest policy

Trustees have adopted a conflicts of interest policy and processes for both staff and Trustees to ensure that any conflicts of interests are declared and managed appropriately. This policy secures the objective that any relationships between Virgin Unite and the Virgin Group of Companies are managed in compliance with charity law principles. More specifically, the policy ensures that:

• 1) All decisions about relationships between Virgin Unite and the Virgin Group of Companies are made at Trustee level and solely by Trustees who have no private interest in the context of the relationship requiring a decision; and

• 2) Any private benefit is merely incidental to the wider charitable objectives which are achieved through those relationships.

Virgin Unite's Senior Management Team is responsible for ensuring that any relationship or interaction with any Virgin Company is compliant with this policy.

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Pay policy for senior staff

The Senior Management Team comprise the key management personnel of the charity, in charge of directing and controlling, running and operating the charity on a day to day basis. The pay of senior staff is reviewed and annually benchmarked against pay levels in other similar organisations and against Virgin Management Limited, along with any annual inflationary uplift.

Virgin Management Limited's relationship with Virgin Unite

Whilst the Group has a small number of employees in Virign Unite BVI Limited (see note 9), the other entities in the Group including Virgin Foundation have no employees. The Virgin Foundation has a service level agreement in place with Virgin Management Limited in the UK, and Virgin Management USA in the US which includes the provision of a number of employees who are responsible for running the charity. Additionally, Virgin Management Limited and Virgin Management USA provide office space and IT resources to enable these employees to deliver the Virgin Foundation’s strategy. Also provided as in-kind support are professional services to the Charity such as tax, legal and website services.

Financial review and Related Policies

The financial statements have been prepared in accordance with the accounting policies set out in the notes to the accounts and comply with the Charity’s governing document, the Charities Act 2011 and Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland published in October 2019.

For the 12 month period to 31 December 2022, resources expended exceeded income by £1,921,000 (2021: £514,000), with the increase in net expenditure primarily being driven by a reduction in income compared to 2021. Consolidated unrestricted reserves decreased during the year to £4,859,000 (2021: £6,115,000). Consolidated restricted reserves decreased to £2,579,000 (2021: £2,853,000). The expenditure is attributable to grants made in the year of £7,329,000 (2021: £7,889,000), support costs of £3,638,000 (2020: £3,430,000) and other costs of £1,202,000 (2021: £1,144,000).

Voluntary income primarily comprises Sir Richard Branson's speaking fee donations from the Virgin Group of £2,491,000 (2021: £5,894,000), and other voluntary income of £3,980,000 (2021: £2,594,000). The Trustees are extremely grateful for these contributions. The majority of reserves in place have been incorporated into the operating budget for the next three years and have been allocated against certain Virgin Unite commitments.

The Board would like to thank Virgin Management Limited and Virgin Management USA Inc. for providing donations in kind of office space, staff, IT support and professional services such as taxation advice and flights amounting to £3,444,000 in 2022 (2021: £3,267,000).

During the period, expenditure on charitable activities was £11,500,000 (2021: £11,710,000) and costs of raising funds totalled £669,000 (2021: £753,000).

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Going concern

The Trustees have considered cash flow forecasts for the period to 31 December 2024 which covers approximately 15 months from the anticipated signing of the Charity’s financial statements. The cash flow forecasts indicate that, taking account of reasonably possible downsides on its operations and its financial resources, the Group and Charity will have sufficient funds to meet its liabilities as they fall due for that period.

The analysis takes into account the position of Virgin Unite's reserves, anticipated donations and income, and forecast investments into projects. The analysis projects cash outflows/inflows over the period in order to assess the Charity's liquidity headroom.

Consequently, the Trustees are confident that the Charity will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Programme related investments and grant-making policy

Virgin Unite achieves its charity objects in a number of ways which include providing investment, grantmaking, and non-financial support. Support is designed based on the nature and objectives of the programme. Investments and grants are made to further the charity objects of Virgin Unite and are managed in line with the objectives of the programme. Grants and other investments are monitored regularly and appropriate progress reports are required from recipients.

How we spend our money

• Direct charitable expenditure – either money we give other organisations for the work they do which we support, or money we spend on projects we are running ourselves.

• Expenditure on the things we have to do to run the charity properly – our overheads. Virgin Unite’s overheads are covered by Richard Branson and the Virgin Group, meaning that 100% of all donations received go directly to initiatives we create or support.

Reserves policy

In the period to 31 December 2022 the Trustees' policy is that unrestricted funds less the net book value of fixed assets held by the charity that are not committed or designated ("the free reserves") should be sufficient to cover at least six month's total expenditure excluding direct discretionary expenditure relating to charitable activities and costs of generating funds. Free reserves as at 31 December 2022 are £2.6 million.

The Trustees have judged this level as appropriate given Unite's limited liabilities and fixed assets, and relatively flexible staffing arrangements. The level of reserves is projected to stay at a consistent level over the next 3 years based on projected donations and grant making.

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Investment powers and policy

Under the Memorandum and Articles of Association, the Charity has the power to invest their reserves in any way the Trustees wish. During the period to 31 December 2022, a small additional investment was made in Amplify Capital by Unite Canada, as set out in Note 11. Other than this, the policy has been to retain funds in bank accounts and money market funds, bearing interest where available, on the basis that levels of funds and the time for which they were held did not justify a more diverse investment strategy.

The Charity will continue to review its investment strategy and update as appropriate.

Fundraising policy

Virgin Unite does not use professional fundraisers or commercial participators to raise funds. The Charity nevertheless observes and complies with the relevant fundraising regulations and codes, and is registered with various bodies in the jurisdictions in which it operates, including the Charities Commission and the Fundraising Regulator in the UK, the ACNC Charity Register in Australia and the Canada Revenue Agency, along with registrations across the USA.

During the year there was no non-compliance of these regulations (2021: none) and the Charity received no complaints (2021: none) relating to its fundraising practice.

Disclosure of information to auditor

The Trustees who held office at the date of approval of this report confirm that, so far as they are each aware, there is no relevant audit information of which the Charitable Company's auditor is unaware; and each Trustee has taken all the steps that ought to have been taken as a Trustee to make themselves aware of any relevant audit information and to establish that the Charitable Company's auditor is aware of that information.

Auditor

Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and KPMG LLP will therefore continue in office.

The Strategic report and Trustees' report, as set out above, were approved by the Board on 25 September 2023 and signed on its behalf by

H Branson

Trustee

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Virgin Unite Annual Report 2022

STATEMENT OF RESPONSIBILITIES OF THE TRUSTEES OF THE VIRGIN FOUNDATION IN RESEPECT OF THE TRUSTEES' ANNUAL REPORT AND THE FINANCIAL STATEMENTS

The Trustees are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Trustees to prepare financial statements for each financial year. Under that law they are required to prepare the Group and Parent Company financial statements in accordance with UK Accounting Standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland.

Under company law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and charitable company and of the Group’s income and expenditure for that period. In preparing each of the group and charitable company financial statements, the Trustees are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards and the Statement of Recommended Practice have been followed, subject to any material departures disclosed and explained in the financial statements;

• assess the Group’s and the Charitable Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and

• use the going concern basis of accounting unless they either intend to liquidate the group or the charitable company or to cease operations, or have no realistic alternative but to do so.

The Trustees are responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Charitable Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Charitable Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the group and to prevent and detect fraud and other irregularities.

The Trustees are responsible for the maintenance and integrity of the corporate and financial information included on the Charitable Company’s website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

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INDEPENDENT AUDITOR'S REPORT TO THE TRUSTEES AND MEMBERS OF THE VIRGIN FOUNDATION

Opinion

We have audited the financial statements of the Virgin Foundation (known as Virgin Unite) (“the charitable company”) for the year ended 31 December 2022 which comprise the consolidated statement of financial activities, consolidated and charity balance sheets, consolidated cash flow statement, and related notes, including the accounting policies in note 1.

In our opinion the financial statements:

• give a true and fair view of the state of the group’s and of the charitable company’s affairs as at 31 December 2022 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 UK accounting standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland; 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 are described below. We have fulfilled our ethical responsibilities under, and are independent of the group in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.

Going concern

The Trustees have prepared the financial statements on the going concern basis as they do not intend to liquidate the group or the charitable company or to cease their operations, and as they have concluded that the group and the charitable company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over their ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).

In our evaluation of the Trustees’ conclusions, we considered the inherent risks to the group’s business model and analysed how those risks might affect the group and charitable company’s financial resources or ability to continue operations over the going concern period.

Our conclusions based on this work:

• we consider that the Trustees’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate;

• we have not identified, and concur with the Trustees’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the group or the charitable company's ability to continue as a going concern for the going concern period.

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However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the group or the charitable company will continue in operation.

Fraud and breaches of laws and regulations – ability to detect

Identifying and responding to risks of material misstatement due to fraud

To identify risks of material misstatement due to fraud (“fraud risks”), we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud.

Our risk assessment procedures included:

• Enquiring of management and inspection of policy documentation as to the group’s highlevel policies and procedures to prevent and detect fraud.

Reading Board meeting minutes.

Using analytical procedures to identify any unusual or unexpected relationships

We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.

As required by auditing standards, we perform procedures to address the risk of management override of controls and the risk of fraudulent revenue recognition, in particular the risk that voluntary income is recorded in the incorrect accounting period or incorrectly classified and the risk that management may be in a position to make inappropriate accounting entries.

We did not identify any additional fraud risks.

We performed procedures including:

• Identifying journal entries to test based on risk criteria and comparing the identified entries to supporting documentation. These included those posted by unexpected individuals and those posted to unusual accounts combinations;

• Agreeing a sample of income transactions before and after the year end back to relevant invoices to ensure they are recorded in the correct accounting period.

• Testing a sample of transactions to verify the categorisation of income between restricted and unrestricted in line with the criteria in the Charities SORP.

Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the Trustees and other management (as required by auditing standards). We discussed with the Trustees and other management the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

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Virgin Unite Annual Report 2022

The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies’ legislation and the Charities SORP) and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the Group is subject to many other laws and regulations where the consequences of noncompliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: health and safety, anti-bribery, and certain aspects of company and charity legislation, recognising the nature of the Group’s activities and its legal form. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Trustees and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Context of the ability of the audit to detect fraud or breaches of law or regulation

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remains a higher risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing noncompliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

Other information

The Trustees are responsible for the other information, which comprises the Trustees' Annual Report. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge.

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Based solely on that work:

we have not identified material misstatements in the other information;

• in our opinion the information given in the Trustees' Annual Report, which constitutes the strategic report and the directors’ report for the financial year, is consistent with the financial statements; and

in our opinion that report has been prepared in accordance with the Companies Act 2006.

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• the Charitable Company has not kept adequate and proper accounting records or returns adequate for our audit have not been received from branches not visited by us; or the 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

We have nothing to report in these respects.

Trustees’ responsibilities

As explained more fully in their statement set out on page 26, the Trustees (who are also the directors of the Charitable Company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; assessing the Group’s and the Charitable Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and using the going concern basis of accounting unless they either intend to liquidate the group or the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities

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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

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Virgin Unite Annual Report 2022

The purpose of our audit work and to whom we owe our responsibilities

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 and the Charitable Company's Trustees 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, its members, as a body and its Trustees, as a body, for our audit work, for this report or for the opinions we have formed.

Jessica Hargreaves (Senior Statutory Auditor) for and on behalf of KPMG LLP, Statutory Auditor Chartered Accountants 15 Canada Square, London, E14 5GL 29 September 2023

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Virgin Unite Annual Report 2022

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES

for the year ended 31 December 2022

Incorporating the income and expenditure account and statement of total recognised gains and losses.

Note Income from: Voluntary income 3 Other Trading Activities Total Expenditure on: Raising funds 5 Charitable activities 4, 5 Total Net income/ (expenditure) Transfer between funds 17, 18 Exceptional items: Loss on deconsolidation Other recognised gains / (losses): Foreign exchange reserve movement Net movement in funds Reconciliation of funds Total funds brought forward 17, 18 Total funds carried forward 17, 18

2022 2022 2022 2021 2021 2021 Continuing Operations Continuing Operations Unrestricted Restricted Funds Funds £’000 £’000 £’000 £’000 £’000 £’000 7,665 2,250 9,915 11,755 - 11,755 333 - 333 194 - 194 7,998 2,250 10,248 11,949 - 11,949 (638) (31) (669) (753) - (753) (8,253) (3,247) (11,500) (11,710) - (11,710) (8,891) (3,278) (12,169) (12,463) - (12,463) (893) (1,028) (1,921) (514) - (514) (374) 374 - - - - - - - - (393) (393) 11 380 391 - - - (1,256) (274) (1,530) (514) (393) (907) 6,115 2,853 8,968 9,482 393 9,875 4,859 2,579 7,438 8,968 - 8,968 Discontinued Operations Continuing Operations Total Funds Total Funds

The notes on pages 36 to 56 form part of these financial statements.

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Virgin Unite Annual Report 2022

CONSOLIDATED BALANCE SHEET

at 31 December 2022

Note Fixed assets Tangible fixed assets 10 Investments 11 Non-current debtors 12 Current assets Debtors 13 Cash and cash equivalents Creditors: amounts falling due within one year 14 Net current assets Net assets The funds of the charitable group Unrestricted income funds 17 Restricted income funds 18 Total charitable group funds	2022 2021 £’000 £’000 10 - 571 486 6 57 587 543 670 558 10,205 10,080 10,875 10,638 (4,024) (2,213) 6,851 8,425 7,438 8,968 4,859 6,115 2,579 2,853 7,438 8,968

The notes on pages 36 to 56 form part of these financial statements.

These financial statements were approved by the Board of Trustees on 25 September 2023 and were signed on its behalf by:

H Branson Trustee

Company number: 2155645 Charity number: 297540

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Virgin Unite Annual Report 2022

CHARITY BALANCE SHEET

at 31 December 2022

Note Fixed assets Loans Receivable 12 Current assets Debtors 13 Cash at bank and in hand Creditors: amounts falling due within one year 14 Net current assets Net assets The funds of the charity Unrestricted income funds 17 Restricted income funds 18 Total charity funds	2022 2021 £’000 £’000 6 14 6 14 69 34 4,374 5,870 4,443 5,904 (1,816) (1,263) 2,627 4,641 2,633 4,655 2,593 4,587 40 68 2,633 4,655

The notes on pages 36 to 56 form part of these financial statements.

These financial statements were approved by the Board of Trustees on 25 September 2023 and were signed on its behalf by:

H Branson

Trustee

Company number: 2155645 Charity number: 297540

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Virgin Unite Annual Report 2022

CONSOLIDATED CASH FLOW STATEMENT

for the year ended 31 December 2022

Note Cash flows from operating activities: Net cash generated/(used) in operating activities 19 Cash flows from investing activities: Acquisition of property, plant and equipment 10 Purchase of investments 11 Impact of deconsolidation Net cash used in investing activities Change in cash and cash equivalents in the reporting period Cash and cash equivalents at the beginning of the reporting period Change in cash and cash equivalents due to exchange rate movements Cash and cash equivalents at the end of the reporting period

2022 2021 £’000 £’000 (519) (487) (10) - (58) (28) - (506) (68) (534) (587) (1,021) 10,080 11,101 712 - 10,205 10,080

The notes on pages 36 to 56 form part of these financial statements.

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Virgin Unite Annual Report 2022

NOTES TO THE FINANCIAL STATEMENTS (forming part of the financial statements)

1 Accounting Policies

Basis of preparation

The financial statements have been prepared in accordance with the ‘Accounting and Reporting by Charities: Statement of Recommended Practice (FRS 102)’ and the Companies Act 2006. The Group meets the definition of a public benefit entity under FRS 102.

The Charity meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemption in relation to a presentation of a cash-flow statement in respect of its separate financial statements, which are presented alongside the consolidated financial statements.

The principal accounting policies adopted in the preparation of the financial statements are set out below.

Basis of consolidation

The financial statements include the results of The Virgin Foundation ("the Charity"), its wholly owned subsidiary Virgin Unite Trading Limited, as well as Virgin Unite USA Inc., Virgin Unite BVI Limited, Virgin Unite (Canada) Inc. and Virgin Unite Australia Limited.

Virgin Unite USA Inc., Virgin Unite BVI Limited, Virgin Unite (Canada) Inc. and Virgin Unite Australia Limited are overseas charities which are included in the consolidation on the basis that The Virgin Foundation exercises dominant influence and control over these charities in accordance with section 24 of the Charities SORP (FRS 102).

Up to 1st January 2021, the Branson Centre of Entrepreneurship - Caribbean Limited ("the Branson Centre" was consolidated in these financial statements. A review was carried out at 1st January 2021 to assess the relationship between The Virgin Foundation and the overseas entities to consider which entities remained under the control of the Charity. This review concluded that the Branson Centre was operationally independent of the Charity at the review date, and therefore no longer under its control. As a result of this review, the Branson Centre was deconsolidated as at 1st January 2021, and its results are no longer included in the Group results from that date.

Going concern

The financial statements have been prepared on a going concern basis which the Trustees consider to be appropriate for the following reasons.

The Trustees have considered cash flow forecasts for the period to 31 December 2024 which covers approximately 15 months from the anticipated signing of the Charity's financial statements. The cash flow forecasts indicate that, taking account of reasonably possible downsides on its operations and its financial resources, the Group and Charity will have sufficient funds to meet its liabilities as they fall due for that period.

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Virgin Unite Annual Report 2022

1 Accounting Policies (continued)

The analysis takes into account the position of Virgin Unite's reserves, anticipated donations and income, and forecast grant commitments. The analysis projects cash outflows/inflows over the period in order to assess the Charity's liquidity headroom.

Consequently, the Trustees are confident that the Charity will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Liquidity Risks

In the year £5,935k (60%) of the Group's income was derived from Virgin Group donations (either cash or in-kind). The Group has reasonable confidence in the timing and profile of these cashflows due to its close relationship with the Virgin Group companies making these donations.

In the year £7,329k (60%) of the Group's expenditure was grant expenditure, with the majority of the remainder (£3,444k, 28%) representing donated goods and services provided by Virgin Group entities. As such, the material operating costs of the Group are covered by this in-kind donation, leaving a minimal liquidity risk for the Group as future grant investments are in the Group's control, and could be adjusted in the event of reduced income.

The Group is satisfied it has sufficient liquid resources to cover amounts due within one year.

Income

Voluntary income includes donations and grants that provide core funding or are of general nature, and income from fundraising activities. Voluntary income is recognised when there is entitlement, a probable receipt and the amount can be measured with sufficient reliability. When a donor imposes restrictions on the purpose or use of the funding, the income is credited to the relevant restricted fund.

Grant income is deferred when terms and conditions exist that have not been met, or uncertainty exists as to whether the charity can meet the terms or conditions of the grant. In these cases, income is deferred until the charity has unconditional entitlement.

Other trading income represents event attendance fees received in Virgin Unite Trading Limited.

Expenses

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Where costs cannot be directly attributed to particular headings they have been allocated to activities on a basis consistent with use of the resources.

• Costs of generating funds are those costs incurred in attracting voluntary income, and those incurred in trading activities that raise funds.

• Charitable activities include expenditure associated with the various projects that the charity is supporting. This includes both the direct costs and support costs relating to the activities.

• Support costs include central functions and costs incurred in the governance of the charity and have been allocated to activity cost categories on a basis consistent with the use of resources, as detailed in note 5.

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Virgin Unite Annual Report 2022

1 Accounting Policies (continued)

Support costs

The cost allocation methodology requires judgement as to what are the most appropriate bases to use to apportion support costs; these are reviewed annually for reasonableness.

Foreign currencies

Transactions in foreign currencies are recorded using the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated using the rate of exchange ruling at the balance sheet date and the gains and losses on translation are included in the profit and loss account.

Tax

The Charity is considered to pass the tests set out in Paragraph 1 Schedule 6 Finance Act 2010 and therefore it meets the definition of a charitable company for UK corporation tax purposes. Accordingly, the charity is potentially exempt from taxation in respect of income or capital gains received within categories covered by Chapter 3 Part 11 Corporation Tax Act 2010 or Section 256 of the Taxation of Chargeable Gains Act 1992, to the extent that such income or gains are applied exclusively to charitable purposes. Non-charitable subsidiaries are subject to corporation tax, but donate some or all of their taxable profits to Virgin Unite by way of gift aid, reducing their tax liability. A tax charge of £691 was recognised in Virgin Unite Trading Limited in 2022 (2021: £25 tax credit), which related to 2021 taxable profits.

Fixed assets and depreciation

Depreciation is provided to write off the cost less the estimated residual value of tangible fixed assets by equal instalments over their estimated useful economic lives.

Furniture, fixtures and fittings are depreciated on a straight-line basis over 10 years.

Fixed asset investments

The investments held by the group are not quoted on any actively traded market, such that their fair value cannot be measured reliably. These investments are therefore held at cost less impairment at the balance sheet date. Any impairment of those investments are recognised in the statement of financial activities.

Fund accounting

The Charity has a number of restricted income funds to account for situations where a donor requires that a donation must be spent on a particular purpose or where funds have been raised for a specific purpose. Unrestricted funds are available for use at the discretion of the Trustees in furtherance of the general objectives of the charity. Designated funds are unrestricted funds earmarked by the Trustees for particular purposes. The funds held in each of these categories are disclosed in notes 16 and 17. Transfers from unrestricted to restricted funds occur when a deficit would otherwise exist in a restricted fund.

Financial instruments

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

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Virgin Unite Annual Report 2022

1 Accounting Policies (continued)

Financial Assets

Basic financial assets, including trade and other receivables, cash and bank balances are initially recognised at transaction price. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Financial Activities.

Financial assets are de-recognised when (a) the contractual rights to the cash flows from the assets expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial Liabilities

Basic financial liabilities, including trade and other payables, are initially recognised at the transaction price.

Financial liabilities are de-recognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Critical accounting judgements and key estimates and assumptions

The preparation of the financial statements in conformity with 'Accounting and Reporting by Charities: Statement of Recommended Practice (FRS 102)' requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from the estimates calculated.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

There are no critical accounting estimates or judgments made in the year (2021: nil).

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Virgin Unite Annual Report 2022

2 Financial Activities (Charity only)

A summary of the financial activities undertaken by The Virgin Foundation (the Charity) is set out below:

Note Income Voluntary income Total Expenditure on: Raising funds Charitable activities Total Transfer between funds 18 Net movement in funds Reconciliation of funds Total funds brought forward Total funds carried forward Net income/(expenditure)	2022 2022 2022 2021 £’000 £’000 £’000 £’000 Unrestricted Restricted Total Total Funds Funds Funds Funds 5,115 350 5,465 8,261 5,115 350 5,465 8,261 (49) (3) (52) (459) (6,976) (459) (7,435) (5,574) (7,025) (462) (7,487) (6,033) (1,910) (112) (2,022) 2,228 (84) 84 - - (1,994) (28) (2,022) 2,228 4,587 68 4,655 2,427 2,593 40 2,633 4,655

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Virgin Unite Annual Report 2022

3 Voluntary Income (Group)

Virgin Group general donations Other donations Donated goods and services	2022 2022 2022 2021 £’000 £’000 £’000 £’000 Unrestricted Restricted Total Total 2,265 226 2,491 5,894 1,956 2,024 3,980 2,594 3,444 - 3,444 3,267 7,665 2,250 9,915 11,755

The Virgin Foundation has a service level agreement in place with Virgin Management Limited in the UK, and Virgin Management USA in the US, which includes the provision of a number of employees who are responsible for running the charity. Additionally, Virgin Management Limited and Virgin Management USA provide office space and IT resources to enable these employees to deliver the Virgin Foundation’s strategy. Also provided as in-kind support are professional services to the Charity such as tax, legal and website services. The value placed on this contribution by the Virgin Group is based upon similar services provided to their Group companies and is valued at £3,444,000 (2021: £3,267,000). Donations in kind are recognised within incoming resources as a donation, and an equivalent charge is included as support costs and re-allocated to the appropriate cost category.

4 Support costs (Group)

The Group’s support costs are shown in the table below. Further apportionment of these costs between the charitable activities is undertaken (see note 5). Support costs are allocated on the basis of staff time spent on different activities.

Communication and digital costs Foreign exchange differences Finance, legal and professional costs Travel and other miscellaneous HR support costs Office expenses IT support costs Donations in Kind (note 3)	2022 2021 £’000 £’000 11 4 (1) 1 158 138 18 6 - 2 3 1 5 11 3,444 3,267 3,638 3,430

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Virgin Unite Annual Report 2022

5 Expenses (Group)

Group expenditure can be analysed into four main categories:

Large Scale Collaborative Initiatives

Audacious Ideas

Virgin Unite Local Entity Programmes

Other

Global Leadership Collectives incubated by Virgin Unite.

Co-funding big ideas with the potential to create change at scale, as part of the Audacious Project collaboration. Programmes specific to Virgin Unite entities in Canada and Australia

All other programmes, including criminal justice reform work, Robin Hood fund for small benevolent grants and legacy programmes in the process of winding down.

Large Scale Collaborative Initiatives Audacious Ideas Virgin Unite Local Entity Programmes Other Total charitable activities Costs of generating funds Total expenses Large Scale Collaborative Initiatives Audacious Ideas Virgin Unite Local Entity Programmes Other Total charitable activities Costs of generating funds Total expenses*

2022 2022 2022 2022 2022 Staff costs Grants Other direct costs Support costs Total £’000 £’000 £’000 £’000 £’000 210 1,042 92 2,121 3,465 (238) 181 4,366 36 560 766 396 - 4,424 - 170 1,693 435 378 2,903 606 7,329 325 3,240 11,500 - - 271 398 669 606 7,329 596 3,638 12,169 2021 2021 2021 2021 2021 Staff costs Grants Other direct costs Support costs Total £’000 £’000 £’000 £’000 £’000 167 1,093 45 1,280 2,585 - 5,537 29 340 5,906 - 82 33 688 803 311 1,177 417 511 2,416 478 7,889 524 2,819 11,710 - - 142 611 753 478 7,889 666 3,430 12,463

Refer to pages 4 to 19 for further details of projects. A breakdown of grant expenditure is given in note 6.

*The negative figure seen in Other direct costs in 2022 for Audacious Ideas is driven by foreign exchange gains.

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Virgin Unite Annual Report 2022

6 Grant expenditure (Group)

A breakdown of 2022 grant expenditure is shown below:

----- Start of picture text -----
Unrestricted Restricted Total
Fund £'000 £'000 £'000
Big Change 250 - 250
Caribbean Climate Smart Accelerator - 440 440
The Elders Foundation 100 - 100
The B Team 131 - 131
The NewNow - 121 121
Large Scale Collaborative Initiatives 481 561 1,042
The End Fund 790 - 790
Sightsavers 2,252 - 2,252
Project CETI 247 - 247
Phare Bio (Collins Lab) 37 - 37
BRAC 296 - 296
Humanitarian Open Street Maps 62 - 62
One Acre Fund 740 - 740
Audacious Ideas 4,424 - 4,424
Canada - unrestricted funds 40 - 40
Australia - unrestricted funds 130 - 130
Virgin Unite Local Entity Programmes 170 - 170
Criminal Justice Reform 14 - 14
Emergency Response Fund 26 - 26
Fellowship Pathways (formerly ReGen USA) - 43 43
Galactic Unite - 18 18
Eve Branson Foundation 40 - 40
Graca Machel Trust 9 - 9
Robin Hood Fund 68 - 68
Pride n Purpose -Ulusaba 14 53 67
Do4SA - 9 9
Unite BVI - 1,393 1,393
Other small grants 6 - 6
Other 177 1,516 1,693
Total 5,252 2,077 7,329
----- End of picture text -----

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Virgin Unite Annual Report 2022

7 Other grant commitments (Group)

These other grant commitments relate to grants where there are reviews or other milestones upon which future funding is conditional and are therefore not recognised as a liability in the accounts until those conditions are met. The amounts committed as at 31 December 2022 will be funded from the net assets of the Charity at the balance sheet date, and are detailed below.

Amounts committed for payment in: 2023 2024 2025 2026	2022 £’000 4,115 2,740 1,618 373 8,846

8	Net Expenditure for the Year (Group)
		2022	2021
		£’000	£’000
	Net expenditure for the year is stated after charging:
	Bad debts written off	3	-
	Auditor's remuneration:
	Audit of these financial statements	44	35
	Audit of the subsidiary financial statements	45	36
	Other non-audit services	5	5

Other non-audit services provided during the year included preparation of tax returns relating to Virgin Unite USA Inc., and accounts preparation services for Virgin Unite (Canada) Inc. and Virgin Unite BVI Limited.

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Virgin Unite Annual Report 2022

9 Staff Costs (Group)

Gross wages Other staff costs Social security costs Employer's pension	2022 2021 £’000 £’000 351 278 210 167 38 29 7 4 606 478

Other staff costs represents invoiced payroll costs in relation to the 100% Human project.

The number of employees whose remuneration in the year fell into the bands below were:

<£60,000 Between £70,001 and £80,000 Between £80,001 and £90,000 Between £90,001 and £100,000 Between £140,001 and £150,000 Unite (BVI)	2022 2021 £’000 £’000 1 2 - 2 1 - 1 1 1 - 4 5 2022 2021 No. No. 4 5 4 5

The average number of staff employed during the year was 4 (2021: 5).

Trustee Remuneration

No remuneration was paid to the Trustees during the year (2021: £nil). No Trustee travel expenses were reimbursed during the year (2021: £nil).

Senior Management Remuneration

The Senior Management Team are regarded as the Group's key management personnel which comprised an average of 4 staff during 2022 (2021: 5 staff). The total remuneration for the Charity's key management personnel during 2022, including salary, employer social security, bonuses and employer pension contributions, totalled £1,096k (2021: £1,049k), all of which was covered as part of the Donations in Kind received from Virgin Management Limited and Virgin Management USA Inc., and therefore represented a £nil cost to the Charity.

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Virgin Unite Annual Report 2022

10 Tangible fixed assets (Group)

Cost At beginning of year Additions At end of year Net book value At 31 December 2022 At 31 December 2021	Furniture, Fixtures and Equipment £’000 - 10 10 10 -

11 Investments (Group)

The movements in investments held with investment managers were as follows:

Value held at beginning of the year Additions (at cost) Foreign exchange gain for the year Value held at end of the year	2022 2021 £’000 £’000 486 458 58 28 27 - 571 486

Split of investments between those based in the UK and those that are based overseas:

Amplify Capital I LP Total	UK Overseas Total UK Overseas Total £’000 £’000 £’000 £’000 £’000 £’000 - 571 571 -486 486 - 571 571 -486 486 2021 2022

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Virgin Unite Annual Report 2022

12 Non-Current Debtors (Group and Charity)

Loans Receivable - Solar Now Loans Receivable - Solar Work B.V. Accrued income and prepayments	2022 2021 2022 2021 £’000 £’000 £’000 £’000 - 8 - 8 6 6 6 6 - 43 - - 6 57 6 14 Group Charity

No repayments were made on these loans during the financial year. The loan receivable from Solar Now was fully provided for during 2022 as it is no longer considered to be recoverable.

13 Debtors (Group and Charity)

Trade debtors Accrued income and prepayments Other debtors	2022 2021 2022 2021 £’000 £’000 £’000 £’000 7 4 6 - 663 550 63 34 - 4 - - 670 558 69 34 Group Charity

14 Creditors (Group and Charity)

Amounts falling due within one year: Trade creditors Accruals and deferred income Amounts due to subsidiaries Other creditors	2022 2021 2022 2021 £’000 £’000 £’000 £’000 30 92 26 48 3,892 2,082 107 67 - - 1,635 1,148 102 39 48 - 4,024 2,213 1,816 1,263 Group Charity

Deferred income relates to grants received in Unite BVI which did not meet the revenue recognition criteria at 31 December 2022.

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Virgin Unite Annual Report 2022

15 Analysis of net assets between funds (Group)

Unrestricted funds Restricted funds At 31 December 2022	Tangible fixed assets Current assets Current liabilities Net assets £’000 £’000 £’000 £’000 587 8,296 (4,024) 4,859 - 2,579 - 2,579 587 10,875 (4,024) 7,438

16 Analysis of net assets between funds (Charity)

Unrestricted funds Restricted funds At 31 December 2022	Tangible fixed assets Current assets Current liabilities Net assets £’000 £’000 £’000 £’000 6 4,403 (1,816) 2,593 - 40 - 40 6 4,443 (1,816) 2,633

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Virgin Unite Annual Report 2022

17 Unrestricted Funds (Group and Charity)

Group General fund Designated fund Total funds Charity only General fund Designated fund Total funds

Fund balances brought forward Income Expenditure Transfers Other gains/losses Fund balances carried forward £’000 £’000 £’000 £’000 £’000 £’000 2,847 7,998 (4,009) (3,117) 103 3,822 3,268 - (4,882) 2,743 (92) 1,037 6,115 7,998 (8,891) (374) 11 4,859 Fund balances brought forward Income Expenditure Transfers Other gains/losses Fund balances carried forward £’000 £’000 £’000 £’000 £’000 £’000 1,473 5,115 (2,805) (2,021) - 1,762 3,114 - (4,220) 1,937 - 831 4,587 5,115 (7,025) (84) - 2,593

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Virgin Unite Annual Report 2022

18 Restricted Funds (Group and Charity)

Group Fund name 100% Human at Work Caribbean Climate Smart Accelerator The NewNow Large Scale Collaborative Initiatives Social Investments Canada Virgin Unite Local Entity Programmes Unite BVI Entrepreneurship Branson Centre Caribbean ReGeneration USA Business as a Force for Good Morocco Galactic Unite Pride ‘n Purpose Drugs and Prison Reform BVI Recovery Other Other Initiatives Total funds*

Fund balances brought forward Income Expenditure Transfers Other gains/losses Fund balances carried forward £’000 £’000 £’000 £’000 £’000 £’000 185 134 (276) 275 36 354 117 381 (441) - 48 105 210 4 (147) 121 18 206 512 519 (864) 396 102 665 77 - - (59) 4 22 77 - - (59) 4 22 1,153 1,339 (1,937) (217) 145 483 6 - - (6) - - 73 - - - 9 82 116 - (43) - 16 89 - 7 - - 1 8 23 7 (18) 7 4 23 45 9 (53) - - 1 - - (121) 121 - - 61 288 - 230 13 592 787 81 (242) (98) 86 614 2,264 1,731 (2,414) 37 274 1,892 2,853 2,250 (3,278) 374 380 2,579

During the financial period £374,000 (2021: £408,000) was transferred from Unite Group’s unrestricted funds to restricted funds. The transfers were made to settle the costs incurred for certain charitable initiatives that were not otherwise covered by restricted funds.

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Virgin Unite Annual Report 2022

18 Restricted Funds (continued)

The largest spend from restricted funds in the period relates to:

Large Scale Collaborative Initiatives:

100% Human at work

100% Human at Work was founded on the belief that the time has come for business to start thinking of people as human beings and not as resources - moving away from maximising profits and profitability to focus on how we can help people achieve their highest potential and purpose, which will naturally positively impact the bottom line.

Our movement has brought together an extraordinary network of over 500 organisations and individuals around the world, who are shaping a vision for a better future of work, testing ideas and driving change. We aim to lead the conversation, encourage collaboration and innovation, set the benchmark, facilitate learning and drive bold action, guided by our 100% Human at Work values of Equality, Respect, Growth, Belonging and Purpose.

The NewNow

The NewNow launched with a collective of rising global leaders who are tackling some of the toughest challenges for humanity and the planet. The NewNow exists to amplify, develop, and support these extraordinary individuals in order to increase their impact, inspire and lift others and tackle unacceptable issues, by working together to accomplish change through collective action. The NewNow's objective is to ensure that the voices of rising leaders are heard and that their agenda is implemented. The NewNow aim to achieve deep, sustainable and transformative global impact.

Caribbean Climate Smart Accelerator

The Caribbean Climate-Smart Accelerator (CCSA) identifies and fast-tracks public and private investment opportunities that support climate action paired with economic growth. This enables Caribbean countries to build resilient infrastructure and societies, create jobs and advocate to ensure that the region achieves its ambition to become the world's first 'climate smart' zone.

A Healthy Planet for All:

Unite BVI

Unite BVI is a not-for-profit foundation based in the British Virgin Islands (BVI). They work on a range of projects – from advocating for the protection of the environment to initiatives that enrich the community such as supporting local entrepreneurs, investing in education and addressing public health and social welfare issues with sustainable solutions. Their overarching vision is to create opportunities that inspire and empower a generation of arising world-changers.

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Virgin Unite Annual Report 2022

18 Restricted Funds (continued)

	Fund				Fund
The Virgin Foundation (Charity only)	balances brought	Income	Expenditure	Transfers	balances carried
	forward				forward
	£’000	£’000	£’000	£’000	£’000
Fund name
100% Human at Work	-	253	(253)	-	-
The New Now	-	-	(26)	26	-
Large Scale Collaborative Initiatives Entrepreneurship Galactic Unite Pride ‘n Purpose Other	- 28 - - 40	253 - 10 1 86	(279) - (10) - (173)	26 (28) - - 86	- - - 1 39
Other Initiatives	68	97	**(183) **	58	40
Total funds	68	350	**(462) **	84	40

Each of these funds are regarded as ‘Restricted’ as donations have been received in response to specific appeals. Refer to the Strategic Report for further details of projects.

During the financial period £112,000 (2021: £127,000) was transferred from the charity’s unrestricted funds to restricted funds. The transfers were made to settle the costs incurred for certain charitable initiatives that were not otherwise covered by restricted funds. In addition, £28,000 was repurposed from the charity's restricted entrepreneurship fund into unrestricted funds, with the consent of the donor. The net increase in restricted funds arising from transfers was therefore £84,000.

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Virgin Unite Annual Report 2022

19 Reconciliation of net expenditure to net cash flow from operating activities (Group)

Net expenditure for the reporting period (as per the statement of financial activities) Adjustments for: Unrealised foreign exchange loss (Increase)/decrease in debtors Decrease/(increase) in creditors Net cash generated / (used) in operating activities	2022 2021 £’000 £’000 (1,921) (514) (348) - (61) 1,811 267 (240) (519) (487)

20 Related party disclosures (Group)

The Trustees of The Virgin Foundation have interests directly or indirectly in certain other companies and are Trustees of certain other chartable organisations which are considered to give rise to related party disclosures. The transactions with related parties are stated below:

Grants made Big Change The Elders Foundation Association Eve Branson Foundation B Team Caribbean Climate - Smart Accelerator Safe Hands for Girls (The NewNow) African Youth Initiative Network (The NewNow) Digital Citizen Fund (The NewNow) The Africa Center (The NewNow) The Ecosystem Impact Foundation (The NewNow) Yayasan Derma Wana Lestari (The NewNow) Ocean Unite Ulusaba Pride n Purpose Vest Source Two (Pty) Ltd (Mont Rochelle Hotel) Just Capital Expenses Virgin Management Limited The Elders Foundation Harbottle & Lewis Split Holdings Limited

2022 2021 £’000 £’000 250 230 100 137 40 84 131 123 440 375 20 22 20 18 40 36 20 18 - 18 20 - - 115 67 14 - 10 4 - 230 164 - 4 31 20 220 205

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20 Related party disclosures (Group) (Continued)

Income Virgin Enterprises Limited Virgin Holidays Limited Virgin Start Up Limited Virgin Management Limited The Prism Charitable Trust Split Holdings Limited Ajaz Ahmed (Trustee) Holly Branson (Trustee) Donations in kind (income & expenditure) Virgin Management USA Inc. Virgin Management Limited Debtors Virgin Management Limited Creditors Harbottle & Lewis Virgin Management Limited Association Eve Branson Foundation Virgin Enterprises Limited Split Holdings Limited

2022 2021 £’000 £’000 2,3895,394 -8 5 - 5445 109 - 9247 138 - 1 - 842810 2,6022,457 6 - 63 4739 10 - -2 127

21 Governing documents

The Virgin Foundation is constituted as a company limited by guarantee. Its governing documents are a Memorandum and Articles of Association. The Trustees of the Charity are also members of the Charity and, in the event of the Charity being wound up, are liable to contribute a maximum of £1. The Virgin Foundation is registered as a charity with the Charity Commission for England and Wales.

54

Virgin Unite Annual Report 2022

22 Fixed asset investments (Charity)

Virgin Unite Trading Limited	2022 2021 £ £ 2 2

The Charity owns the entire issued ordinary share capital of Virgin Unite Trading Limited, a company incorporated in England. The shares were acquired by way of gift.

23 Subsidiary and related charities

The overseas charities are included in the consolidation on the basis that the Virgin Foundation exercises dominant influence and control over these charities in accordance with paragraph 24 of the Charities SORP (FRS 102). Influence and control are deemed to exist due to the close oversight that the Charity has over the finances and operations of these overseas charities. In addition, Virgin Unite UK has entered into grant agreements with each of the charities with the aim of advancing the charitable purpose of Virgin Unite. The grants are paid to enable the charities to carry on with their charitable mission; Virgin Unite UK also has the right to cancel such grants or withhold outstanding amounts.

Virgin Unite Trading Limited

The principal activity of Virgin Unite Trading Limited is marketing and promotion relating to charitable causes. The subsidiary pays all of its profits to the Charity by way of gift aid.

Virgin Unite USA, Inc.

Virgin Unite USA, Inc. is a non-profit making organisation located in New York, USA. The principal activities include uniting global resources to promote entrepreneurial approaches to social and environmental issues and administration of various fund-raising activities. Virgin Unite USA, Inc. was incorporated on 15 December 2005 in the USA.

Virgin Unite Australia Limited

Virgin Unite Australia Limited is a non-profit making organisation located in Sydney, New South Wales, Australia. The principal activities include uniting global resources to promote entrepreneurial approaches to social and environmental issues and administration of various fund-raising activities. Virgin Unite Australia Limited was incorporated on 23 December 2019 in Australia.

Virgin Unite (Canada) Inc.

Virgin Unite (Canada) Inc. is a non-profit making organisation located in Toronto, Province of Ontario, Canada. The principal activities include uniting global resources to promote entrepreneurial approaches to social and environmental issues and administration of various fund-raising activities. Virgin Unite (Canada) Inc. was incorporated on 8 September 2007 in Canada.

Unite (BVI) Limited

Unite (BVI) is a local foundation dedicated to tackling community and environmental changes across the British Virgin Islands. Specifically, the foundation is focused on three key areas: supporting entrepreneurs, environmental conservation, and enriching the community through supporting education, health and social development projects. Unite (BVI) Limited overheads are covered by Virgin Unite, meaning that 100% of all donations received go to initiatives they create or support. Unite (BVI) Limited was incorporated on 12 July 2016 in the British Virgin Islands.

55

Profit or loss for	the year ended 31 December 2022	(£'000)	61			29				(10)				3			215
Expenditure for	the year ended 31 December 2022	(£'000)	(271)			(1,922)				(2,743)				3			(123)
Gross income for	the year ended 31 December 2022	(£'000)	332			1,951				2,733				0			338
Net assets as at 31 December 2022 (£'000)			91			169				2,805				853			700
	Company number		3126284			1919768 NPN	100187			4079290 / EIN:	13-4188824			Business	Number (BN)	841790728RC00	637 161 203
Share type and % holding			100%,	Ordinary		100%,	Ordinary			Limited by	guarantee			Registered	charity		Limited by	guarantee
	Country of incorporation		England &	Wales		British Virgin	Islands			United States	of America			Canada			Australia
	Subsidiaries		Virgin Unite Trading Limited	7 Savoy Court, London, WC2R	0EX, United Kingdom	Virgin Unite BVI Limited	Craigmuir Chambers, P.O. Box 71,	Road Town, Tortola, British Virgin	Islands	Virgin Unite USA Inc.	65 Bleecker Street, 6th Floor,	New York 10012, United States of	America	Virgin Unite (Canada) Inc.	720 King Street West, Suite 905,	Toronto M5V 2T3, Canada	Virgin Unite Australia Limited	Level 5, East Village, 2a Defries	Avenue, Zetland, NSW 2017,	Australia

Virgin Unite - Annual Report and Financial Statements - 31 December 2022 - FINAL Final Audit Report 2023-09-26 Cr88ted.. 2023-09-25 By.. Cath8rin8 Overy [e-mail] Status.. Signed Transaction ID.. CBJCHBCNABPAHQr271eLkUsSdBfQxwQ_5yU88RuQ4eRW "Virgin Unite - Annual Report and Financial Statements - 31 Dec ember 2022 - FINAL" History Document created by Catherine Overy [e-mail] 202m￿25-3.l3.27 PM GMT Document emailed to [e-mail] for signature 2023-09-25- 3'.15'.57 PM GMT Email viewed by [e-mail] 202￿9-26- 8..22..57 AM GMT • Signer [e-mail] entered name at signing as holly branson 202M￿26-B.23.38Am GMT Document e-signed by holly branson [e-mail] Signature Dale.. 2023-09-26- 8..23.'40 AM GMT- TiTrE sour￿.. seTrer Agreement completed. 202>0&26- 8..23..40 AM GMT Adobe Acrobat Sign